Friendship is Mind Control

by Wintermist

Rating: mature
Tags: Porn, Fetish, Profanity, Non-consensual, Princess Celestia, Sex, Zecora, Twilight Sparkle, Anthro, Main 6, Drama, My Little Pony: Friendship is Magic, Dark, Princess Luna
Length: 266775

Applejack is helpless, always a single word away from a mindless trance. Twilight can resist taking advantage of her friend. She just needs to experiment a little. For perfectly sound reasons.

Twilight never meant to mesmerise Applejack, never intended her to be bound to her voice, forever vulnerable to a single soft word. Twilight would never take advantage of it. Except, she does need to understand the limits of the spell. And somehow, the limits of what Twilight will do keep shifting.

At least she'd never cast it on any of her other friends. That would be terrible. Wrong, to take more and more of her friends under her control. Definitely wrong.

Cover art cropped from 'Unresolved Issues...' by ScorpDK

Published 2014-12-29 03:10:07 UTC
Last updated 2016-01-27 18:01:03 UTC

2: A Fervent Request

The glow of Twilight's horn fizzled, spluttered, and faded yet again. "Oh come on!" she protested at the open book. "That was a perfect inversion based on Starswirl the Bearded's sixth principle!"

Her quill drew a neat line through the careful words she'd written, the latest in a long list of failed attempts to find a reversal charm to remove the focus charm's effects. Nothing. It was as though it had been designed to make it hard to reverse... which, Twilight thought slowly, it probably had.

She needed to think. She needed to know more about the way the charm worked. But wasn't that why she'd cast it on Applejack in the first place, to learn about it? She certainly couldn't cast it on anypony else. Her lips pressed together. Could she risk triggering it on Applejack again? It certainly was very powerful. But there were things she didn't know yet, if she understood better how it hooked into memory, maybe she could make progress.

She felt oddly glad Spike wasn't there to witness her confused and tangled reactions to the whole thing, and felt guilty about that, too.

There was nothing else for it. She didn't examine too closely how that thought gave her an odd little skip of happiness, and quickly put the book away, together with her notes. Pulling on a purple jumper with a replica of her cutie mark sewn over the chest - she really had to thank Rarity again - she stepped out into the warm afternoon air.

Ponyville bustled, ponies going every which way as they explored the market occupying the centre of the town. That would be the first place to start then! She walked the stalls, accepting the greetings of ponies she passed with a warm smile of acknowledgement, looking for Applejack's hat over the heads of the crowd.

"Why, Twilight dear, it's so nice to see you up and about again."

She turned. Addressing her was a taller mare, with pure white skin covered by an intricately layered dress in pale blue that was slit to expose her triple diamond cutie mark. Her mane was thick and fell in complex purple waves over her bare shoulders, her tail spilling down the back of her skirt. Distracted, she smiled. "Hello Rarity. Are you enjoying the market?"

"Darling, there's a whole wagon of cloth all the way from Fillydelphia! Some of the designs I have in mind for it are simply perfection! You must model them for me when they're done. I've already asked Fluttershy, Applejack and Pinkie, and they've all agreed."

"Of course, Rarity! I'd be glad to help," Twilight replied sincerely. It was nice to be distracted from the thing she'd been fretting about for days. Still- "Do you know where Applejack is now? I need her to help me with something."

"Oh Twilight, are you still working on that charm?" Rarity looked a little concerned. "Now dear, don't let it get to you if you can't make it work. You looked so troubled when I visited, and you've hardly been outside since. It isn't good for you."

A flash of shock froze Twilight to the spot as Rarity guessed her purpose, before Twilight forced herself to relax. She couldn't know that the problem was undoing her success, not trying to make it work better. "W-well, I think I can make some progress today."

"Oh, very well. She's over by the town hall, looking at ploughs. But dear, if you need me to help you, do say so, alright?"

"Thank you, Rarity. I'll see you later," Twilight answered. It certainly wouldn't be a good idea to practice on Rarity too. Anything she needed to find out, she could find out by studying Applejack.

Making her way through the crowd and avoiding anypony she knew too well, Twilight quickly walked towards the town hall. Finally, there was Applejack's hat above the crowds. She quickened her pace, trying not to rush too obviously.

"Applejack!"

The blonde mare blinked, turning around. "Hey Twilight. You out shopping?"

She shook her head. "I was hoping to bump into you. I wanted your help - do you think you could come to my home?"

"What, this about that charm again?" Applejack considered. "Sure, Twilight, I'll come by later. Plenty of things at the market I'm going t'need to get for Sweet Apple Acres, Big Mac'll be by to help me get them home."

"Of course! Of course. I'll see you later then Applejack. I'm very grateful for your help." Twilight gave her a slightly nervous smile.

"Don't you think nothing of it. Catch you later on."

Twilight walked away into the crowd, her heart thumping. Fine, later was fine. That was good, Applejack would come by, and she'd just wait until then. She could wait. The spell wasn't going anywhere, and after a couple of anxious days, she was confident in her analysis that it wouldn't respond to anypony but her.

She could wait.

Waiting was hard. She was nervous, and jumpy, walking up and down over and over, pulling books off the shelves and flipping through them, only to find them dissatisfying and swiftly put them back. She was as jittery as if she were about to go on a first date, she thought, then quickly rejected the comparison as inappropriate.

The knock on the door startled her out of her wits, and it took her a second to answer, "-come in!"

Applejack pushed the door open, carrying a woven bag in her left hand which she set down by the door. "Howdy Twilight. You reckon you're getting somewhere with this charm of yours?"

"I - yes! Yes. Come in." Twilight's horn glowed, and the door closed. Trying to find a sensible sentence, in case the charm had worn off by itself somehow, she instead blurted, "Will you awaken now?"

The words caught the other pony just as her expression was turning slightly concerned, arresting it before smoothing out. Her shoulders slumped, and Applejack's eyes glazed over as they drew magnetically to focus on Twilight's face. "Ah am awakened," she droned.

Twilight closed her eyes, a shudder rocking her at Applejack's thoughtless compliance. "Okay, Applejack. I'm going to try some tests now. You're going to do whatever I ask of you, okay?"

"Ah will do whatever you ask of me."

Steady, Twilight told herself sternly. This was serious magical research. She wouldn't learn anything if she got carried away.

Pulling herself up, she gazed at Applejack's face, searching her expression. It was strange; she'd never looked at Applejack's face so closely before. She began counting the major freckles on her cheek absently, gazing at her from different angles, slowly drifting forward without really thinking about it. Her orange skin had stood up well to the sunshine that she was constantly bathed in.

Twilight gently reached out to lift the hat from the blonde mare's head, holding it lightly between her fingers for a moment before letting it slip to the ground. She had such green eyes, tracking to follow her without thought. It was like being alone, with a beautiful living statue.

Her slim fingers were tracing the freckled marks on Applejack's cheek. Her skin was warm under her fingers, and soft. Smooth. Twilight's heart was hammering, and all of a sudden she realised that she must look quite similar to Applejack; stunned, with a far-away expression of concentration. Her hand dropped, and she stepped back, with a shiver. Whether it was fear, nervousness, guilt or something else entirely, she didn't know or try to examine.

"Okay," she spoke aloud, slowly. "When there's a new situation, or a new idea, memories alter to fit. That's not safe. What if you can turn off that process? ...Applejack. From when I cough, you're going to do anything I ask you, or tell you. You don't need a reason; you'll just be suddenly happy to do anything I say. Okay?"

"When you cough, Ah will do anything you say. Doesn't matter why, I just want to," Applejack repeated with entranced calm.

She had to hold back her nervous excitement. Just a test. This was magical investigation. "Slumber, please."

Applejack blinked, and her eyes shifted to her discarded hat. "So, what kind of tests do you want to run?"

Twilight winced, suddenly remembering she'd removed it. Another shifted memory to make sense of that, probably. "Stand on your head."

The blonde mare blinked. "Twilight, what? What kind of test can that help you-"

Twilight coughed. Her body was tense, pulsing with her heartbeat.

Applejack fell silent, and a wondering expression took over her face. "Ah - sure, Twilight. Anything you say." Turning around and tilting forward, she put her hands on the ground and pushed off with her boots, swinging up to balance on her hands. Her tail hung down her back, nearly touching her mane, which pooled on the floor. Her muscled arms held her weight easily, and she gave Twilight a warm, upside down smile of content happiness.

Her heart gave a harder thud in her chest. "A-Applejack?" she breathed. "Why did you do that?"

"Because you told me to, silly." The look was fond, even from her current position.

"You didn't do it at first. Why did you change your mind?" she probed.

"Well, I guess all've a sudden I jest felt like doing anything you say. Sure does make me happy. You're one've my closest friends, you know that."

Twilight's eyes closed. One of my friends. Of course she was, but it wasn't enough, it didn't feel enough. She shouldn't, but she just had to try- "Stand up please," she said politely, allowing Applejack to flex her legs and swing gracefully down onto her feet, before adding, "Awaken now," as the other pony turned back to her.

Applejack swayed, the motion arrested incomplete, partially facing Twilight and gazing at her with single minded attention.

"Applejack, I- okay. Wait there, please."

"Ah will wait."

Her body thrummed with nervous terror and excitement, a strange and foreign arousal colouring her thoughts and pushing her further. Her nipples ached with their tautness beneath her loose jumper, rubbing against her bra. Her voice trembled slightly as she began to speak again.

"Applejack. Um. When I-" Cough? No, that was silly. She didn't have to make up something that looked like an accident any more, she'd tested the charm enough to be confident in it. "When I click my fingers, you're going to think I'm the most important pony in your world, okay? You're really going to want to do what I tell you. Doing what I tell you feels really good."

Applejack's eyes fluttered slightly as she processed the words. "When you click your fingers, you'll be the most important pony in mah world, I'll really want to do what you tell me, it feels really good," she replied blankly.

Twilight's hand moved to her sex and briefly pressed firmly against herself through her loose trousers. She breathed a heavy murmur, before pulling her hand away and straightening up. She could just test how Applejack reacted to instruction. That's what this was for. "Applejack, slumber please."

The other pony shifted to face her fully, with a smile. "So if you don't want me standing on my hands anymore, you going to try this charm out on me again? I've got a bit of time, though I'll stay if you tell me to, of course."

Twilight's face flushed darker purple, shaded with hints of pink across the cheeks. "How would you describe our relationship, Applejack?" she tried, experimentally.

"Like Ah said, you're one've my closest friends, Twilight. We've been through a heck've a lot together."

Twilight gathered herself, and pressed her fingers together. Her fingers slipped soundlessly against each other, then with a surge of nervous determination, she pressed them together and a loud click echoed around the book-lined room.

It was almost like watching Applejack enter a focused state, but her expression didn't blank out. Instead, a strange new expression of adoration came over her, and she moved a half step closer without seeming to notice it. "Oh, Twilight... I can't believe I never saw you before now," she breathed.

Twilight crossed her arms over her chest in unconscious defensive bracing. "Applejack, could you tell me what you're feeling?"

Applejack swallowed, then asked huskily, "Twilight, do you - do you think y'could say that more forceful? Sort've like - an order?"

Twilight's eyes widened, her breathing accelerating. "Applejack, tell me what you feel about me."

The orange-skinned pony rocked slightly on her heels, her cheeks flushing, and she murmured almost inaudibly, "Yes Ma'am," before adding louder in a soft, yearning voice, "Ah feel like you're the centre of my world. I can't believe it didn't hit me sooner, that you're the only thing that matters. Ah-" her voice trembled, but she continued bravely, "-want you to tell me what to do. I want to do what you tell me."

Twilight shuddered with heat. It wasn't right, not at all, but- "Applejack, do you find me pretty?"

The blonde pony took another half step forward, her tone urgent. "Yes, Ma'am. You're beautiful, you have the most perfect skin, you're wise, and kind, and you're the best of us."

Twilight swallowed. "You're beautiful, Applejack. You're so fit and strong, and honest and you never, ever leave somepony wanting when they need help. I really admire that."

"...thank you, Ma'am," Applejack murmured, her eyes welling at being complimented by Twilight. "It makes me so darn happy to hear you say that."

The violet pony bit her lip. "Why are you calling me Ma'am?"

Applejack looked alarmed, and suddenly ashamed. "I'm sorry, Twilight, if you don't like it. I jest thought, it seemed like I should speak to you like you were in charge around here."

Twilight reached out and touched Applejack's chin, lifting the other pony's head gently. "I like it, Applejack. I just wasn't expecting it." She paused, then said with gentle firmness, "Keep doing that."

Applejack immediately brightened, and at the instruction her eyes half closed with pleasure for a moment before she breathed, "Yes, Ma'am. Jest as you say, Ma'am. What can I do for you?"

She couldn't take it. "Applejack, go fix me a glass of juice."

"Yes Ma'am! I'll get right on it."

Applejack strode into the kitchen with a quickened stride, leaving Twilight shuddering. One hand convulsively slid under her jumper and gripped her left breast through her bra, squeezing the small swell firmly, her eyes mostly closed. She shouldn't be feeling this. She shouldn't. It shouldn't set her on fire to have Applejack obey her, to have her adore her.

It shouldn't. But it did. Could the charm have affected her? Could she be as much under its spell as Applejack was? She squeezed her breast again, and the breath that escaped her carried a low moan.

Applejack hurried back into the room, and Twilight yanked her hand out from under her top with a panicked, guilty jerk, leaving it rumpled.

The other pony slowed as she approached, offering a glass cradled in both hands. "Here you go, Ma'am. Apple juice. Ah sure hope you enjoy it."

Twilight straightened her mane, pushing strands out of her face, and replied gently, "Thank you Applejack." Taking it from her hands and sipping, she looked into the other pony's anxious eyes and added sincerely, "This is the best juice I've ever tasted."

"Thank you, Ma'am!" she replied happily. Her eyes flickered again as another pulse of pleasure flashed through her in reward for her obedience.

Twilight held the glass with both hands, drinking slowly as she tried to think what to do now. Applejack gazed at her steadily with worshipful attention and she didn't know what to do. Breathing deeply, she tried, "Applejack, I'd like you to - to sit on the floor, and just tell me you'll do as you're told."

Applejack dropped to the ground instantly, looking up at Twilight with submissive arousal. "Yes Ma'am. Ah feel right being on the ground before you, Ma'am. I'll do anything you say."

Twilight's fingers clenched harder around the glass. Applejack looked so beautiful, her muscled body on her knees. She couldn't help it. "Say it again, Applejack."

"Ah'll do anything you say, Ma'am."

Her hand slid up into her jumper again, pushing her bra out of the way, her small breast hot in her palm. Her nipples were painfully hard, her thighs sliding against each other.

Applejack looked up at her with utter adoration, seeing the effect her words had on Twilight, the one she worshipped. "Ah'll do anything for you, Ma'am. Anything you want. Ah'll obey you, Ma'am. Ah'll obey. Ah'll do anything. Ah'm yours. Ah'm all yours."

Twilight jerked and pressed her hand against her smouldering sex through her trousers, grinding her hips against the heel of her palm, the half-finished glass thrust away onto a nearby table in her haste. Small, jerky sounds of pleasure escaped her mouth as she felt the heat inside her rise out of control, every word from the enchanted mare in front of her making it worse, until with a loud cry she felt an explosion within her that nearly knocked her off her feet. Her horn sparked with erratic magic, a fitful wind gusting through the room and ruffling the open pages of half-finished books.

Slowly, the rush of pleasure and excitement faded. Twilight looked down at Applejack, the other pony's lips parted and a hazy look of arousal on her face, one hand massaging one of her breasts through her shirt.

"Can I touch myself, Ma'am? Please?" she entreated.

Twilight stared at her in shock, and a wave of guilt crashed down on her. Her lips parted soundlessly as she gazed at what she'd made of her friend, and she blurted once again, "Awaken!"

Applejack had gone. With hasty words, Twilight had blocked her remembering anything about the whole event, set her feelings back the way they had been before she'd entered the library, and hurriedly told her that the charm research could wait for another time.

The other pony's obvious concern for Twilight's badly hidden distress had made the guilty feeling worse. It was just as well that Spike wasn't there, she didn't think she could have acted normal in front of anypony else today.

She sat with the charms book - and its mysterious extra page - trying to disassemble the charm's structure. Perhaps she could detect the dormant charm, even if she couldn't remove it. That might be a start to understanding it.

A few hours of work and she'd begun to make inroads. It would be very subtle. It was more of a way of thinking, but there was just a spark of something holding it all together. Maybe-

Her train of thought derailed at a knock on the door, and, covering her notes, she moved to the door to find Fluttershy waiting. The pale yellow mare gently insisted on coming in and making Twilight a cup of soothing tea, which she drank with an attempt at good grace and a normal smile.

It took well over an hour to soothe the concerns that Applejack had plainly passed on to her, before she politely hustled the soft spoken mare out of the house - and the whole time, the same thought kept repeating itself at the back of her mind.

Wouldn't it be so much easier if she could awaken Fluttershy.

That was going to be a problem. She couldn't use it so easily, not to solve all her problems. She'd made mistakes in the past; there were lots of times that her friends needed to be able to hassle her into changing her mind. She couldn't ever start using the charm just to shut ponies up, to make things easier.

Yes. That was a good rule. It also didn't preclude using the charm on Applejack again.

The backwash of horrified guilt had faded, and images kept flashing before her eyes. Applejack groaning with delight at being commanded. Applejack on her knees. Her hand on her breast. 'Can I touch myself, Ma'am? Please?'

Twilight firmly moved her hand away from her waist, where her fingers had shifted to press against herself, and focused on the scroll in front of her. No. She couldn't take advantage of Applejack like that again, not ever.

Author's Note

Oh, Twilight. You have a good heart. But more pertinently, you've got a taste for this now.

Proofing by Djmill and JustTheBast

3: Good Intentions Don't Last

Her resolve not to masturbate over the memory lasted five days before she finally gave in. Applejack had come by that morning to talk, and Twilight had spent the whole day trying not to think about the possibilities. Lying alone in bed at the end of the day, it was too much for her.

It didn't matter, she reassured herself. Just as long as she didn't do anything about it. A day later, she began to argue with herself - was it as bad as it seemed? Applejack seemed to enjoy it. Even though she was made to. She should, at the very least, check that the barrier she'd put in her memory was holding. Yes, that was an entirely reasonable reason to have Applejack blankly thoughtless in front of her again.

She couldn't possibly go and drag Applejack to her home again. That would be suspicious. But she had been calling by frequently lately. Twilight could wait.

She definitely could.

It took two more days. Each knock at the door jerked her up onto her feet, only for her to have to cover her disappointment and act as natural as possible. Fortunately she dissuaded Pinkie from throwing a 'Cheer up Twilight it's okay you can't do a spell' party, though with considerable effort. Finally, Applejack knocked at the door, and Twilight couldn't welcome her in fast enough.

The small talk crawled, as she quietly wrestled with herself.

"Well, Ah'm mighty glad to hear that Spike's doing okay. When are you expecting his next letter?"

"Five days, if he keeps to the schedule. I'm very proud that he's travelling so far on his own," Twilight said with a smile, her pride eclipsing her tension for a moment.

"Ah am too. Sure he'll have a lot of stories to tell when he gets back." Applejack paused, then coughed. "See here, Twilight. Everypony's plumb worried about the way you've been winding yourself up lately. Not a one of us hasn't seen it. Ah'm asking you to give that book a rest for a while. No point working yourself into knots over it."

"You're right, Applejack. I'm just really excited by what I'm discovering. I'm sorry if I've worried everypony," Twilight replied gently.

Applejack sighed with relief. "Don't mind telling you I'm right glad to hear that. Been worrying me."

Twilight pressed her lips together. "Applejack?"

"Yep?"

"Would you awaken please?"

Applejack's arms dropped limply onto the chair rests with a double thud, and Twilight unconsciously squeezed her thighs together.

"Ah am awakened."

"A-Applejack. I want to ask you about your last visit but one. Do you remember anything - unusual about it?" The quill floated nearby, her notes picking themselves up. She wasn't sure how the memory block worked.

"Ah am not permitted to remember that visit," the mesmerised pony replied.

Twilight bit her lip. 'Focused Applejack remembers that her memory has been altered, but not the contents of the block,' she wrote carefully. "Applejack, you will now remember what happened."

"Ah remember what happened."

"What do you remember?"

"Ah was awakened and made obedient as a friend. I stood on my head. I was awakened and made to feel good when I obeyed, that only you mattered. I brought you a glass of juice, watched you get off, and was made to forget," she blankly recited.

Twilight leaned forward, her heart accelerating as she listened. "How did you react to being made to feel good when doing as you were told?"

"Ah felt horny. I loved it. It was everything I'd fantasised about."

Twilight blinked, brought up short. "Fantasised about?"

"Yes."

"No, I mean - Applejack, have you fantasised about being somepony's obedient toy?" Her cheeks flushed darker at the very question.

"Yes, Ah have."

She leaned closer, feeling a tingle sweep up her back and prickle on her skin. "Tell me about this fantasy, please."

"Ah think about being brought to heel. Tied up, made to do work, being used f'r anything," Applejack answered matter of factly.

"Who's doing it to you?" Twilight asked softly.

"Some stallion Ah don't know, usually. Doesn't matter so much."

"No mares then? No pony you know?" she prompted.

"Naw," Applejack replied simply, oblivious to the look of hurt and frustration on Twilight's face.

Twilight released a controlled breath. "Have you ever done anything about these fantasies, Applejack?" Now she was filled with a different tension, a pre-emptive jealousy.

"Ah have tied myself up and got off several times."

Twilight relaxed, then began to think, formulating her words carefully. "Applejack. You're now obedient to me, feeling good when you do as I tell you, and I'm the most important pony in your life. Just like before. You'll remember the last time, and it won't matter to you at all that you didn't remember it in between, and didn't feel the same compulsion. You're just happy that you are under that spell again."

Applejack sighed, relaxing slightly. "Ah am obedient to you, you're the most important pony to me. Ah remember last time; doesn't matter that I didn't remember it before. I'm happy to be under your spell."

Twilight paused to think, but couldn't find any obvious holes in Applejack's instructions. With bated breath, she murmured diffidently, "Slumber please."

Applejack's eyes flickered, and she focused on Twilight again with a growing look of adoration. "...Twilight. You put a spell on me to make me obey you?"

Twilight's breath caught. She hadn't meant to make her aware of that. It took several seconds before she found enough of her voice to mumble, "Yes."

Applejack slid out of her chair to the ground, her bare knees hitting the floorboards, and looked up at Twilight with shining eyes. "Thank you, Ma'am. Ah love being forced to obey, Ma'am. I hope this time you'll let me show you jest how much I want to serve you."

Twilight's body flushed with heat and her tongue flickered over her lips. "I - what do you -" she breathed, before she caught herself and said firmly, "Tell me how you'd show me."

Applejack's hips jerked slightly at the direct command, before she answered huskily, "Ah want to strip down for you, Ma'am. Be commanded to, be given no choice. I want to be forced to get off in front of you."

Twilight flushed. Her chest rose and fell quickly under her loose jumper, which now felt far too hot. "Applejack. Take off your shirt now."

The kneeling pony groaned. "Yes, Ma'am. Anything you say, Ma'am." Her hands rose to her checked shirt and she rapidly began to undo it, exposing a widening slice of her cleavage. Slowing as she reached the bottom, she tilted her head and leaned forward a little.

Sliding her shirt down her arms she exposed her bra - a darker green this time - cupping her medium sized breasts firmly. Her green eyes shining, she breathed, "What now, Ma'am?"

Twilight watched with bated breath, swallowing on a dry mouth at the question. "Oh, Applejack, you're really beautiful. I've never felt like this for anypony like I do for you. I've never done this, with anypony."

Applejack gazed up at her and whispered, "Thank you, Twilight," in a voice laden with emotion.

"Applejack?" She took a deep breath. She fought to get the words out steady, stripping them of all the pleases and gentle politeness that she instinctively used. To make Applejack happy, she had to be firm. Commanding. "Applejack. Show me your breasts now."

Applejack's eyes widened, a shudder running through her. "Yes, Ma'am," she breathed, and reached behind herself to unhook her bra. Moving slowly but steadily, she eased it loose, then slid one strap after the other down her toned arms. Finally, her hands cupping the loose bra against her chest, she lowered her hands to reveal large, rounded breasts capped with achingly hard nipples of darker orange. A red flush rode her cheeks, her lips parted, wearing only boots, shorts and her ever-present hat. Swallowing, she added huskily, "Ah hope you like me, Ma'am."

Twilight's hand curled closed, her nails pressing against her palm, and she shivered. "Oh, oh Applejack... I never realised how much I wanted to see you like this. Stand up, please."

"Yes Ma'am." The orange mare slowly got to her feet, deliberately imparting a sway to her breasts as she came to a stop, her shoulders back to push out her chest in desperate desire for Twilight's approval.

Moving slowly, almost as though she were afraid she might scare the moment away, Twilight stepped forward. Her hands rose, and quietly settled over Applejack's outthrust breasts. "You're so warm..." Twilight murmured, and softly squeezed.

"Uhh!" Applejack gasped aloud. Biting her lower lip hard enough to leave tooth marks, she breathed, "Please Ma'am, touch mah boobs."

Twilight nodded, her expression rapt with fascination, and spoke softly. "Applejack. Put your hands on your ass and squeeze, please. Don't move them until I say."

"Anything you want, Ma'am. I want to obey. Anything you say." Her hands moved back to her muscular ass and squeezed firmly through her shorts, prompting another groan from her lips.

"That's a good pony, Applejack. You're my pony now." Twilight squeezed and kneaded Applejack's generous breasts with fascination, releasing one to concentrate on pinching her taut nipple the way Twilight liked to do to her own.

"Yes! Yes, Ma'am, Ah'm your pony, I belong to you!" Applejack gasped.

Twilight was lost in a haze of lust. No matter what she had intended, no matter that this was all the result of a terrible mistake, she couldn't help herself. She wanted this more than anything she'd ever wanted. Before she'd even consciously thought about it, she'd bent down and drawn Applejack's nipple into her mouth, sucking and flicking her tongue back and forth over it.

"Aaaah! Oh mah stars, yes, please Ma'am, yes," Applejack yelped, her hands tightening on her own ass and arching her back to push her chest against Twilight's lips.

Breaking away, Twilight suddenly pushed her slimmer body against Applejack, leaning up to kiss her with desperate need. Her horn collided with Applejack's hat and pushed it askew, Twilight seizing the brim and tossing it aside without hesitation. The other pony's mouth was so soft and warm, and as Applejack's tongue met hers she pressed herself harder against her.

The kiss finally broke, leaving Applejack dizzy. Chest heaving with her breaths, she begged, "Please Ma'am, would you take your top off this time? Ah want to see you."

Twilight's head swam, taking a moment to process the request before she felt a flash of shyness, quickly overruled by her maddening lust. Nonetheless, her cheeks flushed hotly as she wordlessly reached down for the bottom of her purple jumper and peeled it off over her head, taking the light undershirt with it. Her bra beneath was simple and white, and she hesitated, looking to Applejack for reassurance.

"You're so darn pretty, Ma'am. Please," the blonde mare whispered.

Twilight took a deep breath, and reached back to undo her bra, tugging it off all at once while her nerve held. Her breasts were smaller than Applejack's, high and firm, with dark purple nipples standing out stiffly. A touch shyly, she asked softly, "Do you like them?"

"Yes Ma'am, oh yes..." Leaning closer, nearly enough for their skin to touch, she entreated, "Make me serve you, Ma'am, make me please you, Ah want to be forced. Stars, I've never felt this good, this hot!"

Twilight's breath caught, a visible shudder running through her. "Yes, yes... Applejack! You're completely under my spell, you have to do as you're told. Pleasure my breasts now."

"Yes Ma'am, I'm completely under your spell." Pressing closer, Applejack rubbed her breasts against Twilight's, breathing heavily, before she pulled back enough to take Twilight's breasts in her hands. Sweeping her thumbs back and forth over the deep purple nipples, she breathed, "I love your boobs, Ma'am. Ah'm so hot, I can barely stand it."

Twilight's knees weakened, and her hand moved between her legs to rub insistently against herself, gasping and groaning. Her inarticulate sounds of pleasure only grew louder as Applejack's warm tongue curled around one nipple, her knees weakening to the point of collapse. It was too much. It was too much. "Ahh, Applejack - wait, stop," she finally panted.

Applejack immediately drew back with a look of frustrated longing, breathing, "Yes, Ma'am."

Twilight seized the fastenings to her loose pants and fumbled them open, shoving them down her legs and kicking them away. Her white panties clung to her, soaked, and she peeled them off to expose her lightly furred sex, purple and pink to match her mane and tail. Nodding at Applejack, panting with need, she managed, "You too."

"Yes Ma'am!" Eagerly, her eyes on Twilight's naked body, she undid the fastenings of her shorts and caught her panties with her thumbs, sliding both down her toned legs together and working them off over her boots, her only remaining clothing. Her sex was bare, trimmed smooth with just a hint of blonde fur showing. She began to hurriedly undo her boots, but Twilight stopped her with an upraised hand.

"Leave those. You look very cute wearing nothing but your boots, Applejack."

Applejack blushed hard, the compliment seeming to get to her more than her nudity. "Thank you Ma'am! You're beautiful Ma'am. You're so- mmf!"

Twilight surged against her and kissed the other pony deeply in a moment of desperate impulsiveness, not daring to let her inner fire waver for a moment for fear her nervousness might creep back. Her hands slid up and down Applejack's flanks, caressing the cutie marks there, then worked back to caress Applejack's ass and explore the base of her tail. Little gasps and groans escaped her lips as she rubbed her body against her. "You're all mine, Applejack."

"Yes, Ah'm all yours, all yours," Applejack breathed in ecstasy against Twilight's lips.

Twilight's horn began to glow, and upstairs her small bed shuddered as pink mist surrounded it. With a sudden rush, it teleported down to thump solidly onto the floor behind Twilight, and before Applejack knew what was happening, she'd pulled Applejack backwards to lie naked against her among her neatly folded blankets.

Cupping one of the other pony's soft breasts and firmly rubbing her knuckles up and down her own sex, she whimpered, "Applejack, I need you to help me, it's too much, I need you right now."

Panting heavily, Applejack mustered a grin and breathed, "Make me do what you want, Ma'am."

"Applejack, I order you to get between my legs and do something about my sex right now!"

"Yes Ma'am!" she replied with cheerful enthusiasm. Sliding down the bed and pushing her thick blonde hair back over her shoulders, she gazed at Twilight's exposed pussy with fascination. Not entirely certain of herself, but desperate to please, she thrust out her tongue and began licking.

Twilight jerked, her back arching, and she seized her breasts and kneaded them roughly. The sensation of Applejack's tongue was completely new, and she shuddered and moaned her pleasure louder and louder in broken gasps. Looking down her own body at Applejack, she pushed out the words, "Touch yourself, Applejack. Don't - ohh! Don't stop."

"Yes! Yes Ma'am, I won't, I swear, I-" Applejack groaned, then gave up speaking and went back to her vigorous licking. Her hand snaked down and began rubbing her smooth slit firmly, slick and hot beneath her fingers.

Twilight was lost in a haze of pleasure, no longer aware of anything but Applejack and her own body, moaning and writhing beneath the other pony's inexpert tongue. Words spilled from her lips that she barely heard, urging Applejack on, breaking into fragments as she tensed. Her orgasm rushed over her, as sharp and sudden as an electric shock, and her hands clawed at the folded blankets beneath her. Finally, she came down enough to pant weakly, "Stop, Applejack, enough."

Lifting her head and wiping her lips with her fingers, Applejack stroked the dampness across her own breasts, her fingers busily working between her legs. In a strained voice, she asked, "C'n I please keep - touching myself - Ma'am-" and at Twilight's instinctive, "Of course!" she groaned in thanks and rolled onto her side. Her orgasm came quickly now that she could concentrate on her own pleasure and she panted loud, ragged breaths as her pussy tensed around her fingers again and again.

Twilight watched her, and reached out to stroke her freckled cheek as she calmed. "Oh, Applejack. I've never felt anything like that before. Come up here and hold me, please."

Applejack smiled and wriggled up Twilight's body to lie against her, holding the slimmer mare in her arms and nuzzling close. "Anything you say," she murmured, her eyes mostly closed.

Twilight settled against the orange pony's body, her fingers tenderly exploring the three apple mark on her thigh, tugging one of the disturbed blankets over them. Deep down, she knew that, soon, she'd have to make Applejack her normal self, that she'd have to hide these memories from her and give her some thin justification for where the time had gone. That, very soon, Applejack would think of her as nothing more than her good friend. It would hurt, but she couldn't just replace Applejack with this - adoring, submissive lover. It wasn't her.

Soon, she'd have to undo all that she had done. But not yet. For a few more minutes, not yet.

Author's Note

Falling in love with someone that technically doesn't exist is going to break your heart, Twilight.

Proofing by Djmill and JustTheBast

4: Focusing Rarity

Twilight hummed happily as she moved around her library, shuffling books from shelf to shelf in a midair ballet of telekinetic magic and dusting each as they passed. She wore a sleeveless vest top over a short sleeved white blouse, and a skirt over long socks in varying shades of purple. The sun was up, the morning was warm and everything seemed right with the world.

Soon, she'd sit down and work on permanently undoing the focusing charm. When she was done with her cleaning, of course. Cleaning was important. And it wasn't like it was harming Applejack, after all. It seemed to make her very enthusiastic indeed.

Several books flew past without her really realising, her feather duster poised in one hand and her eyes distant, before she shook her head briskly. Besides, she still had so much to learn! Her cheeks coloured slightly as she glanced towards the hiding place of her notes. Applejack's last visit had been instructive, but she hadn't written very much down at the time.

She hesitated. Falling asleep in Applejack's arms had taken up much of the day, and once she'd walled off Applejack's memories and set her back to normal, there'd barely been time for a bath before she'd turned in for the night. She hadn't written anything down. She might have learned things that were important, that were going to waste.

The floating books slotted themselves into gaps on the shelves, the aerial ballet ceasing, and she levitated the scroll out of concealment, a quill joining it. "Okay Twilight, what have you learned? This could be very important! Think carefully," she said aloud to herself.

The last line read simply, 'Focused Applejack remembers that her memory has been altered, but not the contents of the block.' Stroking her lips in thought for a moment, her horn glowed and the quill added neatly, 'Memory can be unblocked and reblocked on command.'

Was that all? 'Obedient AJ integrates blocked and unblocked memory smoothly,' she tried, then paused. Did she? She hadn't asked any questions about what Applejack had done between the first... incident, and the second, not when she was awake. Would she have remembered those events? Would it upset Applejack to remember not being obedient when prompted? She carefully added a question mark to the end of the sentence.

Could she alter what Applejack perceived as well as what she remembered? She chewed the corner of her lip thoughtfully. Was that all she'd found out?

"It's not... is it," she murmured. Moving down the scroll a bit, she made a new heading, 'Applejack', and wrote slowly, 'AJ has fantasies of being controlled.'

The words on the page were blunt, but they put a subtle tingle through her body that made her shift slightly in the chair. She'd have never imagined Applejack had those kind of feelings, let alone had explored them. An image flashed before her eyes and she added, 'AJ likes to be tied up.' Her soft orange skin, bound and shaped by her ropes. The aroused look on her face. The feel of Applejack's naked body against hers still hovered at the back of her thoughts. Something forbidden, something she shouldn't know anything of. But just because her desires were shameful didn't mean they shouldn't be documented.

Sinking into a chair, she inhaled deeply. 'Twilight', she wrote. 'T has fantasies of controlling AJ. T is developing an attachment to focused AJ.' The last was added in a rush of instinctive honesty, and she re-read the words carefully. Written objectively, as if somepony else were documenting her, she found she couldn't argue with them.

She really did care about Applejack. That was never in question of course, but it hadn't been like this. Visions of her friend naked, obedient, touching her and being touched, swam before her eyes. Quietly, without really admitting it to herself, she wondered if she knew how to let it all go.

Hours passed. Pushing the tantalising images out of her mind, she determinedly went over the charm yet again. By now, the required movements and intricacies of shaping her magic to fit the charm's form were entirely automatic, but its workings were as impenetrable as recovering an unbroken egg from a finished cake by studying the recipe.

There was always the chance that reversing the charm would simply unlock everything that had happened for Applejack's full recall, too. Twilight winced away from that thought, shaking her head. Research, she could justify. Not telling her about it, she could sort of justify. But the way they'd made love, the way she'd made Applejack want to make love, that couldn't be explained at all. Applejack liked stallions, not mares. Even if she developed a counter spell, she'd have to test that using it wouldn't unveil absolutely everything at once, and that meant casting it on another.

It was all so complicated. She put down the book and rubbed her temples. Perhaps if she-

Her thoughts were derailed by a knock on the door. Tempted for a moment to ignore it, Twilight reprimanded herself sternly for being rude and crossed the library to tug the door open without troubling to look out first.

Applejack stood at her door, wearing a loose white shirt with an undone waistcoat over it, and blue trousers that displayed the cutie marks on her thighs with frayed oval cut-outs. "Twi? Where've you been?"

"Guh," Twilight responded blankly, then pulled herself together. "Um, I mean, please come in!" she said, stepping backwards. Her scroll of notes was coated with a soft purple sheen of magic as she exerted herself, rolling itself up tightly and darting safely into a bookcase.

Highlights rose on her cheeks with embarrassment, and she rubbed the back of her neck awkwardly. "What do you mean?"

Applejack put her head on one side, giving her a look. "You said you'd be dropping by Sweet Apple Acres this morning. Been waiting in an' keeping an eye open for you all day. Twi, did you get wrapped up in that darn charm again?"

Twilight blinked. Surely she'd have remembered that. "I'm sorry Applejack, I don't know what you mean - when did I agree I'd come around?"

"Mah stars, Twilight, it was only yesterday afternoon. When we were talking about the trouble I was having with that new plough? The tree roots? Heck, am I jest not making sense to you all of a sudden?" Applejack's expression changed, and she leant forward with concern. "Twi, are you alright?"

The colour had drained out of her face, and she nodded quickly. "I'm okay, Applejack. It's okay. I just need to sit down." She'd told Applejack that she'd remember them talking, to cover all the time that they'd spent together in her bed. Of course that meant Applejack would remember telling her things that she'd never actually said, and Twilight saying things in return that she had no idea about. What else might Applejack think she'd said, that she'd already told others? How could she keep it all straight?

Applejack's hand closed on her shoulder, and the farmpony drew her into an embrace, hugging her gently. "Heck, I didn't mean to upset you. Don't you worry none. Everypony forgets things."

Applejack didn't know the half of it. Twilight closed her eyes and breathed in the scent of the other mare, clean and fresh and scented faintly with apples. Her body was tingling already, the faint voice telling her that enthralling Applejack was asking for trouble getting fainter and fainter by the second. "Sorry Applejack," she breathed.

"Oh, applesauce. It's nothing," Applejack said with a smile, holding Twilight around the shoulders. "Everything alright, sugarcube?"

Twilight lifted her head. "If I needed you to stay here for a while, would you? Would you stay with me?"

Slightly surprised, Applejack nonetheless nodded. "Course I would. You know there's nothing I won't do for you Twilight," she soothed.

Twilight's shoulders relaxed, and she took a deep breath. "Thank you, Applejack. It's all fine."

Applejack opened her mouth to speak, but Twilight got there first. "Awaken."

Applejack's hands slipped from Twilight's shoulders, her arms swaying loosely as they fell to her sides and her expression faded to simple blankness. "Ah am awakened."

Twilight leaned up to kiss the other pony's unresponsive lips, her heart beating hard and fast. Everything was fine. She just needed to understand better how her words affected Applejack's memory, so she didn't make a mistake again. It was all going to be alright. "We're going to have a lovely morning," she told her.

"We'll have a lovely morning," Applejack echoed.

Twilight breathed in deeply. She couldn't repress her excitement at having the other pony in her hands once more, and turned towards her spare room with a skip in her step, her tail bobbing happily from side to side. "Follow me, Applejack!" she called back.

"Ah will follow." Moving with stiff, mechanical steps, she marched after Twilight into a room where a larger bed than Twilight's own took up much of the floor. Shelves bore ranges of books, but unlike the main room, this one wasn't completely covered by them. Twilight sat down on the bed and looked up at her friend happily.

"Applejack, take off all your clothes, please," she instructed as her notes tugged themselves out of the shelf in the next room and came sailing through the doorway, quill in tow.

"Ah will take off all mah clothes." Applejack shrugged out of her waistcoat and tugged the buttons undone one by one, letting them fall to the ground. Her bra, a dark red Twilight noted with delighted interest, dropped unceremoniously away to reveal her rounded breasts and soft nipples.

A moment later, Applejack pushed her trousers and underwear down her legs and freed her feet from her boots to stand nude amidst the pile of discarded clothing. Her sex seemed to have been trimmed again, smoother than the first time Twilight had seen her naked, and with fascination she gently ran her fingers over the velvety softness between Applejack's legs. "Why do you trim between your legs, Applejack?"

"Ah feel like owned ponies should be shaved to be seen. Ah get off feeling the smoothness sometimes, when I'm with folk and they don't know," she replied with thoughtless honesty.

Twilight shivered at that, a tingle running up her spine. Moving around the statuesque figure of Applejack she gathered up her fallen clothes and put them in a pile in the corner, before moving back to stand in front of her. "Okay, Twilight. Let's give this a try," she murmured, before saying more loudly, "Applejack, you believe you are fully clothed. If I touch you, you won't resist or notice that I'm touching you; everything is totally normal, and I'm keeping my hands to myself."

"Ah'm fully clothed. Everything's normal, you're keeping yoah hands to yourself," she replied obediently.

"Well - slumber!" Twilight announced excitedly.

Applejack's eyes flickered, and she shifted to stand more naturally. Her breasts shifted with the movement, and Twilight reflexively looked away before persuading herself that Applejack couldn't realise what she was doing, and looking at her again. Applejack was magnificent, her body fit and toned, muscled from her constant farm work.

Unaware of Twilight's hungry regard, she said cheerily, "So this is the guest room, is it? Don't get much use out've it, do you."

"Not other than when Shining Armor visited, and that wasn't for long," Twilight admitted, barely paying attention to Applejack's words. "Why don't you have a look around?" she added.

"Sure. This big ol' bed is nice, I'll say that." Applejack wandered around to the other side of it, and Twilight trailed after her, watching the other pony's ass flex with each step. Her heart accelerating rapidly, she gave Applejack's oblivious smile another quick glance, then reached out convulsively to seize her ass in both hands.

Applejack didn't twitch, glancing around herself at the canopy above the four posters.

Twilight swallowed, and began squeezing and kneading her ass with firm movements of her hands, trying to keep her expression normal in case Applejack might notice something was the matter.

"Did you, uumh, get Rarity to make these, mmmh, canopies, Twilight?" she asked, without seeming to notice the soft groans mingling with her words.

Twilight's lips parted, and her nipples ached with arousal at the sounds Applejack made, unaware she was making them. Stroking one hand through her blonde tail, her other hand slid under Applejack and began stroking her sex up and down.

Applejack moaned deeply, oblivious to the way her nipples had hardened visibly and her sex had begun to dampen under Twilight's fingers. "Uuuhhmmm... mmm... well?" she groaned, giving Twilight an inquisitive look over her bare shoulder.

Carried away in caressing her friend, Twilight jerked guiltily, then processed the question. "Oh! Oh, I hadn't, no. I'm not sure Rarity would make bed curtains when she could be making beautiful gowns." Letting go of Applejack's ass, she touched her shoulder and applied gentle pressure, turning Applejack towards her.

Rotating naturally, as if turning on her own, Applejack shrugged her bare shoulders. "Reckon she'd, mmm, get you something put together if you asked. Ohhhh, not that you need to. Mmmf!"

Twilight nervously reached up to Applejack's hand and took hold of the back of it. Guiding it down, she replied absently, "She's lovely, but I wouldn't want to take advantage of her." Applejack's hand flattened against her breast without resistance. Twilight kept her own hand over Applejack's, and she began coaxing the other pony's hand to open and close, kneading her own breast.

The power of it, of Applejack standing before her naked with no idea that she was playing with her own breast under Twilight's guidance, that Twilight's other hand was working at her pussy and feeling it rapidly growing wet and slick... it was driving Twilight insane. Her breath came shorter and shorter, feeling the molten heat rising between her own legs but unwilling to let go of Applejack long enough to touch herself. Without meaning to, she released a shuddering sigh of pleasure, only to find the other mare looking at her with mild concern.

Twilight's heart jumped and she stammered breathily, "My apologies Applejack, I was thinking about something else. Could you please say that again." Her finger pushed into Applejack's pussy as the other mare began to speak, wanting to force her to moan again.

"Everything - haaah! Mmmh! - alright, Twilight? I was - saying that you should - haaah, mmmmf, come over to Sweet Apple Acres tomorrow. Pinkie's - throwing a -" Applejack's face screwed up and she gasped, small, jerky whines escaping her throat. Her chest heaved with her breaths, and Twilight's hand tightened to force Applejack's fingers to squeeze her own breast harder. Her glistening sex clenched around Twilight's finger and a sweat broke out on her brow, before she finished hoarsely and with an expression of mild confusion, "-party. It'll be fun."

Twilight slowly pulled back her hand from Applejack's pussy, releasing her hand, which dropped from her breast to rest at Applejack's hip. Aware that she was responding too slowly, she began, "That sounds really nice..." before an idea struck her. Lifting her hand to the other pony's lips, she gently slid her wet finger into Applejack's mouth, her own gaze fogged with lust as she slid it back and forth. Tingling all over, her free hand clenching at her side and digging her nails into her palm, she managed to continue, "...um, very nice, Applejack. Will everypony be there?"

The other pony nodded, with a muffled, "Sure will!" around Twilight's finger, which she'd begun to instinctively suck.

"Then I'll - I'll be sure to come." Twilight shivered and gently withdrew her finger from Applejack's lips, wiping the wetness off on the curve of her orange breast.

"Y'know, Twilight-" Applejack began before Twilight interrupted her.

"Awaken!" she said quickly, then immediately thrust a hand down her own skirt and rocked against her fingers for a few seconds, feeling the damp fabric hot against her skin, before she managed to get herself under control. Wrapped up in her own heat and the mare before her, she didn't even hear the polite knock at the door.

The forgotten parchment picked itself up off the floor. 'Applejack's perceptions can be altered as they happen.' the quill wrote carefully. Taking a deep breath, she tried to think what she could test next. "I could try- I could try-" she breathed, then gave up the struggle against her arousal. The parchment rolled up and dropped unceremoniously onto a side table as she said urgently, "Applejack, every instruction I've given you today is ended, okay? You remember everything you've done while you were deeply obedient with me before, you don't care that you didn't remember it the rest of the time, you feel everything for me you felt the last time, you feel good when you obey!"

Applejack shivered, blank eyed and still damp with her own arousal. "All instructions f'r today are over. Ah remember everything from before. Ah don't care I don't always remember it. Ah feel everything I felt for you the last time. Ah feel good when I obey."

"Slumber, Applejack, slumber!" Twilight entreated, breathing heavily.

The other pony blinked, taking a second for her face to light up. Adoration and submissive arousal flooded her expression, dropping instantly to her knees before Twilight. "Oh Ma'am, Ah feel so good. Stars, I'm really wet here. Please let me pleasure you, won't you? Ah'll do anything, Ah'll suck your boobs, I'll lick your pussy jest like before. Please Ma'am!" she entreated.

Twilight undid her skirt with shaking fingers, dropping it to the ground, then tugged down her pale violet panties with a convulsive motion and kicked them aside, standing in her blouse, sleeveless jumper and knee high socks with her soaked pussy exposed. A shiver in her voice, she breathed, "I'll force you to lick my pussy, Applejack; you love being under my control. You're under my spell and you have to obey."

"Yes Ma'am! Ah'm under your spell, I need to obey you, please force me to lick you again!" Applejack gasped, pinching one jutting nipple with a free hand as she reached out entreatingly with the other.

"Twilight Sparkle! What in Celestia's name is going on here?!"

Twilight froze in guilty horror, rooted to the spot for several seconds, and her frantic gaze flashed up to meet Rarity's eyes.

The white pony was standing in the doorway, dressed in an ornate, many-layered dress in pale blue, her hand over her mouth in horrified disbelief. "What have you done to Applejack?! What are you - how could you-"

Applejack jerked around to face Rarity, and scrambled off the floor with her hands spread soothingly. "Now, Rarity sugar, it's not what you think-"

"How can I trust anything you're about to say, Applejack? I just heard Twilight say you were under a spell!"

"Well, Ah am, that's true, but-"

"Get behind me Applejack! I'm getting you out of here this instant, and then we are going to have to have a very serious talk, Twilight! I couldn't believe what I was seeing, but you truly were enchanting her! I just can't believe-"

"No, look, Ah'm sorry for the no clothes, but if you'd jest listen-"

The panicked reflex couldn't be stopped. Almost before she knew what she was doing, Twilight's horn described the tiny precise movements of the charm and poured power forth.

Rarity's eyes flashed from Applejack's nudity to the glow of Twilight's horn, and she gasped, "You wouldn't dare."

"AWAKEN!" shouted Twilight at the top of her lungs.

There was a sudden silence, broken only by the soft sound of Rarity's arms brushing against her dress as they fell slackly to her side. Applejack's hands dropped from inadequately covering her body, and she turned towards Twilight so that her blank eyes could seek out hers.

"Ah am awakened."

"I am awakened," Rarity spoke in her cut glass accent, her voice mingling with Applejack's.

Twilight put both hands to her head and sucked in a deep breath, shaking with the echoes of her panicked adrenaline. Turning away from them both, she gazed without seeing into the corners and took a full minute to breathe. When her panic calmed, she finally turned around and winced away from the sight of both of her friends mindlessly gazing at her with empty expectation.

"Okay, Twilight. You can sort this out. What you need is a list," she told herself aloud. Fresh parchment. Quill. Yes. With a fresh sheet floating in front of her like a barrier against the world, she immediately felt more able to cope.

"Make sure Applejack isn't upset. Make sure Rarity isn't upset. Make sure Rarity won't worry about this in future. Block Applejack's memory without making her think more conversations have happened. Send everypony home." She drew a neat checkbox by each one, then drew herself up and walked over to the two mesmerised ponies standing in the doorway.

"Rarity, this isn't for you. Applejack, please listen," she said carefully. "Applejack, you won't worry about Rarity having seen us. It doesn't matter; she doesn't mind now."

"Ah won't worry about Rarity seeing us. It doesn't matter. She doesn't mind now."

The floating quill ticked the first box.

"Applejack, this isn't for you. Rarity, please listen. You're not worried about what you've seen. Everything is perfectly normal between Applejack and I, so you don't need to tell anypony about it. You won't mention it to anypony, not even Applejack."

Rarity nodded dazedly. "I'm not worried about anything I have seen. It was perfectly normal, I won't speak of it to anypony, not even Applejack."

Tick, tick. Twilight sank down onto the bed, feeling the fabric against her bare skin, and absently tugged a trapped bit of her tail out from beneath her. "Applejack? Please go and dress fully."

"Ah will dress." She swayed over, naked, and tugged her clothes into place with undemonstrative efficiency.

Twilight released a deep sigh, the spoiled edges of her fading arousal filling her with frustration, and she quickly tugged her underwear up her legs and did up her skirt. Rarity stood gazing blankly at her, heavy breasts pushing against her intricate dress, and Twilight drifted over to look at her closer.

The white pony had some of the largest breasts in town, and though no pony could match Fluttershy, Rarity didn't dress down to hide them. Twilight had occasionally found herself a little envious, but now, Rarity's body was hers to do with as she wished. Twilight found herself running the back of her hand down their curves through Rarity's dress before she caught herself and stepped away.

No. Absolutely not. Rarity shouldn't have been caught up in all this at all! She'd just leave Rarity alone, and when she found a cure for the charm, she'd - really have to hope it didn't unlock repressed memory, that's all.

Applejack was dressed. Twilight turned back to her. "Applejack, this is for you only. All your memories of being under my control are locked up, and only I can unlock them. You feel the same way towards me that you did when you arrived this morning. You remember that I apologised for not coming to the farm this morning, then we had a pleasant talk about nothing much. You won't remember specifics, and we didn't make any plans other than for me to attend Pinkie's Party."

"All mah memories of being under your control are locked up. Ah feel the same way towards you I did this morning. You apologised for not coming to the farm, we talked about nothing, you're coming to the party tomorrow," Applejack recited.

Tick. Now she'd better get Applejack out of her house before she gave in to temptation. There were so many experiments she could try with two ponies under the charm. "Applejack, Rarity, follow me please."

"Ah will follow."

"I will follow you."

Leading them back to the main library room and trying not to notice the tingle she felt at their chorused answer, she told them both, "Slumber, please."

She bit her lip gently as the two of them came back to life at her command, Rarity shaking her head slightly and smoothing down her dress instinctively, and Applejack visibly perking up. The orange pony was first to speak. "Right. I'll be off then, Twilight. Been real nice to see you; don't worry about missing this morning. I'll see you tomorrow for the party."

Rarity smiled. "You're coming to the party tomorrow, dear? I'm very glad to hear it. Pinkie was insistent that we all get together and have a good time, and you could use it, I'm sure." Lowering her voice slightly, she added, "I'm terribly sorry about the fuss I made earlier. I can't imagine what I was thinking."

Applejack gave her a quizzical look. "What fuss was that?"

Rarity dismissed the question with a regal wave of her hand. "It's all in the past now. If you'll excuse me, Twilight, I have a costume I'd like to work on. I look forward to seeing you both tomorrow!"

Twilight ushered them out, watching them stroll off together, laughing, then shut the door behind them and leaned on it heavily.

"Locking the door is very important," she murmured. Now she really had to find a reversal charm.

She lasted a whole hour, and well into the next one, before she began touching herself to the memory of Rarity and Applejack, side by side, mindless and ready to obey.

"Hello?" Twilight called. She was standing in front of the Carousel Boutique, the door half open, looking around for evidence of Rarity.

Twilight had spent the remainder of yesterday working on the charm, though often distracted by fantasies that she'd - slightly guiltily - indulged. She was looking forward to the party with everypony to get her out of her library and clear her head. It would be nice to put the whole problem of the charm aside for a day.

Maybe two days. She needed the break.

Rarity's hand written invitation to drop by the Boutique before the party had taken her by surprise, but nothing about it suggested anything was amiss. It would be nice to talk to her for an hour, and forget entirely about the incident yesterday.

Rarity came into sight, descending the steps. Her outfit today was a shimmering, layered confection of white and lavender veils, and she clacked across the floor with effortless grace in her heels. "Twilight, darling, come in, do," she greeted her.

"Hello Rarity." Twilight smiled. "You look lovely."

"Oh, this little thing?" Rarity put her head on one side with a modest little laugh. "I thought I might premiere it at the party. I've been looking for the right occasion for its debut."

"Not a Canterlot ball?" Twilight teased gently, following Rarity as she turned and climbed the stairs.

Rarity sighed happily. "Of course, I will have to give the cream of society the chance to see my work in good time. But first, I'd like the opinions of my friends. Do tell me what you think, Twilight dear."

Twilight looked over her dress carefully, admiring the way the silks lit up as they emerged from the stairwell into the upper room of the boutique. "The fabric is really beautiful, Rarity; it catches the light wonderfully. You glow!" she said honestly. Seeking something constructive to say, she thought hard. "The two veils here at the back - if they were a little longer, that would give the impression of a bow. Really, though, it's beautiful. You have a true gift, Rarity."

"Oh, you think so?" Rarity swirled on the spot happily. "I had considered lengthening those. Thank you, dear; I'll make that change before we leave for the party. Now come over here! I have a little surprise for you."

Rarity's horn glowed pale blue, and one of the small side rooms opened with a click. "Ah ah! Close your eyes!" she told Twilight as she swept over to her and took her hand in both of hers.

Twilight laughed and shut her eyes as she was told. "I'm excited already!" she declared, and allowed Rarity to lead her across the room. She felt the door close behind her, and Rarity moved away.

"Open them!" Rarity declared.

Twilight's eyes opened. "Guh," she managed.

Rarity was standing proudly beside a mannequin dressed in glistening black. Long boots encased the legs from foot to mid thigh, with a tightly buckled belt circling the top of each. Thin straps either side framed the mannequin's featureless sex while exposing it, melding into a sheen of reflective black coating the stomach, another black belt with a large silver buckle circling the narrowest point of the waist. Sweeping upwards, the shoulders and upper back were exposed, the upper slopes of the breasts covered while full lower curves and nipples were fully exposed. A fourth and final belt circled the chest beneath the breast cut-outs, the silver buckle in the centre of the chest.

Rarity beamed at Twilight. "Darling, the look on your face is all the reward I need."

Twilight pulled back her scattered wits with extreme effort. "Rarity, what-?"

"It's for Applejack, of course. I'm sure she's going to look just beautiful in it. You really must let me see it when she tries it on."

Twilight's mouth opened, then closed again. "Rarity, what do you think is going on with Applejack and I?"

"Twilight, really, there's no need to be shy. I think it's wonderful that she's your enthralled sex slave; I've never seen her look so happy. She was clearly enjoying herself very much," she replied fondly.

"Sex slave?" Twilight managed weakly. "That's okay with you?"

Rarity gave her a puzzled look. "Well of course, darling. It's perfectly normal for you to control any pony you're attracted to and make them your sexual playthings. It's only natural. You're a very special pony, after all."

Twilight groped for words, hopelessly, overwhelmed by disbelief. Rarity was supposed to have replaced what she'd seen with something perfectly normal, not decided that Applejack being a submissive sex slave was normal behaviour! How had she managed to screw things up so badly? Now Rarity had used rare fabric - she'd never even seen the reflective black cloth before - and mixed all sorts of things she should remember with things she shouldn't remember! How could she untangle it?

Rarity looked at Twilight's bewildered confusion with disappointment, and her slight hurt showed in her voice. "Well, dear, if you don't like it..."

"No, no - not at all! I love it!" Twilight answered hastily. Moving closer, she ran a hand over the cool, smooth outfit and fingered the buckles. A different quality entered her voice, a slightly husky sincerity, as she murmured, "I really do. I've never seen anything like it. Rarity, this is amazing... Applejack would look incredible in this. Breathtaking." It was impossible not to imagine the blonde mare dressed tightly in the outfit before her, and she ran her fingers lightly over the mannequin's exposed breast, picturing Applejack's soft skin.

Rarity moved to Twilight's side with a contented smile, relaxing. "Then it's yours, my dear. I've designed gloves as well, but I simply didn't have enough of this fabric. I've ordered several sorts from Canterlot, some fascinating material I've been looking for an excuse to use. Why, this could be an entirely new range!"

"You can't tell anypony!" Twilight blurted, horrified by the mental image of Rarity parading her new collection before a disbelieving audience.

Rarity gave her a puzzled look. "About you and Applejack? Whyever would I, dear? It's hardly worth mentioning."

"I mean - outfits like this, you can't let anypony see them! They have to stay secret," Twilight pleaded, wondering if it was already too late. How many ponies might she have to charm to clean up the mess?

"Really, Twilight, it isn't as though I would make this clothing for anypony else. Why, other ponies would get entirely the wrong idea!" She laughed delicately at the notion. "This can be just between us, if you like; I won't show this range to anypony. You must tell me whom else you have under your control so I can start some new designs."

"I - just, just Applejack!" Twilight stammered, unprepared for the twist of the conversation.

"You aren't attracted to Fluttershy, or Rainbow Dash? You might be the only one that could calm down Pinkie, of course." Rarity laughed again. "Or am I making assumptions, are stallions more your cup of tea?"

"I - I - I don't -" she protested feebly, her eyes wide.

Rarity swept up to Twilight and squeezed her hand in both of hers. "Dear dear, I've made you self conscious. I'll have this delivered discreetly and you can think about things, hm? Why, you might even decide that I - well. Let's prepare for the party, shall we?"

Twilight allowed Rarity to lead her out of the room in a daze, relaxing slightly as the door locked behind her. She'd never meant to make Rarity a, a willing accomplice in all this! Nonetheless, there was one thing it was impossible to deny.

She couldn't wait to see that outfit on Applejack.

Author's Note

NovemberWolf wins a prize! Rarity is exactly what Twilight needs right now - someone to help her justify everything. With a little encouragement, the sky's the limit...

Proofing by Djmill and JustTheBast

5: Playing Dress Up

"Oh, well, I, I'm very glad that the new bird house is finished."

"I bet I could harvest five trees faster than you can! You might have the legs, but I've got the speed."

"It sounds lovely. What colour did you paint it?"

"It was so nice of you to get us all together again, darling, we haven't all met up in days."

"Heck, Ah do not think so! You say different, I'll take you out first thing in the morning, and we'll jest see who's the fastest when it comes to a good harvest!"

"I know! You were busy, then Applejack was busy, and Fluttershy was busy, and Rainbow Dash was away, and Twilight couldn't cast any spells, and no pony had any time to party! Parties are the best!"

Twilight smiled at Fluttershy, listening with half an ear to the other ponies around her. The tall red shape of the Apple family barn formed a backdrop to the happy scene of hay bales piled into prickly armchair shapes and decorated with banners and balloons, streamers fluttering from nearby branches. Granny Smith's battered gramophone put out a cheerful oompah-band tune.

"It had to be red. I was going to paint it yellow, but the woodpecker told me that he wanted it to match his red feathers. I hope he's very happy," Fluttershy told her earnestly. The pale yellow pony wore a baggy green jumper that did its best to minimise her generous curves without completely succeeding, feathery wings that reached from shoulder to just above her ass folded neatly against her back.

"Are you sure he won't peck it to pieces?" Twilight asked. This was just what she needed. Some time away from everything she'd been worrying about, where there couldn't be any temptation to do anything she shouldn't. Yes, being surrounded by other ponies was the way to go.

She glanced past Fluttershy at Applejack, who was gesturing animatedly at Rainbow Dash as the two of them argued out rules for their impromptu competition. They were both so full of energy and life, it made her feel better just to see them. Rarity was fielding Pinkie Pie, who had produced a pair of cymbals from somewhere and was merrily crashing along with the beat.

"-so he'll stop making holes in the tree, he promised," Fluttershy finished.

"You're a wonderful pony, Fluttershy. I really admire the way you can always find a way to help," Twilight told her fondly. A memory popped up and she clicked her fingers. "Oh, did you find somewhere for the squirrel family?"

"Oh, yes! There's a lovely pool in the woods not far from my house, and I helped them-" Fluttershy hesitated as Applejack walked up to them without acknowledging her, focusing only on Twilight with a look of needful worship.

Twilight recognised the look, with a judder in her chest as her heart skipped a beat in panic.

"Twilight, Ah - can I do anything for you? Anything at all?" Applejack breathed.

Fluttershy was looking strangely at Applejack, and Rainbow Dash looked confused and cross, abandoned midsentence. Applejack looked like she might drop to her knees at any moment. She was going to get found out. She was going to get found out!

Struggling to master the obvious panic on her face, Twilight managed, "Excuse me please, Fluttershy. Applejack, could we speak in the barn?"

Applejack's eyes flickered closed for a moment. "Anything you want," she replied in a low tone, still focused solely on Twilight.

"Ah-he... right. Thanks. Sorry. Won't be long. Excuse me!" Twilight gabbled, and practically ran into the barn with Applejack trotting at her heels. Sliding the door nearly closed behind them, Twilight peered out of the crack.

Fluttershy was looking towards the barn with bewilderment. Rainbow Dash seemed to be complaining to Rarity - who knew what Rarity was saying! Closing the door fully, she twisted around to face Applejack and rubbed her face with both hands.

"Oh Applejack, this is a disaster," she said without thinking, then recoiled from the look of hurt on Applejack's face. "No! I mean, I love giving you commands, you look incredible naked-"

"Oh, Twilight..." Applejack stepped closer to her, her chest rising and falling quickly. "You mean that, you want to boss me around? I'd take my clothes off right now if you tell me to, Ah want to give you everything Ah am. I don't know when you could've seen me naked, but you can do it again right now."

"What? But you - we -" Twilight stammered, then put a hand to her forehead and rubbed her horn with the back of her hand. Applejack was obedient, focused on her, practically rubbing herself through her shorts - oh, now she was rubbing her chest through her shirt at the idea of Twilight ordering her around - but she didn't remember any of the times it had happened.

A memory clicked into place, and she remembered commanding Applejack to feel that way for the first time - when she snapped her fingers. Mingled mortification and terror washed over her. She could have triggered this any time! If Applejack even heard a click and thought it came from Twilight's fingers... and if she'd started coughing!

Applejack's fingers smoothed over Twilight's cheek and she jerked out of her horrified reverie. "It's all alright, sugarcube. Nothing to be afraid of - heck, I want this. Won't you use me?" she asked yearningly.

There was no choice, she'd have to-

"Um, Twilight? Applejack? Is everything alright in there?" Fluttershy's voice came diffidently through the door.

She was going to get found out! "Everything's fine! We'll be out in a minute!" Twilight called, her heart thumping in her chest as she tried to sound normal.

"D'you want to show me off to the others? Heck, if that's what you want, Ah'd be proud to be shown off. Ah'll be your pony, and -" Applejack began at a conversational volume.

"Awaken! Awaken!" Twilight hissed in panic.

Outside, Rainbow Dash folded her arms across her slim chest. "That was weird. Applejack's face went all starey, then she just walked off!" She wore a slim black tank top that bared her shoulders, two broad and stretchy ovals at the back allowing room for her wings, which beat slowly, holding her a foot or so off the ground. Her pants were black with double white stripes down the outside of her legs, interrupted only by the openings along her outer thighs that exposed her rainbow lightning bolt marks. "What's going on with her and Twilight anyway?"

"Well, dear, I'm sure that it's nothing to worry about. Twilight just has a special place in her heart for Applejack, that's all," Rarity replied placatingly.

Rainbow did a double take. "Wait, what? Twilight has a thing for Applejack? Are you serious?"

"Quite. But really, it's nothing to worry about. We don't want to make her feel self-conscious, do we?"

Pinkie was abruptly in front of Rarity, staring at her, her blue eyes dramatically wide. "Ohmigosh, ohmigosh! Twilight likes Applejack! But does that mean Applejack likes Twilight? Are they going to go on dates? Am I going to be invited?" She gasped. "I'm not going to be invited! Then they'll spend all their time together, and they won't spend it with me!"

Twisting around to face Rainbow Dash, she grabbed hold of the other pony's top and pulled her down out of the air. "They'll never spend time with us again! No more parties! No more fun! They're going to get MARRIED! WHAT DO WE DO, RAINBOW DASH? WHAT DO WE DO?!" she demanded, shaking her back and forth.

"Ah, Pinkie, really dear, it's alright. Twilight and Applejack are our friends, and I'm sure they'll never stop wanting to spend time with us, even if they were to date. I don't know if Applejack even knows, so there's nothing at all to worry about."

"Oh. Okay," Pinkie replied cheerily and dropped Rainbow Dash, who wobbled dramatically before recovering her balance. Picking up a slice of cake on a plate, she wandered off towards Fluttershy, calling, "Fluttershy! You have to try some cake!"

Rainbow Dash tugged her rumpled tank top back down, covering her stomach. "Pinkie sure is Pinkie today. Applejack doesn't know?"

"I couldn't be sure. But it doesn't really matter, does it?"

Rainbow looked baffled. "It doesn't?"

"I'm sure Twilight will let Applejack know if she wants to. Otherwise, well, it's not really worth mentioning."

Rainbow gave her a sceptical look, but held up her hands. "Okay, okay. I'll hold it in."

Rarity smiled, nodding regally. "I think that's best."

Pinkie had a plate of cake in both hands now, and Fluttershy already had some. Skipping as she walked, she headed for the barn.

Within, Twilight leaned against Applejack, trying to remember what keys she'd given the other pony. Coughing was definitely one, and snapping her fingers another. That was all, wasn't it? She needed to be writing this down! "Applejack, what special sounds have I given you to react to?" she tried.

"When you cough, I will do anything you wish since you're such a good friend. Ah won't worry about why. When you snap your fingers, you're the only thing that matters to me. Ah will do anything you tell me, and it'll feel good," the blank eyed pony responded.

Okay, those were the only things she'd left open ended. All she had to do now was cancel them and hide Applejack's memory of what she was just feeling. And what Twilight had said. And put in some explanation for why she'd walked off from Rainbow and gone into the barn with her.

"Okay, Applejack," Twilight addressed her. "When I cough-"

The barn door slammed open, framing Pinkie Pie in the entrance with a plate in each hand. "CAKE!" she declared joyously.

"No!" Twilight blurted, then stammered, "Oh, Pinkie! That's really nice of you." Lowering her voice to a hiss, she added quickly, "Applejack, get behind those hay bales out of sight."

"Ah will get-"

"Don't say anything!"

Applejack mutely walked out of sight without haste, and Twilight walked over to the barn door with a rictus grin plastered across her face. "Pinkie! I'll just take those cakes, and we'll be right out."

"You want to take Applejack's cake for her too? Is it so that you can give it to her? You can say it was from you!" Pinkie chirruped, handing over the plates.

"Thank you?" Twilight answered, baffled, then pasted her grin back on as Pinkie wandered outside. Her horn glowing, Twilight telekinetically shoved the barn door closed as quickly as she dared, trying not to slam it. Levitating the plates out of her hands and onto a bale, she raced back to where Applejack stood mute and receptive.

"Okay, Applejack. When I cough, nothing special happens. It doesn't change the way you feel. When I snap my fingers, it doesn't do anything to you. You don't change how you feel. You feel about me the same way you did when you were talking to Rainbow." Wait. Would that work, or did the change in her feelings count as during the conversation? "You feel the same about me as you did when you started talking to Rainbow," she corrected.

"You were talking to Rainbow, and you remembered I'd asked you to remind me about a... book! That I had to order before they were all run out. A charms book. And you've told me now, so you can go back outside."

Applejack gazed at her, absorbing her words in silence, her arms hanging loose at her sides.

Twilight frowned. That didn't seem right - oh! "You can talk!"

"Ah can talk."

"Okay, okay-" Twilight frantically ran through everything she'd said and couldn't think of anything else. Time was passing, and the more time she spent, the more obvious it was that something wasn't right. "Fine, slumber!" she declared.

Applejack blinked and relaxed into a more natural pose. "You'd best go get that order in before the mail leaves f'r the day, alright?"

"...yes! I will! Thank you Applejack, you're a true friend," Twilight managed.

Turning towards the door, Applejack hauled it open with one hand. "What's this cake doing here?"

"Oh. Uh, Pinkie brought it. For us."

Applejack shrugged and picked up a plate, trying the slice as she walked out into the sunshine. "Sure is nice, Pinkie! Mister and Missus Cake bake this, or was it one of yours?"

Twilight followed her, pausing in the shadow of the door to wipe her forehead. That was much too close. She'd made such a mess of things.

"Last post in half'n hour, Twi!" Applejack called, and she nodded quickly.

"Y-yes, I'd better go catch it! I'll see you all later!" She swiftly trotted off to a chorus of farewells, and Pinkie's plaintive, "But - the cake!"

That was close. She was going to have to be so much more careful.

A couple of hours later, and Twilight had finally managed to relax. Added to her scroll were 'AJ retains and responds to activation sounds. Activation keys should be impossible to trigger accidentally. Activation keys should be removed as soon as they aren't needed,' and she'd had to restrain herself from adding 'or everypony might know what you're doing!'

Feeling exhausted from the bout of brief terror, it took her a minute to realise somepony had knocked on the door, and another to persuade herself to get up and answer it. Rarity swept in, carrying a sealed dress bag in one hand, and immediately laid it out carefully along a table.

"Twilight, my dear. I've brought your new outfit over. Or rather, Applejack's new outfit." Rarity giggled delicately, behind her hand.

Twilight produced a smile for Rarity. "I'm really grateful for you making this for me. Thank you, Rarity."

Rarity frowned, moving towards Twilight with concern. "Twilight, darling, is something the matter? You look troubled."

Twilight sank down onto a broad couch, obscurely glad to have somepony to talk to about it. "I accidentally invoked Applejack's spell in front of everypony. I was scared they'd all notice. I'm not very practised at this. I didn't mean to do it in the first place!"

"Why would that matter, dear? You're attracted to Applejack, so she should be yours."

Twilight sighed. "I don't think I could explain. I don't want anypony to know I'm enchanting her."

Rarity squeezed Twilight's hand. "If that's how you feel, Twilight, I'll help you keep your secret. Does Applejack know?"

Twilight shook her head guiltily.

"Don't worry, truly. While you had her under your spell, she seemed to absolutely adore you. Why, the look in her eyes was wonderful. The rest of the time, she may not know how happy you make her, but as long as that's what you want, it's harmless. No pony will find out about her from me, I promise you."

Rarity made the gesture of a zipper across her mouth, then smiled. "How about I put on the kettle and make you some tea? Do you still have those ginger biscuits?"

Twilight's shoulders relaxed. Maybe it truly wasn't as bad as she'd thought. It was only making her and Applejack happy, wasn't it? A smile touching her lips, she replied, "Thank you, Rarity. I'd like that."

"Wait there, and don't move an inch!" Rarity declared, and swept into the kitchen.

Twilight sat back and listened to the sounds coming from the kitchen as Rarity moved around. It was nice to have somepony to talk to.

Her eyes settled on the dress bag. It had been a stunning outfit; Rarity really was gifted. Applejack was going to look incredible. She'd have never conceived of such a thing, but now that she'd seen it on the model, she could hardly wait. Perhaps if she just took a little look...

"Twilight Sparkle!"

Twilight froze with her hand on the dress bag, guiltily, and looked around.

Rarity gave Twilight a stern look, though with a hint of a smile. "Didn't I say not to move? Not one peek until Applejack has been dressed in it." She settled on the sofa with a tray in her lap, two cups of tea and a plate of ginger biscuits upon it.

Twilight sat down sheepishly with a smile. "Sorry, Rarity." Picking up a cup, she sipped it, sighing contentedly. "I'm really looking forward to seeing it on Applejack."

"I'll help her into it, of course. You must see only the finished vision," Rarity declared, gesturing grandly with her cup.

Twilight's cheeks darkened at the thought. There was something special in the idea of Rarity helping bind Applejack into the slave costume without the slightest notion that anything might be strange about it.

"I can't wait to see it," she declared happily, taking another mouthful of her tea. It really was delicious.

"I was sure you'd feel that way!" Rarity leant back, clearly pleased with herself. "That's why I told Applejack to come over to try it on. She should be here any minute."

Twilight choked on a mouthful of tea. Coughing - an unhelpful part of her mind reminding her that until her recent adjustments this would have set Applejack off again - she managed, "You told her?!"

Rarity tugged out a silken handkerchief and leaned over to dab at Twilight's lips. "Really, Twilight. I've asked her to come to your home because of an outfit I wanted to show her. Once she arrives, you can take control of her mind, and as your obedient sex slave, she'll be happy to try it on."

Twilight stared at Rarity's unruffled expression.

"Biscuit?" she offered pleasantly.

Twilight opened her mouth to reply, and there came a knock at the door.

"There she is now. Allow me." Rarity rose and moved to open the door, letting Applejack in. The blonde pony was still wearing the clothes she'd worn to the party, a blue checked shirt and her slightly tatty shorts with the usual boots and her ever-present hat.

"Afternoon, Rarity. You get that book order sent off, Twilight?"

"Oh! Um, yes, yes I did," Twilight said quickly. Glancing down at the cup in her hand as if surprised to find it there, she quickly tipped it back and drank the rest in one mouthful, setting the cup aside on the tray.

"Sure is a fancy dress, Rarity. Mind you, Ah reckon you've got something else up your sleeve, since we all saw that one earlier."

"Oh yes, I certainly do! Just over there. Twilight?" Rarity turned to her with a smile. "Could you?"

Twilight jerked to her feet. She'd never had an audience like this before, and hastily she said, "Yes, of course - Applejack, awaken please."

The light in Applejack's eyes went out, her arms falling limp.

"Ah am awakened."

"I am awakened."

Twilight twisted around. Rarity was gazing at her mindlessly as well, one arm dangling, the other holding the cup of half-finished tea stationary in front of her.

"-oh. I forgot," Twilight murmured. Moving in front of Rarity, she frowned at her cup of tea. "Why didn't you drop this?" she asked herself.

"It was not safe," Rarity replied blankly.

Twilight jumped, not having expected the other pony to speak, then looked interested. "There's a safety mechanism in the spell... this is exciting!" she declared, her horn glowing as she summoned her roll of notes from their hiding place. 'Rarity did not drop hot tea when focused. It was not safe,' her quill wrote out.

"But would she drop something that wasn't dangerous, but messy?" Twilight considered, then tugged the cup from Rarity's fingers and set it down, replacing it with her own empty cup. Moving over to Applejack, she lifted Applejack's hand and settled the plate of biscuits in her grip, closing her fingers on the rim and carefully checking it wouldn't immediately slip free. Applejack's fingers gripped as directed.

"Okay... slumber," she told them.

Both ponies shifted position slightly. "Could she what, Rarity? Want a biscuit?" Applejack asked, her memories having shifted to make sense of holding the plate.

"Awaken!" Twilight told them both, bright eyed with interest. Applejack's plate remained where it was, while Rarity's empty cup swung down to rest at her side, but didn't fall from her fingers. "Fascinating!" she declared, consumed with curiosity.

'AJ did not drop her plate of biscuits. Rarity lowered her empty cup, but did not drop it.' That seemed a lot like it was tapping the pony's instincts. Dropping things was something they resisted. Maybe if she tried something soft, they wouldn't instinctively try to stop it falling. She had to stop both of them responding to the same command word too.

"Applejack, this isn't for you. Rarity, I'm talking only to you. You won't react to the word 'Awaken' anymore."

"I must awaken when instructed," Rarity replied flatly.

Twilight blinked. "You must?"

"I must awaken when instructed."

"It must be part of the spell," she murmured thoughtfully. 'Rarity refuses to ignore 'awaken',' the quill scratched out.

"Rarity, you won't hear the word 'awaken' when somepony says it. You'll hear 'wake up'," she tried.

"I must awaken when instructed."

Twilight stepped back and looked around herself for inspiration. Her eyes settled on her clock, and she clicked her fingers as an idea came to her. "Rarity, watch the clock. For the next minute, you won't hear anything I say. Then you'll listen again."

"I won't hear anything you say for the next minute," Rarity replied.

"Now we're getting somewhere! Rarity, sit down. Rarity, stand on one leg. Rarity, take off your dress." Twilight smiled with satisfaction as the white pony remained unresponsive. "Rarity, slumber."

"Oh, no thank you Applejack, I've had one already. Well, Twilight?"

"Well what? I swear, you two're up to something."

"Why didn't it work?" Twilight asked with a frown, checking the time.

"Why didn't what work, sugarcube?"

"...that's strange. Did you hear her, Applejack? I see her lips moving, but I don't hear a thing-"

"Awaken!" Twilight commanded, cutting them both short. Taking the plate from Applejack's unresisting fingers and the cup from Rarity, she rubbed the side of her head. 'Key words have higher priority than commands. Instructing focused ponies not to pay attention does not prevent reacting to key words.'

That was interesting, but frustrating. Anti-meddling precaution? A way to stop the charm being deactivated by changing the activating word to nothing? Of course, now she had two ponies, she could try some of the other things she'd wondered about...

Walking over to Applejack, she found the line where she'd written the key words and pointed to the word 'Slumber'. "Do you see this word, Applejack?"

"Ah see it."

"Say it aloud, please."

"Slumber," Applejack pronounced with deliberate clarity.

Twilight's eyes flicked to Rarity then back to Applejack. Nothing. "Rarity, can you hear me now?"

"I hear you," Rarity responded.

"Applejack, tell Rarity to jump up and down."

"Rarity. Jump up'n down," Applejack repeated obediently.

Again, nothing. Rarity remained gazing at Twilight without reaction. A sudden thought occurred to Twilight. "Rarity, did you hear Applejack speak just then?"

"I heard nothing."

"Applejack, did you just hear Rarity speak?"

"Ah heard nothing."

Wait a moment. "Applejack, can you hear yourself speak?"

"Ah hear only your voice."

That explained it. 'Focused ponies only hear the voice of the pony that charmed them,' she wrote. Perhaps some of these precautions were why the spell was so dense when she tried to pick it apart. Still, that was going to make it very hard to have more than one charmed pony around, or else when she said the right word, she'd be greeted with a mass chorus of 'I am awakened' and a roomful of blank, mesmerised ponies.

She paused for a long moment, and that image slowly sank in. All of her closest friends, in this room, gazing thoughtlessly at her, ready to be used however she wanted. Eager to be. Her breathing quickened, and she focused on Applejack and Rarity standing vacant and docile before her. A tingle ran up her spine, and her scroll drifted back to drape itself over a table.

Very softly, she breathed, "I'd like you to straighten up, like palace guards, and tell me you must obey me."

The two ponies stiffened, their backs straightening rigidly, and lifted their heads to speak in unison.

"Ah must obey you."

"I must obey you."

Her breath caught. She could do so much. Her hands settled on the cut-outs in her short purple skirt that exposed her cutie marks and dug her nails lightly into her thighs.

No. She wasn't going to get Rarity any more involved with this than she already was. Not like that. She couldn't. Moving quickly to Rarity's side, she leaned up and murmured, "You're aware that Applejack is under my spell. Slumber," into her ear.

Rarity blinked, her body relaxing into a more natural posture, then looked over at Applejack. "My my. She seems so blank. Not like she was before at all."

Twilight nodded. "Applejack is waiting for instructions from me, that's all."

"Applejack is waiting f'r instructions," she echoed, and Rarity's brows rose in surprise.

"Applejack? Applejack, can you hear me?" she tried, moving to her side.

Twilight shook her head. "She can only hear me while she's like this."

Rarity wrinkled her nose. "Well that won't do to get her dressed. Could you do something with her, darling?"

Twilight smiled, finding a kind of enjoyment in having an audience. "Applejack! You remember being under my control, and feel everything that being under my control makes you feel. Slumber!"

Applejack's lips moved slightly as she listened, but the final word hit home before she'd begun to repeat her commands, and her eyes snapped open to gaze at Twilight with enthralled love and devotion. Dropping to her knees, she breathed, "Ah'm so happy you want to play with me again, Ma'am. I'm ready to obey." Casting a glance at Rarity, she added with a smile, "Glad that you don't mind now."

"Oh don't you worry at all, dear; I don't know what I was thinking. It's wonderful that Twilight has made you her enchanted sex toy."

Applejack shivered visibly. "Yep, she has. Ah love being Twilight's enchanted sex toy." Her green eyes turned to Twilight as she spoke.

Twilight moved over and caressed Applejack's face, stroking her freckled cheek and letting the end of one finger stray between the pony's lips. "Rarity has made an outfit for you to serve me in, Applejack. I'd like you to go with her and put it on, please."

"Yes Ma'am. I'll love dressing to please you." Applejack rose from her knees and smiled warmly at her friend. "Thanks, Rarity. Properly appreciate it."

"Think nothing of it! I simply enjoyed the opportunity to exercise my craft - you're going to look marvellous, simply marvellous. Now Twilight, I absolutely can't have you see this costume before it's fully on, so please wait here while Applejack changes."

Twilight sat down on the sofa with butterflies dancing nervously in her stomach. "Thank you, Rarity. I'll stay right here."

Rarity picked up the bag, and leading Applejack, she left Twilight in the central room and entered the guest bedroom. Laying out the dress bag on the bed, she told Applejack, "Would you remove your clothes, please? This outfit is intended to be worn without your hat, though you should keep the bands in your mane and tail."

"If it's to please Twilight, Ah'll do anything you say," she replied, and worked her boots off. Standing them to the side of the bed, she began unbuttoning her shirt. "Level with me, Rarity; you really think Twilight's going to like this? I want her to like me more than anything."

Rarity touched Applejack's cheek with her curled fingers and smiled warmly. "It really matters a great deal that Twilight is pleased with you, doesn't it."

"Mah heart aches for her, Rarity, it rilly does. When she makes me like this, Ah live'n breathe to do what she wants. She's the most beautiful gal in all town."

Rarity smiled, though with a tiny touch of pique. "She certainly thinks that of you, Applejack."

"What, seriously? She said something to you?" Applejack asked as she dropped her shirt onto the bed and undid her red bra, freeing her breasts. She was aware that she was exposing herself to Rarity, but it just didn't matter. Twilight had told her to change into the outfit, and she was only too happy to obey.

"Twilight takes control of anypony she finds attractive, and makes them her sex slaves. It's her right, after all; she is a very special mare. But in all of Ponyville - all of Equestria - she has only taken control of you. That makes you the most attractive pony in town, as far as Twilight is concerned."

Applejack clasped her hands to her bare chest, momentarily overcome. "That the truth of it? That's wonderful to hear. Ah never want her to get tired've me." She stripped with renewed vigour, baring her body completely as Rarity unpacked the outfit and laid it out. Applejack's hand came to her mouth and she murmured, "Mah stars," as she took it all in.

"Step here, please," Rarity told her, lifting up the main body of the outfit, open at the back, and centring the dangling straps at the bottom. "I haven't ever been interested in mares, but I would have thought that if Twilight is, she would have found me at least a little attractive. I am the best dressed pony in town - other than you, when I've finished putting this on you, my dear."

"I expect she thinks so," Applejack replied, stepping carefully into the outfit and inhaling as Rarity slid it up her body.

"Hmf! Obviously not, or else she would have turned me into her obedient slave by now, as she has with you. Breathe in, dear."

Applejack sucked herself in even further. "How skinny do you think I am?" she managed.

"No complaints, darling; not until you see the full effect. You're going to look stupendous." Rarity closed the back of the tight outfit up, then reached around to the front and pulled it up against Applejack's chest. "Ease your breasts through the cut-outs... that's right," she encouraged, then did up the high collar around Applejack's throat. Pulling on the belts, she forced them a notch tighter before doing them up.

Applejack took a deep breath as best she could. "Couldn't do much apple bucking like this."

"You're not meant to be bucking, dear. You're meant to be a sex toy." Her warm hands ran over Applejack's sex, separating the strands that framed it and guiding them to centre in the pony's exposed ass, parting either side of her tail and merging again.

Applejack's eyes focused distantly, and her lower lip caught between her teeth. Her voice warm and far away, she breathed, "Yeah, Ah am. Ah belong to Twilight."

Rarity smiled and began working the long boots up her muscular legs. "You look simply magnificent, darling. Just wait until I receive the next shipment of fabric from Canterlot, I have some wonderful designs to try out."

"Ah can't wait," Applejack murmured. As Rarity released her leg, she took a few experimental steps forward, getting used to the way the tight outfit constricted her. "...feels good. Almost like being tied up. Am I ready?" she asked with a touch of nervousness.

Rarity laid a hand on Applejack's bare arm reassuringly. "You'll stun her. Wait a moment, and then enter."

"...right." Applejack moved to the side of the door, making sure she was out of sight as Rarity opened it and stepped through.

Twilight looked up quickly, her heart accelerating. The long quiet and the faint murmur of voices had been driving her crazy with nervousness and anticipation, with no idea what the two altered ponies could be talking about.

"Rarity! Is everything okay?"

Rarity settled herself down on the sofa, arranging her layered silken skirts around her. "She couldn't be lovelier. She's just about to come out for you."

Twilight looked back at the door, her hands held tensely curled against her chest. Nothing moved, and she glanced at Rarity, only to have her attention snap back as a hint of movement drew her eyes.

Applejack, moving slowly and with an effort to appear graceful, stepped out of the doorway.

Twilight's lips parted, and not a sound emerged.

Applejack's body was wrapped in shimmering black that reflected light liquidly as she moved. Her body reshaped by the skin-tight fabric and the tightly buckled belts, her waist was pulled in and her breasts forced outwards, exaggerated still further by the way they emerged from the black through semicircular cut-outs. The heavy curves of her orange breasts were capped by firmly taut nipples, jutting out as if inviting Twilight's touch.

Below her waist, the costume split into two tiny black cords that framed her shaven sex, giving unimpeded access, and as Applejack moved Twilight caught glimpses of her firm ass, split in two by the cord that travelled up the centre. Her toned thighs were invitingly bare, and the gentle heels on her long boots shaped her calves. Twilight watched mesmerised as Applejack moved to stand before her and bowed her head submissively, bending forward. Her swaying breasts formed a valley of perfect cleavage.

"I am your fucktoy, Ma'am. Please use me."

A low moan escaped Twilight's lips, unaware, and her left hand seized her breast through her top and squeezed. "Oh, Applejack... you look... you look incredible. I can't believe - come closer! I want, I need you!"

"Yes Ma'am!" she replied at once with joyful eagerness. Applejack trembled with delight and pleasure, stepping forward to stand directly in front of where Twilight sat.

Twilight reached up and seized hold of Applejack's bare breasts, kneading them firmly in her hands, before using her grip to pull Applejack down. The orange pony bent at the waist, her ass in the air and her hands gripping the back of the sofa as Twilight kissed her passionately.

Breaking for air, Twilight hurriedly pulled off her vest and undid her blouse quickly enough to lose a button, yanking her bra free to bare her compact breasts and aching nipples. "Applejack, my toy, Applejack..." she groaned, reaching out to squeeze the other pony's bared ass and burying her face in her breasts, licking and kissing them.

"Ahh! Ohhh, Ma'am, that feels good. Oh heck, Ah love your mouth on mah boobs. Ah'm your obedient toy Ma'am, keep touching me, Ah'm begging you," she panted. Her bare sex was already glistening damply and as Twilight's fingers grazed it, she gave a jerk that travelled through her whole body, crying out. "Yes! Yes Ma'am, touch me! Ah'll do anything, Ah swear Ah will!"

"Applejack, Applejack..." breathed Twilight into her body, shuddering with delight. She knew Rarity was still there, still watching, but it didn't seem to matter. Let her watch. Abruptly, she pushed Applejack back to give herself room and straightened up, pointing at the ground before her. "Get on the floor, Applejack," she demanded.

Applejack couldn't have moved faster, despite the tightness of her costume restricting her legs, her knees hitting the ground instantly with a gasped, "Yes Ma'am!"

Twilight took hold of her skirt and lifted it up, exposing the ends of her thigh length socks and her simple white underwear. "Take my panties, Applejack. I want to feel your tongue again!" she panted.

"Anything, Ma'am! Thank you Ma'am!" Applejack leaned forward and reverentially took hold of Twilight's underwear, easing it gently down her legs and off. Trembling with yearning, she added huskily, "May I taste you Ma'am? Please?"

"Do me Applejack!" Twilight commanded, and the kneeling pony needed no further bidding. She leaned forward at once, her hands sliding lovingly up Twilight's thighs to cup her bared ass, and brought her lips to Twilight's sex.

A loud moan escaped Twilight's lips, and she let her skirt fall to partly cloak Applejack's head, reducing her to an anonymous body in her slave suit and a vigorous tongue on her pussy. A strange flare of pride filled her, and she looked over at Rarity, wanting the other pony to be watching.

She was. Rarity's eyes were fixed on Applejack's body and the shape of her under Twilight's skirt, the loud sounds and moans of her conditioned pleasure impossible to ignore. A pink highlight rode her cheeks and coloured the top of her alabaster chest above her dress, her hands tensed against the seat she sat on as she watched the perfectly normal display of lust.

She looked up slowly at Twilight, and arousal coloured her voice as she managed, "-Well, I, I should probably be going, now that I've seen Applejack's new outfit is so well received."

"Must you? I- ahhh! Yes, Applejack, don't stop! - I could put on some tea for us," Twilight told her, finding pleasure in teasing her with the depraved display.

"Oh no, dear, you couldn't. You're so busy, after all," Rarity managed, her cheeks reddening further.

Twilight rotated her hips, rubbing her sex in Applejack's face and gasping with pleasure, one hand resting on the outline of the pony's head through her skirt and the other teasing and twisting one of her dark purple nipples. "Are - you - sure? You'll need your, mmmmhh! Your outfit back..."

"No, no, you two should keep it. I insist. Now I really must be going; I'll just - let myself out," Rarity stammered, and quickly rose to cross to the door.

Twilight gave Rarity a parting wave, giggling as the other pony slipped hurriedly out of the door. Her horn glowed and the key levitated towards the lock, managing to lock the door firmly on the second try after a sudden spike of pleasure made her drop it.

Her free hand worked roughly at her nipples as she pushed Applejack's head harder against herself, gazing down at the enslaved pony with lust-fogged eyes. She looked so good, so perfect, so erotic bound up and on her knees, she could barely stand it. And Rarity had sat there watching her...

Her hips rocked with a convulsive shudder. She pictured the room full of her closest friends, watching her fuck and use Applejack, their gazes shimmering with enchanted devotion, and she cried out with delight as her orgasm broke over her like a wave, her knees weak. Applejack's licking slowed to a series of kisses, and Twilight was held paralysed by the sensation. Finally, her newly-tender sex protested, and she gently eased Applejack's head out from under her skirt.

Sinking back onto the sofa and gazing into Applejack's eyes, seeing the shiny wetness on her lips and chin, Twilight managed, "You did very well, Applejack!"

Applejack sank slowly to her haunches, dazed and breathing deeply, but lifted her head and replied adoringly, "Thank you Ma'am! Ah'm pleased to serve."

Twilight's hand caressed Applejack's cheek and moved down to stroke under her chin. "Obedience like that will always be rewarded. Stand up, and face away from me. Bend over and spread your legs."

"Yes, Ma'am. Ah obey," Applejack replied with a glowing smile, pushing herself up. Turning around, she presented her firm ass to Twilight, pushing it towards her as she bent over and rested her hands on her knees. Her glistening sex was presented, Applejack's arousal plain, and Twilight took hold of the other mare's thighs and bent down to bring her lips towards her.

Pushing Applejack's tail aside and over her own shoulder, enjoying the feel of the soft hair on her bare back, Twilight slowly brought her lips against Applejack's pussy and began to lick slowly, exploring the new and foreign taste of her.

"Oh! Ohhh, oh mah stars," groaned Applejack, her mane hanging tangled to one side of her head and her breasts pinned between her arms. Bending a little lower to bring her sex more fully into reach of her owner's tongue, she began panting heavily with each swipe of Twilight's tongue. "Oh heck, never felt anything like that before, that's so good. Uuuhm! Ma'am, don't stop, Ah'm begging you, please keep licking me like that! Ah'll be a good pony for you! Use me, tie me up, jest keep making me obey you, feels so good - mmmhf! - feels so good to obey, Ah have to do whatever Ah'm told, Ah'm your helpless fucktoy, Ma'am!"

Twilight felt a fresh pulse of arousal with every word Applejack gasped out, the firm and honest pony transformed into a desperate slave, addicted to being controlled, needing nothing more than to be under her power. She was perfect, so perfect. Applejack's cries grew louder and more broken, and Twilight redoubled her efforts until, with a trembling helplessness, Applejack's body jerked in orgasm beneath her tongue.

Resting her head against Applejack's upturned ass like a pillow for a few moments, Twilight heard her breathe in a voice aching with sincerity, "Thank you, Ma'am," and smiled, her eyes half closed. "You're welcome, Applejack."

It took a few moments for her to stir again, before she lifted her head and said gently, "Lie down on the sofa," as she rose to her feet.

"Yes Ma'am." Applejack slowly straightened and turned to lie down, visibly delighted when Twilight climbed on top of her and lay with her head nestled in Applejack's cleavage. "Ah hope you're comfortable, Ma'am," she said softly.

"Oh, Applejack. I couldn't be happier. This is the most wonderful thing that's ever happened to me," Twilight whispered, listening to the other pony's heartbeat.

"Ah feel jest the same."

They lay in silence for a few minutes, and Twilight had begun to slip towards dozing when Applejack murmured, "Ma'am?"

Twilight's eyes flickered open again. "Yes?"

"Ah've got a favour to ask, if you'd consider it."

Twilight blinked, lifting her head slightly to look at Applejack's face. She'd been told not to worry about the periods of not remembering, but could it be she'd ask to be Twilight's slave full time?

At her inquisitive look, Applejack's gaze flickered away, then back to Twilight's face. "Would you mebbe take Rarity as your slave too?"

"What," Twilight heard herself say.

Applejack held up her hands hastily in a pacifying gesture. "If that's not what you'd want, you know Ah'll be happy the way things are. Thing is, Rarity reckons that if you thought she was pretty enough to be worth it, you'd have taken her by now, so she's feeling kind of rejected. Y'know, plain. I know it'd mean a lot to her."

Realisation hit her. What had Rarity said? Twilight could - no, would - take anypony she found attractive. She hadn't taken Rarity, so she didn't find Rarity attractive. Her lower lip caught between her teeth for a moment. That certainly wasn't true. But she was so loving her connection to Applejack...

"Wouldn't you be jealous?" she asked gently.

Applejack hesitated. "Ah sure do love what you do to me, Ma'am. Never felt so special in all my born days, and that's a fact. Wouldn't want you to pay less attention to me, but Ah want her to be happy."

Twilight looked down at Applejack with a surge of loving affection and hugged her tightly. Applejack's arms curled around her. Nothing that made her this happy could be truly wrong. "You'll always be my favourite, Applejack. No pony can replace you in my heart," she replied tenderly. A little tingle ran up her spine as she added, "I'll enslave Rarity in the morning."

Author's Note

This one ran a little long, as Twilight's inherent curiosity got the better of things. Nonetheless, she's careening down the slippery slope at ever increasing speed now!

Proofing by Djmill and JustTheBast

6: Confession

Applejack was gone. Even with control of her memories, it was hard to think of a reason for her staying in Twilight's bed the entire night, and so reluctantly she'd had to have her undress and leave. The outfit was carefully folded in a chest, and would cause some serious questions if anypony came across it - she'd resolved to get a larger one that locked properly.

She'd enslave Rarity in the morning.

She rolled onto her back in her tangle of blankets, eyes half open in the dimness, only the moonlight pouring through the windows outlining the room in blue and silver shadows. Barely awake, mostly dreaming, Rarity's image floated in her mind.

Bit by bit, Rarity's clothes drifted away, exposing more and more of her pure white body until she stood nude before Twilight, wearing the same expression of thoughtless devotion as Applejack. Her hands roamed over her body, reacting to Twilight's unspoken desires with perfect compliance, and Twilight's hands slid under her nightshirt and into her panties to mirror them.

"I can't be this turned on again..." she murmured to nopony in half-articulated protest as her fingers slid up and down her sex, massaging softly. The last few days, she'd come more often than any time she could remember. As her fantasy Rarity fell to her knees and moaned, Twilight groaned deeply, her body jerking and soft whines escaping her lips. A more gentle rush of feeling flowed over her, and she sank back with a gasp and a sigh.

It took a few minutes, but slowly a creeping sense of guilt came over her. How could she do what she planned to do? She'd promised Applejack, but - it was all her doing. Both of them, thinking that this was acceptable. The worst thing was that she knew the feeling of unhappiness would leak away as her desires began to return, and soon it wouldn't seem so important. She wasn't hurting anypony. She was making them happy. But most of all, she was feeding the strange lust she felt for more. More control, more ponies, more making them do things they wouldn't usually do.

It felt incredible. She couldn't remove the charm, and she didn't know how to resist the temptation. She needed Applejack, that was for certain. Somewhere, her feelings for the earth pony had become a full blown infatuation, and, silently, she confessed as much to herself. For an instant she considered sending her mentor, Princess Celestia, a confession and letting her help fix everything.

She'd only have to face Celestia's deep disappointment, and lose Applejack. Maybe even as a friend, after what she'd done. Maybe all of them.

She shook her head in utter rejection, pushing the thought away. No, she couldn't possibly. She could never. The only thing she could do was to build up her resolve, and refuse to pull Rarity even deeper into the whole mess. She'd speak to her in the morning, and block those memories as best she could. There had to be a way.

Unhappily, and feeling bad for the residual heat in her body, she pulled the blankets around her and drifted into sleep.

Morning came. Twilight paced restlessly up and down, in the way that Spike often joked would leave a groove in the floor. Of course it wouldn't leave a groove in the floor. It wasn't like she spent all day walking up and down thinking. This morning she might have, but those were exceptional circumstances.

A knock came at the door, followed by it opening slightly and Rarity poking her head inside. "Hello? It was unlocked, and I received your note asking to see me - why, darling. Whatever is the matter? You look as though you haven't slept at all."

Twilight looked down at herself. She was wearing a loose white top that left her arms bare, and equally soft violet pants, not having put anything on her feet since she'd awoken. Her mane and tail were in a little bit of a disarray too, now that she noticed. Well. She'd been preoccupied.

She shook her head. "Sorry, Rarity. I was thinking about - I'm glad you came over. I have to tell you something."

Rarity clicked her tongue reprovingly, and an abandoned hairbrush levitated off a counter into her hand. Moving to Twilight's side, she began combing out her mane with careful strokes. "Whatever is it, dear? Is something the matter with you and Applejack?"

Twilight shook her head mutely, wanting to feel comforted by the brushing of her hair, but too busy holding onto her resolve to be able to relax. It would be so easy to say something else, anything else. She didn't have to say it.

"No, nothing to do with Applejack. She's wonderful," Twilight said quietly.

Rarity flushed slightly, nodding. "I'm delighted that you enjoyed the outfit so much. I can't think of a time I've had such an enthusiastic reception for my work."

"Rarity-" Twilight pinched the bridge of her nose between her fingers. She had to get this out, right now, or she never would.

Rarity went quiet, gazing at her with concern, before eventually prompting her, "Yes dear?" and lowering the hairbrush.

"I-" Twilight hesitated, then pushed out in a rush, "Rarity, I enchanted you. I used a charm to change your mind."

Rarity blushed, gesturing at herself lightly, "Why, Twilight! Are you saying that you're attracted to me after all?"

"What? No! I mean - yes." She nodded guiltily. "Since this started, I realised I am attracted to you, very much. But I shouldn't be."

Rarity blinked. "Whyever not? Twilight, I'm truly flattered by your interest, I've been hoping for so long that you'd pay attention to me."

So long? But it had only been - her memories had changed! Twilight resisted the urge to put a hand to her face, and tried again. "Rarity, it's not normal for you to be okay with that! I made you think it was normal, and I'm sorry, I just panicked and I - I'm really sorry!"

Rarity opened her mouth, and Twilight put a hand over it quickly.

"Wait, please, let me get this out. I altered the way you think, and I know that you think you want to be enchanted by me, but you don't! It's all what I did! So I'm going to undo all of it, and - and put these memories away somewhere, and then you'll be okay, and I'll -"

"Twilight Sparkle!" Rarity said sharply, pulling Twilight's hand off her mouth by the wrist. "Stop right this instant and don't do a single thing!"

Twilight cringed. "I'm sorry-"

"Not one word!" Rarity told her imperiously, then softened her tone a little. "It's my turn to speak now."

Twilight nodded miserably, bracing herself.

Rarity straightened her back, and gestured to a chair. "Now sit down, darling."

Twilight sat. Rarity settled beside her.

"You don't seem to have considered asking me what my opinion is of all this. It may be that you have enchanted me, but as the pony I am, I don't want to have my memories of you and me, and Applejack, taken away. Twilight, I have designs in mind that I still want to try; I have dreams of things I want! You can't take those away from me," she said firmly.

Twilight opened her mouth, then closed it again as Rarity gently touched her chin, trying to listen patiently despite wanting to shout again that it was all her fault.

Rarity sighed. "I've wondered what it would be like to be with you for such a long time. After Blueblood treated me so disgracefully, I considered giving up on nobility and romance altogether. I thought it would have been so much easier if I could have been attracted to mares, if we could have been closer. That wasn't the case, of course."

She shook her head, then looked at Twilight. "Now I know that you're attracted to me, Twilight, I'm certain I would be much happier to join Applejack in your service. I can't think of anypony who I'd rather be with, nor anypony who is more worthy of it. You haven't my permission to change my memories, but I am asking you to take me."

Twilight's lips parted soundlessly, and she stared at Rarity for several long seconds of silence, her eyes tearing up. "You should be angry with me. You shouldn't be so, so nice."

Rarity leaned towards Twilight and kissed her forehead gently. "Of course I am. You're my dear friend. You may have the right to take me, but I wouldn't want you to if you weren't one of the most wonderful ponies I know."

Twilight breathed in deeply, trying to gather her scattered wits. This wasn't how this was meant to go! This wasn't right; she should be being punished, she shouldn't be happy...

"Rarity, are you sure this is what you want?" she asked finally.

"There's nothing I'd like more, dearest Twilight. You truly are a gem. I'm sure you'll make me very happy."

Twilight gave Rarity a wobbly smile, and rubbed her eyes. "I should listen to you, you're right. You deserve to decide. You can be mine, if you're sure that's what you want."

Rarity reached out and hugged Twilight, replying softly, "Thank you. Will you do it now?"

Twilight hesitated. "Well, you are enchanted."

"I'm very happy that you did that. But if I'm going to serve you, why, I need to feel as though I am your servant. Besides..." She coughed delicately. "If I'm to be used sensually, I will need to be attracted to you, to do it properly. Could you do that?"

Twilight suddenly looked abashed, nodding. "Of course. Are you ready?"

Rarity squared her shoulders and nodded regally. "I've been ready for a long time. I'm going to be a magnificent servant. Begin."

"Awaken."

The expression on Rarity's face vanished as her face relaxed, her arms dropping. "I am awakened."

Twilight slowly breathed out, relaxing herself as she gazed at the blank eyed pony before her. She'd never have thought to ask what Rarity wanted, and even if she had tweaked Rarity's thoughts, she had never told her to want to be used the same way Applejack was. This was a true desire, from her dear friend, and should be respected. It was going to be wonderful.

Her hand reached out and slowly closed on one of Rarity's proud breasts, hefting it slowly in her fingers through the cloth. Wonderful. "Rarity, you're certain that you're my slave now. You're still the same pony, but you know that you belong to me, and it feels good to do as I say," she told her. "You're attracted to mares. You're attracted to me."

"I know for certain that I am your slave now. I am the same pony, but I know I belong to you, it feels good to do as you say. I am attracted to mares. I am attracted to you," the blank eyed pony repeated with unhurried certainty.

Withdrawing her hand, Twilight felt a fresh shiver of delight and excitement crackle up her spine, her tail flicking. "Rarity? Slumber now."

Rarity's eyes flickered, life returning to them, and her lips slowly parted as she gazed at Twilight. Her voice was very soft as she breathed, "Why, Twilight, you're beautiful. I'd never seen it... quite like this before..." Her hand reached out towards Twilight's cheek, barely brushing it before she pulled her hand back. "This feeling, this certainty... I've never been so sure of anything in my life."

Twilight watched her with mingled happiness, tingling arousal, and a touch of concern. "Are you alright, Rarity?" she asked gently.

Rarity's lips parted slightly at the sound of her voice, and she nodded, flushing delicately. "Why, yes. Yes, I am. I'm wonderful Twilight." Her lips pressed together, and she added with a tinge of embarrassment, "Would it be - appropriate, for me to address you as my Lady?"

Twilight reached out to stroke a hand up Rarity's cheek. "You're my friend, Rarity. You can call me anything you want to."

Rarity slid off the sofa to the ground and looked up at Twilight, her eyes glistening. "Thank you, my Lady. Thank you-" Moving all at once, she ducked down near full length on the floor and seized Twilight's bare foot, kissing it again and again in quick succession.

"Rarity - oh!" Twilight breathed. Her first instinct was to stop the other pony debasing herself before her - she was still untidy and hardly worthy of the worship Rarity had begun to lavish on her - but that was swiftly overtaken by a heated rush. Rarity looked so perfectly sensual lying on the ground and kissing her feet, the white pony's breasts crushed beneath her and giving enticing glimpses of her cleavage as her head moved. Twilight slowly relaxed back, and finally finished, "...that's nice."

Rarity looked up, flushed and joyous, then lowered her head again. Her soft lips closed around Twilight's toe, and she sucked gently, stroking her with her tongue. Twilight jerked at the unfamiliar sensation, a murmur of pleasure escaping her, as Rarity worked her way down her toes and licked lovingly at the arch of Twilight's soles.

Unhurriedly, Rarity bathed her owner's feet with her tongue, only eventually sitting up straight with a deep red flush across her cheeks. Her heavy breasts rose and fell against her dress with her breathing, and she said with pride, "I hope I've pleased you, my Lady."

Twilight gave a jerky nod, unable to take her eyes off her, still tingling from the strange and foreign pleasure. "You're wonderful, Rarity, I'd never - had anything like that before."

Rarity curtseyed deeply, holding the position a little longer than needed to give Twilight another look down her dress. "I will prepare you some breakfast, my Lady, then comb your mane and tail. With just a little looking after, you will look perfect!" She smiled. "I really must work on a new outfit later - this dress is glorious of course, but not suited for serving you. Why, I might tear the skirt if I kneel too often!"

Twilight blinked, then laughed, relaxing back against the sofa. "That sounds lovely, Rarity, I'd like that."

"Now don't move, and I'll be very swift!" Rarity declared with a smile and moved away.

Inhaling deeply and letting it go, Twilight tilted her head back and rested there, absently wriggling her toes and feeling the coolness as they dried. Rarity wasn't behaving at all like Applejack. She'd assumed that her commands had made Applejack the way she was, but she'd never told Applejack to desire her; not the way that Rarity had asked to be compelled to find mares attractive. Maybe it was some implicit side effect... it was so hard to know what changes she'd made.

Rarity's humming floated out from the kitchen, and Twilight glanced back with a warm smile. Rarity might be charmed, but she was still Rarity. It was wonderful to see that. She'd expected to have been exploring her desperate body by now, but she could wait. Now, she had all the time in the world.

Author's Note

Philosophical question: who, at this point, is the real Rarity?

Proofing by Djmill and JustTheBast

7: Getting Stuck In

"She's coming!"

"Are you sure she'll not notice anything amiss?"

"Don't worry, Applejack will think everything is perfectly normal!"

"Well, if you're sure..."

"I'm sure." A knock sounded at the door, and Twilight practically sang out, "Come in!"

The wooden door swung open, and Applejack stepped inside. Today she wore a red checked shirt, with a trim of white around the collar, and another sun-faded pair of blue shorts. She closed the door behind her, and from across the room Twilight twisted the key in the lock with a pale nimbus of violet magic.

"Well howdy, everypony. How're you all doing?" Applejack asked cheerily.

Rarity slowly stepped forward from the alcove where she'd been standing out of sight of the door, and gave a slightly feeble smile. "Hello, Applejack."

"Nice t'see you looking fancy as always. That a new dress?"

Rarity looked down at herself reflexively. The maid's uniform she wore was cut scandalously, the lace edged skirt constantly threatening to expose her bare ass or pussy unless she kept her back rigidly straight, and her heavy, milk white breasts ready to pop free of the barely-there bodice at any second, every movement sending tremors through her vast expanse of cleavage. She was a fetish dream, in black stockings and dangerously tall heels.

Applejack smiled obliviously at her, and Rarity coloured slightly. "Thank you... won't you come in and have a seat?"

"Don't mind if I do." Applejack wandered up to a seat and dumped her bag into it, a worn knapsack with her cutie mark embroidered onto it.

Twilight sat with her hands pressed together and a gleeful expression on her face. "It's so nice to see you, Applejack! What have you got in your bag today?"

"Well, Ah brought some rope. Not the rough stuff, the real soft kind worked down with seed oil. Y'know, the kind I use to tie mahself up with," she declared, prompting another glance from Rarity at Twilight.

Twilight managed not to clap her hands with delight, but it was a close run thing. The first set of the instructions she'd given the day before were working perfectly! Written verbatim on her scroll, they read, 'You will come to my house tomorrow mid afternoon and bring the ropes you use to tie yourself up. You won't tell anypony about the ropes you're carrying until you're in my home, and when the door shuts behind you, everything will seem normal no matter what happens.'

Now how else could she test things before she tried out the second set of instructions? "Rarity, come to my side please," she said politely.

Rarity moved to her at once, her heels clacking on the floor as she walked carefully across the wooden floor. "Yes, my Lady."

"Rarity is under an enchantment to love being my servant," Twilight said conversationally to Applejack.

"Oh rilly? How's that work?" Applejack asked curiously, looking up at Rarity.

"It's a very complex effect, with a simple mediator, that's created by a complicated spell. I've learned a lot, and I still can't untangle the charm. It was clearly created by somepony of great magical power!"

Twilight flushed at the confused expression on Applejack's face, and added, "I can make Rarity feel or want, or remember or believe anything I say. That's why she's my cute maid today."

"Seriously? Sounds really useful. Guess that's got a lot of uses," said Applejack, a slightly odd expression on her face as some part of her mind tried to work out how to react to this perfectly normal statement.

Twilight's body was electric with arousal. Doubts and uncertainties swept away by the tide of pleasure she felt at manipulating her friends to play her games, she had dozens of ideas for toying with the two. It was so exciting! She slid her hand up Rarity's tiny skirt and cupped her ass, squeezing gently.

It was easy to get drunk on this kind of power, and Twilight was intoxicated. Rarity gave a short gasp at the touch, her pale cheeks flushing and her gaze flashing to Applejack, who merely smiled.

"Sure is nice to see you two getting on so well," she remarked.

Twilight's breathing quickened. She wanted to try out the second half of Applejack's instructions, and she couldn't wait any longer. "Rarity, would you pick up that book and bring it to me please? I'd like you not to bend your legs," she said, pointing to one of the several books scattered around the library in piles of various sizes. This one was directly on the floor, in front of where Applejack sat.

Rarity flushed again, knowing what was about to happen, but replied, "If you're sure - I mean, of course my Lady." She carefully clopped across the room in her heels to stand before Applejack, then slowly bent forward.

She maintained decorum for as long as she possibly could, but the book remained out of reach and she had no choice but to lean down further. The tiny skirt rose to display her ass to Twilight, only her tail granting any semblance of cover, and her sex peeked between her legs. Tensing her body couldn't overcome gravity, and one after the other her large, soft breasts slipped free of her low cut top, giving Applejack a front-row view of her vast cleavage.

Applejack stared, something planted in her mind holding her spellbound as Rarity slowly straightened, not permitted to cover herself up again, and moved back to Twilight's side to offer her the book. The low bow she offered flashed her bare ass at Applejack as well, but the brainwashed pony paid scant attention to that, craning around to try to keep her eyes on Rarity's chest.

Twilight accepted the book with a warm smile. "Thank you Rarity." As the white pony curtseyed and stood at her side again, Twilight added, "Applejack, you look like you have something on your mind."

Applejack licked her lips, focused on Rarity's body. Her voice a little low, she asked, "Rarity, can I - would you come over here'n let me suck your boobs?"

Twilight tingled with glee. "Go ahead, Rarity. Push Applejack's face into your chest."

Rarity bit her lip, and nodded with a shade of shy excitement. "Whatever you say," she replied softly, crossing the room again and putting a little wriggle into her steps that made her exposed chest sway from side to side.

Applejack's lips slowly parted as Rarity approached, her cheeks gently flushing, motionless as Rarity stood before her and gently lifted Applejack's hat off her head and set it down beside her. "Rarity-" Applejack began, but got no further as Rarity put her hand behind Applejack's head and pulled her forward into the deep valley of her cleavage.

"Mmf! Mmh... mmm," she managed, unable to breathe and barely caring.

Rubbing the back of Applejack's neck, Rarity sighed and shivered, then tenderly guided the other pony's head outwards to the peak of one breast. As the orange pony's lips closed eagerly over her nipple, Rarity's hips jerked twice, a red flush rising across the upper slopes of her chest.

"S-steady... not too roughly darling, gently, gently..." she breathed.

"Does that feel nice?" Twilight asked from behind her, and Rarity shivered again, glancing back to see Twilight had pushed a hand under her top and was kneading her chest.

"Yes, I - yes, my Lady. Applejack is very sweet, and her lips are very warm, and I - aaah - I never imagined I'd enjoy this before you worked your magic, but - goodness!" Rarity shuddered as Applejack lapped and kissed her breasts, finally putting her hands on the other pony's shoulders and moving her head back.

Applejack wore a dazed, almost intoxicated expression as she sank back into her chair. "Got some fine titties, Rarity. You want to see mine? Somepony will, anyways." She began undoing the buttons of her shirt, tugging the tails of her shirt out of her shorts, and shrugged out of it. Breathing in deeply, her breasts swelled over the top of her red bra, and she undid the top button of her shorts.

"Whoo! That's more like it. Y'want to make out, Twi? Or you, Rarity? Heck, I'll take anypony. Anypony cute walking by the window?" Applejack twirled the shirt over her head and let it go, sending it sailing into the corner of the room.

Twilight clapped her hands together with delight, a hot flush tingling up her body and bringing out the heat on her cheeks. It was working. 'When you see Rarity's breasts, you won't be satisfied until you have tasted them. The more you lick them, the more you desire sex. Once you have tasted them, you won't leave the room where Rarity is.'

Applejack's personality was twisting before her eyes, and it made her body ache with excitement. Bouncing off the sofa, she rushed over to the other two, her eyes shining.

Rarity turned towards her, half way between nervous and tingling. A flush on her cheeks, she replied diffidently, "Well, Applejack, you certainly do impress, but I feel I should wait for now-ooooh!"

Twilight's hands had snaked around her and squeezed her heavy white breasts, leaving Rarity quivering and leaning back against the other mare. "Oh my, my Lady..." she murmured, flustered, her flanks shifting involuntarily.

"She'd love to kiss you, Applejack," Twilight told the earth pony, supporting Rarity and kneading with lustful abandon.

"Heck, sure! Kiss me, feel mah body up, you do whatever you feel like," Applejack declared cheerily, moving over to Rarity, who glanced back at Twilight for confirmation, then relaxed her shoulders a little and nodded.

"Well - very well, Applejack, why not?" she confirmed, then gasped as Applejack leant into her and kissed her firmly without hesitation or delicacy. "Mmmf!" she managed, melting under the kiss.

Twilight shivered as she felt Applejack's bra clad breasts press against her hands, pinning them between Applejack and Rarity's curves. Her nimble fingers caught Rarity's taut nipples between them and squeezed, prompting the maid pony to moan into Applejack's mouth. Twilight shivered with delight, pushing herself against Rarity and pinning her firmly between them.

Breaking the kiss, Rarity gasped, "My Lady, I - this is so much! I've never been treated like this!"

Applejack rubbed her cheek against Rarity's, breathing, "Sugar, you and me both, but no pony cares about that. I should've done this ages ago! Should've gone with that big orange stallion at the market. Or Vinyl, when she asked me out to dinner."

Twilight pushed her nose against the back of Rarity's neck and kissed her skin, nuzzling her mane aside and effectively cutting off any further protest she might have made in favour of a gasp.

Taking hold of Rarity's shoulder, Twilight half turned her towards her, and stepped to Applejack's side. "Lift your breasts with your hands, please," she said politely, then shivered as Applejack leant in and licked the side of her neck without preamble. "That's very nice...! But I've got something even better for you," she told the earth pony playfully.

"Yes, my Lady," Rarity breathed, taking refuge in following orders like a good servant, her blue eyes wide and glazed with desire. Her hands shifted to her chest and she pushed her breasts up, presenting them and showing off her firm nipples.

Twilight gently placed a hand on the back of Applejack's head and turned her towards Rarity again. "Come on, now Applejack. You love Rarity's body."

"Ah sure do! Can't believe I never-" Applejack began, then forgot the sentence as Twilight pushed her head down to Rarity's left breast. Immediately, she began licking and sucking again, her programming taking over, and Twilight shuddered to see her. Ducking her head, Twilight took Rarity's other nipple between her warm lips and began gently licking, exploring how her unicorn friend tasted differently to Applejack's increasingly familiar body.

"Ahh! Oh, oh my, I - ahh!" Rarity exclaimed as the two licked and sucked on her breasts, her hands squeezing reflexively. "I feel so - honoured - this is - incredible-" she stammered, then moaned loudly as Twilight's hand moved under her tiny skirt and rubbed firmly along her bare sex, slick with heated arousal. "My Lady! My Lady!" she whimpered, her hips pushing against Twilight's hand, utterly lost to the sensations she was feeling.

Twilight kissed rapidly up Rarity's neck to her lips and muffled her gasps with her own lips, exploring her mouth with her tongue. This was incredible. It felt so good to be using both of her friends like this, to make them react like this. Her body was on fire, and she didn't feel like she could spare a moment away from them to peel off her clothes.

Pulling back with a gasp, she looked down at Applejack, whose green eyes were glazed now as she sucked thoughtlessly at Rarity's breast. Twilight let her indulge her new programming a moment more, conditioning herself to need sex more than ever, before she finally pulled her friend back. Applejack's mouth came off Rarity's skin with a pop, and the blonde pony looked dazed and distant as her mind tried to process her new thoughts.

All at once, Applejack shoved down her shorts and yanked her bra off, baring her naked body and glistening pussy. Rubbing her hands over her breasts, she moaned loudly and breathed in a hot whisper, "Oh, fuck me, won't you fuck me, Ah jest need to be fucked'n used..."

Twilight's body tensed, and a low groan escaped her lips. "What do you mean, Applejack?" she asked with husky pretend-innocence.

Applejack squeezed her breasts in both hands, leaning forward to offer them, her eyes half shut and deep need in her voice. "Ah'm jest a dumb slut, only good f'r bucking 'n fucking. Ah need somepony's tongue in me right now. I'll fuck anypony. Anypony, Ah don't care. Just fuck me. Fuck me Twilight! Pull mah hair and treat me rough!" Her desperate eyes turned to Rarity. "You'll do me proper, won't you sugar? You're always so... darn.. giving..." She took a step closer. "You'll fuck me right..."

"Get on the floor, Applejack," Twilight told her firmly, "On your back please. Rarity, would you sit on Applejack's face now?"

Applejack dropped instantly to the floor with a whine of, "Yes! Do it!" while Rarity stammered, "I - yes, my Lady - I'm sure Applejack will be very - it'll be my first time with a mare there, so I'll -" and stepped over the writhing mare, sinking down onto her knees. "Ohh!" she cried out as her soaked sex grazed Applejack's lips, instantly receiving her eager tongue. "Oh my! Oh yes!"

Twilight hastily grabbed the bottom of her jumper and yanked it off, taking her undershirt with it, and unclipped her bra with frantic speed. Tugging off her soaked panties, she left her skirt and knee socks where they were and dropped to her knees, spreading Applejack's muscled thighs. Her shaven cunt was soaked with dew and Twilight found a new eagerness in sliding a finger into the prone pony, followed by another.

Vigorously finger fucking Applejack, rewarded by the way her breasts heaved and she gasped and moaned into Rarity's pussy, Twilight leant forward to nuzzle her face into Rarity's cleavage, kissing and licking as she panted words into her skin. "You're a very naughty slut, Applejack, you deserve to be punished! Rarity, you love being my maid, you've never felt anything as good as this!"

Rarity quaked and trembled, whimpering, "Yes, my Lady, I do love being your maid. I never imagined making love to mares could feel so good, I - why, I might burst! I can't help myself! Oh! Applejack! Don't stop!"

Convulsing, Rarity barely lasted a couple of minutes before her lips parted and her back arched, pushing her chest against Twilight's face and rocking in orgasm. Beneath her, Applejack hungrily lapped up the surge of wetness, and as Twilight's fingers quickened in her pussy, she thrashed her arms and legs against the ground in a loud, demonstrative spasm of pleasure.

"Ah'm coming, oh heck, Ah'm coming!" she managed to force out against Rarity's skin.

Twilight pulled back as Rarity swayed, the white pony grabbing at the floor for support to stop herself toppling over, and dazedly lifted her sex off Applejack's mouth, who lay in a simmering stupor of satiated pleasure, limp and breathing hard.

It wasn't enough! She was so close! Twilight's hands curled closed as she felt her own arousal surging and burning within her, jerking up onto her feet and calling out impulsively, "Awaken!"

"Ah am awakened."

"I am awakened."

Both ponies froze where they were as their mouths automatically replied, Applejack going entirely limp, and Rarity sinking down to sit on the floor with a soft thud. Twilight seized her skirt and lifted it up to expose herself, gasping out her words.

"Applejack, sit before me and lick my sex! Rarity, sit behind me and do the same for my ass! I need this!"

"Ah will lick your sex."

"I will lick your ass now."

The words in Rarity's cut glass accent nearly made Twilight cum then and there, and her hands clenched tightly in the fabric of her skirt as her two mesmerised friends crawled towards her.

Stepping between them, she felt their hot breath on her skin as she closed her eyes, and braced herself for the moment of-

"Aaaah!" Twilight gasped, her head tilting back and her cheeks hot, her skirt slipping from her nerveless fingers as two tongues probed her body. "Oh - oh - oh yes - oh!" she stammered, feeling Rarity's lips nuzzling her ass, her tongue running up to the base of her tail. Applejack's warm tongue explored her slick pussy, the mechanical, repetitive quality to their movements only keeping ever present in her mind that the two were enchanted puppets to her will.

"It's so wrong, it's so wrong..." she panted, "I shouldn't, oh I shouldn't." The mantra-like words circled in her mind as she desperately squeezed her breasts in both hands, the twin tongues driving her higher and higher until she gave a shattering wail of pleasure. The room swirled dizzily around her and she nearly fell, her voice a choked whisper as she pleaded, "Stop now, stop," and barely heard the twin acknowledgements.

Dropping to her knees on the rug, she let herself topple backwards and sucked in deep breaths. Her eyes shut, and for a moment she felt like she might pass out. All judgement, all thought was suspended, as she let her body slowly simmer down.

After an indeterminate period of time, her head cleared. She very slowly sat up, and looked directly at Applejack, nude but for her boots, her mouth smeared with shiny wetness, and Rarity, blank eyed, her tiny maid outfit tangled and disturbed, her nipples reddened and tender from the attention they'd received.

She bit her lip, and murmured very softly, "Oh my goodness." Eventually, some part of her having decided that something more productive was called for, she added, "Rarity, lick Applejack's mouth clean please."

"I shall lick her mouth clean." Rarity leaned forward, mindless, and licked around Applejack's motionless mouth for a few moments before she settled back onto her heels.

"Oh, Twilight," she murmured to herself again. Pulling herself together, she picked up her soiled underwear and rose, taking it to her dirty laundry and picking out a fresh pair of white bra and panties. After a moment's consideration, she stepped out of the skirt and dropped that into the basket too, leaving her in her underwear and long, stripy knee socks, then wandered back to the two motionless ponies in the main library room.

"Okay. Rarity, you're aware that I enchanted you again, and you're fine with that. You're really enjoying being my sexy maid. Applejack, you're my -" She hesitated for a fraction of a second over the word, then told herself she was being silly, given what she'd just done. "You're my slave pony, you remember all the times you were enthralled, and you remember what just happened to you since you came into the treehouse, clearly, all the instructions I gave you yesterday are cancelled and you can notice anything you weren't allowed to before. Slumber, please."

Rarity was the first to come around, shaking herself slightly and looking up at Twilight with a deep blush on her cheeks. As Applejack's eyes came back into focus, Rarity rose to her feet and gave Twilight a deep bow, her unrestrained breasts shifting dramatically with the movement. "I truly hope I pleased you, my Lady. I certainly felt things I've never felt before, it's wonderful to serve you. Why, just the thought-" she broke off, a silly, delighted smile on her face.

Applejack crawled across the floor to Twilight's feet, her freckled cheeks flushed as well, and managed conversationally, "Howdy, Ma'am. See you were playing games with my head back there a ways. Can't tell you how much it turns me on that you can make me obey you without even knowing it, that you can jest make me into anything you want. Ah love you, and everything you do to me. Ah want nothing more than to be your slave, Ma'am."

Twilight smiled widely, giving Rarity a warm hug before ducking down and throwing her arms around Applejack's shoulders. Squeezing the orange pony, she said softly, "I love you, Applejack. I've been happier than I've ever been since this started."

Applejack nuzzled her blonde head against Twilight with deep affection, murmuring, "Best I've ever felt, sugarcube."

"If you'll excuse me, I'll put on a pot of tea," Rarity remarked with a smile of her own. "I think we could all do with a little pick me up after all that activity." Her cheeks remained flushed, happy and embarrassed.

"I'd like that very much, Rarity," Twilight agreed contentedly.

"So Vinyl Scratch asked you out?"

"She sure did. Had to let her down gentle like, she's nice enough but I wasn't that way. Heck, we weren't even that close, it kind've came out of the blue. Anyways, she took it pretty well. Still friendly." Applejack lay along the sofa, with her head in Twilight's lap, her hair gently being stroked. Rarity sat beside Twilight, her maid uniform straightened, back to perilously hanging onto her milky chest.

"Of course you hear things, I'm quite aware of Vinyl's dalliances with stallions and mares alike, but I wasn't aware she'd set her sights on you." Rarity sipped her tea thoughtfully. "She does have a distinct style."

"Has she ever asked you to dinner, Rarity?" asked Twilight curiously.

"No, my Lady, she never has. Though if she did, I might consider it. Discreetly. Since you changed my mind, I can see her attractions." Rarity smiled.

"I'm glad that you're enjoying the changes." Twilight smiled warmly, tracing her fingers over Applejack's lips, the earth pony gently kissing her fingers as they passed.

"I couldn't be happier, my Lady. I'm truly looking forward to receiving the new shipments of fabrics - I have such designs! Oh, you will look simply marvellous!"

"You have an outfit for me in mind?"

"Well, of course dear! If you're going to be my lady, you must dress the part at least some of the time!" Rarity told her firmly.

Twilight giggled, covering her face. "What have I done? Applejack, help!"

"Reckon you got yourself into this mess on your own, Ma'am!" Applejack replied with a grin.

"I have something simply scandalous in mind for Twilight as well, of course. It wouldn't do for you to have that beautiful outfit and her have nothing to match."

"Been bribed. Sorry Ma'am, I'm double doing nothing."

Twilight giggled again, and leant down to kiss the mare in her lap sideways.

Applejack gave her an innocent look, looking a little shy behind her playful words. "This mean Ah need to be punished f'r my failings, Ma'am? Got the rope right with me. Not that you need to be told, what with making me bring it."

Well, she had intended to let Applejack experience being tied up by somepony, hadn't she? She was a little uncertain, but she'd practised very hard by reading several books on knots. If only there were a proper book on how to tie ponies up.

She'd have to study.

"I'd love to tie you up, Applejack. Let's go to the guest bedroom, there's room there. Rarity, could you come with us please?"

Applejack sprung off Twilight's lap and scooped up her hat, green eyes dancing with anticipation. "You mean it? Heck, right, I'll get the rope!"

Rarity executed a low curtsey before Twilight, her top barely holding onto her chest. "If that's what you'd like, my Lady! I'm happy to serve."

Twilight pushed herself to her feet, nervous, excited and a little scared of disappointing. It was going to be fine, she reassured herself. There was no way for her to mess things up when she could just undo any mistakes.

Rarity clopped after her on her tall heels, Applejack following with several coils of smooth, soft rope in her hands, and Twilight led them into the guest bedroom. Surveying the room, she hesitated. What she needed was practice before tying Applejack up. "Applejack? Would you please strip Rarity naked?" she asked, turning with a smile.

Rarity coloured. "Well, I - of course." Straightening up, she touched the side of her clinging maid outfit. "The fasteners are here and here."

Applejack grinned at Rarity, taking in the other pony and singing out, "Yes Ma'am! Right away Ma'am!" and laid down the rope on the bed in separate coils before moving to Rarity's side. Smiling at her, she added, "Sure do have a gorgeous body, you know. Glad that Twilight took you on," and began undoing the fastenings carefully.

Rarity's cheeks, already pink, darkened dramatically. "I believe I have you to thank for it, I owe you a great deal of thanks. It's wonderful to see the two of you together, it seems so strange I never wished for it before." The fastenings released and her outfit fell away in one piece, her heavy breasts bouncing free and her pussy revealed, sparsely coated in purple.

Applejack whistled. "Feel the same way mahself. Jest look at you."

Twilight watched the two of them with a mixture of happiness to see them getting on so well, and throbbing, soft lust to see her two friends stripping and posing, ready for her to do anything she wanted to them. As Applejack finished removing Rarity's stockings, she spoke softly and with a note of huskiness. "Rarity, please sit on the bed. Applejack, I'd like you to show me how to tie her up now."

Rarity stepped out of her high heels carefully, and moved to sit neatly on the side of the bed. "If that's what you'd like, my Lady," she replied with a warm smile at Twilight, who smiled in return.

Climbing onto the bed, Twilight picked up a rope. "Okay, Applejack, what's my first step?"

Applejack swung herself up onto the bed, a touch of nervous excitement on her face. "Well, y'have to keep in mind, I've only tied myself up, it's real different seeing it done to somepony else. Alright. Rarity, can you put your arms behind your back here? We'll go for something simple, to start with. Okay now. Y'take this rope, get the middle - see I've marked it right here? Y'hold that to the middle of her back, and wrap that end under her chest."

"Like this?" Twilight wriggled close to Rarity and leaned around her, bringing the rope under her breasts, and Rarity suppressed a quiet sigh as the other pony's warm hands brushed across the underside of her chest. Her breathing slowing, she remained still as Twilight's hands ran over her back and breasts, not even protesting when the coils of rope wound around her wrists, tying her arms behind her.

Little shivers running up her back, her body tingling, it took her a moment to realise that Twilight had finished tying her up. Breathing out softly with a touch of regret, she shifted her weight, feeling the way the rope tugged at her and held her posed, her breasts lifted and presented and her arms bound. Why, anypony could do- anything. Her grey nipples tensed, and she murmured, "Oh."

Applejack wriggled over to the edge of the bed, her arms instinctively sliding behind her into position, and she took a deep breath. "Guess it's time f'r me now, Ma'am. Ah'd really... I'd really like it if'n you could tie me up. Tie me tight, so I can't get away."

Applejack's teeth caught at her lower lip, and her eyes closed as the rope began to wind around her body, under her breasts. "Oh mah stars," she breathed. "That feels so good. Makes me want to be a good girl. Do anything you want. Tie me up, Ma'am." After a moment's pause, she added huskily, "You can gag us, if you want."

"Excuse me?" Rarity objected, snapped from her inner thoughts. "Gag me? Why, the very idea. Really, Applejack, you shouldn't volunteer me that way." Despite the pose she was tied in and the flush that rode her cheeks, she had the effortless gift of summoning offended dignity.

Applejack flushed, looking awkward. "Sorry, Rarity, really I am. Guess I got carried away some, didn't mean to put you out." The ropes tightened around her as Twilight pulled them taut, smiling fondly at them both.

"Don't worry, Rarity, it's alright. I won't do anything you wouldn't want me to," she soothed.

Rarity glanced away. "Well dear - my Lady - if you had suggested it, then perhaps things would be different."

Twilight finished tying the knot behind Applejack and smiled, examining her handiwork. Gently stroking the back of Applejack's neck with one hand, she leaned over and stroked Rarity's mane out of the way to kiss her neck where it joined her shoulder. "I'm very happy that you and Applejack get on so well," she said contentedly.

Rarity's long eyelashes fluttered, inhaling quickly as Twilight's lips touched her neck, and her voice came weak and far away. "Of course... of course we do."

Something in Twilight stirred, and she shifted to sit between the two of her friends. Her hands gently moved to cup one of Rarity's breasts, and one of Applejack's, squeezing and stroking her palms over their soft skin. Both ponies gasped as one, Rarity softly, and Applejack with a louder moan. "I'm very glad that you're both my friends," she said warmly. "My best friends." She squeezed their nipples with fanned fingers as she spoke.

"Y-yes, I - yes, your friend. My Lady," Rarity managed, her tone shaky.

"Very glad. Very glad, Ma'am," Applejack murmured.

Twilight's hands squeezed and kneaded, taking a perverse pleasure in the normality of her tone as she played with the tied up mares. "I'm so grateful that you're willing to do what I ask of you. It is nice, isn't it? To do as you're told?"

Applejack answered her with a moan that tailed off into a whimper. "Yes. Yes, please Ma'am, I want t'do as I'm told. I want that real bad."

Rarity swallowed, her head held high and her eyes focused somewhere in the distance. "Y-yes, Twilight, this is - this is very nice."

Twilight's hand shifted from Applejack's chest up to tangle in her mane, taking a firm grip, and she said with a smile, "You're a good slave pony, Applejack." It was a risk, but she was pretty sure she'd heard Applejack mention it and she was tingling with pleasure, unstoppable now. On the final word, she gave Applejack's hair a firm tug, pulling her head back.

"Haaaah!" Applejack gasped a sound of pure lust, her back arching and pushing out her breasts between the ropes, her cheeks burning crimson. Her eyes glazed over and she whimpered breathlessly, "Yes, yes, anything, more please Ma'am, more..."

Rarity's breathing quickened as she recognised the pattern, and Twilight leant towards her, stroking her hand over the submissive mare's heavy breasts. Breathing into her ear, she murmured, "Rarity, you're a wonderful maid. You like dressing up and serving me," before her tongue ran softly down her earlobe.

"Ah, I, I, yes. Yes, my Lady, I, I do," Rarity stammered, the unfamiliar situation, the exposure, the bondage and Twilight's touch combining to wipe her mind of any coherent thought.

"Thank you both! I'm so happy that you're enjoying being here and doing whatever I want," Twilight told them warmly. Her hands slid down their bodies and between their thighs, her hands settling on their soft, heated sexes, and she began to stroke and rub firmly. The double gasps and whines of pleasure from her brainwashed friends as her fingers delved into their wet folds filled her with a trembling pleasure that tingled in her achingly hard nipples, her plain white panties sticking to her damp skin. Their moans and gasped words mingled with each other.

"Oh! Oh Ma'am, don't you stop that, please-"

"-please Twilight, that feels wonderful, you're so beautiful, I just can't-"

"-can't think, Ah'm so hot, oh, oh my stars, Ah feel so-"

"-so good! I've never felt so good as I do at your hands, my Lady, I just want to serve at your-"

"-your feet, your pussy, your ass, Ah don't care, I just need to taste you, I'll do anything-"

"-anything-"

"-anything you want! Ah'll obey, I'll be-"

"-be good! I promise, just please, just let me-"

"-let me-"

"-please let me cum!"

Twilight's fingers delved and twisted within them, finger fucking the two writhing mares, panting roughly with uncontainable arousal. Her eyes fell on one of Rarity's discarded heels and her horn flashed with violet magic, yanking the shoe up onto the bed to rub firmly against her desperate sex. Her legs spread wide, hooking a leg over the knees of the mares next to her, and the polished black heel slid up and down firmly against her panties.

"Yes, yes! This! This!" she gasped, thrusting her fingers in and out of her two enslaved friends as she bucked her hips against the levitating shoe. The pleasure! It was destroying her!

Applejack's moans grew louder and all at once the earth pony was bucking and jerking, crying out, her pussy clenching around Twilight's fingers. The sensation and the noise of her orgasm roughly pushed Twilight over the edge, panting for breath, her eyes wide as she shuddered and whimpered, and finally Rarity, intent on her superior, wailed with release.

Their mingled cries rang around the treehouse, and in the aftermath there was only harsh breathing. Twilight slowly withdrew her hands, wiping her fingers on their thighs, and managed, "You did, um, very well. I'm very proud," as she sank back to lie on the bed, chest heaving. Taking that as permission, first Applejack, then Rarity flopped back beside her on their sides, each facing her.

Panting softly, Twilight lay half-conscious on the sheets, giving first one pony, then the other a groggy, dazed smile. "I don't ever want this to end..." she breathed. "Stay mine forever."

"Yours forever," the two replied.

Author's Note

The first inspiration image has happened, and Twilight's games are getting ever more elaborate! How long will just two enthralled ponies be enough?

Proofing by Djmill

8: Focusing Rainbow Dash

Twilight skipped around her home with a spring in her step, practically dancing with delight. The morning was bright, sun was streaming through the windows, and she was cleaning up after last night's intricate sex with two of her best, thoroughly mind controlled friends. Occasionally, the thought occurred to her that this should be troubling her more than it was.

Really though, she was happy, Rarity was happy, Applejack was happy - when she remembered - and everything was wonderful. Just as long as no pony found out. Especially the Princesses. Twilight shook her head. No, she could never face Celestia and try to explain - she could never understand how happy it made Twilight. She could never confess what she'd done with them! The very notion.

Twilight's cheeks flushed with a mingled touch of arousal and brush of guilty unease. Celestia could probably undo everything she'd done, would be able to remove the charm and put everything back to normal. Luna might be able to as well - that was why they could never find out. She couldn't imagine living without Applejack, and the more time that passed, the more she'd grown closer to Rarity. She was such a beautiful pony.

The last fallen book levitated back onto the shelves. There, everything was neat. Opening her front door, she swung it wide and basked in the fresh breeze. She'd seen a lot of Applejack and Rarity recently - she involuntarily smirked at the double meaning - and she probably should give them a bit of time before she asked them over again. She wouldn't want ponies to talk.

She found her thoughts drifting, a parade of ponies she knew passing before her one by one. Zecora was very interesting, she'd always been curious about her stripes. It would be very special to have her. Of course - she added quickly to herself - she wasn't thinking about such things seriously. It wasn't right. Zecora had never shown the slightest interest in her. Though, she did wonder if Zecora would still rhyme when entranced...

She stepped out into the sunlight, buried in her thoughts. The door swung shut behind her, and-

KRAKOOOM.

Twilight snapped out of existence and reappeared in the branches of her own treehouse with a purple flash, clinging to a branch on all fours in reflexive terror as the roll of thunder died away. In the sudden silence, peals of laughter filled the air, and Twilight unwound her arms and legs from the tree with hotly flushed embarrassment.

"Rainbow!" she protested. "That wasn't funny!"

Rainbow Dash dropped past, her wings flapping lazily as she drifted towards the ground. She impacted with a thump and immediately doubled over, laughing hysterically. "Ahahaha! Your face! You went-" she was interrupted by another gale of laughter. "-poof! Right up the tree!"

Twilight pressed her lips together and concentrated, vanishing with another flash and appearing on the ground beside Rainbow, who writhed on the ground and pounded her hand into the grass. "It wasn't that funny!" she protested.

Rainbow shook her head, her chest still heaving with explosive giggles, wiping tears from her eyes with the back of her forearm.

"-this doesn't prove it was that funny," Twilight mumbled. "It was a silly reaction anyway. Being in a tree is the worst place to be during a thunderstorm."

Rainbow Dash sniggered, her laughter finally subsiding, and let her arms drop, lying loosely on the ground with her wings spread out beneath her. "Ha, haaah. Hi Twilight." She wore a black tank top that didn't entirely cover her muscled stomach, and loose shorts that reached to mid-thigh that barely needed the usual cut-outs to expose her cutie mark. Her vibrant fan of rainbow coloured hair flattened beneath her head, her tail another bright streak of colour.

Twilight sighed, and smiled. "Hi Rainbow. Have you been waiting for me all morning?"

"I did! So, so worth it. Poof! Tree! 'Being in a tree is the worst place to be'." Rainbow shook with another string of suppressed giggles.

"Didn't you have some important sleeping to do?" Twilight shook her head and offered her hand to help her up.

Rainbow seized it and yanked, nearly unbalancing Twilight as she sprang to her feet. "I made you a sunny morning, didn't I? Not a cloud in the sky," she said with pride.

Twilight looked up into the deep blue sky, and sighed happily. "Thanks, Rainbow. You made a lovely day."

"It is, now that the last thundercloud's all used up. So worth it. What're you doing today?" she asked breezily.

"Oh, well - I don't have much to do today! I was thinking of taking a picnic blanket and some books, and reading on the hill. It's nice to have a change of scenery while you read sometimes." Twilight gave a modest little shrug.

Rainbow pulled a face. "Boring. If you're going to stick your nose in a book all day, you won't notice the scenery anyway."

Twilight smiled, shaking her head. "I love the trees on that hill. They're so shady and nice. They feel friendly."

"So you're not seeing Applejack today?" Rainbow sounded sly.

Twilight's face coloured again, more deeply this time. So Rainbow was noticing all the time Applejack had spent at her home lately. "Oh, um. No. Not today." She managed not to add 'We're just friends!' before she sounded even more suspicious.

Rainbow flapped her wings, hovering a few inches off the ground. Her eyes skidded off Twilight, and she added, "Maybe we should talk. About Applejack?"

Uh oh. "What do you mean?" she asked carefully.

Rainbow tangled her fingers in the jagged edge of her forelock, looking everywhere but at Twilight. "I know about you, and Applejack. Rarity told me. I kind of need to tell you something."

Twilight froze. What. What, what. Rarity had told - what. She had to get Rainbow inside right now. A sickly smile on her face, she managed, "Right. Um. Please come inside."

Backing into her house, she moved aside to let Rainbow Dash enter, then shut the door. Checking the windows were shut with a quick glance to make sure their voices wouldn't carry, she dropped into a chair. It couldn't be what she thought it was. Rainbow wasn't freaking out. Surely she'd be freaking out. She'd have to.

Unless she'd come because she was interested. Unless - no, that couldn't be it. Or she didn't mind. But that didn't sound right. Her thoughts whirled, and she said slowly, "Um, could you please explain? I'm not sure what you mean."

"Aw, geeze Twilight, are you going to make me say it?" Rainbow flopped along a low couch, with her usual knack of looking comfortable on anything. "You've -" Rainbow sighed in exasperation. "You've got a thing for Applejack! Right? That's what Rarity told me at the party."

Oh. Oh! Blindsided by relief, Twilight murmured, "Oh. Well - kind of." It felt so strange to admit it aloud. She loved Applejack, she was the most special pony in all Equestria, but other than the mares she had under her control, she'd never confessed it to anypony. Even Applejack didn't know how close they were, how good they were together. How complete they made each other.

Rainbow gave Twilight a long look as the other pony gazed into space, finally muttering, "If I wasn't sure before, I really am now." Raising her voice, she added, "Twilight? Hey, Twilight!"

Twilight jerked. "Right! Sorry. Sorry, Rainbow. Um." She rubbed her forehead. "Look, could you please - not tell anypony? I don't know what to do about it, and I don't want things to get strange between us."

Rainbow Dash hesitated uncharacteristically, before deciding to plough ahead. "You're into mares, Twilight?" A spark of interest underlay her casual tone.

"-I wasn't, until recently." After the initial hesitation, the words came easier. Standing up, she began pacing up and down restlessly, a habit Spike had often teased her over.

"You weren't? Was it just stallions? What happened?"

"No, I - I never really felt that way. I could see other ponies felt that way, but it just didn't seem to work for me. I didn't mind! I always thought I'd find somepony eventually, somepony clever, and handsome, and with a tower full of books I hadn't read yet." Twilight flushed, waving her hands. "It was just what you'd think, I know, I know."

"You could have married a library," Rainbow offered, pink eyes tracking Twilight up and down the room.

"I kind of did," Twilight said wryly, gesturing around at the shelves.

"So what happened?" Rainbow asked again.

I accidentally took control of Applejack and turned her into my sex slave. I found out Applejack loves being ordered around. I found out that controlling other mares makes me more turned on than I ever knew I could be, and I can't stop, and every day it gets easier not to think there's anything wrong with that.

I'm turned on the more I think I shouldn't get turned on. I think maybe there's something seriously wrong with me.

"...I. I just - one day, I saw Applejack in a different way. It was like seeing her for the first time, she was so - I'm sorry, Rainbow." She stopped pacing, sitting down on the end of the sofa. She gave a little brave smile. "I'm not very good at explaining this."

Rainbow's lips twitched. "So it's just Applejack?"

Twilight gazed at the floor, and slowly shook her head. "At first, but I started noticing other mares afterwards. There was - I've been noticing. Being with a stallion still sounds nice, but that's all. It doesn't really make me feel anything."

The other pony sighed, and Twilight belatedly looked over at her, catching an edge of sadness in her expression. "Darn it Twilight. Okay, listen, I promised not to say anything about this, but you really have to hear it, because this situation is really dumb."

Rainbow Dash cast a paranoid glance around, but Pinkie failed to erupt from behind anything with a cry of 'Secrets!', and she spoke bluntly. "Applejack had a talk with me. She's got a crush on you and she doesn't know what to do about it."

Twilight came to a total stop once again. What. "She did? She doesn't?" she repeated dumbly.

"That's how it is. She was telling me all about how she keeps wanting to see you, and she talks to you for hours and hours, and afterwards she just feels so good and tingly all the way home, and she's even neglecting her farm work. That's like, what Applejack is, she does all the farm work."

Twilight repressed a powerful urge to plant her face in her hands. She'd pulled Applejack to her house more and more often, then sent her home simmering with all the good feelings of having just cum. The urges to see her, the pleasure, of course she was going to start associating it with Twilight, she'd been training her into loving her. As that phrase occurred to her, Twilight's eyes shut and a powerful thrill rocked through her. No, no. This wasn't the time to get turned on by remaking her friend. She had to think clearly.

Applejack was in love with her. Waking Applejack. She could have a relationship with her. Both Applejacks. No, that was insane. Maybe if she was very careful, she could merge slave Applejack and friend (lover?) Applejack, like Rarity.

Oh, manure. Rainbow was still watching her, and under her casual smile, she looked really sad.

Twilight shifted along the couch to sit at Rainbow's side. "Thank you for telling me, Rainbow. I would never have guessed that Applejack felt that way for me."

"Me either. I thought she was straight as a ruler, I've been looking out for years-" Rainbow Dash cut the sentence, but it was too late.

Twilight leaned forward. Looking down at the prone Rainbow at her side, she found herself picturing what she looked like under her minimal clothes. Her eyes traced the gentle curve of her chest, and lingered for a moment on her wiry muscles. Her voice soft, she asked, "Do you have feelings for Applejack, Rainbow?"

"Who, me? No. Of course not. Ah he. He." Rainbow grinned unconvincingly, then let her head fall back onto the couch. "Maybe. In the past! She's a challenge, you know? When we've raced and fought and had contests, I keep wanting to kiss her when we're tired out at the end. I used to want that," she corrected herself hurriedly. "But she's all yours, Twilight! I don't want to get in the way."

Twilight's hand settled on Rainbow's arm, rubbing gently. "I understand, Rainbow. I've always thought you two had a connection. I haven't heard of you dating anypony in Ponyville, but I'd guessed that you prefer mares. There was something about you and Gilda."

Rainbow grinned wryly. "Sure, we had a thing for a while. She's a terrible pony, but she's really hot."

"Was there anypony else you're close to that you were attracted to, Rainbow?" Twilight's fingers moved gently over her pale blue skin, stroking her firm arm muscles. She was really attractive. Really, really attractive. She had the toned body of a champion flyer, and her brilliant mane made her stand out a mile from the crowd. She hadn't realised before how hot her friend was.

"One of us?" she continued lightly. She paused, but the words were already on the tip of her tongue. "Maybe... me?"

Rainbow looked up at Twilight, a shadow of uncertainty crossing her face. Plainly, this wasn't going how she'd pictured it. "Well, yeah. You're you. Pretty impressive for a bookworm."

"Maybe you could be with me." Twilight was horrified by her own boldness as soon as the words left her mouth, but she didn't stop gently stroking her friend. She was right here, so warm and close and lying waiting for her. So many memories of Rainbow's bravery and skill, all the time they'd spent together - she'd always loved her. Only now was it clear that her feelings were more than friendship.

"Twilight, what? What about Applejack?" Rainbow protested. Now she was really confused, and it showed. There was something in the atmosphere that was getting charged.

Twilight smiled, flushing gently. "I love Applejack. She's the most wonderful pony I know. But that doesn't mean we couldn't - have something."

Rainbow quickly pulled herself up off the couch, holding up both her hands in front of her. "Whoa, whoa. Okay. Didn't see that coming. Twilight, I couldn't hurt Applejack's feelings like that, she's my friend!"

Twilight sighed, a slight look of pique on her face. If only Rainbow understood! Applejack wouldn't mind, and Rainbow could get to be happy as well. Everypony would win! She just had to find a way to show her that...

Of course, there was one way.

One obvious way, and if Rainbow didn't like the idea once Twilight had properly explained it to her, she could always just forget about it.

That way, she'd ask Rainbow's permission. Whatever Rainbow said in the end, she'd accept. She just had to paint her a picture first.

Yes.

"Please wait a moment, Rainbow. Let me explain," she said, standing up. A violet glow surrounded her horn, and she moved it through the practised grooves of the charm effortlessly, focusing on the pegasus before her.

Rainbow Dash frowned in confusion, looking around for what Twilight might be using her magic on. "Twilight, this is getting weird," she said, backing a step towards the door.

"Don't worry, Rainbow. It's going to be fine," she responded with a warm smile. "Awaken, please."

Rainbow's lips parted, and her whole body slumped a little, relaxing. Her hands fell from their warding position in front of her, swinging listlessly to a stop at her sides. Her pink eyes glazed over, and she spoke, her voice stripped of her usual sassy liveliness, a dull, soft intonation. "I'm awakened, Twilight."

Twilight bit her lip, her thighs pressing tightly together under her skirt. This was a terrible idea. This was a really terrible idea. A shiver ran visibly up her spine, and she breathed, "The Princess would be so cross. Twilight, this is your common sense speaking. You shouldn't have done that, but maybe you can pretend it never happened if you send Rainbow away right now. Right. Now."

She should, she knew she should. Everything she'd just said was right. She didn't want to disappoint Celestia - the very notion would have usually turned her into a nervous wreck! She'd just never needed something that the Princess wouldn't approve of before, not like this. Rainbow was one of the most special ponies in the entire world to her. With just a little touch, she could be all that and more to her, a lover as well as a best friend.

No pony had to find out. "Rainbow, can you hear me?"

The pale blue pony gazed at her with unthinking focus. "I hear you Twilight."

"That really shouldn't be so tingly," Twilight murmured, before composing herself. She had to think carefully! Her long scroll levitated out of hiding, and her floating quill poised itself over the parchment, a nimbus of magic surrounding it. She needed to show Rainbow what she could experience, if she let Twilight enchant her. She needed Rainbow not to dash out of the door before she finished, either, but she didn't want her to be stuck in her house forever. Maybe she could learn something, too! She hadn't tried inducing visions with key words before.

Satisfied with what she'd written, she read aloud, "Rainbow Dash. Until you leave my house today, when I tell you to see something, you will vividly picture it as if you were watching it happen. You won't leave my house today until I say you can, but after today or once I say you can go, you can leave normally. You'll answer all questions truthfully until you leave today."

Rainbow nodded, her voice a detached drone. "I'll see whatever you tell me to see, like I was there. I won't leave 'til you say so. I'll answer all questions with the truth."

Twilight hugged herself with delight. A swelling rush of nervous excitement was boiling up in her chest, and she rehearsed in her head what she'd say. She had to get this right, she told herself. "Rainbow? I'd like you to slumber, please," she said with barely a wobble in her voice.

The animation in the other pony's face switched on, her slightly wary expression returning. "Uh, Twilight, look. You really need to talk to Applejack, or something. I'll see you later." Despite her words, she made no further move towards the door.

Twilight took a deep breath, smiling. "Rainbow, there's something going on that you don't know about. I'm sorry I haven't told you, but I really think you need to know."

Rainbow Dash looked puzzled, taking a step forward. "Twilight, what the hay are you talking about?"

Twilight bit her lip. She tried to speak, and the words caught in her throat. Swallowing, she pushed herself and forced the opening words out, against the part of her that was incredulously shouting at her. "Rainbow, picture Applejack naked on the floor. I'm standing over her, and I've lifted up my skirt, and she's licking me. I'm topless. I'm playing with my breasts, and Applejack is moaning over and over, and she's saying, 'Yes Ma'am, I'll be a good girl Ma'am,' into my skin as she licks."

Rainbow's jaw dropped open and her wings snapped half open, feathers spread. A deep red flush painted her cheeks, and for a long minute, she stared blankly at a vision only she could see before she croaked, "Twilight, what-"

Twilight overrode her. Every word came easier than the last, faster. "Picture Applejack with her arms tied behind her back, naked but for her hat, her boobs heaving and her nipples hard, begging me loudly to let her orgasm, and I'm pressed topless against her back, my arms around her, squeezing her breast and rubbing her sex with my fingers. She's blushing deep red. She's so loud. She's desperate. There's love and adoration in her eyes and she needs me."

Rainbow's knees weakened visibly, trying to see past the image in her mind. "Twi-!"

"Rarity's there. She's wearing a formal maid's uniform, but the skirt is cut really short, it's not hiding anything, and her top is cut so low that her breasts have tumbled out, and they're huge and soft, and she's standing watching, ready to be touched or to touch, and she's so sensual and well behaved."

"Rarity?!" Rainbow gasped, staring wildly at nothing.

"Picture this," Twilight continued remorselessly, a hot spike of delight thrilling her as Rainbow Dash visibly weakened, "Applejack and I are in my guest bedroom, on the big four poster. I'm lying to one side, and my mane and tail are a little tangled because of all the rolling around I've been doing, and Applejack is just the same, perspiring and out of breath. You're there, Rainbow."

The pegasus gave a wordless whine, her hands curling into fists, breathing raggedly.

"You're there, and you're naked from head to toe, lying between us, and I'm stroking your thigh, and Applejack is stroking your sex, and we're both alternately kissing your lips and the tips of your nipples, and you're melting, you don't know when you've felt such pleasure, and it shows, it's obvious on your face that this is driving you wild with need." The words poured from Twilight faster and huskier as she found herself incandescent with heat, drinking in the sight of Rainbow Dash as each word struck home.

Rainbow panted, as though she'd flown a mile in seconds, her thighs grinding together and a haze of lust on her face. Her hands planted on her wobbly knees, she managed, "Haah... haaah... Twilight... what are you doing?"

Twilight was suddenly at her side, stroking her arm. "Rainbow, I really like you."

"But-!"

Twilight's hand moved to stroke Rainbow's face, her voice gentle, but with audible arousal, "Don't you want to be in bed with Applejack and I?"

"Yes, I do, but-"

"Don't you want to have sex with her?"

"Yes-"

"Don't you want to have sex with me?"

"Yes!"

"Do you trust me?"

"Yes!"

"Would I always make you happy?"

"Yes, I've wanted to be with you so much, I just-"

Twilight leant in and kissed the confused and startled pony. Instinctively, Rainbow kissed back roughly, their bodies colliding. Within seconds, they were locked together in a fierce and passionate embrace, Twilight's hands running up and down her feathers and Rainbow clinging to Twilight like the only rock in a rough sea.

Soft whines and moans escaped their locked lips, before Twilight finally drew back a little, just as flushed as the other pony. "I can make it come true, all of it. I really want you to be with me, and Applejack, and even Rarity. I have a spell that will make it all come true. You could make love to us both all day. But you have to decide right now, and if you don't, it can't happen ever again."

Rainbow Dash blinked dazedly, her wings shivering as Twilight's fingers ran through them again. This was crazy, this was going way too fast - too fast for her! - and something really weird was going on, and spell, what spell? What spell could cause this? What about the visions that Twilight was showing her and when did she get so - so sexy, so confident, she'd never seen her like this, and she didn't know what she was agreeing to, and, and-

And she didn't care. Rainbow kissed Twilight again, desperately, as though her friend might snap out of existence if she didn't hold onto her. It didn't matter, because if this really was her only chance to love Twilight, and Applejack and even Rarity, what, then she couldn't let it escape. She was never good at thinking things through anyway. "I'll do it. I'll do it, I'll do it - do it Twilight," she urged.

Twilight kissed up Rainbow Dash's cheek and up to her ear, nuzzling and gently nipping with her teeth. It was so exciting! She felt so good! "Are you sure, Rainbow? It'll mean being all mine."

"Yes! Do it!" Rainbow nearly shouted, her fingers digging into Twilight's back.

"I love you, Rainbow," Twilight breathed. "Awaken."

She'd barely begun to react when the command word hit her, and all of a sudden Rainbow's violent embrace fell away, a slack doll in Twilight's arms. "I'm awakened, Twilight," she said blankly, and Twilight couldn't help but give her a quick, aroused bite on the ear before she pulled back.

She took in Rainbow Dash, and this time, it was the proud, frank gaze of ownership. "You agreed! You'll be enchanted, be mine!" she said aloud in delight.

"I agreed to be enchanted, to be yours," the mesmerised pony echoed.

"Oh, this is going to be wonderful," Twilight breathed. She needed to give her the right instructions to own her without making any mistakes. Parchment; quill. The question was... "The question is, what do I really want from you?" she murmured. "You have to be happy about what I'm doing with the charm, and you shouldn't tell anypony about it. I think I'll give you a special command, that'll get you to behave when I want you to, and you can be yourself the rest of the time." Twilight laughed a little to herself. "I don't think I could cope with a respectful Rainbow Dash full time."

Her quill danced over the paper as she thought aloud, and she read the resulting words a few times carefully before finally smiling. "Okay Rainbow, listen closely please."

"I'll listen."

"You know that I have a magic charm that I can use on ponies to alter them, and it doesn't bother you at all when I do. You won't tell anypony except the ponies I tell you that are allowed to know. You know that I've used it on you, and Rarity, and Applejack, and you're all my lovers."

She paused, letting Rainbow parrot the words back to her, with a small frown of concentration. This part was important. "Picture how you act when you're training with the Wonderbolts. You're enthusiastic, and determined to do the best you can, and attentive to Spitfire's orders. You want to please her, it's very clear. When I tell you it's time for training, you're going to know it's time to be the best sex toy you can be for me, and want to please me just like that, enthusiastic, and obedient. When I tell you training's over, you'll go back to how you are the rest of the time. You'll be fully aware that I can do this to you."

Rainbow absorbed everything blankly, her lips moving as she repeated snatches of Twilight's words. Twilight looked down at her notes again. She had definitely got everything right. Hadn't she? She couldn't see any holes in the instructions... she chewed her lip, then looked up at Rainbow and relaxed a little. It was okay. Rainbow wouldn't tell anypony, and she could always fix any mistakes she'd made later.

A little shiver of nervous tension crept into her body, and she sounded almost diffident as she finished more softly, "Slumber please, Rainbow."

Rainbow Dash's pink gaze drifted loosely to one side as she shook herself slightly, then focused on Twilight again. An unbelieving grin spread across her face and she leapt on Twilight with a wing-powered spring that knocked her all the way into an armchair with Rainbow's hands planted either side of her head. "You can do that? You can just zap ponies and you're sleeping together? Why didn't you do this before? You picked Rarity before you picked me?" Rainbow considered. "She does have boobs you could suffocate in. You like my body too though, right?"

"Rainbow!" Twilight protested, taken aback by the sudden rush of words. The others hadn't reacted like this!

"Hey, is this what Pinkie talks about with Zecora, when she does the swirly eye thing? 'Look out, look out, or she'll put you in trances', all that? Have you only zapped Applejack and Rarity? How long ago? What took you so long to get to me?" Rainbow interrupted her rapid fire flow of questions to suddenly kiss Twilight again, firmly.

The startled pony was just beginning to kiss her back when Rainbow lifted her head. "That was awesome. Do I get to kiss you all the time now? Can I talk to Applejack and Rarity about this? Hey, what about-"

"RAINBOW DASH!" Twilight yelled.

Rainbow drew back slightly at the yell, then grinned sheepishly. "Sorry Twilight."

"I'll answer your questions if you give me a chance, I couldn't even write them down!" Twilight protested, before a shy smile came over her face and she added, "Though I did kind of like the kiss."

Rainbow's cheeks darkened and she glanced aside, rubbing the back of her neck and ruffling her mane. "Well, you should!" Her eyes met Twilight's and she grinned, adding, "I'm a really good kisser."

Twilight flushed in return, looking sheepish. "You can show me again... if you like."

Rainbow swung around, sitting on the sofa lightly by Twilight's side. Entwining her fingers with the other pony's, she told her with a little grin, "Brace yourself!"

Rainbow was so different from the others, Twilight thought, squeezing her hand. The next moment, all she could think of was the sensation of Rainbow's lips on hers, kissing her deeply. Twilight's eyes slid half closed as she luxuriated in the sensation, gently stroking her free hand through Rainbow's feathers.

She heard a soft sigh of pleasure and happiness as their lips parted and it took a moment to realise it was her own. "Oh, wow... you really are a good kisser."

"Did you expect anything less? Seriously, Twilight." Rainbow seemed to have recovered her usual cockiness, and she darted forward to give Twilight's ear a quick nibble, something that prompted another gasp. Nodding with satisfaction, she added magnanimously, "You're not bad. You could use more practice."

Twilight opened her mouth and shut it again. "-well, I'm making up for lost time!" she protested.

Rainbow broke into laughter, ruffling Twilight's mane. "I'm just teasing! You're doing fine. You know, for a bookworm."

"Rainbow!" Twilight combed her mane back into place with her fingers.

Laughing to herself, Rainbow flopped back against the backrest. Stroking Twilight's arm, seeming to want to keep touching her, she asked, "So what gives? You're dating Applejack, and Rarity? Applejack sure didn't act like it when we talked."

Twilight sidled along the couch to rest against Rainbow's side, stroking a hand up and down her leg and tracing her cutie mark with her fingers. "Um. Applejack doesn't remember. She forgets about it when she isn't with me."

Rainbow gave her a puzzled look, though pleasurably distracted by Twilight's touch. "You can do that? Why'd you do that? Is that Rarity's deal as well? Hey, you're not going to make me forget when I go, are you?"

Twilight shook her head quickly. "No, of course not. Rarity remembers, and so will you."

Rainbow relaxed. "So - why?"

"It just kind of happened," she confessed, her hand smoothing along Rainbow's inner thighs. "I was trying out a new spell, and Applejack was helping me, and suddenly she was all mine. I never meant for it to be permanent."

Rainbow's wings tensed, flattened behind her by the back of the couch, and the distracted look grew more noticeable. "Uh, so is she stuck that way? Forgetting, I mean?" she asked, her thighs pressing together and trapping Twilight's hand between them for a moment.

Twilight shook her head, her gaze on Rainbow's legs. Her fingertips gently slid under the edge of her loose black shorts, stroking gently. "It doesn't have to be that way. I just haven't changed it."

Rainbow shifted to push her legs gently against Twilight's touch. "Do it! She'd be happier! Right now she wants you and doesn't know what to do, you know? Make it simple!"

Twilight glanced away, a shy smile on her lips. "That does sound like a good idea. I'll speak to her, I promise."

"You'd better!" Rainbow replied playfully. "They the only others you've got your hands on? Seriously Twilight, when did you get so sexy?"

Her flush deepened, and she nuzzled her head into Rainbow's neck. "I really didn't expect it. It's just that it's so- so exciting, to be able to enchant anypony like this. It's just Applejack and Rarity, though."

Rainbow grinned, and her hand slid under Twilight's sweater to stroke her bare skin. "You picked Rarity before me. I'm going to show you why I was always the best choice!"

Twilight inhaled quickly, a little at sea with Rainbow's assertive touch. "Um. Rainbow? Do you think I could try out the special spell I put on you? I, I should check it works how I meant it to."

"The training thing? Sure, I want to know how that goes too." Rainbow drew back, cocking her head. "I have to do anything special?"

Twilight's heart beat faster. "Could you stand in front of me, please?"

Springing off the sofa, Rainbow Dash struck a pose. "Hit me!"

Taking a deep breath to try to calm her jittering nerves, she pronounced carefully, "Rainbow, it's training time."

Rainbow stiffened, pausing briefly before she took a deep breath and stood to attention, arms straight by her sides. "Rainbow Dash reporting for duty, Ma'am!"

Twilight's teeth caught at her lower lip. Leaning forward, she asked softly, "What duty, Rainbow?"

"Ma'am! Kissing, licking, pleasuring and fucking, Ma'am!" Rainbow grinned, practically vibrating with enthusiasm.

Twilight swallowed, hands gripping her knees tightly. "Would you show me your breasts, Rainbow?"

"Could have had me do that years ago, Ma'am!" the pegasus replied playfully.

"Rainbow! Take off your top!"

"Yes Ma'am! Sorry Ma'am!" she replied unrepentantly. Seizing the lower edge of her black tank top, she yanked it over her head and tossed it aside, then unfastened her sport bra and pulled it free. Letting it drop, she straightened to attention again, her small breasts on full display, taut pink nipples contrasting with her blue skin. "Hope you like them Ma'am!"

Twilight gazed, captivated, entirely forgetting to answer. Rainbow's body was taut and firm, wiry, in the peak of condition. The sharp contrast of her pink nipples drew her, and she rose from the sofa to gently run her fingers over each of them. Rainbow's quick gasp snapped her back to reality, and she looked up to meet the other pony's gaze.

"I - yes. Yes, I really do. Thank you," she said, immediately feeling a little silly for thanking her. She covered it by kissing Rainbow, more assertively this time, and feeling Rainbow react to the stance she took. When she finally broke away, her own body tingling hotly, she squeezed Rainbow's breasts with both hands and released her.

"Rainbow, take off your shorts and underwear now," she instructed firmly.

"Yes Ma'am!" Rainbow answered energetically, and swiftly tugged down her shorts, her wings briefly lifting her off the ground to let them fall free before she landed again. Her sex was covered by a rainbow stripe that matched her mane, a little untidy, and Twilight's hand was drawn to it almost instinctively, gently stroking her friend. Rainbow's lips parted, a red flush riding her cheeks.

"Can I suggest something, Ma'am?" she asked.

Twilight once more had to tear her gaze off Rainbow's body to meet her eyes. "Um, yes?"

"Let me take off your clothes and show you a good time, Ma'am!" Rainbow replied, standing to attention once more.

Twilight hesitated a second, then mutely nodded. "Okay."

"Thank you, Ma'am! Just wait and see, I'm the greatest in bed." Rainbow stepped forward with a grin and wound her arms around Twilight, pressing her toned body against hers. Her hands moved down and took hold of her ass, kneading through her skirt as she kissed up Twilight's neck.

Twilight inhaled deeply at the touch, her head tilting back. Celestia, that felt good. She pushed back against Rainbow, barely noticing as she took hold of the bottom of Twilight's jumper and tugged it upwards. A moment's interruption to the heated kisses on her neck and she was standing in her bra and skirt, Rainbow's naked body hot against her.

Instinctively, she gripped the other pony's firm ass and groaned softly. "Oh, Rainbow..."

Rainbow grinned with satisfaction, drawing her tongue along Twilight's skin down to the notch of her collarbone, then kissing back up to her chin before taking full possession of her lips. Her hands slid up and down Twilight's thighs, lifting her skirt higher each time, until they stroked directly over her modest panties. "Aw, these are cute," Rainbow breathed against Twilight's mouth slyly.

Twilight blushed, but her only reply was a quick, shivery series of little gasps as Rainbow's fingers worked expertly over the cotton. Even when she was enchanted to be compliant, Rainbow was so - assertive. It felt different. But it did feel good...

"Mmmmh...!" she groaned as she felt Rainbow's fingers prise the damp cotton away from her skin and stroke directly over her lips. Her bra had gone missing, and she wasn't sure when. Rainbow tugged her panties down firmly and began sucking her nipples, her agile fingers moving up and down her spine, over her ass, and across the backs of her thighs.

"Told you I'd do a good job, Ma'am," she breathed, sliding down Twilight's body. Mimicking the scene Twilight had made her see, she tugged Twilight's panties off over her feet and thrust her head under her skirt, running her tongue up her slick sex.

"Ohhh!" Twilight groaned, her knees weakening. "Oh, Rainbow - that feels - really good!" Taking hold of her skirt, she drew it back to get a proper look at Rainbow Dash, her face buried between her legs, her hand working at her own sex roughly. Twilight's fingers tangled themselves in her brightly coloured mane, urging Rainbow's lips against her, her jerky sighs and gasps growing louder. "I want - ohhh, I want you to keep licking me, that feels - so good, it's never felt like that before..."

Rainbow Dash lifted her head and looked up at Twilight, prompting a frustrated groan of cheated arousal. Breathing in quick, sharp gasps, Rainbow asked, "Ma'am, lie down? This will feel good, I promise."

Twilight ground the heel of her palm against her sex, shuddering violently. Dropping to her knees, she lay back on the soft rug and spread her legs, panting, "You'd better perform well, Rainbow!"

"Yes Ma'am! As if there was ever any doubt? Seriously, this is me we're talking about." Lifting Twilight's leg into the air as she spoke, she sank down to sit astride her other thigh and angled her hips, pushing her brightly coloured sex against Twilight's pussy. Wrapping an arm around her leg to hold it between her small breasts, she kissed and licked her calf as she began rapidly grinding her hips against her prone friend.

Twilight laughed breathily, her hands sweeping over her nipples and squeezing, before an electric shock of arousal rocked her as she felt Rainbow's pussy grind against hers. Her lips parted in shock and her back arched, stammering, "Oh my gosh, I've never - I didn't know you could - I - I-!"

Her hips bucked up against Rainbow over and over, unable to take her eyes off the sight of the athletic pony rocking against her, flooded with tingling heat. Her arousal built to a pressure that she could barely think through, before all at once, it released in a flood of pleasure that made her cry out loudly, a shivering wail that filled the air.

Rainbow grinned, panting and coated with a sheen of sweat, driving her body harder against Twilight's for a few rapid thrusts that expertly brought herself over the edge, moaning unselfconsciously. As Twilight lay stunned, breathing heavily, she flipped around to bring her mouth against Twilight's pussy and licked up her wetness, prompting another series of quick, high whines from the prone mare before she finally sat up with a satisfied grin. "Well Ma'am, was I awesome?"

Twilight raised a hand into the air feebly. "Full marks," she managed. "Training over."

Rainbow shook herself, spreading and refolding her wings, before she crawled up beside Twilight to lie against her. "I always figured you were a screamer," she said teasingly. Seeing Twilight's mortified look, she laughed aloud. "Hey, I've pictured this! Not exactly this, but I've pictured this bit."

Twilight shook her head. Rolling onto her side, she wrapped her arms around Rainbow Dash and squeezed her tightly. "You've always been truly special to me, Rainbow. I can't imagine my life without you."

Rainbow's expression softened, and she nuzzled Twilight's face gently. "You're really special, Twilight. Never thought I'd get to share this with you! If you can really make all this okay with Applejack, and Rarity, and whoever, I couldn't be happier to stay by your side."

With a huge sigh of contentment, Twilight kissed Rainbow's cheek. "It's all going to be fine. I promise."

Author's Note

Oh Twilight, you really shouldn't make promises you can't keep. How much more of this will it take before someone notices?

Proofing by Djmill

9: Refocusing

If there was a first principle to work from, it was this: Applejack had to belong to her as her loving, obedient slave. No matter what, she would never let Applejack go.

Twilight looked down at the parchment, twisting her lower lip and catching it between her teeth as she thought. She wanted to persuade Applejack to agree to it voluntarily, but even if she wouldn't, she'd just - she could fix it. She'd make it all better, and Applejack would be with her. All the time, not just when she dared put the earth pony under a spell for a few hours. Having Rainbow and Rarity permanently hers made it so much easier to believe she could get away with it.

Of course, the idea was a little intimidating too. She didn't want to lose the Applejack that she met every day, her friend as well as her lover. She needed to strike a balance between friend Applejack and on-her-knees-cumming-her-brains-out Applejack. The one that worshipped her, and couldn't resist her.

One of the many advantages to writing with a levitating quill was freeing her hands to touch herself, each time the memories distracted her. Her slim white undershirt was rumpled from repeatedly being pushed up and out of the way. Still, she was making progress.

Applejack had to agree to be hers, no matter what Twilight had to do to make her want to. She felt guilty about the uncompromising flatness of that decision, but she couldn't bring herself to change it. That made, she had to decide on her other priorities for her. Applejack had to accept what Twilight had done to Rarity and Rainbow - or others, in future. Twilight flushed, and shifted position, a low sigh of pleasure escaping her lips.

She wasn't ready to give them up, and though it made her feel guilty, she couldn't pretend she had the determination to promise it would never happen to new ponies either. She had to make sure that from the start, there could be no jealousy, and she'd accept Twilight's use of the spell.

"I have to - mmm - make sure that Applejack is mine, that she's happy to be played with together with other ponies, and she doesn't mind when I charm new ponies. I think those are the key ones," she finally said aloud, looking down at the floor. "What do you think, Rarity?"

The white pony was kneeling on the floor before Twilight, wearing a gauzy veil over her breasts that completely failed to conceal their swelling curves and jutting nipples, a similar coil of fabric around her waist doing more to draw attention to her sparsely covered sex than cover it. Small bells dangling from her waistband and gently clipped to her nipples chimed with her small movements as she lovingly ran her tongue up the arch of Twilight's bare foot and licked the underside of each individual toe before reluctantly lifting her head to reply.

"Well, my Lady, if you're sure about this change, the new Applejack should love to serve you just as much as she does now. Anything less just wouldn't be fitting for you - you deserve only the most devoted charmed slaves. I believe you don't wish her to tell anypony either?"

Twilight smiled at her friend, lifting her slightly damp foot to slip under the gauzy fall of Rarity's outfit and caress one large, soft breast. The other pony shuddered gently, her eyes half closing. "You're right. I was including that under making her be mine, but it's best to be very clear." The quill moved smoothly over the paper as Twilight continued to absently play with Rarity's chest, listening with half an ear to the little whimpers and taking a secret delight in them.

"I wish I could remember what I'd said to Applejack to make her the way she is now," Twilight added after a moment. "I didn't write it down, I was just so - excited by it. I got carried away. I'd know more about what she's thinking if I'd just documented things properly!"

Rarity wrapped her arms around Twilight's leg, drawing herself forward to press the other pony's leg between her breasts. "Really, Twilight, you mustn't blame yourself. I'm sure that anypony faced with the situations you've faced couldn't have possibly done things better."

Twilight sighed, letting the parchment roll up and the quill float away to settle on her desk. "Could you stay the night, Rarity? I'd really like to have company before I see Applejack in the morning."

"Why of course, my Lady. I'd be delighted."

"Will Sweetie Belle be alright?" Twilight asked. The last thing she wanted was for the filly to be neglected because she'd taken a hold over her older sister.

"I told her that I might be late returning this evening, and she begged me to let her sleep over with Scootaloo and Applebloom at Sweet Apple Acres. I'm sure she's having the time of her life. I only hope they don't burn down the barn trying to get cutie marks in fire fighting."

Twilight gave the other pony a relieved smile, then hesitated. "Rarity, if she were staying alone, and were waiting for you to return, and I told you to stay the night, would you?"

Rarity blinked, her hand pausing in stroking Twilight's bare leg. "I'd wish to go back and let her know that I would be away for the evening first. I wouldn't want her to worry."

"But if I told you you couldn't," Twilight pressed. A realisation was creeping up on her.

"I- well- I'd have to go anyway. I may belong to you, Twilight, but Sweetie Belle is my sister. If I couldn't see a truly pressing reason that I shouldn't, I'd have to make sure she was alright." Rarity's expression became complicated, as if she wasn't sure what she should be feeling. "You could charm me to make certain I'd obey at all costs, of course."

Twilight leaned forward, her gaze intense and her words carefully chosen. "You're happy for me to charm anypony and change them however I like, aren't you?"

Rarity nodded at once. "Of course, my Lady. It is your right, you know. It's only proper."

"But you don't want to upset Sweetie Belle."

Rarity blinked, leaning back a little to look up at Twilight with a slightly unhappy look on her face. "Of course not. I'd never wish to upset her."

That was it. That was what she'd been missing. What would Applejack have said, if asked the same questions? She couldn't remember ever telling her she simply couldn't deny a command, but she was sure she'd emphasised how good it felt to obey. Twilight bit her lip. In the worst case, Applejack could be deeply traumatised by Twilight accidentally telling her to do something that would bring harm to her family and hating the idea but feeling overwhelming pleasure at the idea of doing it at the same time.

The scroll yanked back into the open and unfurled hurriedly, the quill moving rapidly across it to spell out in firm letters, 'Safety clauses for obedience.' What if she'd told Applejack to hurt herself? That would have probably driven her to do it! Thankfully, it probably wouldn't have worked on Rainbow, or Rarity. They wanted to please her, but weren't so conditioned that they had to. She had to fix this tomorrow, even if she didn't get up the nerve to confront Applejack with her new self.

Rarity still looked a little hurt, pulling in her elbows to cover herself a little, and Twilight quickly put the scroll down. Reaching down to stroke Rarity's cheek, she said softly, "I'd never want you to upset your sister, Rarity. Please tell me if I ever accidentally ask you to do something that might. That's really serious, I have to make sure Applejack can tell me no if I make a mistake and tell her to do something that could get somepony hurt."

Rarity slowly relaxed and leant her head into Twilight's hand, her intricately coiffured mane shifting with the movement. "You're a wonderful pony, Twilight. You do have my complete trust, I hope you know."

Twilight stood up, and gave the other pony a tender smile. "I'm really glad you're here tonight, Rarity. Would you please lie with me in my bed tonight?"

"I can't think of anything I'd like more, my Lady. I'm honoured." Rising and following Twilight, Rarity carefully detached the small bells from her nipples, rubbing them to soothe the slight ache, then began unwinding the layers. By the time she finished stripping naked, Twilight had already slipped off her undershirt and climbed into her small bed. Wriggling under the knitted covers to join her, and suppressing a wistful thought about her own silken sheets, she cuddled into Twilight's side, gazing adoringly at her face.

Twilight sighed softly as Rarity's warm body curled up to her, extinguishing the lights with a flicker of purple glow as she pinched out the flames with a thought. Her eyes closed, she settled down to breathing softly and steadily for a few moments before she abruptly spoke.

"Sometimes I think I shouldn't have ever found this charm. I'm not the best pony to find it. If Princess Celestia had found it, she would have broken it as soon as she realised what it did, she wouldn't have used it - not like I did."

Silence hung for a moment in the dimness, before Rarity shifted slightly. "Now Twilight, don't be silly."

"...I'm not being silly."

"Yes you are. This charm has brought nothing but happiness, hasn't it? I have never been happier than I am to be curled up to you right now, and I'm sure Rainbow Dash feels the same way. You simply must tell her to talk to me about it, when I met her this morning she refused to do more than make a zipping gesture over her mouth even though I told her you'd told me all about her. Applejack - the Applejack that knows, at least - is completely in love with you."

"But-"

"Twilight, really. If you were the wrong pony to have this charm, you wouldn't have asked about Sweetie Belle." In the dim light, Twilight could make out the outline of Rarity's fond smile, before a pale finger came to rest on Twilight's lips. "Now hush, my Lady. Get some sleep."

Twilight resisted a moment longer, then relaxed, and did as she was told.

The morning sun was rising high into a clear blue sky, the birds were singing, ponyfolk were ambling through the town in ones and twos chatting pleasantly, and Applejack was nervous as hell. Her mane was extra tidy, having been brushed over and over as she fretted, and she absently straightened her open jacket as she approached the treehouse.

Darn that Rainbow Dash! She'd been acting shifty since the day before yesterday, and then all of a sudden she drops by to say that Twilight wants to see her in the morning? After what Applejack had told her about her feelings? The zippy gesture across her mouth when she'd asked why Twilight wanted to see her made it all the worse.

She had a bad feeling that Rainbow had flapped her yap to Twilight about the whole thing. Now she wanted to talk to Applejack. Was this good? Bad? Heck, was this anything at all, and she was getting worked up for nothing? No, the way Rainbow had acted meant something was up.

"Couldn't you have been the element of keep your darn mouth shut?" she muttered towards the absent pegasus. The tree house loomed before her, and she came to a stop before the small door. "Steady, girl," she told herself, and knocked.

"Um, come in!" sounded from inside after a couple of seconds, and Applejack tentatively pushed the door open. Stepping inside and closing it behind her, she said, "Howdy, Twilight. How're you today?"

Twilight smiled weakly at her. Yep, something was up alright. "Would you like some tea?"

"Sure. Nothing like a hot cup of tea on a fresh morning," she replied immediately. She watched Twilight bustle into the kitchen and looked around at the quiet room. Shifting restlessly, she tilted to the side and scanned the room again. Something glinted gold, under a chair.

Grateful for a distraction from her whirling thoughts, she crossed the room and dug around under the chair. Touching something, she pulled it out into the open and held it up to the light, frowning in puzzlement. It was a small golden bell, with a soft wooden clip at the top, tensioned by a little spring. What in the world was this for? Clipping it to her finger, she tested its gentle grip by shaking her hand, making the bell chime musically.

There was a crash from the kitchen, and Applejack swivelled around quickly. "Twilight, you alright?" she called.

Twilight appeared in the doorway, the corner of her skirt dripping and a sickly smile on her face. "I'm fine! Oh, you found something? Let me take care of that." Dashing over, she eased the bell off Applejack's finger and then said in a rush, "Stillmakingtheteaexcuseme!" and ran back into the kitchen, chiming all the way.

"What'n the world...?" Applejack muttered, mystified. Whatever she'd expected, this wasn't it.

Further rattling around sounded, and a few moments later Twilight came back out of the kitchen with a tray holding a pair of cups, pasting a smile over her obvious nerves. "Here you go, I hope you enjoy it."

Applejack took the cup carefully and swallowed a mouthful of hot, sweet tea. "It's good!" she offered awkwardly.

Twilight sat down, and Applejack moved to sit opposite her, focusing on the cup in her hands.

"Applejack?" Twilight asked softly.

"Yep Twilight?" she answered at once, looking up at the other pony. Her heart beat faster. She was near shaking herself apart with nervousness inside. Tension hung in the air.

Twilight hesitated, then put her cup on the small table between them. "There's something I have to tell you, and it's going to change our relationship. It's something I think you should have known for a while."

Applejack's hands squeezed the cup hard. "Uh. Yes?"

"We've been - I mean, I've been, with you, and- you don't remember but- oh, for goodness - awaken!"

Twilight watched as Applejack's thoughts turned off abruptly, the tension melting out of her body, left clutching the teacup and gazing blankly into Twilight's eyes.

"Ah am awakened," she replied in a soft monotone.

"Put down the cup, please." She was worked up as it was, and seeing it held there kept interrupting her thoughts to make her worry the mindless pony might drop it.

"Ah will put down the cup."

She'd been crazy to think she could have this conversation with Applejack without priming her first, if she didn't know what Twilight was talking about, it would sound insane. Fixing it so Applejack couldn't run out of the door would probably be for the best too... it wasn't even locked.

Distractedly locking the door with a gesture of her horn, she composed herself. "Applejack, I want you to speak truthfully to me. You won't leave my house until I say so. When I tell you to remember, you'll get back all the experiences you've had with me that I've made you forget, okay?"

"Ah will speak true. Ah won't leave without your say so. Ah'll have all the experiences I forgot when you say to remember."

Twilight looked over at her notes, rolled up and tucked safely into the bookshelf. She'd feel more reassured with them open at her side, but she didn't need them just yet. She wasn't about to make the new Applejack. She just needed to talk to her about it.

"O-okay. Um. Slumber, please," she said, trying not to stumble over her words.

Applejack blinked, shaking her head slightly. "Look, Twilight, what're you trying to say here? You're not making a lick've sense."

Twilight looked down at her hands again. It was so much harder to speak with Applejack conscious! She could just reshape her now, she didn't have to tell her about it first. But - no, she did need to tell her first. She had to give her a chance to - to want what Twilight wanted. Her heart sank in her chest. That didn't seem very likely, not when she brought in magic, and the others.

She began to speak, not meeting Applejack's eyes. "Do you remember I asked you to help me test a charm recently?"

Applejack blinked. "What, the one you can't get to work? Sure."

"It - did work. Really well. So well I can't, um, remove it, actually."

"Ah don't feel any different..." Applejack trailed off, a worried frown touching her features.

"You don't remember. I got - I got carried away. I'm really sorry! I just - you were so beautiful, and I'd never felt like that before, and I-!" Twilight blurted in a rush, teary eyed. Looking up at Applejack, she saw the stunned and confused look on her face, her lips parted and nothing coming out. Pressing on quickly before she completely lost her nerve and just shouted 'awaken' at her, she managed, "I really want to be with you. More than anything. I'm going to give you back everything that I hid from you, so we can - so we can talk about what happens now."

"You've hidden things from me? You - you think Ah'm beautiful?" Applejack breathed, seizing on the one fact she could hold onto in the tide of confusion and uncertainty.

Twilight nodded, rubbing her eyes with the back of her hand. "I - I do. Oh Applejack - remember!"

Applejack's eyes widened, her pupils shrinking as an accelerated rush of sensory experiences broke over her. "Wh-" she managed before a startled groan escaped her throat. "Ohhh - oh! Oh! Ahh!" she yelped as the first compacted orgasm hit home, followed closely by another. Panting roughly, her eyes staring into her own past as it raced before her eyes, she grabbed at her own shirt and pulled roughly, the buttons flying loose.

Shoving her red bra out of the way, she dug her blunt nails into her right breast as another wave of pleasure rocked her, her hips jerking convulsively. "Oh! Yes, yes Ma'am yes yes aaah!" she cried out in delirious, amped up pleasure, thrusting her free hand down her shorts and rocking her hips against it.

Twilight watched in shocked fascination as Applejack writhed before her, catching a flash of shock and recognising it even as Applejack stammered, "R-Rarity?" before relaxing and groaning again as the tide washed her past the moment they'd been discovered together and on to dressing up for Twilight's pleasure again. The last traces of memory flashed past, making Applejack pant a final desperate moan, before the grip of her past experiences released her and she finally collapsed askew in her chair, coated in a sudden bloom of sweat. She slumped bonelessly with one hand shoved into her shorts and the other loosely clutching her bare breast, shirt buttons scattered across the floor.

Gazing at her with rapt focus and a trace of awe, Twilight found it hard to clear her mind of a persistent thought: she really had to try that again. Stunned and a little tentative, Twilight leant forward and asked softly, "Applejack? Are you alright?"

Applejack's eyes fluttered, and her hand slipped free to land in her lap. Groggily, she muttered, "Ma'am - Twilight? What..."

A fresh thought joined the chorus clamouring in Twilight's head for attention, one that said quite calmly: Twilight, have you just broken Applejack?

Sitting up slowly, Applejack looked down at herself for a long moment. All at once, recognition of her situation visibly hit her. Yelping, she pulled her hand out of her shorts and tugged her shirt closed, holding it with one hand as a rich red blush grew on her cheeks. "I- Twilight, could you fetch me a blanket or something?" she croaked.

Leaping out of her chair, Twilight vanished in a flash of purple light and reappeared an instant later, clutching the quilted blanket off her bed. She hastily spread it over Applejack, who gratefully tugged it around herself and relaxed a little, shaking her head. "...appreciate it."

Twilight stood at her side, twisting a strand of her mane between her fingers, lost for words.

Breathing in deeply, Applejack looked up at her and said more gently, "You want to sit down, sugarcube?"

"I- yes, of course. Um. Sorry." Twilight scurried back to her chair, then added meekly, "About - everything."

"Jest hold on there for a minute. I need to sort m'self out here before we talk about - well, anything."

"I- um. Right. Yes. Sorry." Twilight's cheeks flushed darkly. How had she managed to mess that up so badly? She hadn't given Applejack any way to make it easier to integrate all her memories, and somehow she'd managed to make her experience them instead of remember them which made it worse... though it was interesting that she could do that. Something to experiment with later. Firmly pushing the distracting thought aside, she gazed at her friend anxiously.

Applejack sat quietly for a few moments, her hat shading her eyes and her lips moving slightly, before she finally lifted her head. "Twilight?"

Twilight straightened with a jerk, her back ramrod straight and her hands tangled together in her lap. "Yes?"

Applejack breathed out deeply, nodding once. "Okay. Guess I've got the shape've it now. Been - well, you made another one of me and had me sharing my head with mahself. Sure feels strange to remember all the things I did. I mean, I did, but I didn't."

Twilight hunched her shoulders uncomfortably. "Are you very unhappy with me?"

"Don't know," said Applejack frankly. "Get the feeling I should be, but I'm having a hard time finding it. Mah stars, Twilight. The things you did to me." She shook her head, her cheeks darkening. "Ah'm not sure if I want to kiss you or buck you out a window."

Oh. She should probably have told Applejack not to buck her out of a window. Twilight nodded meekly. "I might deserve it." You definitely deserve it! The internal voice of her guilt hadn't had much time to speak up lately, and it was making the most of the opportunity.

"It's like, you were the only thing that mattered to me, Twilight. It's - heck, it's scary. Rilly amazing, but scary." She hesitated. "Twi - what did you do to Rarity? Did you do the same to her?"

Twilight's shoulders flinched. "Um. Yes." She opened her mouth, but nothing came out for a long moment before she added in a near squeak, "Rainbow too."

Applejack blinked. "-look sugarcube, you really need to let them go. Isn't fair to do this without their say-so."

"But - but I did get their say so! I talked it over with Rarity, and she said she'd like to be attracted to me, she just wasn't, and, and I spoke to Rainbow and told her what I could do, and she - she said she wanted it. She wanted to be with me. And, um. You."

Applejack straightened up and gave Twilight a long look. "Twilight, Ah need to really believe that's true, alright? If'n they said they were done, would you let them go? Can they even say that?"

"They can tell me they're not happy, and say no to things I ask them to do..." Twilight mumbled. Of course she wouldn't let them go. She couldn't. It was just - unthinkable! She couldn't!

Applejack folded her arms over the top of the blanket, her voice getting sterner. "Twilight. Y'really have to give them that choice."

"I -" Why was she having this conversation? Why didn't she just say the word and put Applejack under her control? This wasn't going right at all! It wasn't meant to go like this! Twilight found her eyes tearing up, and she sniffled, nodding once. "-okay. I'll check with them that they want to stay the way they are."

Did she mean it? She thought she did. She just - they'd agree to stay with her, right? Rainbow definitely would, and Rarity - how could Rarity turn it down? It was wonderful that they were all together, wasn't it? No pony would say no, and that was fine. It was all going to be fine. "But - but what about you?" she stammered.

Applejack looked away, and Twilight's heart sank. Her voice came softly. "Heck, Twilight. Ah'm such a knot of feelings right now. Thing is though, Ah -" She broke off, then resumed, "-Ah do love you. No part of me doesn't. Ah had a real thing for you already, and everything I remember is jest so full of - you. How darn pretty you are. How much it set my heart at ease to be with you. Can't be sure if Ah'm even thinking straight."

The earth pony looked back at Twilight, her green eyes glistening. "Darn it. Maybe I'd think clearer if you took all that back out of my head, but I don't want you to. I can get what Rarity'n Rainbow Dash decided, rilly I can. Would you jest- would you jest get over here and hold me already?"

Twilight's mouth dropped open, then she jerked to her feet and threw herself around the table to Applejack's side, barely able to squeeze into the small chair with her. Applejack pulled the blanket from under her and wrapped it around Twilight, and both of them felt the other shiver as Twilight nestled into her side.

Twilight finally found her voice. "Applejack... I... I do love you. Please - please don't go!" she blurted, wrapping her arms around the other pony tightly and nestling into her broad shoulder.

"Hush yourself now. Ah'm not going anywhere," Applejack murmured in reply. Reflexively tugging her shirt closed beneath the blanket, she drew Twilight closer and buried her head in her mane, her broad hat slipping off and to the floor. She breathed in deeply, taking in her scent, both familiar and new to her.

Twilight nestled her face against Applejack's neck, and finally said very softly, "Applejack? Does this mean you - want to keep going?"

Looking up, she saw Applejack was chewing her lip indecisively. "Twilight, Ah don't even know what that'd mean. Can't pretend there isn't a whole lot of what we did together talking to me, telling me what I want more than anything is more of that. Rarity though, even Rainbow - guess I know what Rarity means. Want to be attracted there, but I guess I'm not. I remember being though." She shook her head.

"I, um. I had some ideas. About what it'd mean. That you'd be all mine. I mean, you'd feel all mine. You'd be happy to play with Rarity, and Rainbow. But the really important one..." Twilight trailed off, then added softly, "I didn't do things very well with you. I wasn't thinking clearly. The most important thing was making sure you could say no. I never wanted to put you in a position where you would feel bad about doing what I wanted, but have to. I scared myself when I realised I hadn't given you a way out. I'm sorry."

Applejack closed her eyes, and Twilight listened with tense anxiety to her breathing as the other pony thought. Finally, she murmured, "Twilight? Is this what you want? I mean, really, is this going to make you unhappy if you can't have this?"

Twilight blinked, her mouth opening and closing. What if Applejack really didn't want to do this? Was having a relationship with Applejack enough, without the control?

Did she really need this that badly?

She swallowed. Now she'd asked the question, she couldn't fight the answer. "I kind of... need this. I never dreamed of it, and now I don't know how to live without it. I'd, I'd want to try to give it up, if you really wanted me to, but I don't know if I could." She hesitated, and silence stretched.

It's taking over my life. Please, Applejack. Say yes, or turn me over to Princess Celestia, just say something...

"...alright, Twilight. I'll do it."

Twilight's heart juddered. "Um."

Applejack gazed at her with a look of such tender affection that her breath stopped, and she could only listen, wide eyed. "Been sitting here this whole time, pushing back on the part of me that wants to feel what I remember feeling. But there's conditions, okay? I want the same as you give to Rarity and Rainbow, you check in with me often that I want to keep this going, with my head clear. You make sure I can say no, too. Ah love you Twilight. Really do, can't fight it. You don't need to mess with that. Ah jest need you to promise you won't make everything else less important to me - Sweet Apple Acres, my family. There's going t'be times I need to tell you to take a hike, I'm busy. Maybe a lot of times."

Twilight gave a shaky laugh. "I won't mind! I promise, Applejack. I won't change what you really care about. I'll just make it easier for you to be attracted to Rarity and Rainbow, okay? I know it'd mean the world to Rainbow Dash."

Applejack nodded, with a fond little smile. "You know, Ah always knew the way she felt about me. Jest couldn't let her know - what good'd that do, telling her? Wasn't like I was going to suddenly take a liking to mares one day. Guess I was wrong about that!"

Twilight opened her mouth. She could let Applejack see what she was going to say to her, before she said it. She could write it out first. She was going to do that anyway. But... she wanted to make it easier for Applejack to accept her taking other ponies, as well. She might not like that. Her lips remained parted as she fought herself. "I... I can do it. If you mean it," she heard herself say. "If you're sure."

Applejack squeezed Twilight, then pushed herself back a little and squared her shoulders. "Getting a mite nervous now. More than a mite nervous, tell you the truth. You know that big boulder behind the west orchard barn, that we couldn't shift for ten of us? That kind of mite. Best you do it now before I go'n lose my nerve."

Twilight gazed at Applejack, and her heart thudded in her chest. She wanted to say something, anything, that could express her true feelings. The love and terror and want and need that were pulsing through her body in a tangled war of emotion. It was possible she was being so selfish that she was being a monster. She couldn't tell, and she knew she couldn't tell. Her eyes welled up, and she finally whispered, "I love you Applejack. More than the stars in the sky. Awaken."

Applejack began to smile tenderly at Twilight before the command word struck her and her face relaxed to a calm, vacant stare. "Ah'm awakened."

The scroll yanked off the shelf so quickly and violently it almost tore. The quill flew across the parchment, trying to outrace Twilight's doubts. 'You know that you belong to me. Doing what I tell you makes you feel good. If you have an objection to a command, or if it would make you unhappy or upset, you will tell me and ask me to cancel it.' A contingency struck her, and she added, 'If you're carrying out a command and something happens that means you want to stop, or you think I'd want you to stop, you can. If I can't undo a command for any reason that you need cancelled, you'll break it anyway.'

She paused. This was getting complicated. The spell could probably hold all the rules, but it didn't look right. She put a line through what she'd written, and started again. 'You know that you belong to me. Doing what I tell you makes you feel good. If you need to break or refuse a command, you can. Tell me the next time you see me.' That ought to mean she'd be told if Applejack rejected an order, but wouldn't make Applejack run all the way to tell her if she had to stop doing something because of an emergency. That was better.

Okay. Applejack belonged to her, wanted to do what she was told, and had a safety release. She hadn't made the compulsion to obey very strong anyway, but she wanted to be sure Applejack was safe from it if she needed to be. Twilight took a deep breath and looked into Applejack's mindless gaze. A tingle flickered deep down in her body.

The quill began to write again, slowly. 'You are attracted to me and all the ponies that I enchant to belong to me. You are happy for me to use the charm on anypony I want to.' That line, she knew, was one Applejack would object to. Could she weaken it somehow? ...probably. She could write in that Applejack would judge for herself if the new pony had really wanted to be enchanted. She could ensure Applejack would make her check often with every pony she enchanted that they still wanted this.

It was the right thing to do, she knew that. With a sinking feeling of certainty, she also knew she wasn't going to.

Her voice quiet, she read the parchment aloud.

"Ah know Ah belong to you. Doing what you say makes me feel good. Ah can break or refuse a command if I need to, I'll tell you when I see you. I'm attracted to you and all the ponies you make belong to you. I'm happy for you to use the charm on anypony you want." Applejack accepted the words without a murmur.

The parchment rolled up again. Breathing deeply, trying to control her emotions, Twilight willed it and the quill away, and looked back into Applejack's eyes. "Applejack, the rules I gave you earlier about not leaving, only telling the truth and remembering when I told you to remember are replaced by the ones I just gave you, they don't apply anymore. Now I'd like you to slumber, please."

Applejack blinked slowly as her expression returned, her lips curving into a tender smile once again. "What did you do? Something sure jest changed." Her eyes dropped and she added with warmth in her voice, "I can feel you owning me. Feels good. Never said thank you, y'know. For not finding the things I wanted weird."

Twilight leant into Applejack, and felt her doubts diminish under the warmth of the other pony's gaze. "I wanted them too. Would you like to make some new memories, Applejack?"

"Can't think of anything I'd like more, Ma'am."

Author's Note

Sometimes, your plans for a chapter get tossed because your characters have their own ideas. Rainbow Dash, Rarity, Applejack, Twilight and a pony orgy - next time!

Proofing by Djmill

10: Punishment(?)

"I don't know, Rarity. It's so - so black. Are you really sure about this?"

"My darling Lady, if we're all getting together then you have to look the part! You are a figure of power and authority, dear, I want you to impress."

"But Princess Celestia wears white - not that I'm comparing myself to her! Not for an instant, not ever." A quick, nervous laugh.

"Trust me, my Lady, this suits you better. There, that's a beautiful tie. Now twirl! Oh, that does swish beautifully."

"But does it really have to be this... exposing?"

"Well dear, I'd be happy to make you more outfits that cover a little more, but for today, this gives off the perfect impression. Mm, you look so domineering! You positively make me weak at the knees."

"...really?"

"Oh, yes my Lady. You look utterly ravishing. I simply cannot wait for the others to see you."

"Thank you, Rarity. It's beautiful. It's just the first time I've ever worn anything like this."

"Oh, Applejack! Twilight has her new outfit on now!"

"'bout time. I've been going crazy out here waiting to see... I. Wow. You look - wow. Rarity, I seriously owe you."

"The look on your face is all the thanks I need, Applejack. Now we have to get you into your outfit too!"

"So you really like this look...?"

"Oh heck, yes Ma'am. Yes Ma'am, Ah do. You jest tell me what to do, and I'll do it. Ah'll do anything for you."

"Now shoo, Twilight! You mustn't see the dressing. You must only see the finished picture."

"Rarity."

"I - I, um. I mean, shoo, my Lady."

"Turn around please."

"Yes, my Lady." The smack of a hand on bare skin. "Mmh! Thank you, my Lady!"

"I'll wait in the library. Do you have Rainbow's special outfit with you?"

"Yes, my Lady, I do. I can't wait to see her try it on."

"Me either. Heck, where is that darn pony anyway?"

Okay. So she maybe might have overslept a little. But hey, Twilight could wait! She'd just be all the more grateful when she did arrive and they had tea or whatever, and then she'd be primed for a little Rainbow Dash style seducing. This was going to be fun!

She laughed as she zipped through the sky, bursting a string of clouds as she weaved and jinked to plunge through each of them head on. Who knew the egghead had it in her? It was about time she invited her back to see her, because if she thought Rainbow had blown her mind before...

The ground swelled up before her, and she slammed to a crash stop inches from Twilight's tree, before dropping to the ground with athletic grace. She glanced around, checking if anypony had seen how awesome she had just been. No pony in sight. Oh well! Sometimes, being this amazing was its own reward.

She dug into her back pocket and pulled out a bronze key. Since when had Twilight started locking her door, anyway? She'd said that not everypony had a key and to please not mention it, and that had made her feel even more special. Of course, it was no wonder she wanted Rainbow to have access to her bedroom, day and night. The key clicked in the lock, and she pushed the door inwards.

Huh. No pony in sight.

"Rainbow, is that you? Lock the door please. I'm in the guest room."

Rainbow Dash grinned hugely and shut the door behind her, locking it with a flick of her wrist. Twilight was in the big bedroom already, huh? Maybe she'd gotten so hot and bothered waiting for Rainbow that she'd barely need to seduce her at all.

"Getting ready to give me a proper welcome, Twi?" she called playfully, pushing open the door and stepping into the room. Her pink eyes widened and her teasing words died in her throat. Her lips parted slowly.

There was a large chair in the centre of one wall, and Applejack stood next to it at attention. Long black boots of shimmering black coated her legs liquidly, high enough to only just bare her cutie mark and with semicircular cuts to bare more of her inner thighs. Her neatly shaven sex was framed by two thin straps, leading into a firmly buckled black corset of the same material that forced her breasts to stand out proudly through the twin cut-outs that bared them and her ripe, firm nipples. Her blonde mane and tail were both plaited neatly, and a smile of joyous delight made her expression radiant as her green eyes turned to Rainbow.

Rarity, on the other hand, was on her hands and knees. She wore black high heels, with straps that ran all the way up her calves, and a frilly black collar of lace around her throat with matching ruffs at her wrists. Like Applejack, she wore a figure hugging corset, though hers was trimmed in white lace with a tiny apron and a minute skirt that covered absolutely nothing of her bared ass. The top of the maid's outfit was cut low to bare her huge milky breasts, though she'd used some transparent material that held them in place, a bodice of slick fabric that was as transparent as glass. Her nipples pressed visibly against their restraints, and there was a look on her face of divine content, as though there was nowhere else in the world she could possibly want to be.

Twilight Sparkle, sweet, innocent, friendly Twilight Sparkle, was sat in the central chair and resting her booted feet on Rarity's back like a footstool. She wore a peaked black cap with a sharp brim, her horn jutting out through a hole immediately above it, and the same sort of long black boots as Applejack. Other than that, she wore only a long black cape that swept over each shoulder and narrowed to two thin straps that crossed at her collarbone, swept either side of her bared breasts, then passed through loops from behind and swept forward to cross again beneath her chest before disappearing around her sides, framing her chest in a black diamond. She slowly uncrossed her legs, revealing her bare, purple and pink furred sex, then crossed them again.

Rainbow stood staring for a long, long moment, swallowing. She wasn't sure when her wings had snapped open, her feathers tingling, but she felt them like the ache of her abruptly hard nipples jutting against her black tank top. "Um," she finally managed.

"You're late," Twilight observed.

Rainbow stood frozen, then suddenly managed a quick, bobbing nod. "Um," she agreed.

Twilight shook her head and chided gently, "Rainbow. Punctuality is very important!"

Rainbow Dash's eyes flicked from Twilight's naked body to Applejack's outthrust breasts, then with a quick disbelieving glance at Rarity she finally dragged her eyes back to meet Twilight's gaze. Whatever it was inside her that did the talking had locked solid, and her lips parted soundlessly.

Applejack grinned broadly and volunteered, "Ah got here on time. Ah'm a good sextoy. Wouldn't keep you waiting around, Ma'am."

Twilight reached up and stroked the back of her hand gently down Applejack's breast, prompting a shudder and a sincere whisper of, "Thank you, Ma'am," from the orange pony as she leant into the touch.

Rainbow's mouth opened and closed, a thin whine escaping her. This could not be happening. There was totally no way this was actually happening to her.

"Oh, Rainbow. I think I'm going to have to punish you," Twilight declared with a little smile and an expression of playful resignation. "Unless you have a very good reason for being so late?"

Okay. She had this. It was just like flying way too high, she just had to breathe deep and not freeze up. "I-" Oh, and she needed a good excuse too. Frig. "I might have slept in? Hey, in my defence, clouds are really comfy, you don't even know. I didn't know you were bringing Applejack, I figured-"

"Oh dear, my Lady. That didn't sound very respectful at all," Rarity broke in with a playful tone. She looked up at Twilight and shifted slightly, rolling her shoulders gently and making her heavy breasts shift against her confining top. "That sounded like she didn't think it was important to come and see you."

Rainbow gave Rarity a what the hay? look then grinned sheepishly at Twilight.

Twilight shook her head again and smiled. "Rainbow? Why aren't you on your knees yet?"

Her knees hit the floor without a moment's pause, her body moving by itself and her thoughts lagging behind. "Sorry! Uh, ma'am," she added tentatively. Twilight hadn't used that weird spell thing on her yet, but it still felt very much like the time that she ought to be speaking respectfully. Poised a little awkwardly on her knees, not quite knowing what to do with her hands, she looked at the other two with a trace of envy. They seemed to know what to do. They both looked like they couldn't be more comfortable. What had happened to Twilight? Wasn't she supposed to be seducing Twilight right around now?

This was not in the plan.

Looking down at Rarity, Twilight gently lifted her boots off her back and Rarity groaned with a little touch of disappointment. She rose smoothly to her feet and curtseyed, affording Rainbow a full look up her tiny skirt to her softly curved ass and her delicate sex. She was shaven as well! Was this something Twilight had ordered? Should she be?

Sweet Celestia, that ass. She realised she'd missed whatever Twilight had said, as Rarity bobbed another curtsey and stepped away to the changing screen in the corner.

"Not much to say about that, huh Rainbow? Guess you're getting in your practice already!" Applejack said teasingly. Her attention drawn up to the earth pony, Rainbow's cheeks flushed pink and she felt a rapid thudding in her chest as her heart beat faster. She was so hot. She just wanted to lick every inch of her exposed skin, and then do it again. Then start on Twilight... or even Rarity. Her head spun.

"Here it is, my Lady! I had this one imported from a little shop in Manehatten, but if you aren't satisfied with it, I will soon be starting to make my own."

"It's perfect, Rarity. Would you like to put it on her?"

"Truly? I'd be honoured," Rarity replied with a delicate giggle. She turned. In her hands was a black strap with a buckle, and a bright red ball of some hard material in the centre, pierced with holes. "Open your mouth, dear," Rarity said warmly as she stepped over to Rainbow's side.

Rainbow Dash's jaw dropped, then she held up her hands quickly, her wings flapping once in alarm. "Whoa, whoa, hey, what? Seriously?"

"It's okay, Rainbow." Twilight rose to her feet and stepped forward, the cape drifting after her as she approached. Her hand smoothed along Rainbow's blue cheek, and she gazed into her pink eyes with a gentle smile. "It's going to be okay. Really. Trust me?"

Applejack closed in at Twilight's side, and squeezed Rainbow's shoulder warmly. "Don't you worry none. Ah promise, you'll have a good time."

Rainbow Dash melted under the touches. The soft touches on her skin and the closeness of their beautiful bodies wiped any protest completely from her mind, and she gave a little wordless groan of assent. Her mouth opened, and she looked up at Rarity waiting.

Celestia's back legs. What was she doing? The ball eased into her mouth and a loop slid over the top of her muzzle, before the long strap tightened around the back of her head and pressed into her mane. "Mmmf," she mumbled into the gag, and a strange twitch of pleasure kindled in her body as she heard herself. Instinctively she tried to speak, and only produced another muffled murmur, that trailed off into a groan. "Mhrf um ghar... mrrrm."

Twilight stood back a little, watching the flush rise on Rainbow Dash's cheeks as she tried to speak and made only animal mumbles, exulting inside. It was working! Well, there had been that wobble when she had Rarity try to gag Rainbow and for a minute she'd been afraid it was all going to go wrong and she'd have to wipe the memory of everypony in the room and start from the top. But it was working!

If she could take the time to go hug the book right now, she would do. She was totally nailing chapter eleven! That was where the Empress of the Veiled Isles confronted the shipwrecked sailor in her throne room, with her slaves at her sides and under her feet. Of course, they were stallions in the story, but... the 'why aren't you on your knees yet' line had worked perfectly!

She'd had the slightly shameful, somewhat tatty copy of the Isle of Forbidden Wonders for years, and had found herself rereading certain sections more than a few times. Lately though, it had taken on fresh meaning, and she'd read it avidly. Of course this was what had always interested her in it... how hadn't she realised it before?

She didn't even have to reach for the next line. "Stand her up and strip her!" the Empress of the Veiled Isles commanded.

Rainbow's eyes widened, and she managed to produce a muffled, "Whf?" before Applejack and Rarity took her by the arms and lifted her. Applejack moved behind her and her callused hands took firm grip of Rainbow's wrists, pulling her arms behind her.

Rarity moved in front of the captured pony and deliberately bent from the waist, showing off her bare ass and exposed sex to her Mistress as her skirt rode up, and worked Rainbow Dash's slim black shorts down her legs and over her bare feet. Lifting the discarded shorts to her face, she gently inhaled and murmured, "She smells wonderful, my Lady. Dear Rainbow is ever so excited."

"Rrriffee?!" she gasped, her thighs squeezing together in a futile attempt at hiding her rainbow furred sex. Applejack shifted her grip and tugged Rainbow's arms over her head with casual ease, muscles shifting visibly under her tanned orange skin, and the captive pony gave another shuddering groan.

"Rfflejhh..." she sighed, and relaxed against the mare holding her tightly. Unresisting, she let her arms go limp and made no protest as Rarity straightened up and lifted her tank top over her head, Applejack releasing one wrist at a time to let her tug it off fully. Her strapless black bra unhooked under Rarity's nimble fingers and fell away, baring her small, compact breasts and pink nipples.

Rarity blinked and stroked her fingers gently over Rainbow Dash's chest. "I didn't know you were pink, dear... how very cute. What a lovely contrast it makes." Looking over her shoulder at Twilight, she added warmly, "May I dress her up, my Lady? She's going to look simply wonderful."

Twilight sat back down on her chair, picturing it as a throne, and said regally, "Dress her in her new outfit, Rarity."

Rainbow's gaze moved to Twilight, momentarily looking questioning, before she sighed and let her eyes roll upwards. "Applejack? Please rub your breasts against Rainbow's back," Twilight told her.

"Yes Ma'am!" Applejack replied with delighted enthusiasm, and used her grip on the other pony's wrists to pull her back more firmly against her. Her knees bent, and she began to grind slowly up and down against her, her darker orange nipples dragging against her feathers and urging husky little groans from her lips. Rainbow trembled in her grip and managed a few urgent, muffled noises that slid into a soft, rhythmic moan, rising and falling as Applejack moved up and down against her. She scarcely seemed to notice when Rarity returned, with two long glistening sleeves of liquid blackness, mittens at the end of each.

"May I have her arm, Applejack? Thank you darling." Rarity worked the sleeve up Rainbow's arm, covering her hand with the mitten and sliding it up to above her elbow. Shifting to the other arm, she repeated the process, both arms now coated and dangling loose straps. Rainbow swayed on her feet, her arms dangling limp, and Applejack held onto her shoulders as Rarity went off to fetch the next piece of clothing.

"Sure do look good like this, Rainbow. Heck, I could jest eat you up myself," Applejack breathed in her ear. Swaying, Rainbow's eyes flickered and she groaned something unintelligible. "Here you are now, here's Rarity with your next bit of outfit. You jest relax and let me get this all on you."

It was almost like the tank top they'd taken from her, slim and black, but tighter and of the same material as the gloves and Applejack's shiny outfit. A buckled strap dangled, ready to be done up around her throat like a built in collar, and an open padlock dangled from the fastener mounted over the centre of the chest. Loose limbed, unresisting, she let the two help her into the top with the fastening and collar dangling open, before Applejack pulled her arms behind her and Rarity did up the straps, locking her arms helplessly behind her.

Twilight stepped forward and ran her hand up and down Rainbow's breasts, tweaking each of her nipples. "Oh, Rainbow, you look so good. You're so sexy like this! I just had to have you... I had to have you be all mine. You look, so, so good. Now breathe in!" Moving with firm decisiveness, she fastened the front of Rainbow's slave outfit tightly and took the padlock between her fingers, savouring the moment before she clicked the lock closed. A pleasant shudder ran through her at the click, sounding louder in her ears than it really was.

"Don't worry... you're going to love your punishment. You're going to love being made to stay very still." With hands that trembled a little, she buckled the built in collar around Rainbow Dash's throat and stepped back, groaning softly to herself at the sight of her. A shudder in her voice, she commanded, "Rarity, put her leg bindings on," and ran her hand up and down her own body, gently smoothing her fingers over her bare breasts and the straps that framed them.

"It would be my pleasure, my Lady! Rainbow is looking just exquisite, but an incomplete outfit is never as perfect as the finished item. Help her onto her knees again, dear, ease her down when I say."

"Gotcha. More than a mite curious to see the whole thing finished myself!"

Twilight watched, biting her lower lip, as Rarity wrapped figure of eight bands around Rainbow's firm thighs, then worked the other end of each loop around her calves. Applejack gently released her and stood back, flanking her one side while Rarity occupied the other, and both looked up at their Mistress for her approval.

Rainbow was locked in a kneeling position, her legs bound together by the taut bands, her arms pulled behind her by the arm binders and a shiny padlock dangling between her small breasts, exposed by the cut-outs in the mockery of her usual top. The bright crimson ball holding her mouth partially open was vivid against her skin, and her eyes were glazed and far away. Drool ran over her gag, and the rainbow fur between her legs was matted and damp. A low, long groan escaped her, slowly looking up at Twilight.

Twilight's hand was pressed tightly between her legs, stroking roughly, and she hadn't noticed she was even doing it. "O-oh, ohh..." she groaned. "She's so cute, she's so helpless and bound, she's all mine...!" Her gaze flashed up to Rarity and she breathed, "Rarity, this is incredible. She's everything I ever wanted."

Rarity flushed gently, sliding her hand up and down her thigh and stroking her own cutie mark as she stammered, "I'm just delighted to please you, my Lady. She does look simply magnificent, doesn't she?"

"Yes! Ohh, yes, she does..." Twilight breathed. It was better than she'd ever imagined, seeing the three of them together, Applejack bound so beautifully in her slave outfit, Rainbow gagged and helpless on her knees, and Rarity in the sluttiest maid costume she'd ever seen. It was so wrong, so out of character for all of them, that it made her molten inside. Her best friends, her beautiful, wonderful, supportive best friends, all made into her eager fucktoys. All desperate to please her. All a simple word away from becoming anything she could desire.

Her nails dug into her palm as a shudder wracked her body. "Rarity, play with Rainbow. Keep her watching me, and don't let her get so worked up that she -" She hesitated for a fraction of a second, before finishing with a richer blush rising on her cheeks, "-cums. Don't let her do that. Applejack, come here, I need you!"

"Yes Ma'am!" she replied eagerly over Rarity's, "I'd love to, my Lady!" and hurried to Twilight's side, wriggling her hips the whole way. Twilight seized her arm and turned her side on, letting Rainbow have the best view as she ran her hands up and down Applejacks' body, fingertips sliding over her flanks and caressing her soft, warm breasts.

Applejack sighed with pleasure, her eyes fixed on Twilight's, and whispered sincerely, "Stars above, Ah love it when you touch me like that. So darn grateful for you doing all this, Ma'am. When you called for me, I was so nervous I could barely think straight, but it's jest the best feeling I could ever ask for... Ah love being your fucktoy, Ma'am."

Twilight's eyes squeezed shut as she convulsively kissed Applejack's neck over and over, pressing close into the farm pony's beautiful body. Her hands seized on her ass, kneading and stroking, before drawing back to deliver a quick spank that pulled a heated gasp from Applejack's lips. "Yes, yes, yes..." Twilight breathed into her skin, a little shock jerking through her as her hard nipple brushed Applejacks, grinding forcefully against the other pony.

A sudden thought flashed into her mind. Twilight's eyes shifted to Rarity, who'd taken down the transparent bodice of her maid's outfit and was leisurely rubbing her heavy breasts against Rainbow's back and wings as Applejack had done, reaching around her to lightly toy with her stiff pink nipples. Rainbow's face was flushed red, her eyes glazed, a long thread of drool dangling from her gag and her sex soaked with her arousal, shuddering with her heavy breaths.

She couldn't help herself. "Awaken!" she cried out. Applejack's arms went limp, dropping to her sides as her body came to rigid attention. Twilight ground against the suddenly mindless mare all the more firmly as they spoke together.

"Ah'm awakened."

"I am awakened."

"Mhm ahhkhnn."

A sudden giggle burst from her lips at Rainbow's gagged declaration, coming to a stop resting against Applejack's body. All three of them were gazing blankly at her, awaiting instructions. It felt incredible.

"Say that you must obey."

"Ah must obey you."

"I must obey your commands."

"Mhh hnhnn mmh."

Pulling back, Twilight gave Applejack's left breast a firm smack, and watched her orange skin darken in the shape of her hand. The pony didn't flinch. Rarity and Rainbow watched thoughtlessly. Twilight's hand snaked between her legs and rubbed at herself firmly. Her voice came out in breathy jerks. "R-rarity, every time I speak to you, you'll reply addressing yourself as o-obedient slut, do you - do you understand?"

"Obedient slut understands perfectly," Rarity replied clearly, the words passing her lips without a flicker of hesitation. Twilight ground her hand against herself harder. "Applejack - the same, but you'll c-call yourself fucktoy, okay?"

"Fucktoy will call herself fucktoy every time you speak to her," Applejack droned.

"Rainbow Dash, as long as you're wearing that buckled collar, you'll think of yourself as Rainbow Doll, okay? Don't reply to that," she added with a wobbly giggle. Breathing in and out deeply, she finished, "All of you won't notice the others carrying out the commands I just gave them. Slumber, everypony!"

Rarity began to move against Rainbow once more without hesitation, her hands moving back to their place on the captive pony's small breasts, and Rainbow's fixed stare melted into a foggy daze of lust. Applejack's arms wound around Twilight and beneath the black fall of her cape, stroking her Owner's back with lustful adoration.

Twilight seized one of Applejack's wrists and pulled it down to her pink and purple sex, urging her to stroke, and melted against her muscled body as her fingers began to work. Hitches in her voice each time Applejack's fingers pressed more firmly against her, she groaned, "Are you - enjoying Rainbow - Rarity?"

"Oh, yes my Lady, obedient slut thinks she's just perfect! Why, if obedient slut put her fingers between her legs, obedient slut thinks she'd go off right now." Rarity gave a delicate laugh and added teasingly, "That's why obedient slut isn't going to!"

Twilight lost all her breath at once in a hissing gasp, pushing herself harder against Applejack's hand. "More, more, please Applejack!"

The slave mare smiled lovingly, her cheeks flushed red and a deep, loving yearning on her face. "Yes Ma'am, fucktoy's so happy and horny fucktoy could just about explode. Fucktoy never dreamed of this - well, not with you and Rainbow and Rarity'n all, but fucktoy just doesn't know what she'd do without you. Please Ma'am, let fucktoy give you everything she has."

Twilight whimpered aloud, and even as she heard herself a matching whine came from Rainbow Dash. Rarity was lying in front of her now, propped up on her elbows and glorious white breasts gently pressing against the floor as she licked tenderly at Rainbow's inner thighs. Rainbow's tail swayed as her hips jerked over and over, trying to get her sex against Rarity's mouth and never quite succeeding. Strands of drool connected her gag to her chest. Her pink eyes caught Twilight's gaze, desperately pleading as she groaned, "Mffmff, fffrrreess!"

The shuddering pleasure in her body was too much. The situation was too much. She couldn't help herself, she couldn't stop, if she could have frozen the world at that moment of supreme pleasure and lust and lived in it forever, she would have. Instead, as Applejack's enthusiastic touches grew more urgent and a finger pushed into her, her knees weakened and she panted, "R-Rarity, make her cum now! Do it!" A swelling rush of pleasure broke over her and she cried out in a high pitched wail, "Cum for me, belong to me!"

Rarity barely paused long enough to call gladly, "Yes my Lady, obedient slut will do as you command!" before she thrust her muzzle between Rainbow's thighs and began eagerly lapping at her soaked sex. She'd taken only the first few licks when the pegasus screeched wordlessly into her gag, her wings fluttering in spasms, and Rarity devotedly lapped up her fresh wetness with an aroused swaying of her hips.

For Twilight, the world disappeared. It took several moments for her eyes to flicker open again and to realise that she was held up, limp as a doll, in Applejack's muscled arms. Her vision was full of her smiling face, still flushed with arousal, but possessed by something more tender, gazing down at Twilight with love and adoration. "Applejack," she whispered.

"Fucktoy loves you, Ma'am. Hope you know that," the farm pony breathed in response.

A little twinge touched Twilight at the enchanted twist on the words Applejack had intended, but it was overcome by the simple happiness of hearing the words. Applejack's body was warm and firm, smooth and almost slick where the costume tightly hugged her body. Twilight's hand ran up Applejack's back, over the buckles and straps, and stroked her braided mane tenderly. "I love you so much, Applejack," she said softly.

Applejack gently shifted position, turning a little to the side to let Twilight look over her shoulder at Rainbow and Rarity. Rainbow's head lolled loosely against Rarity's shoulder and she was kissing Rainbow's shoulder in return, light little touches of her lips. It looked unexpectedly intimate, and a bizarre flicker of jealousy touched her before she firmly told it that that was the most ridiculous reaction possible to the situation, and snuffed it out.

She laughed fondly, looking up at Applejack. "Do you think she learned her lesson?"

"Stars above, Ma'am, fucktoy reckons she's never going to be on time again. Wouldn't call all that a punishment!"

Twilight blushed and leaned up to whisper into Applejack's ear solemnly, "That was my excuse. But I did make her stay still!"

"Fucktoy can't argue with that, Ma'am."

Taking Applejack's hand in hers, she drew her over to stand by the two and smiled warmly at Rarity. "You did wonderfully. It was just what I'd imagined, but better! Better in every way." She paused, then looked at Applejack. The two had been completely selfless, and there was no denying the obvious arousal that still throbbed through them both. It would only be fair.

"Applejack, Rarity, it's only fair that you're both rewarded for all your hard work." She smiled. "Please take the bed together and don't stop until you're both satisfied."

"Why, my Lady, thank you! Obedient slut would simply love that. Applejack?"

"Right you are, Ma'am! Fucktoy's coming, Rarity," she replied with a smile, adding to Twilight, "Real kind of you, Ma'am."

Twilight settled to the floor and put her arms around Rainbow, taking hold of her as Rarity released her. Rarity positively skipped over to the bed, pulling Applejack by the hand, and the earth pony didn't hesitate to follow. Cradling Rainbow, she searched her feelings for any further twinges of jealousy at the sight, and didn't find any. After all, she was the one making it happen.

She turned her attention fully to Rainbow. Her cape pooled around her, tenderly stroking her fingers up and down Rainbow's toned stomach and over her thighs. Her voice was pitched low, speaking softly into the dazed pony's ear. "I wanted you to understand. I wanted you to know what Applejack feels. It's so wonderful to be helpless for me, isn't it? You can trust me to look after you. I love you, Rainbow. You're my doll."

Rainbow's eyes flickered at that, and her gaze slowly moved up to meet hers. The gag turned her attempt at words into a vague mumble that faded into a relaxed sigh.

Twilight shook her head and smiled, reaching up to carefully unbuckle the gag. Easing the straps loose, she worked the last bond off the end of Rainbow's muzzle and gently withdrew the crimson ball from her mouth. "There. Is that better?"

Rainbow swallowed, licking her lips a few times and working her jaw to ease the stiffness from it. Her first words came out as a croak, before she tried again. "...what the hay, Twilight... I was supposed to... seduce you."

Twilight suppressed a laugh, and kissed the other pony on the corner of her mouth. "Are you disappointed, Rainbow Doll?"

She shook her head groggily. "Nope... no way. I don't want to go... anywhere right now. Never felt like that before. Not when I played some games like that with Gilda, not with... anypony. Celestia's tits, Twilight, I've never cum that hard in my whole life."

Twilight coloured as Celestia's name fell from Rainbow's lips. "Rainbow, don't say that!" At her muzzy, puzzled look, she added quickly, "About the Princess."

Rainbow's lips twitched and she grinned, an expression so familiar, so Rainbow Dash that Twilight could hardly put it together with the way her body was bound and tied, posed and shown off for her. "Sure? I can swear by some of her other anatomy if you like."

"Rainbow."

"I can tell you about some of the dreams I've had about her."

"Rainbow."

"I can tell you about the dreams with you and her."

"Rainbow Dash!"

Rainbow looked puzzled. "Twilight, what? I'm Rainbow Doll." The reminder seemed to invoke a calmer state of mind, and she relaxed a little.

Oh. Of course. "Yes, that's right," Twilight murmured, and pulled back a little. Guiding Rainbow to lie down on her side with her head in Twilight's lap, she stroked the other pony's multicoloured mane soothingly and murmured soft words as she watched Applejack and Rarity tangled together, their heads buried between each other's legs.

Maybe she would get Rainbow to tell her some of those dreams she'd had.

"See y'all later!" Applejack called out of the open door. Rarity turned and blew a kiss as she trotted off into the dusk, Rainbow bobbing in the air as she accompanied the white pony back towards the town before she peeled off to fly home. Shutting the door, she turned around and smiled at Twilight. "Y'know, I'll have to go too."

Twilight looked up at her with a touch of disappointment. She was clean and washed now, and in soft, cosy clothes that didn't give the slightest hint of the debauchery they'd enjoyed together. Cleaning up in her small washroom had been a four way struggle to playfully soap each other, and she strongly suspected she'd have to use magic to clean up the gallons of water that had sloshed everywhere.

"You have to go? Are you sure? I was hoping you could stay the night..." she trailed off, looking up at Applejack with big purple eyes. Part of her knew she was doing the you-can't-disappoint-me look, and reminded her that she wasn't a little filly anymore. The rest of her declared that it was still pretty effective now and if that was what it took to keep Applejack in her bed, the objecting part of her could consider itself overruled.

Applejack rubbed the back of her neck. "Aw, Twilight! Don't you go and give me that look." She too was dressed in something much more normal now, and only the braid in her mane and tail remained. "Ah've got to go on home. Lots of work to get done in the morning, and if I stay here, it won't get done."

"Are you sure?" she asked, fluttering her eyelashes. A majority internal vote declared that that was a bit much and she quickly stopped, looking slightly abashed.

"Sorry, sugarcube. I'll swing on by in the evening if I get all my chores sorted out, alright?"

"I understand, Applejack. Your farm work is very important to you, your family, and the whole of Ponyville, and I wouldn't think of standing in your way," Twilight replied warmly, putting her disappointment aside. "Tomorrow, I'll try speaking to Rainbow and Rarity unenchanted like you asked, and see how they feel."

Applejack had begun to smile at Twilight's words, but cocked her head questioningly at her final words. "Like I asked?"

Twilight blinked. "You know, to make sure they're happy with the way we all are. Like we talked about?"

"Can't say Ah remember that. Don't reckon either've them will have any complaints, though! They're a heck of a pair." She paused, then laughed. "Rainbow and Rarity, I mean. Not y'know." She gestured exaggerated curves around her chest.

Twilight's smile curdled at the edges. Applejack gave her a kiss goodbye and headed out into the cool evening, and Twilight waved goodbye with a little more haste than she'd originally intended before the door shut and Twilight flattened herself against it. Oh, haystacks.

Her notes, now taking up a pair of scrolls and getting towards needing a third, shot out of their hiding places and hovered before her anxious eyes. Surely she hadn't been so stupid. Surely she hadn't forgotten one of the very first things she'd learned about the charm. It would be in the written commands she'd used to create Applejack's new personality.

It wasn't. Nor in Rainbows. Not even Rarity's.

Sometimes, Twilight really wished she knew some better swears. Memories and feelings shifted to make sense of instructions, so carrying them out always seemed natural. Unless, of course, you told the enchanted pony that they knew their mind had just changed, and not to worry about it, stopping the adjustment before it happened. But she hadn't. She'd told them that they were about to be enchanted before she triggered the charm, so they didn't need another explanation for the way their feelings had been changed - it was natural for them to think and act differently. That was why Rarity, Rainbow and Applejack all knew they'd changed afterwards, it was expected.

But Applejack hadn't expected Twilight to make her think that enchanting other ponies was perfectly fine, so thinking that wouldn't have made sense. Not unless Applejack had never minded in the first place.

"There are times," Twilight whispered, "when 'Oh applesauce' really isn't enough." There could be any number of tiny, subtle changes that she hadn't noticed beneath the big ones she'd created. Okay. The thing, the big thing, was not to panic. She could question them and check how their attitudes were different after the enchantment than before. Even if they didn't consciously remember the difference, under the charm, they would. After all, any changes so subtle that they wouldn't be picked up even then must be so minor that it wasn't worth worrying about.

"I'm sure I said this before," she finally sighed. "Maybe writing it down will help." Her quill floated over the parchment and wrote in large, firm letters of strong black ink.

'BE MORE CAREFUL.'

Author's Note

It's even more fun watching Twilight mess up when she's trying her hardest to be methodical. Finally a doom outfit has appeared! This chapter featured the second inspiration image of the two that started off the whole idea.

Proofing by Djmill and Setokaiva

11: Focusing Fluttershy

This probably wasn't going to be very enjoyable. But all the same, Twilight had trained herself to believe that when you were faced with something you didn't understand, you wrote down absolutely everything you could think of about it, then organised that. Then you could see where the holes in your knowledge were, and sometimes it turned out you knew enough to understand it already when it was all put down neatly together.

The quill moved slowly across the page, then underlined the words 'What is Wrong With Twilight Sparkle."

Okay. That much was a start. Now she just had to keep going until it made sense.

Twilight sat in her library, away from the guest bedroom (which was rapidly becoming the orgy bedroom), looking out at the leaves and sunshine outside. A small breeze wafted through the slightly open window, not quite strong enough to ruffle her parchment, carrying the scent of fresh growing things. Her quill hovered in a purple glow, waiting.

"Twilight is controlling her friends." she said slowly, writing as she spoke. "Twilight is doing something she full well knows isn't ethical, because she really wants to." She paused. "Okay. So the question is, what do I want, and why do I want it?"

What she wanted was obvious. Images of her friends flashed into her mind, Applejack, Rarity and Rainbow following quickly one after another, each posed sensually or straight backed and blank eyed. "I'm... getting addicted to controlling people. It feels good to enchant ponies to do what I want, and really good to see them mesmerised. I don't want to hurt anyone, everyone I enchant should be happy about it. Even if I have to change their mind to make them happy."

"Um. I've, well, influenced three of my closest friends. Isn't that enough?" she asked herself aloud, before shaking her head. "No. I want Fluttershy, and maybe even Pinkie. It would make things much easier if I had all of them, then no one would notice anything was wrong."

She paused, and bit her lip. "Actually, I'm kind of nervous about trying this on Pinkie. I don't know how she'll respond to the spell. I still suspect she's inherited something of Discord's powers through her family line, and if anyone would react weirdly to the spell, it'd be her. Fluttershy though... she's cute, and sweet, and has the biggest chest in town. It would be really exciting to see Fluttershy acting confident, or slutty."

Twilight's eyes focused distantly. "Or Zecora. She's so exotic, I'd love to control her and make her obey me. Or Vinyl Scratch, she's cute. Or even Miss Cheerilee. I could make her think she was a naughty student coming to her teacher after class for some special training. Or I could make her think I was a student that had grown up and come back to her school, then seduce her. That would be very fun. I could gently cane her! I don't think she would ever do that to a student, but there must be one somewhere..."

Her voice trailed off. All of a sudden, awareness struck home that she was gently rubbing the heel of her hand up and down her soft cotton panties, and her quill had stilled several moments before. Blushing pinkly, she straightened up and put her arms by her sides. 'Twilight Sparkle has trouble concentrating on this subject without getting diverted.' she wrote. Was there anyone outside Ponyville she wanted? It was certainly tempting to picture the Great and Powerful Trixie returning to town, and for Twilight to stop all her nonsense cold with a wave of her horn. Trixie could be much better behaved as an enchanted sextoy. Maybe a footstool, like Rarity sometimes was.

No, no, no. She was getting distracted again. That was enough of who she wanted. An image of Celestia's pastel mane and gentle smile suddenly flashed into her thoughts, and she pushed it away so quickly she was barely aware it had even come and gone. No. The question was why? What was causing... causing all this?

First possibility. "The charm influences the caster as well as the subject." She gave it its own column. Second possibility. "My morals aren't strong enough to stand up against temptation. I had pre-existing desires for this and didn't realise because I'd never had a chance to explore them." That was a bit long for a column heading, but she left it anyway.

Were there any others? She hadn't done anything recently which might have influenced her personality, and the thought of some external darkness playing games with her morals coincidentally at the same time as she'd begun experimenting with the charm was just ridiculous...

Unless it wasn't a coincidence. Third possibility, there was something in the book.

That one didn't get written down. With a short, sharp gasp, she dropped the quill and ran down the stairs, casting every magical scanning spell she could think of for ghosts, spirits and malign entities on the way. It took her an hour to be absolutely certain the book wasn't bound to any kind of dark spirit, and never seemed to have been enchanted at all. Two more to go through her treehouse top to bottom and make sure there wasn't some nebulously evil power of sexy corruption floating around. She'd paid special attention to the guest bedroom, too.

When finally she flopped into the little window chair again, she pillowed her head on her arm and rested there for a few moments before she picked up the quill once more. "Note: there is no enchantment on the book."

She rested her head on her arms again. She was really, really tired. At first she'd been frantic, and then she'd found nothing, and then she'd kept on finding nothing until finally, finally, she believed there was nothing to find. She wasn't even sure what she would have done if she'd found some dark spirit in the book anyway. She'd have had to find a way to banish it, where it couldn't hurt anyone, of course... But what if then, she didn't feel the way she felt anymore.

What if it did all go away, and she didn't love Applejack anymore? They'd just be friends again, and sometimes they'd hug, and that was all. There'd be some big colt to sweep Applejack off her feet one day, and she'd be Aunty Twilight to their children...

That thought shouldn't be so sad that it brought tears to her eyes. Right now, she was just self aware enough to be aware that Applejack's love wasn't fully earned. Some of it, maybe. But not all. She knew too, that this painful self examination wasn't going to last. Sooner or later, she'd put it aside, and go crawl into Applejack's arms where she could forget her niggling doubts.

She focused on the parchment again, and pulled herself together. She didn't have to castigate herself for what she was doing, and what she felt. But she should understand it. Was this all because of a sneaky piece of the charm, or her own desires? Her attraction to mares didn't feel like something from the outside. It felt like realising why she'd always felt certain ways around special ponies, that it was so obvious that she could hardly believe she hadn't worked it out before. Which a charm could probably make you feel. Even tweak your memories, not of what happened, but what you remembered feeling about what had happened...

Twilight blinked. That was dangerously subtle, and the moment she thought of it, its power to completely rewrite a person while not changing a single thing they remembered doing was instantly clear. Tempting, even. Another temptation to suppress! She rubbed her hand over her face, shaking her head slightly. It was so easy to find creative ways to use the charm. Evidence for the sheer temptation of power was getting stronger by the second. But it wasn't any kind of proof. Being attracted to mares wasn't evidence either way, too, she could have as easily found colts to play with, or both. Unless the charm wanted to spread through mares... but making up motives for the charm was crazy.

Okay. What else. It did seem out of character for her to do everything she'd done, but people could and did do things you wouldn't expect, and once you had a taste of it, wouldn't anyone find themselves going back for more? Rainbow making Applejack attracted to her, Fluttershy seeking control to feel safe in her relationships, Rarity subtly manipulating influential ponies in Manehatten, Pinkie... The thought ground to a halt as she tried to simulate Pinkie Pie with access to the charm, her mental machinery momentarily threatening to throw a gear. Whatever Pinkie would do, it wouldn't be good for anyone's sanity. Thank goodness she wasn't a unicorn.

She couldn't see a way to distinguish temptation from magical influence just by looking at what she'd done. Maybe if she gave the charm to someone else and watched them to see what they'd do with it? Before she'd even finished framing the thought, she'd rejected it with such force that she visibly flinched. That would be a terrible idea. If they did nothing bad, that could be proof that it was just Twilight's own desires, or it could be proof that they were able to resist the charm's influence on themselves. If they gave in, it could be temptation, or it could be a hidden part of the charm. Either way it proved nothing, and was incredibly dangerous.

Twilight paused, catching the corner of her lip between her teeth. Um. That instinctive horror of allowing someone else access to the charm for fear of what they might do, that was how other people would think about it in her hands, wasn't it. What was she supposed to write down for that? 'Twilight has a power that, now she's thought about it, would make anyone sane curl up and hide'? She looked down at the two blank columns and sighed again. No matter how she chased her tail, she couldn't see a way to distinguish. If she was subtly charmed herself it meant that she wasn't a terrible person, or at least it wasn't fully her fault, but that explanation demanded that she try to resist the use of the charm as hard as she could, and she just didn't want to.

Maybe that was something to write down. "Twilight finds it harder and harder to care about the unethical use of the charm." Now that she thought about it, if she felt overwhelming pleasure and joy each time she used it on her friends despite her misgivings, she was actively training herself to ignore her own conscience. Like she'd trained Applejack. She cast her gaze back up the parchment, and sighed. It wasn't telling her much that she didn't already know. Still, one thing was clear.

"Unless Twilight is stopped by someone else, she won't stop herself." she wrote neatly. There was something of a sense of relief in the confession. She rolled up the parchment and let her quill sink into its usual resting place. There was no more time for fretting over how she'd ended up where she was. The others would be there soon.

"Double sevens. Five points f'r me."

"Oh dear. I may as well give up now. After my turn, of course."

"What the hay? Twin princesses? Seriously?"

"My, how did those get into my hand? Perhaps I shan't give up just yet."

Twilight smiled, looking down at her cards. It was really wonderful to have the three of them in her home, relaxing and playing games like they always did. The sex was fun - wonderful, glorious, earthshaking fun - but there was something really nice about just relaxing together and listening to them tease each other.

There were some differences, though. Rainbow Dash sprawled on the floor, lying on her stomach and idly kicking her legs in the air, stark naked. Applejack was down to her panties and her hat, and judging from the way things had gone so far, she'd give up her panties before her beloved hat. Rarity was proving surprisingly adept and she'd only lost one item of clothing so far, stripping off her elegant top to expose her fancy corset in a loss that could have been deliberate. Twilight herself was bare chested, all her underwear gone and wearing only a short skirt and socks.

"One and a four."

"Oh, c'mon now Rainbow, you're not even trying!"

She grinned, rolling onto her back. "What are you going to do? Take away the clothes I'm not wearing? Throw them out the window?"

Rarity replied lightly "If you have no clothes to remove, I'm sure we could hand out forfeits, dear."

"Sounds like fun to me." Rainbow grinned suggestively. "You say forfeit, I say treat."

"For example, I may have you speak like a proper lady for the rest of the evening." Rarity continued calmly.

"Wha - come on! That's not any fun!"

"Oh, it certainly would be for me."

"Reckon I could stand to see that. My turn, my high'n noble lady Rarity?"

"Not yet. My lady? Twilight?"

Twilight shook herself and smiled at Rarity. "Yes, sorry. It's my turn." She looked down at her cards and shifted a pair together. If she could trigger a reversal, she could play her dragon on the princesses and then she'd be well ahead. She bought some time with a triple black.

Applejack leaned towards her with a fond smile. "Seemed like your head was off somewhere else for a minute there."

Twilight nodded with a sheepish smile. "Yes, it was. I was just thinking how nice it is to have us all together like this."

"Not quite all of us. We are missing Fluttershy and Pinkie Pie." Rarity remarked, gilding her princesses with a triple gold. "Of course, they couldn't be here while we played games like this! I had wondered if you had any interest in bringing them in, Twilight."

Twilight hesitated, then gave a slightly guilty little smile. "I was thinking about it earlier. I'm not sure how Pinkie would take it. She's so - well, Pinkie - that I'm not sure what the charm would do, or how to approach her about it. But I do have plans for Fluttershy."

"Fluttershy could always loan you her big bag of dicks." Rainbow remarked, on her stomach once more. She carelessly played a couple of cards.

"Her what?"

"Rainbow, what in the world are you-"

Applejack broke off and shook her head, looking back to Twilight, whose own exclamation had beat her to it.

Rainbow lifted her head and grinned widely. "What, you don't know about the big bag of-"

"Rainbow, really!" Rarity cut in.

"You and Fluttershy?" Twilight asked weakly. They were both pegasi, they'd both come from Cloudsdale, it really shouldn't have been a surprise to her, but...

Rainbow laughed. "Fluttershy and me, seriously? No way. She couldn't handle this awesome. She's cute, sure, but she could never keep up with me."

"Well then, what's all this about a bag? What d'you know?" asked Applejack, puzzled.

"She invited me over the one day, then had an animal emergency or something and asked me to wait for her while she took care of it. She was gone ages. I had to do something! Boredom was creeping in! My wings stiffen up if I don't defy boredom at least once a day. You all know that." she added with mock seriousness. "So I went to see if she was hiding anything fun in her wardrobe."

"Rainbow!" Rarity gave her a firm look and shook her head.

"She had the biggest bag of dicks I've ever seen." Rainbow continued with relish, enjoying their faintly appalled looks. "Wooden ones, rubbery ones, even a metal one. If the town ever had a colt shortage, she could supply half of Ponyville!"

"...did you tell her you'd found them?" Twilight asked. The mental image of Fluttershy with a huge sex toy collection really didn't fit into her view of the shy pony, and it reminded her of her shock when Applejack had told her about her own special lusts. Sometimes she needed to be reminded that other ponies had secret desires as well as her.

"Sure!" Rainbow giggled, her legs waving lazily in the air. "I couldn't just walk out of there without asking her what she needed that many for. She just went red and squeaked at me. Took her a couple of days before she pulled herself together and asked me not to tell anyone." She paused, and looked around at their slightly disapproving looks. Holding up her hands, she added "Hey, you're the ones thinking of bringing her into Twilight's sex club."

Twilight put down a couple of cards and drew a handful without paying much attention. Her eyes strayed to the clock, and a secretive tingle ran up and down her spine. Her tail shifted, and she responded with feigned casualness "Wouldn't you all be happy about that?"

"If you find Fluttershy attractive, my Lady, then of course she should be yours. Anyone you desire belongs to you." Rarity replied matter of factly, with a smile.

Applejack blinked, then shrugged her bare shoulders. "If that's what you'n she want, reckon I'd be fine with you having her. Not like I'm going to get jealous."

"I want to see that. You'll have to enchant her pretty hard just to get her to stop hiding under the bed when you come on to her."

Rarity laid down three crowns in ascending metals and smiled with only a tinge of smugness. "Oh dear. It looks as though I've won again. Applejack? You have the fewest points this round, don't you?"

"Get them off, Applejack!" Rainbow called, grinning.

"Darn your speedy blue hide, Rainbow, how'd you come out ahead of me when you weren't even trying?" she complained good naturedly, slipping her thumbs into the sides of her panties and sliding them down her legs to join the growing heap of clothes beside the table. Rainbow sighed as she watched the earth pony undress and murmured "I really like this game."

Twilight glanced at the clock again: it was just about time to begin preparations. A sly smile of anticipation touched her lips.

Gathering up the cards and stacking them neatly on the table, Rarity caught the glance and asked mildly "Are you waiting for something, my Lady?"

"Actually, I was just thinking that Fluttershy will be here soon."

Rarity jerked to her feet, and Applejack flinched, immediately staring at the door. "But- my Lady! She can't walk in on us like this!"

Twilight's smile widened and she shook her head. "Oh, no, you're not at all ready for Fluttershy to arrive. We'd better put the cards away and get ready."

Applejack leaned over and grabbed for her shirt, then hesitated as Twilight raised her hand. "Twilight? Ma'am?"

"Don't worry, Applejack. I'll take care of everything. Awaken!"

Applejack's shirt slipped from her fingers, and she straightened slowly in her chair. Beside her, Rarity's look of concern was melting away, and Rainbow's legs dropped to lie on the ground with a soft double thud. Twilight bit her lip as their mindless eyes turned towards her.

Unselfconscious now, Applejack droned "Ah'm awakened." in chorus with the others.

Twilight whimpered aloud. "Rarity, stand in front of me."

"I will stand in front of you." She stepped around the low table and moved to face Twilight, her movements unnaturally smooth and deliberate.

"Applejack, Rainbow? Strip Rarity nude please."

"Ah'll strip Rarity."

"Sure, I'll strip off Rarity's clothes."

Rarity stood gazing blankly as Applejack undid her corset, spilling her milky breasts free, and Rainbow pulled down her stockings. In no time at all, her clothes lay strewn around her on the floor and she stood gloriously nude. Twilight squirmed on her seat, her hand sliding down under her skirt to gently stroke her inner thighs, not yet touching her sex directly.

"Stand beside her, either side. Say 'I belong to Twilight Sparkle, I must obey'."

Applejack and Rainbow moved into position, the trio lined up in identical poses, like a row of dolls. "I belong to Twilight Sparkle. I must obey." they chorused in unison, in calm, vacant tones.

Jerking out of her chair, Twilight caressed them one by one, flicking their nipples and caressing their smooth bodies. "Oh, ohhh." she groaned to herself. "I never knew I could be so turned on by this, this is... this is perfect." Lapping at Rainbow's pink nipples with an impulsive movement and giving a delighted grin as they tensed under her tongue, she stepped back a little to address them together.

"Okay, everypony! This is what you're going to do..."

Twilight paced up and down the room, occasionally glancing around to check once again that everything was ready. Her soft purple jumper was back on, loose and comfortable, over her darker skirt, and if she wasn't wearing anything under either of them, it wouldn't be immediately obvious. It felt like she'd been waiting forever, though in truth the minute hand was only now touching the peak of the hour. She hoped once again that Fluttershy wouldn't be late, she wasn't sure she could stand much more waiting.

As if summoned by the thought, a tentative knock sounded, almost too quiet to hear. Yes! Twilight dashed over to the door and opened the small viewing hole at the top to catch a glimpse of Fluttershy's pink mane and slightly nervous expression.

Perfect. Twilight tugged the door open and stood in the doorway with a bright smile. "Hi Fluttershy! It's really good to see you."

"Oh. Um, thank you. It's very good to see you too, Twilight." she replied softly, with a little smile.

"Before you come in, there's just one thing."

Fluttershy blinked, a look of concern coming over her face. "There is?"

"You won't even notice." Twilight assured her with a strange touch of humour, as if she was the only one getting the joke. The pattern was already held firmly in her thoughts, and her horn moved nimbly through the brief gestures necessary to give that pattern power. A flicker, barely perceptible even now that she was watching for it, danced over Fluttershy.

"Um... uh. Twilight?" Fluttershy asked tentatively.

Glancing back into the house and pitching her voice softly, Twilight told her "Don't worry Fluttershy. It's time to awaken."

The yellow pony's lips parted and her eyes widened as the command struck her. Her arms dropped loosely to her sides, and she straightened a little, losing the faint crouch she'd tensed herself into. Her voice was quiet and thoughtlessly sincere. "I'm awakened, Twilight."

It took all of Twilight's willpower not to reach out right there and take hold of Fluttershy's huge breasts, impossible to hide even beneath her loose green jumper and scarf. Instead she backed into the room, beckoning. "Come in, quickly."

"I'll come inside, Twilight." Fluttershy told her with dazed earnestness, stepping through the doorframe. Twilight seized her hand and tugged her a little further in, then swiftly shut the door and locked it behind her. Only then did she relax a little and look Fluttershy over properly.

Her loose top and blue trousers were plainly meant to give away as little as possible of her figure, and she'd confessed before that she wished she hadn't had such an excessive chest, not liking the attention it drew. Without telling her, Twilight had even looked into whether magic could permanently reduce Fluttershy's curves, but she hadn't found anything that would last. Now, she felt a selfish gladness that she'd failed.

"Okay Fluttershy. Until I tell you otherwise, everything that happens in my house is perfectly normal. You and I are the only ponies here. Anything else that looks like one is just furniture. Okay?"

"Yes, Twilight. Everything is perfectly normal unless you tell me that it isn't, and we're the only ponies in the house. Anything that looks like a pony is furniture. I understand."

"Oh, and if I ask you to do something and say please, you'll do it."

"Okay. I'll do anything you want if you say please."

Twilight hugged herself with delight, then practically skipped to Fluttershy's side and whispered in her ear "Slumber, Fluttershy."

The other pony seemed to shiver once, then turned to face Twilight and gave her a gentle smile. "Oh, thank you very much for inviting me around for tea, Twilight. I do hope you aren't busy, I'd hate to be interrupting your work."

Twilight smiled warmly in return. "Don't worry. I couldn't be happier to have you this evening. Why don't you put your scarf on the hat stand?" she said, gesturing to the corner of the room.

"Well - if you think so." Fluttershy agreed, unwinding it from around her neck. Twilight watched with delight as she walked over to Applejack, standing stark naked in the corner and gazing into space. The farm pony's fingers moved slowly in and out of her shaven sex in a mechanical rhythm, and this close, her soft chanting could be heard.

"...fuck me... fuck me... fuck my tits... fuck my pussy... fuck me..." Applejack breathed in a constant murmur of thoughtless arousal.

Fluttershy leaned up to loop her green scarf around Applejack's neck, her body momentarily pressing against Applejack's and causing the brainwashed pony's mantra to get louder for a moment, and turned with a smile.

"I didn't realise you had a hat stand, Twilight. Is it new?"

Twilight's voice was a little husky, her breathing slightly too intense. "Do you like it? The texture is really nice under your fingers."

Fluttershy turned back and reached out, running her hand over Applejack's breast and down her side. The entranced farm pony groaned deeply, her lips parting in bliss. "Fuck me... fuck me... fuck me..."

Oblivious, the delicate pegasus nodded with a smile. "You're right Twilight, it's lovely. I do hope it wasn't too expensive."

Twilight stood gazing at her for a second too long before she shook herself. "Oh, um, no. Not expensive at all, really. Would you like some tea?"

"I'd love some of your tea, Twilight. Thank you very much."

Twilight led her over to a pair of deep, high backed chairs that faced each other across a small round table. The two had often sat there and enjoyed a cup of tea together, and if there was something different, something that made this time particularly special, it might have been the two ponies draped upside down over each chair. Rarity lay on her back on the seat, her legs straight up and resting against the back, her head barely supported by the edge of the seat cushion. On the opposite chair, Rainbow matched her pose, her colourful mane dangling and a blank look in her pink eyes.

Twilight pressed her thighs together. "Fluttershy? Before you sit down, would you take off everything you're wearing below the waist, please?"

Fluttershy's gaze went distant for a moment, before she responded "Oh, of course. Sorry Twilight, I'll undress now." as though it were the most natural thing in the world. Her hands moved to her waist and she began unbuttoning her trousers, before pushing them off without ceremony and taking her sandals with them. Her panties were the same shade of pink as her hair, with a yellow butterfly on them that looked much like the pink one marked on her thigh, and Twilight leaned forward as those too slid down.

"Are these new cushions? They're ever so lovely." Fluttershy said politely, as she moved to Rarity's chair. Parting her legs, she sat down lightly on Rarity's chest, the unicorn's face buried between her thighs. Immediately, Rarity tilted her head forward and began thoughtlessly licking Fluttershy's sex, groaning loudly. A soft gasp escaped Fluttershy's lips and she shifted forward a little without being entirely aware of it.

"I'll put the tea on." Twilight told Fluttershy with an innocent smile. As soon as she stepped out of sight her hands slid under her jumper and under her skirt, squeezing her breast firmly and playing over her sex. The kettle levitated under the pump and filled with water, before settling onto an enchanted stone that radiated heat, and Twilight carefully glanced back into the living room as the water began to warm. Fluttershy was squirming and gasping softly, even though she wasn't sure why or even that she shouldn't be doing it, and it was enough to send a hot spike of pleasure through her body that nearly made her discard all her intentions in favour of taking her that very instant.

The whistling of the kettle broke Twilight's lustful trance and she pulled back, ladling honey and sugar into the cups. With a playful smile on her lips that she knew Fluttershy wouldn't understand, she carried in the tea and set it down on the table. Lifting her skirt to display her delicately furred sex, she settled her bare ass onto Rainbow Dash's chest and sighed luxuriously as the brainwashed pony went to work lapping at her pussy.

"Ooooh, mm. Mmm. Are you, mm, finding your seat comfortable, Fluttershy?"

"Y-yes, Twilight, I, I am, it's very comfortable, I, I feel like I could sit here, all day..." she panted, a darker flush colouring her cheeks. "G-goodness. Do you think you - could tell me where you, um. Got these cushions from? I, I might like to get some myself."

"Mmm. I don't think there are many, mmh, cushions like these for sale in the market, but I, ooh, I could always let you borrow one sometime." Twilight watched Fluttershy with fascination as the other pony bent forward and picked up her cup of tea, sipping from it shakily as Rarity methodically assaulted her sex with her tongue.

"I, I'm, um. It's good to, to see you Twilight. I haven't seen you - ah! - I, we haven't met very much lately. I, I've noticed that you've been s-spending a lot of time with ahhh, with Applejack."

Twilight's eyes flashed to Applejack, still thoughtlessly fingering herself, her lips moving with her mantra. "I'm enjoying spending time with her. She's a really special person." She sighed deeply as Rainbow's tongue flicked a sensitive spot.

Fluttershy smiled, the innocent expression briefly overtaken by a long, soft moan that she didn't notice leaving her lips. "Is it true? That you and Applejack, a-are dating? Oh!" Her eyes half closed, hips softly pushing against Rarity's mouth in small, quickening jerks, visibly getting more and more carried away by the pleasure that she wasn't allowed to realise she felt.

Twilight hesitated for a moment, leaning back to let Rainbow get a better angle. She seized the armrest with one hand, digging her nails into it as she nodded jerkily. "Yes, it's true. I, mm, I've gotten closer to her lately. We haven't wanted to mmh, to tell anyone yet, but maybe we should. How did you know?" She should be more worried, she thought, but now that Applejack knew she was Twilight's fucktoy, everyone believing they were dating wouldn't do any harm. It might even help cover what was really happening with the others.

"P-ponies have been talking..." Fluttershy admitted, her blush completely lost in the rich flush of arousal that already coloured her cheeks. "You haven't, haven't been out v-very much, and Applejack, ahh, has been at your house a lot, and she w-was even a-asking some of her family to cover some of her chores, and that never happens, so they guessed that she w-was doing something really, aah, really, ahhh! Really important to her!" Fluttershy's whole body trembled and she gave a thin, high cry as she plunged over the edge, coating Rarity's lips with her excitement and shuddering visibly as she panted for breath, all with the same oblivious look in her eyes.

Twilight closed her eyes involuntarily as her hips rocked faster, whimpering softly with need. She should stop Rainbow, it was too soon, but she just couldn't bring herself to move away. Convulsively, she pushed up her jumper to bare her breasts and pinched and tugged her achingly stiff nipples. Fluttershy watched with a slightly concerned expression of confused goodwill , and being watched by her gave Twilight the final push. Panting for breath, she shuddered through a long, wordless orgasm, finally pushing back a little from Rainbow's relentless lapping to give her sensitised body a rest. "Oh, wow." she murmured.

"Um, Twilight? Are you okay?" Fluttershy asked gently, a little tremor running through her as Rarity continued working between her legs.

"...yes. Yes, I'm really okay. Thank you, Fluttershy." Twilight managed. Pushing herself up, she took a wobbly step off Rainbow and added "Please stand up, Fluttershy."

"Oh, of course." she murmured compliantly, and carefully rose off Rarity.

Looking down at the two ponies, wetness gleaming around their lips, Twilight smiled and said carefully "Footstool." Moving with a smooth lack of awareness, Rainbow and Rarity lowered their legs and turned around, sliding onto the floor before they each took a position on their hands and knees before their chairs and settled into immobility again.

Twilight settled back into her chair and propped one foot on Rainbow's back, the other gently toying with the colourful plume of her tail. "You can sit down again, now."

"Thank you, Twilight." Fluttershy replied with a little smile, settling down and putting her feet up on Rarity's back. The mesmerised pony gazed thoughtlessly at nothing, motionless.

Twilight picked up her cup of lukewarm tea and sipped. Now how was she going to guide the conversation to where she wanted it? She couldn't remember exactly where they had been. "Would you not tell too many people yet, Fluttershy? I'm not sure we're ready for everyone to know for certain."

"Your secret is safe with me, Twilight! I promise, I won't tell anyone. Have you done anything nice together?"

Twilight giggled. "That's right, Fluttershy, we truly have. I've really been enjoying Applejack coming to see me. We're very happy right now, I never thought I'd end up in a relationship like this when I came to Ponyville. I hadn't even thought of a relationship like this at all." That much was certainly true. "But now that I've experienced it, now that I know what it's like, I'm not sure I could live any other way." she finished thoughtfully.

"I hope you never have to. I'm sure you will both make each other very happy." Fluttershy smiled warmly. "I'm so happy that you like each other. I mean, in a special way."

"What about you, Fluttershy? Is there a special pony you have your eye on?"

Fluttershy flushed pink and looked down, hiding behind her mane as she fiddled with it distractedly. "Oh my. M-me? Um, no, I don't think there's anyone that I could. Look at. That way."

Twilight smiled to herself. "But if there was someone, you'd want them to look after you. You always take such good care of all your animal friends, don't you Fluttershy? I bet they feel loved, and cared for, and completely carefree and can run around all day happy and secure because someone is making sure they're okay."

"I do hope that's true, I wouldn't want any of them to feel scared or sad. I always do my very best for them." Fluttershy hesitated. "Being looked after... does sound nice. Maybe."

Twilight leaned forward. "There's something I'd like to offer you, Fluttershy. Something nice."

"Oh, there is?" Fluttershy blinked.

"Come here and lean in closely, please."

"Um, okay..." Fluttershy pushed herself up and circled the table, leaning down with her head cocked, actually brushing Twilight's lips with her ear. Twilight giggled, then said very softly "Awaken, Fluttershy."

Fluttershy's expression drained away, and she straightened slowly. "I'm awakened, Twilight." she said blankly.

"Yes you are. Okay Fluttershy, all the commands I gave you at my door are ended. You still won't realise any other pony is here, even if they move around or I interact with them. Until I tell you otherwise, you're going to be my puppy. A loving, well behaved puppy. Oh, um. Toilet trained." Twilight winced at that thought. "You won't feel any nervousness or embarrassment. You'll do whatever I tell you to do, because good puppies do as they're told. It isn't important that you wouldn't have done this before today, it's just happened now."

"All the orders are ended, but I still don't see any other pony here. I'll be your loving puppy, and I won't be shy or embarrassed. I'm a good puppy, so I'll do what you say, and it's fine that I'm doing this." Fluttershy recited back to her obediently.

Twilight nodded, and leaned back in her chair. Looking Fluttershy over with anticipation, she added softly "Puppies don't wear clothes. Take off everything you're wearing."

"Puppies shouldn't have clothes, I'll undress." Fluttershy took hold of the baggy green jumper and tugged it up and over her head, revealing her bra clad breasts. Undoing the plain pink bra, she let it fall free, revealing her heavy breasts sitting proudly on her chest. Her nipples were a subtly darker yellow than her skin, and Twilight found herself reaching out to gently stroke them, watching them slowly harden under her fingers. Fluttershy gazed into nothing, ignorant of the way her body was reacting and the gleam of wetness between her legs from her recent orgasm.

Twilight squeezed her thighs together in delight. She just knew this was the way to get to Fluttershy - she could give her a way to feel loved and safe and not self conscious. If she was given a vision of it, Twilight was sure that Fluttershy would take it. All she had to do was give her the feelings to remember.

She looked up at the blank eyed pony admiringly. Her body was something to witness, even after Rarity. Prompted by the thought, she looked down at the two thoughtless footstools. "Rarity, Rainbow. Flanking positions. Applejack, headrest." Taking her feet off Rainbow's back, she watched the two stand up and move to stand stiffly at attention either side of her chair. Applejack walked over from the corner, scarf still dangling loosely around her neck, and moved behind the chair to rest her soft chest on top of the chair back. Twilight shifted position, sitting up a little straighter, and let her head nestle into Applejack's soft cleavage.

"Oh, yes..." she sighed approvingly. "Fluttershy, I'd like you to slumber now please."

Fluttershy blinked, then dropped to all fours and looked around herself muzzily. Her breasts dangling beneath her and swaying as she moved, she crawled forward to Twilight's feet and sniffed them cautiously. With a small, soft yap, she seemed to decide they were good and licked the nearest one.

Twilight broke into surprised giggles, protesting "Hey, those are my feet!"

Fluttershy barked happily, and licked her foot a few more times before planting her ass on the ground and looking up at Twilight with a mournful look in her big blue eyes.

"...wow. You could persuade someone to do anything with that look." Twilight murmured. Louder, she added "Is there something the matter? Do you want something?"

At the second question, Fluttershy barked with a quick nod, then stuck out her tongue and panted as she continued to stare expectantly at Twilight.

"...do you want to play? Play fetch?" she hazarded.

"Ruff!" Fluttershy barked affirmatively, with another sweeping nod of her head. Twilight cast around for what she could throw. With a grin, she reached down and picked up a small scrap of cloth from the floor, tossing it towards the centre of the room. Fluttershy immediately bounded off after it, waving her pink tail happily.

In seconds, she pranced back with a proud look on her face, and her own panties in her mouth.

"Good girl! That's a good girl. Very good." Twilight praised her, taking the damp panties from her mouth. Fluttershy pushed her head against Twilight's hand eagerly, whining happily as she was scratched behind the ears.

"Such a good girl. Ready? Are you ready?" Twilight dangled Fluttershy's pink panties before her uncomprehending eyes once more, then tossed them across the room again and giggled as the pale yellow pony jumped eagerly after them, her breasts bouncing and swaying delightfully. "Goodness, she's so cute." Twilight murmured to herself.

Her eyes strayed to Rainbow Dash, standing straight backed at her side and gazing at nothing. It wasn't as fun to have them posed like that when she didn't have a conscious Fluttershy to be oblivious in front of them, but waking them up now would only distract her. She needed her full attention on Fluttershy to - well, to seduce her. She'd wake them up later, when she was done.

Fluttershy came prancing back on all fours, moving surprisingly naturally, waving her panties in her mouth once again with a proud look. "Good girl!" Twilight told her again, stroking under her chin as she took the panties from her mouth. "Who's a good girl? You're a good girl. Sit up!" Fluttershy immediately dropped her ass to the floor with a thump, sitting with her hands planted on the floor, her arms framing her expansive breasts.

Twilight gave a shivery giggle at the sight. "Beg!"

"Rff!" Fluttershy barked eagerly, and lifted her hands to hold them curled in front of her like paws, looking up at Twilight soulfully.

"That's right. Very good." Twilight praised her, stroking her pink mane approvingly. "Now roll over!"

"Rff, rff!" she barked, and toppled onto her back with her arms held curled against her chest and her legs in the air. Rolling back and forth, she looked up at Twilight for approval with an interrogative little whine.

"That's very good, puppy. You're so good! I think you will really love being my puppy. You can drink out of a bowl, and play fetch, and you'll have your own ball, and you can curl up at my feet. That's something you'll want, isn't it?" Fluttershy looked up at her with uncomprehending eyes, and Twilight shook her head fondly. "Never mind, puppy."

Stroking Fluttershy's mane, Twilight leaned back and felt the soft warmth of Applejack's body pillowing her head. Fluttershy really was very cute like this, and seeing her body shown off so unselfconsciously did give her a little tingle, but... maybe she didn't want Fluttershy to be like this all the time. There just wasn't enough of Fluttershy like this, she realised. If Fluttershy was going to be her puppy, she should be conscious of it. She needed to be aware, like the others were. Usually were, anyway. She glanced again at the ponies frozen at nude attention either side of her.

Fluttershy's tongue lapping at her fingers snapped her out of her reverie, and she smiled softly at the other pony. "Come here." she encouraged. "That's right, you can put your paws on my lap, lean up, that's right..." Fluttershy clumsily planted her hands on Twilight's thighs and leaned up inquisitively. Twilight lowered her voice, and whispered "Awaken, Fluttershy."

"I'm awakened, Twilight." she responded at once, slowly straightening her back to sit upright, and Twilight gave a little start, somehow not having expected the sound of her voice again.

"Oh, um. Yes. Fluttershy, every command about being a puppy is ended, the only order is that you can't realise there are any ponies in the room except you and I."

"I'm not a puppy anymore." Was it her imagination, or did Twilight hear a faint note of regret in her monotone voice? "There's no one here but you and I."

"That's right. Very good, Fluttershy." Twilight praised her, then smiled as she realised she was still talking to her like a pet. The temptation to just start giving Fluttershy instructions was strong, but the last Be More Careful lingered at the back of her mind, and so she reached out with her magic for parchment and quill. She wanted Fluttershy to remember what it felt like to be a pet. Or - she wanted Fluttershy to feel very loved and safe, when she had the idea of being Twilight's pet, and not too embarrassed... but still, a little bit. Fluttershy being totally unselfconscious wouldn't be fun. She wanted Fluttershy to be obedient, and not to worry about the others, or Twilight using her magic on people, but that would wait until she'd agreed to be Twilight's pet...

The quill scratched over the paper. Twilight nodded to herself. "Fluttershy, dress now. Everything will seem like no time has passed since I awakened you the last time. When I tell you that you can be my pet, you will picture everything that happened when you were a puppy, but won't realise it really happened. You'll give me your honest reaction to what I'm offering you."

"I'll dress now. No time has passed. I'll picture everything I did. I'll tell you what I really feel." Fluttershy repeated in her soft voice, gentle even drained of animation. She picked up her bra and damp panties, dressing with simple, unhurried movements.

Twilight watched her as she tugged her jumper over her head and felt a pang of affection for the softly spoken pony. She wanted Fluttershy to be part of her new life. She knew, just knew, that she could make her happy, if she could just make her understand. She shifted, perching on the edge of her chair to make room, and added "Sit beside me please, Fluttershy."

"I'll sit with you." Fluttershy settled down beside her, pressed close by the confines of the chair.

Twilight closed her eyes for a moment, then said gently "Slumber please."

Fluttershy blinked, then shook herself a little as the absolute focus on Twilight faded. "Um, there was something you wanted to offer me? If you don't mind saying so, that is." she added apologetically.

Twilight hesitated. Reassuring herself that she could always start the conversation over if she completely messed it up, which was feeling more and more likely as her nerves overcame her, she said gently "Fluttershy, I think... I think I could make you happy. Really happy."

Fluttershy blinked, and a bright red blush rose in her cheeks, clearly finding it hard to believe she'd heard correctly. "I - but, Applejack - you don't mean that..."

Twilight lifted her hand slowly, and stroked Fluttershy's pink mane. They both flinched a little, nervous tension crackling in the air. "There's something, um. Something going on that you don't know about, I'll explain, I promise, but just - you care so much, for everyone. You have the biggest heart of anypony I know. Would you like to be cared for like that? To not have to worry about anything, and just be loved and played with, and looked after?" Fluttershy's eyes were very wide, and Twilight pushed ahead with a tinge of desperation "Wouldn't it be nice to be my pet?"

The phrase struck home visibly and Fluttershy inhaled quickly, her wings flexing a little and her lip quivering. Her mouth opened and closed and she looked up at Twilight before looking away quickly, overcome with emotion.

Twilight softly stroked her mane again. "I would like that, very much." Twilight added, softly and sincerely.

Fluttershy's mouth opened, and she tried to speak. A little squeak came out. "...um." she managed.

Twilight leaned closer, her heart beating fast in her chest. "Yes?"

"I... I... T-Twilight, do you, are you, I mean..." she shivered, her eyes glistening. "I, I don't understand..."

Twilight's heart caught in her throat. "I have a charm." she confessed suddenly. "When I cast it, people aren't jealous of each other. It can get rid of fear, and uncertainty. Applejack, Rarity and Rainbow, we're all - together, in love with each other. I wanted to offer it to you. I wanted you to be part of it. With us. I thought that, that I knew what you would want the most in the world. The best way to make you happy."

Her eyes widened. "But- but, you can't mean that..."

"I do! I do. I'm so happy with them. I feel so close to them."

Fluttershy looked pinned to the spot, unable to think straight. "Pinkie...?"

"I haven't asked her yet. But I will." Twilight replied softly, watching tensely as Fluttershy looked down at her lap. "Fluttershy?" she breathed.

"I - I want to be happy. It sounds, it sounds really... nice. I- oh goodness, Twilight, I'd never imagined such a thing. But - but when I think about it, it feels safe. I, I think I could... maybe..." She trailed off, then added half to herself "I don't want to feel left out... I don't want to drift away from you all. You're my friends. You mean so, so much to me, if I said I didn't want to..."

"Even if you don't want to, you won't be any less my friend, our friend." Twilight stroked the back of her head gently. "I love you, Fluttershy. I'll always want to be close to you, for you to be happy."

"You - you mean that? Really?" She looked up, peeking through a curtain of her hair, with a desperate expression of longing, nervousness, and borderline terror.

"Yes! Yes, I do. I promise." She meant it. If Fluttershy turned her down, she'd make her forget, let her go, and she'd never think less of her. Any thought of redoing the conversation from scratch was gone, she couldn't have faced it all over again. This was all there was.

She could feel Fluttershy trembling against her. Her body was tense as a wire, ready to bolt at the slightest provocation, and Twilight looked into her eyes with an edge of desperation.

Fluttershy's lips moved soundlessly.

"Yes?" Twilight whispered.

"...please. P-please. Do. I, I don't want to be s-so, so scared." The words were so soft, Twilight could barely hear, but she clung to them with all her might. Her hand moved up to gently stroke Fluttershy's ears, and she struggled to speak, to push out the word that she needed to say.

"Sit." she breathed.

For a moment, she thought it wouldn't take. Then, all of a sudden, Fluttershy slid off the edge of the chair and settled on her knees, before looking up at Twilight with wide eyed desperation for approval. Twilight's heart leapt and she leaned forward, wrapping her arms around Fluttershy's shoulders and stroking her softly.

"Good girl. Good girl, such a good girl." she praised lovingly. Rubbing her shoulders soothingly, she said softly "That's right. Just lean into my hands. Very good girl."

Fluttershy slowly, gradually stopped shaking. A shivery little smile touched her lips, and Twilight felt her own match the expression. Fluttershy was on her knees. Fluttershy was on her knees, all by herself. Not even charmed. Her breathing quickened.

Her hand moved in front of Fluttershy's lips. "Lick my hand, pet. That's a good girl. That's how p-puppies show affection. Lick." she told her gently.

Fluttershy looked up quickly at Twilight, another little tremor making her quiver, and for a long moment she did nothing. Twilight waited, not daring to move.

Her lips parted, and slowly, tentatively, she licked Twilight's hand.

"Yes, yes... that's right, good, good sweet girl. That's right. Keep going." Twilight could barely keep her own voice steady. She was terrified, and exhilarated, and every gentle swipe of Fluttershy's tongue stoked a growing heat that was all the better for the rush of relief she felt. She'd been right. Having Fluttershy be a thoughtless animal was nothing compared to this feeling.

Fluttershy nuzzled her head against Twilight's hand, and something like a trembling look of adoration was growing in her eyes.

Twilight withdrew her hand, and soothed Fluttershy's quick look of nervousness with a smile and a stroke of her cheek. "That's right. That's right. Okay. Can you bark for me? Can you give me a little bark?"

A sudden look of uncertainty crossed her face, and Twilight added gently "It's okay. Just a little one." Fluttershy's lips trembled, then very softly, she managed "Um. Woof."

Twilight giggled involuntarily. Quickly, before her feelings could be hurt, she leaned down and kissed Fluttershy's forehead. "That's right. You did so well. I'm going to take ever such good care of you. You won't have to be afraid."

Fluttershy nodded after a moment, and finally whispered "I'd like that."

Twilight nuzzled her head against Fluttershy's soft pink mane. "I'm going to cast the charm now, Fluttershy. Are you ready?"

Fluttershy trembled again, closing her eyes, and gave a jerky little nod. "Please."

Twilight whispered into her ear. "Awaken, Fluttershy."

The tension melted from her body, her shoulders dropping, and her eyes fluttered. "I'm awakened, Twilight." Fluttershy said with entranced calm.

"Yes." Twilight stroked a finger over her lips tenderly. "You are." The parchment levitated back into view and she glanced back at her three friends, standing motionless and nude around her chair as she prepared to give Fluttershy her instructions. Only Pinkie left, and then...

The quill danced. 'You're not afraid to be my pet. It can embarrass you, but that won't stop you. You like to do as I say because good puppies are obedient. You feel the same lack of fear and liking to do what I wish as long as we're in any kind of sexual situation. You know you're charmed, and you're happy about that because you asked for this. You will trust that anyone I charm, it's for good reasons, so you won't worry about things I have charmed people do. These changes are happening now.'

That seemed to fulfil everything she wanted. Twilight breathed in deeply, then read the parchment aloud. The trio around her chair ignored it, listening only for the keywords Twilight had given them.

"I'm not afraid to be your pet, or when I'm in a sexual situation with you. I'll want to do what you want. I won't let embarrassment stop me being a good puppy. I'm glad you charmed me, Twilight, I wanted this. Anyone you charm, and anything you make them do, you have good reasons. I trust you. You've just made these changes to me."

"That's right!" Twilight impulsively hugged Fluttershy, the mesmerised pony swaying slightly with the impact, then rested her hand on Fluttershy's head as she straightened. "Slumber please, Fluttershy."

Awareness lit her eyes once more, and her lips parted as she released a long sigh. She shivered once, then slowly relaxed. Looking up shyly at Twilight, she whispered "Oh... thank you, Twilight. Thank you so much, that feels much better. I'm - I'm really happy to be here. With you." Nuzzling her head tenderly against Twilight's hand, she added softly "I'd like to be your pet. I would really like that."

Twilight tickled under her chin, and Fluttershy smiled with reflexive delight at her new owner. "I'll brush your mane and tail, and give you a basket to lie in, and sometimes we'll play fetch. Wouldn't that be fun?"

Fluttershy considered, her cheeks darkening in a blush, then she gave a quick, short yap of agreement. Twilight giggled. "Good girl! We've going to have so much fun together."

Fluttershy had gone, disappearing into the gathering evening with a meek little bob of her head and a smile she couldn't suppress, having romped around the room and been cuddled and stroked for a couple of hours. She hadn't taken off a scrap of clothing yet - that she remembered - but Twilight was looking forward to training her to relax while prancing around naked on all fours. With time, patience, and a gentle touch, she'd barely have to touch her mind at all.

That left the other three. Applejack was back in the corner, Rarity a footstool and Rainbow Dash was holding up a candle in her role as Equestria's sexiest lamp. She giggled at the sight, with satiated contentment. "Rainbow, put down the candle carefully. Everypony, line, prone."

The trio stirred wordlessly into motion, Applejack moving to stand before Twilight, Rarity joining her on her right and Rainbow Dash the left. As Rainbow stepped into line, the three bent down in unison and kneeled, placing their hands flat on the floor and looking up at Twilight with blank eyes. As one, they chorused "I belong to you. I will obey."

She shivered, involuntarily pressing her hand over her heart. That was a special sight, to be savoured later when she lay in bed. "Awaken."

"I'm awakened."

"Ah'm awakened."

"I am awakened."

"Okay everypony! All the commands I gave you since you were last awakened are ended, you're not furniture anymore. You won't remember anything that happened since then, but you'll know that time has passed and you've been under my spell." She paused, listening with interest to the variations on her commands the three replied with, then finished with a smile "Slumber now."

Rainbow recovered first, sitting up on her haunches and looking around herself. "Huh? Twilight! Did you just charm Fluttershy, and you didn't let me watch, even when I was in the same room?"

Twilight smiled, a little guiltily. "Kind of."

"Twiliiiight!" she wailed. "She's the first pony you brought in since me, I wanted to see!"

Rarity maintained her position, her breasts dangling between her arms, looking up at Twilight. "May I sit up, my Lady? Thank you." She eased herself upwards, and added "I think it's a very personal experience to be charmed by Twilight. I certainly wouldn't have wanted an audience when I was being introduced to her service. I'm sure Fluttershy will make a wonderful servant, and we will get to see her charmed soon."

Applejack crawled forward on all fours and sat down at Twilight's feet, leaning her head against Twilight's leg and pushing her hat askew. Looking up at her, she asked "So how's Fluttershy to you now, Ma'am? Servant girl, like Rarity? Can't picture her back talking like Rainbow."

Twilight's cheeks coloured. It had, after all, been her idea. "Well, actually... Fluttershy is being my pet. My, um. Puppy."

Rainbow stared at her, and then burst into laughter. "You made her like one of her own pets? She's a dog?"

"Rainbow!" Twilight protested. "It's sweet! It makes her feel safe, and cared for!"

"Rainbow Dash, really! Whatever Fluttershy has with Twilight, we should respect it, and her feelings. We don't laugh at our friends." Rarity said firmly.

Rainbow folded her arms and huffed, flicking her mane, but looked slightly abashed all the same.

"Well, I reckon she'll be cute as a button. Jest as long as she's happy, I'm happy." Applejack tilted her head back and looked up at Twilight, her expression softening. "Happier than I've ever been, come to that."

Twilight gazed down at her and whispered "I love you, Applejack. I really do." She knew she had to gather her resolve. It was past time she let all of them go for the night; Rarity had to see to Sweetie Belle, Applejack had work to do in the morning, and Rainbow had clouds to clear up. If she kept them much longer, somepony was bound to notice. She had to be careful. She knew that.

All the same, maybe just a little bit longer.

Applejack knelt naked before her. Twilight had eyes only for her, watching the farm pony with tingling excitement and listening to the words she had planted in her ear.

"Ah belong to you... I worship you... I must obey you... ah'm your fuckable farmgirl..."

Twilight shivered, running a hand over her own naked breast. Her black cape floated out behind her as she circled the mesmerised pony, then moved in closer and stroked Applejack's lips, feeling them move beneath her fingers in her steady chant. Her nipples ached, painfully hard, her sex tingling to be touched, and she moved to bring Applejack's mouth against her body, anticipating the sweet brush of her lips.

This was perfection. This was everything she had ever wanted. This was-

"You must stop this, Twilight Sparkle!"

"No!" Twilight couldn't contain the cry of shock. She spun, trying to tug her cloak around her with both arms in a vain attempt to cover her body. "It's not what it looks like!"

Princess Luna stood over her, tall and stern, wearing a close fitting tunic and breeches of an antiquated fashion that made her look like an old fashioned duelist. Her hair surrounded her like a cloud, filled with stars, and the expression on her face was one of unyielding purpose.

"No, Twilight Sparkle. This is exactly what it looks like. I have sensed thy dreams, thy growing obsession with power over others. For a time, I had thought that they would fade. I watched the dreams of thy friend, Applejack, that you dreamed of so much, and those were innocent of the power you would hold over her. That is no longer true. She dreams of being thy slave, under thy spell. As has Rarity, and even Rainbow Dash. I could no longer imagine that this was some passing fantasy. You have started down a dark path, and must be stopped."

Twilight hung her head, her cape tangled clumsily around her and barely covering her, intense guilt and shame flooding her and choking her voice to a whisper. "But - I asked them!" Inbuilt honesty, a hard habit to shake, prompted her to add after a moment "Some of them."

"Have you, Twilight Sparkle? Or have you convinced thyself that thy actions are just? With such power to shape others, surely you have decided that their opinions do not matter. I know of the secret desires of those ponies thy actions have changed, and I do not believe they would have agreed to be thy puppets."

She looked down at Twilight, a trace of empathy softening the hard edge of her voice. "I know well the power of obsession, Twilight Sparkle, and how it can turn you to do things you should never have thought possible to those who you most care for." Her hand flung out, pointing at the naked figure of Applejack, still softly chanting. "Is this how you see thy friend?"

Twilight jerked, and quickly shushed Applejack with a word. Her hands fumbled at the ties to her cape and she wrenched it off, pulling it around Applejack to protect her from Luna's iron gaze. Nude, she pulled off her peaked cap and cast it aside as she turned to face the Princess again, trying to cover herself with her hands. "I..."

"From whence did this power come, Twilight? What began you on this path?" Luna demanded.

"It was a, a book I found in the old castle. In the forest." Twilight blurted. "It had an extra charm bound into the book that didn't match the others, I asked Applejack if I could try it, it seemed harmless, but, but it was a spell of control. I didn't know how to remove it forever and then I was constantly thinking about it, and then I was using it, and then Rarity found us and I did it again to hide it, and then I just, couldn't, stop..." Her voice wound down.

Luna shook her head. "A work of dark magic, I am certain. It was a trap laid for you, Twilight Sparkle. I do not remember creating such a thing, but it may even have been a work of my own, in the terrible times of madness. Do not be afraid. I shall end all of this."

Twilight's lip quivered. "What... happens now?" she asked in a very small voice.

"Now thy former friends must be protected from you. You must be taken to Canterlot, and sealed away from those thy magic might hurt, until it can be taken from you."

Twilight shook visibly, the words hitting her like a blow. She couldn't lose her magic! She couldn't! That was, that was her special talent, that was the deepest part of her. She felt herself tremble. "But... but what about Applejack?"

Luna shook her head. "She must never see you again. Nor the others thy spell has touched."

No. No, she couldn't... "You, you can't..." she managed, her voice sounding strange in her own ears. "I can't never see her again..."

"I must. In time, perhaps a cure for the power you have imbued thy victims with will be found, and they will remember fully all those things that you have done. It may even be that in time, you will find their forgiveness, as I have. But they must be protected from you, and you from their temptation. Your life with thy friends is at an end."

Twilight backed away, and suddenly bumped into Applejack. She twisted, looking down at the other pony, and a dagger struck her heart. She loved her. She couldn't be separated from her. Not like this. She could fix this! She didn't have to lose, to lose everything. Her friends, her magic... Applejack. It was too much.

Her arms slowly fell from her chest and sex, and she turned back to Luna slowly with a little shake of her head. "I'm sorry, Princess. I'm so, so sorry, and I know you think this is best for me, but I can't. I can't lose the one I love like this."

Luna didn't even wait for her to finish speaking. A burst of pure, refined power poured down her long horn and caught Twilight solidly, blasting her off her feet. She went tumbling across the room, crashing into the wall, and for a moment was too dazed to move.

"I am sorry also, Twilight Sparkle. I suspected it might come to this. I do not blame you. You only need help."

Twilight's eyes focused. Luna was advancing on her, and Applejack - Applejack was gone. "What? No!" she gasped. It was happening! Applejack was being taken away from her, and the only way she could stop it was- Twilight's horn dipped and twisted as she began the pattern, then frantically dived aside as another wave of force slammed into the wall.

"Do not do this, Twilight Sparkle! This is for the sake of thy friends!"

Twilight couldn't find the breath to argue. She leapt to her feet, balanced on her toes like a dancer, and began the pattern again. A wave of force washed past as she dodged nimbly to the side, tossing furniture and crockery into the air, and still the pattern wound tighter until it came to a close. She tossed her head, unleashing it.

Luna's horn glowed, and something was suddenly frozen before her, a thin, intangible mist of pink and purple. Her voice carried regret. "I had hoped thy will was stronger than this."

Twilight stared. No, this had to work. It had to! It was her only way out, she had to stop any of this from having happened! Her horn danced through the pattern again, and again, there was the merest suggestion of a flicker before it too came to a stop in midair, the second mingling with the first casting and glowing brighter in the air.

"Twilight..." warned Luna, her horn's glow intensifying.

Of course. Luna might be able to block the spell, but she hadn't worked out how to discharge it safely, and while her horn was busy, she couldn't cast any more of the concussive blasts. The two spells hung in the air, smoky tendrils of pink and purple mingling.

Twilight took a deep breath, and lowered her horn. The pattern of the spell was second nature to her by now, and she felt her own power surge within her as she cast it. Another tracery slammed to a stop, mingling with the others. Reinforcing the others. Another.

"Twilight Sparkle!" Luna bellowed. Twilight ignored her. Another casting, and another, and another... the mingling traces of the spells were now glowing brightly enough to light the room with their radiance, and their random swirling motion becoming purposeful. A solid beam of purple light from her horn poured more and more power into the conjuration, the great glowing mass of light beginning to rotate around the centre. The threads of light were pulled into a slowly rotating spiral, shimmering and crackling with magic, and the glow of Luna's horn began to wane in the face of it. The great spiral reflected in her sparkling eyes, and the dark blue glow of her magic flickered.

Flickered again.

And went out.

"No! You must not!" she cried. The energy crackled in the air, coiling about her arms and legs, then all at once the huge spell poured in a shifting torrent into her eyes. The last trace of it vanished into her, and the blazing light winked out. Twilight dropped to her knees, catching herself on her hands, and looked up at Luna's expression of deep confusion.

"But I don't feel any-"

"Awaken! Awaken! AWAKEN!" Twilight shouted.

She burst upright from her blankets, confused and disorientated at the sudden darkness. Trying to get her legs under her instinctively, she tangled herself in her sheets and toppled out of bed, painfully crashing to the floor.

Silence returned.

"What." Twilight croaked. She automatically reached out with her thoughts to light a candle and recoiled, her magic aching within her like a muscle about to cramp from overuse. She was bathed in sweat, her sheets soaked.

Slowly, moving like an old woman, she untangled herself and sat up. It was a dream. Luna. Luna had been in her dream! She'd seen everything, if she told Celestia that would be it! The end of everything! Being her apprentice, loving Applejack, having magic, ever seeing her friends again! Her hand covered her mouth, horrified. On the other hand, if the spell had actually worked, that could be even worse, since Luna could now be standing mindless somewhere in Canterlot, unable to wake up or hear anyone but Twilight.

This was a catastrophe.

Please, please, let it have just been a dream. Please let it just be a dream. The same words looped over and over through her mind as she made her way downstairs and paced nervously back and forth across the room. Picturing Celestia suddenly appearing before her in a blaze of glory, Twilight winced again and pulled on a slightly tatty dressing gown over her loose pyjamas. If only Spike was here, she could have sent a message, she could have confessed, asked them to look for Luna. Either Luna was going to tell Celestia or she was going to be found motionless under a spell, so it was the same thing either way.

She grabbed her head in both hands and moaned. How hadn't she seen this coming? Was it just not wanting to realise that Luna had seen into her most depraved dreams? She should have thought of this!

This couldn't be happening.

She dashed into the kitchen, and put on the kettle with quick, jerky movements. Tea. Soothing tea, and a list. She just needed to write out some kind of list of what to do in these circumstances, and not panic. The water boiled, and she poured it into a cup, adding a generous spoon of honey to her tea.

The first sip was scalding, but she endured it, and took several more. It helped, a little. Maybe she should-

A loud knock sounded through the silent house, and Twilight jerked in shock, the mug slipping out of her hand and smashing on the floor in a spray of tea and pottery. Scrambling towards the door in an undignified rush, her mind blank with panic, she unlocked it and wrenched it open to face her judgement.

Luna stood on her doorstep, looking down at her in the cool moonlight. "May I enter, Twilight Sparkle?" she asked. Her tone was completely normal.

Twilight's train of thought derailed, screeched along the tracks in a shower of sparks, and burst into flame. "...uh. I. Yes."She stepped back slowly into the room, and Luna entered, shutting the door behind her.

Animation drained from Luna's face, and she dropped smoothly to her knees. Her softly glowing eyes came to rest on Twilight's, and she spoke with thoughtless sincerity.

"I am awakened, Twilight Sparkle. I have been the greatest of fools to ever consider myself thine equal. You are my Queen, my Goddess, and I thy unworthy supplicant. I worship thy divine body. I am thy craven slut, thy whore. My ass is thine to abuse. My breasts are yours to take. Place me in the position I deserve, use thy humble plaything howsoever you wish, I beg of you."

Silence fell, a long silence, dimly lit.

"What."

Author's Note

I have been waiting for this moment ever since I started this. Also, Fluttershy is a puppy!

12: Focusing Zecora

Twilight felt the hysterical giggle trying to rise to her lips, and pressed it down firmly. If she started, she wasn't sure she'd ever stop.

Princess Luna, the glorious Princess of the Night, the magnificent, the powerful, the endlessly beautiful, was kneeling mindlessly in her living room. Her power, her magic and her perfect body were hers to command, her mind hers to reshape into whatever she wanted.

Her hand trembled as she wrote, out of practice at writing with her hand, but her magic still throbbed with the dull ache of overuse. The first line read 'What.' This had been crossed out. Below, it continued 'Why did Princess Luna come here? Is this another failsafe? Why did she only enter her charmed state when she crossed the doorway? Does anyone know she's here? Does anyone know about me? Will Celestia notice her absence? Have I gotten away with it? Why did she say so much when she awakened?'

It was the middle of the night. At the very least, her absence probably wouldn't be noticed until morning...

Twilight looked out of a high window, at the moon shining gently between the branches. A moment of stillness came and went, then Twilight began to giggle. It broke into heaving laughter, hysterical, borderline terrified, and it took her several minutes before she could rein it in. Finally, clinging to the dresser, she managed to write 'Don't forget to make Luna lower the moon.'

She had literally taken possession of the Goddess of Night. The knowledge kept forcing little trembling giggles of disbelief past her lips, even as she dragged a chair across the floor and sat down before Luna's motionless form. She took a deep breath.

Okay.

"P-Princess Luna."

Luna's gaze hadn't ceased tracking her since the moment she knelt, but somehow, she seemed to listen more intensely upon being addressed. She wore the dark blue tunic and breeches from Twilight's dream, small, modest cut outs exposing the cutie marks on her thighs. She was power and grace, dignity personified, and she was still kneeling on Twilight's floor. Her hair billowed soundlessly despite the lack of breeze.

"I. Um. Why did you come here?"

"I was not in thy presence, my Goddess." Luna replied with serene sincerity.

She hadn't ever experimented with triggering any of the others when she wasn't standing right next to them. Or was it a safeguard against triggering someone in public? No, that couldn't be it. She'd awakened Applejack in front of Rarity, and even if Rarity had been under her control too by then, Applejack couldn't have known that. Unless the spell did. She'd have to try it somehow. That would mean triggering one of her toys - her friends, she corrected firmly - in front of someone she didn't yet possess, but she could always charm them afterwards...

Triggering the charm at a distance was harder. Maybe she could make something to relay her voice, and try that under controlled conditions? Surely a recording of her voice wouldn't work, or the charm would be horribly insecure... She made rapid notes. Clearly she'd been spending too much time having sex and not nearly enough time experimenting to find out more of the charm's rules.

Twilight looked up. "Do you have to come to the person who charmed you when you're awakened?"

"Yes, my Goddess."

Still, that didn't explain why she'd come inside first. Was she compelled to seek privacy first? "Luna, why didn't you awaken as soon as I opened the door?"

"I was not in the same location as you were, my Goddess."

Objecting 'Yes, you were' wouldn't achieve anything. She had to phrase the question better. She really had to find out why Luna kept addressing her like that, too. "Where was I, and where were you, when I opened the door?" she hazarded.

"You were inside thy house, my Goddess, and thy unworthy slut was outside it."

That made sense. She'd stepped inside, then they were both inside Twilight's home, so she had succeeded in coming to Twilight and awakened. Could it be that she'd have been as specific as coming to the room Twilight was in? More experiments.

She moved down the list. "Does anyone know you're here?"

"You, my Goddess." Luna replied blankly.

Haystacks. She had to be specific. "Does anyone other than myself know or suspect you are in Ponyville?"

"No, my Goddess."

"Does anyone have a reason to wonder where you are- no, never mind that." Too vague. "Do you believe anyone is alarmed or concerned about your behaviour after you met me in my dream?"

"No, my Goddess."

A good sign. Whatever compulsion she'd been laid under, she probably hadn't done anything so obvious that she'd have worried people when she left. "...have you suspected for long that I was using a spell to control other ponies, and have you told anyone?"

"I have suspected thy use of such power for more than a week, my Goddess. Thy humble servant has not told anyone of her suspicions."

"Will -" Twilight swallowed, feeling the name stick in her throat, but she managed to continue. "Will Princess Celestia worry, if you don't speak to her for a few days?"

"Only a little, my Goddess. It is not unknown for thy worshipper to spend time away from Canterlot."

This was the really important one. "Do you think anyone suspects my secret?"

"Yes, my Goddess."

Twilight stiffened slightly. "Who?"

"Thy friend Pinkie Pie suspects something is amiss, my Goddess. She has consulted Zecora of the Everfree Forest. Zecora does not yet seem to believe."

Pinkie Pie and Zecora. Okay. She had intended to ask Pinkie to join them, and even allow her to turn her down, though she was still worried about her strange not-quite-magic. Zecora would just have to be next. A vision of the striped pony on her knees flashed before her, not for the first time, and she lingered on the idea before she finally put it to one side. Celestia didn't yet suspect, that was the important thing.

She just couldn't face the thought of the sheer disappointment and outrage on her mentor's face that knowing the truth would bring. Especially now she'd charmed Luna. The very fact that she'd succeeded in using it on her, even with the full power of her desperation in casting it, meant that the charm was very, very powerful indeed. Twilight checked the last item on her list; the way Luna had announced her awakening. It had been pretty lavish. And enjoyable.

"What made you declare my ownership of you when you awakened, Luna?" she asked mildly, eyes still on her list.

"I was ordered to speak thusly when I am awakened."

Twilight jerked bolt upright. "What?"

"I was ordered-"

"Is this the first time you have been charmed by this spell, Luna?" Twilight demanded. Her heart pounded, shocked to her core.

"No, my Goddess." Luna replied serenely.

"But - who? Who did this to you?" Twilight's eyes were wide, and she had a horrible premonition of what Luna was about to say.

She was wrong. "Celestia, my Queen, my Goddess." Luna answered, in tones of brainwashed calm.

Twilight's mouth fell open. "But- what- I- what, Celestia?!"

"Yes, my Goddess."

That couldn't be true. It couldn't! Celestia would never, she could never, she wouldn't even think of such a thing, she just, just...

'I have been the greatest of fools to ever consider myself thine equal.'

No. Surely...

'You are my Queen, my Goddess, and I thy unworthy supplicant.'

...surely, she wouldn't...

'I worship thy divine body.'

...but she had. The words had never been intended for Twilight. They were to be spoken when Luna was awakened by her true owner.

Her sister, Princess Celestia.

The quill dropped from her nerveless fingers. This was impossible. Celestia? The soft spoken ruler with a heart great enough to encompass all ponykind? The radiant sun in pony form? Fucking her sister?!

There was just no way.

"Are you sure?" she asked desperately, despite realising how nonsensical the question was.

"Thy slut is sure, my Goddess."

But why was Luna addressing Twilight that way? The devotion she'd recited was tied to the moment she awakened, but surely whoever (Celestia) had charmed her, they would have told her to address them as Goddess.

Hang on. "You were told to address 'your Goddess' this way, weren't you? Specifically, told to speak like this to 'your Goddess'?"

"Yes, my Goddess."

"And the person who awakens you, you declare they are your Goddess, don't you?"

"I do, my Goddess."

"So whoever awakens you is your Goddess, and has to be addressed appropriately?"

Luna nodded. "Yes. You are my Goddess, Twilight, and I thy humble whore for thy use."

That was it. The instructions weren't meant to work that way, but until Luna had been charmed by someone else, they (Celestia!) would never have realised.

Okay. Even if... even if Celestia had charmed her, she might not have done anything to her, right?

'I am thy craven slut, thy whore.'

That could have just been something Celestia made her say, without-

'My ass is thine to abuse.'

-without acting on it. She tried to speak slowly, and calmly. "Luna, has Celestia ever touched you, um. Sexually?"

"Yes, my Goddess. Do you wish to hear of thy whore's degradations?"

Twilight's mouth dropped open. Luna gazed at her patiently. "I- yes?" she replied weakly. "Tell me."

"I will speak of a degradation. Celestia, my Queen, came to me whilst I was gazing upon the moon one night. I was that foolish self which could not understand her true majesty, and bade her leave. I was concentrating on the stars, and felt no wish to speak. She commanded my awakening, and I yielded. My mind yielded. I became desperate to obey her every desire. I understood her divine power. I grew aroused, eager to offer her my body. My sex shone as I removed my clothes."

"Wait." Twilight managed. Luna was more articulate in her awakened state than any of the ponies she'd charmed before. Was that because Celestia was better at commanding her? Did she have pre-existing orders to be more verbose? And, she had to ask-

"Are you wet for me, Princess Luna?" she whispered.

"I am, my Goddess. I am aroused when I am charmed. My body must be ready to perform for thy pleasure. My sex is thine." the Princess replied compliantly.

Twilight squeezed her eyes shut. Princess Luna was on her knees. Wet for her. Almost begging to be used. She couldn't handle the sudden twist from open mouthed, end-of-her-world horror to one of the most terrifying, arousing things she could have ever imagined. Her body didn't know what to do. Twilight gripped the chair arm tightly, pushing out word by word "G-go on, please continue. Um. And, um. S-show me."

"I will reveal that which is thine as I speak." Luna's gloved fingers moved to the buttons of her tunic, and she slowly began to undo them, one by one. "My Queen wore a dress of purest white silk. The skirt fell in waves from hip to toe, elaborate and embroidered with delicate images of the sun, that which was her mark and domain. Thy foolish slut had not realised that which she wore beneath, concealed by the billow of her perfect garments."

Twilight leaned forward, unable to stop herself. The tight fitting tunic burst open as the final button released, revealing a sleeveless white shirt beneath, and the mesmerised pony wriggled her shoulders to work the tunic down her dark arms. "It was then that she chose to unbind her skirt, and allowed it to fall to the floor in a shimmering pool. Revealed, I beheld a stout white shaft of pure porcelain, bound to her hips by an elegant harness of white leather. These, too, were marked by the symbol of my Queen, the unconquered sun."

Luna lifted the shirt over her head, the fabric momentarily gathering her mane of stars and darkness together, then it was released again as the shirt dropped to the ground. Her modest dark blue breasts swelled behind a bra of almost the same shade, detailed with intricate lace, with a pristine white moon forming the front clasp. "Bewitched, those memories which had been taken from me were returned, and I recognised this shaft. It had taken my mouth, my sex, slid oiled betwixt my breasts. It was a tool of her power, and my worship. I moistened further."

Twilight gazed at Luna with rapt fascination as she spoke, watching her lips shaping each word with a kind of archaic precision. She'd had never realised how sexy her accent could be before, how hot it was to listen to that voice describe her body being fucked by her Mistress. Her sister. Twilight was barely aware of her own whisper. "Be more detailed."

"I will give you every detail." Luna slowly stood up, and swayed her hips from side to side as she undid her breeches. Turning, she bent over and presented her ass for Twilight's appreciation as she worked her knee high boots down her legs, and off. "I licked my lips. I anticipated that my Queen should fill my mouth with her shaft. She often did this while I was in her thrall, to moisten the shaft to penetrate my yielding body. She spoke, her voice soft and rich. She spoke to me as a mother speaks to their child, with warmth and compassion. 'My beloved sister,' she said, 'I would be very happy if you would suck your Queen's cock. I should hope that you would finger thy sex while you worship me.' I could not deny her request. I had no wish to. I collapsed nude to my knees and parted my lips, sinking my mouth over her smooth, cool shaft. Thy slut's fingers found their home within mine sex."

Luna hooked her fingers into her waistband, and worked her breeches down her legs. Inch by inch, her firm ass came into view, scantily covered by lacy panties which matched her bra. Her cheeks were marked on both sides by a pool of darker, midnight blue and Twilight watched, entranced, her hand slowly reaching out but not quite daring to touch. Luna's tail swayed, an arch of stars. "There was silence, broken only by the wet sound of my fingers within mine sex, and the smack of my lips upon my Queen's shaft. She stroked my head, and spoke. 'You've worked very hard at getting better. I'm very proud of you, Luna.' I glowed with joy, and drew her divine cock deeper into my mouth. I wished with all of my heart to praise her aloud, but could only wish that my Queen wouldst see the worship in mine eyes as I looked up at her, my lips shaped around her perfect shaft."

She could picture it. She could hear the words, in that familiar voice. Almost hear them spoken to her. You are my most devoted fucktoy, Twilight. Her fingers grazed Luna's skin and they both jerked as one, Luna gently pressing her ass back against Twilight's hand, while Twilight struggled to deal with the wave upon wave of arousal and confused lust crashing down upon her. After a moment, Luna slowly turned and took hold of the front clasp of her bra. "I fellated her faster, thrusting my fingers into my sex and driving my hips against them, and it seemed to me that my Queen sensed my urgent pleasure, for she lifted a hand. I ceased all movement at once. 'You look just wonderful, my dearest sister. I would wish for you to take hold of the railing with both hands, and offer thy cunt to me. Would you do that?' she asked. I lifted my head from her glorious shaft, tempted to move with excess urgency but constrained by her previous commands to shift position with gracious calm, and gazed longingly into her beautiful eyes."

Luna unfastened the catch, and let the bra fall open. Her firm, proud breasts stood out from her chest, dark nipples achingly hard and blue-black. "'I could wish for nothing more than the honour of being thy unworthy whore, my Queen. I beg of thee, ravish my body with all thy might. All that I am is yours.' I turned and lifted my ass on high, parting my legs and allowing my Queen to do as she wished with my glistening sex. I felt the night breeze upon my bare skin and looked out over the railings for league upon league, gazing at the scattered lights like earthbound stars and wishing truly that all ponykind should step outside and look up, to watch my humiliation. I felt the saliva slick touch of the cool porcelain shaft against my heated nethers, and I groaned with deep and abiding lust. I gripped the railing tighter, for fear I would thrust myself back in too great an urgency. It was my sister, my Queen, who would dictate how and when I was roughly fucked."

Luna's fingers slid into her panties, her sparkling eyes gazing into Twilight's with the mindless attentiveness of the focused. Each movement was unnaturally smooth, a thoughtless calm underlying her words. "'Please, fuck thy whore. I do not deserve it, but I crave it. I beg of you, my Queen. I cannot live without it. Fuck my eager sex.' I wished for nothing more than to be her sexual plaything, forever. She laughed, softly. 'Very well, Luna. Just this once.' she teased me, and she thrust her shaft into my body. It was bliss. It was the purpose of my being."

The enthralled princess bent forward, and pushed. Her panties slid down her thighs and dropped loosely to the ground, flicked aside by her foot to land neatly with the rest of her shed garments. Straightening, Luna parted her thighs and rested one hand lightly at her hip, fully exposed. Her sex was bare, flushed deeper blue and glistening with eager wetness. She was naked, beautiful, and perfect. Twilight whimpered aloud.

"Show me-" she managed, swallowing. "Show me how you touched yourself."

Luna folded gracefully to her knees once more. "I will show you the way I touched myself at my Queen's command, my Goddess." Her hand slid between her thighs, and slowly, deftly, she began to stroke her parted fingers up and down her slit. Wetness gleamed on her fingertips. Her lips formed a pale blue ring, and smoothly, she leaned forward and began bobbing her head back and forth as she worshipped a shaft that wasn't there.

Twilight's mouth fell open. That wasn't what she'd meant! She'd just wanted Luna to play with herself, not re-enact the scene she was describing...

Luna was gasping, quick, sharp little breaths as her fingers slid in and out of her. Almost without meaning to, Twilight slowly rose to her feet, and stepped forward. Luna's eyes met hers, worshipful, hungrily aroused, and her mouth sank deeper until her lips brushed Twilight's pyjamas. Her head was tilted back, slender horn bobbing in the air, fingers buried deeply in her cunt.

Uncontrollable lust flooded over Twilight like a dam breaking. All her hesitation and confusion fell away, destroyed by her single need. Buttons flew from her top as she yanked it open, baring her small breasts to the air, shrugging out of her top and dressing gown in one jerky movement. Feverishly, she yanked down her pyjama bottoms and kicked them aside, before taking her place nude in front of Luna, standing over her.

"You worship me. Me." Twilight whispered, and Luna gave an urgent nod, unable to reply as she re-enacted her worship of her sister's artificial cock. Twilight's own fingers found their way to her sex and stroked roughly. "Keep fingering yourself, and go on with your story!" she commanded shakily.

"I will continue as I finger myself, my Goddess. My Queen's shaft slid into my body, and I cried out aloud with joy to be so defiled by her. I could not see her, only gaze into the dark and hold fast to the rail. She chastised me, with tender words. 'Luna. If you keep making such noise, everypony will hear you.' I could not have desired such humiliation more, but my Queen did not yet wish it. 'Thy whore offers her deepest apologies!' I panted for her. She drove the shaft firmly into mine nethers, over and over, gathering my tail into her hand and drawing me back against her thrusts. I cried out for her. She struck my ass, and I thanked her. 'I beg thee, fuck your humble slut! Fuck thy property!' I shook. I trembled. I could scarcely breathe."

Twilight knew how she felt. She could barely stand, her shoulders shaking, her fingers desperately thrusting in and out of her, watching Luna's hands and mimicking her every move. Her body rocked, barely able to cling on, shuddering at the edge of orgasm. Luna's voice continued relentlessly, her calm tones coloured by the arousal wracking her body. "I could no longer restrain myself. My resolve weakened and I found myself to be desperately thrusting back with my hips. My Queen laughed once more, a soft and lovely sound. 'You're nearly there, Luna. You've done very well, I'm proud of you. Please cum now.' I tried to respond, but could not, for I was - already - cumming -"

Luna's voice hitched, her lips parting and eyes unfocusing as she came powerfully, small sounds jerkily escaping her. Twilight couldn't stand it, the sight triggering her own body into an orgasm ferocious enough to nearly shock her senseless. Her cry rang out around the tree house, and she collapsed bonelessly into her chair, shivering with the aftermath.

Barely conscious, Luna's description of Celestia ordering her to dress and forget flowed past her without truly registering, and it was only when she fell silent that Twilight looked up and focused on the kneeling princess once again, still obediently playing with herself. "...stop. You can stop now." she croaked.

"I will cease touching myself, my Goddess." Luna replied, withdrawing her fingers and resting her hands, palm up, on her thighs.

Twilight rubbed her head, her mane tangled and messy from sleep under her fingers. She was exhausted, now that the rush of her climax had died down, and barely able to keep her eyes open. She needed to make sure Luna dealt with the moon and the transition from night to day smoothly, and she needed her not to do anything about Twilight's use of the charm. But she couldn't just make her forget it, not without knowing what she was making her forget.

There was one way, one simple way. It would have its own problems, but she could deal with them when she was much more awake. "Princess Luna, you're aware that I have charmed you. You are aware of coming to me tonight, and you know that you were not naked when you entered. You don't care. You are loyal to me, and want to help me. You have no problem at all with my using the charm on anyone I want to. You will want to do as I ask." That ought to let her disobey if she had a really good reason to, like not letting the moon get stuck in the sky.

"I know you have placed a charm upon me, that I was drawn to you though its power, and I was not nude when I fell fully under your thrall. It does not matter. I am loyal to you, and wish only to help. You have the right to control anyone you desire, and I will do as you wish, my Goddess." Luna replied calmly.

This was risky. This was not Being More Careful. But she couldn't leave her charmed all night, and she couldn't think of anything better. Sitting up in her chair, she said hesitantly "Slumber."

Luna's eyes flickered. After a silent moment, she spoke, her voice more composed. "Twilight Sparkle. You have... placed a spell upon me."

Twilight's heart thudded. "I- yes."

Luna looked down at her nudity, then gathered herself and rose to her feet. Gazing at Twilight's face, she bowed deeply. "I am conquered by thy power. I shall serve at thy whim."

Twilight bit her lip. That was... arousing, and terrifying. "I need to talk to you in the morning, but I really need sleep. Will you stay until then?"

"Anything you desire. Shall I be sharing thy bed?" Luna asked seriously.

She hadn't even considered it. "...would that, um. Interfere with your duty? Raising the moon? Ending the night?" She couldn't be having a serious conversation about whether the night would end properly, based on her sleeping arrangements.

"I will lie with you without sleeping, Twilight Sparkle. I shall ward thee through the night, and shall rise to end the night." Luna bowed her head, dignified in her nudity.

She truly was beautiful. Breathtaking. On her knees, aroused, Twilight had felt like she owned her. Now, she was truly reminded that she was sat naked in front of a Goddess. A real one. Quietly, she answered "I'd like that. Please."

Twilight awoke, and gazed into a field of stars. For a moment she struggled to comprehend where she was, before she refocused and realised she wasn't seeing the night sky, but a billowing cloud of light and darkness much, much closer. Memory struck home.

Luna.

The sun had risen, casting warm light through the windows, and Luna's warm body was pressed against her, her head turned away. Twilight opened her mouth to speak, then heard soft and unmistakable, a little snore. The urge to giggle hysterically rose in her again, and she firmly pushed it back down.

Luna was asleep in her little bed, pressed close against her side. She could feel the ethereal softness of her tail across her legs, the curve of her ass pressed against her skin.

Oh, Twilight, she thought. What are you doing? Relaxing back into the bed, she looked up at the wooden ceiling and traced the familiar grain with her eyes, as she had a thousand times before. Celestia. She couldn't deny it, not after last night's performance. Unless Luna had lied?

No. Luna couldn't lie, not while awakened. Or could she? Was there a way to make someone lie while awakened? She stiffened. There had better be, because if there wasn't, the next time Celestia enthralled her sister (Her sister!) and happened to ask the wrong question, Luna would gladly tell her everything. She caught her lower lip between her teeth. That... probably wasn't good. What did being caught by Celestia even mean, now she knew this? Would she still be furious? Would she be furious that Twilight had enthralled Luna?

What would she feel, she asked herself, if someone she knew was using this charm. Octavia, to pull a pony out of the air. What would she feel if Octavia had controlled and had sex with, say, Applejack. Even as she constructed the hypothetical, she already knew the answer. She would be furious, Applejack was hers, and she couldn't afford to have someone else running around using the charm anyway. The very first thing she'd do was to enchant Octavia, and make sure she'd never cast the charm again.

Celestia probably wouldn't take her magic away, not like Luna had believed was necessary. She didn't have to, when she could just rewrite Twilight's memories, and none of this would have ever happened. Assuming she wasn't already under Celestia's control. After all, how would she know? For all she knew, she'd never found the book in the castle at all, she'd been taught directly. For all she knew, all of this could have been a test. One she was failing. Or, somehow worse, she was succeeding at...

First, check the book is actually real. Use Luna to be sure she's seeing the same thing - no. If Celestia found out through Luna later, she'd know the source too. Use someone else. Second. Can someone lie while awakened? If they could, then she couldn't trust anything Luna had said, no matter how plausible it seemed. Third. She needed to finish the derivative spell to detect lingering traces of the charm, urgently. She needed to know if she had been charmed. Unless she'd also been charmed not to find out... no. She wouldn't be fretting about it this much if she wasn't allowed to realise it was true. Fourth. How in the world had she affected Luna through her dream?

She glanced at Luna's sleeping form, and bumped that question up a few notches. Either it had been Luna's power, connecting to her in her sleep and forming a bridge, or else the spell was deliberately crafted to be effective through dream states. Which was fascinating... but dangerous, and could lead to real trouble if the charmed person immediately set off to see her. Ponies getting out of bed and calmly walking through Ponyville in the middle of the night to her door would definitely attract attention. She should be noting these down, if only she had a quill...

The thought tailed off, and she nuzzled closer to Luna. There was a faint scent to her skin, like wet grass at night. Maybe she could just lie there for a while, and stop thinking. That could be nice.

"Good morning, Twilight Sparkle."

Twilight lifted her head from the back of Luna's neck, and the Princess rolled over to face her. There was a serenity on her face that was different from the blank, attentive mindlessness Twilight was increasingly used to seeing.

"Good morning, Princess Luna." Twilight replied politely.

"Was thy rest pleasant?" the Princess inquired. The blanket slid off her shoulder as she propped herself up on one arm, half-revealing one shapely breast.

"Um. Yes. Very much so, thank you. Thank you for staying the night."

"It was my pleasure, Twilight Sparkle. I have not spent a night with another in some time. Your company was pleasant."

Despite the situation, Twilight was intrigued. Of course, she didn't know what Celestia had been doing to her, out of her awakened state and without direct orders to remember. Still... "No one? Not since your return?"

Luna shook her head. "In truth, the shadow of my madness is long. I was the darkness that haunted the night, Twilight Sparkle, and even those whom have forgiven that have not entirely forgotten. If I draw too close, there is a flicker of fear. For the power that I hold, for my rank, and for my history. Only those whose desire for advancement is stronger than their reticence dare seek my company, and I hold no wish to involve myself with such ponies. I had resigned myself to await the growth of those yet unborn into the full blossom of adulthood, free of the stories of my past. Then, perhaps, I might seek out one who would not shy from me." A small, wistful smile touched her lips. "I had never imagined that I might be conquered so. You do not fear me, Twilight Sparkle, for I am thine. I had missed the warmth of another."

There was a long silence. Twilight didn't know what to say. It had never come to her in quite the same way that the princesses were both so different, and so like every other pony. They loved, and were lonely, but could decide simply to wait out entire generations with the implacable patience of immortals. Perhaps there was a reason Princess Celestia had taken her sister as her enchanted lover, someone she could relate to. Impulsively, Twilight wrapped her arms around Luna and her lips found their way to hers, kissing the divine being tenderly. Luna's lips were soft, and her answering kiss almost shy, hesitant.

"I think you're wrong, Princess." Twilight said gently. "There are ponies who would trust you. Even before I had this, this power, I trusted you."

"You had defeated me before, Twilight." Luna replied quietly. "Nonetheless, I appreciate thy words."

Twilight snuggled closer to the taller woman, and stroked her back gently. She wasn't sure what to say. Truthfully, it would be hard for ponies to see through the Princess, the rank and power, and find the pony behind it. She'd always admired, even adored, Celestia. She was her mentor and her friend. All the same, she'd always been intimidated by her, a little. So afraid of disappointing her, afraid that she might just walk away if Twilight failed her.

Maybe Celestia had seen that - not fear, but awe - in her eyes. Maybe that had stopped her from speaking to Twilight the way she'd wanted to. Might she have told Twilight about the charm, the truth, if she'd not been so dazzled by her?

It was so hard to think of the Princess as someone that might take her happiness away...

"Luna?"

"Yes, Twilight?" She regarded Twilight quietly.

"How did I... charm you? When I was asleep?"

Luna frowned slightly. "There are magics that can reach through dreams. I have encountered them before, though rarely. Very rarely. Not since long before my madness, and banishment. Alone, I do not believe thy power could touch another's dream, but I had not imagined such a thing could strike at me through you. My power was the link between thy magic and my thoughts. I had thought to confront you in a realm where thy power could have no sway, where you might believe yourself to fight, and be defeated. It was only when I blocked thy spell that I knew this curse was truly seeking me, from your mind to my own. I was a fool, and so I was defeated. Were thine words true, that this thing came unto you by chance?"

Twilight nodded quietly. "Um. Yes. I don't fully understand it, but it's really complicated. The more time I've spent studying it, the more layers I find. It feels - old. Really old, in places."

"It is thy own now, to do with as you wish. However I may assist you, I shall."

Twilight mentally put a check by the fourth task. Make that a tentative check. Although it did give her another idea, which she really had to try... but first things first. Knowing the spell had dreamlike components would help in picking it apart, but that would have to come later too. She needed to test if Luna could lie to her.

"I'd like to charm you, now. I need to check some things about how the enchantment works." she said politely.

"Whatever thy wish."

"Awaken, Princess."

Luna's beautiful eyes glazed over at the command, and she once more recited her elaborate declaration of submission, in her classically accented monotone.

Oh. Yes. She couldn't deny that Luna's speech sent a shiver down her spine, but if she was going to awaken her several times, it would be better to stop that for now. "When I awaken you, you will only confirm you are awakened."

"I shall only state that I am awakened to you, my Goddess."

...that could stay. "Luna, have you been commanded to lie about anything while awakened?"

"I have not, my Goddess."

Twilight thought carefully. "Luna, when you are awakened and asked questions, you will respond to them as if I have never charmed you and you have never suspected me of using the charm."

"I will deny you have ensorcelled me, or that I ever imagined you could, my Goddess."

"Have I ever charmed you?"

"No, my Goddess."

Success! Luna could lie. Which was going to make it easier to hide what she'd been doing, and impossible to trust her testimony. She firmly told herself not to rush to conclusions: she had more testing to do first.

"Have I ever commanded you to lie for me?"

"You have not, my Goddess."

Later orders had seemed to overrule earlier ones. How about- "End all commands you've been given. Have I charmed you?"

"All instructions are ended. Yes."

Twilight frowned. So even though she could have Luna lie for her, if she was told to clear any commands given to her, she would. She hadn't addressed Twilight as Goddess, so she'd successfully cancelled Celestia's commands too.

"Recite the names of those who have awakened you."

"Celestia, Twilight Sparkle."

So much for pretending it hadn't been Princess Celestia. She'd wanted to believe it, but she hadn't. Not after Luna's performance of her memories; it had been too vivid, too real. "All the commands I just ended are resumed. Tell me the names of those who've awakened you."

"Celestia and Twilight Sparkle, my Goddess."

Twilight frowned. Why had she listed Twilight's name? The command to lie about Twilight should have been back in force... "Who has awakened you in the past?"

"Only Celestia has awakened me, my Goddess."

"That's it." she murmured aloud. "If I ask you a question, you'll tell me what I've ordered you to say, even if it's a lie. But if I order you to tell me something, that's a new command, so it overrides the older command, and you tell the truth. Haystacks."

Luna gazed blankly at her. Twilight sighed, thinking. It all depended on how Celestia worded any questions. If she just asked, Luna would lie. If she was ordered to tell Celestia something, she'd tell the truth. It wasn't nearly as secure as she'd hoped.

At least she could check all of her own ponies for tampering - she'd better do that as soon as she could. "Slumber please, Luna." she added distractedly.

Luna's eyes flickered, and her shoulders relaxed a little as she adopted a more natural pose. "Did you find that which you sought from me?"

"Kind of. Thank you. I have a lot of research to do."

Despite the definite attractions of staying in bed with Princess Luna, Twilight had a puzzle to work on, and even a beautiful, brainwashed, nude demigoddess couldn't keep her from it. Some instinct didn't wish her to reveal to her friends that she'd taken Luna yet, and so she'd dismissed the Princess, asking for her to return at nightfall.

Once Luna had left, Twilight called on Rarity and asked her to gather the others while she sought among her books for some kind of communication spell she could use to relay her voice. Eventually she'd settled on temporarily enchanting a mirror as a short range, one-way verbal link. A small hand mirror served as the receiver, and so Applejack had ended up standing outside her house with a bodyguard of her friends, everypony else covering their ears while Twilight spoke to her.

As she'd predicted, the moment Applejack heard the key word she'd turned towards the tree house, casually bid the others goodbye, and headed inside, where she'd immediately fallen into enchanted obedience the moment she crossed the threshold. When Twilight had hidden herself in the guest room, Applejack had needed to lay eyes on her before she awakened, but didn't have to enter the bedroom to do so.

Curious about the way Applejack had come directly to her, for the next test she'd sneaked out of the back of her house and stood behind a tree. Applejack had come directly to her again, not even entering the tree house, and fallen into her trance the moment she stepped around the trunk and saw her. After that, Twilight had stood in a meadow and triggered Applejack. The farm pony had closed to some five feet away before her eyes had emptied and she'd recited her awakening.

"Ah'm awakened, Twilight. Ah'm your fuckable farm pony."

The addition to her awakening mantra had worked too, even if Twilight had decided not to keep it permanently. The charm seemed to impose some kind of locator spell that led the charmed one directly to the one that charmed them. They needed to consider themselves to be in the same place, have eye contact, and be within five feet of them to truly awaken. Before that, they'd excuse themselves and act at least semi-normal as they attempted to reach the one who'd charmed them.

Applejack had been able to see the book too, and read aloud a random passage from the key page, even if she hadn't been able to make heads or tails of it. It was real, not a figment of Twilight's imagination.

Dream walking, locator spell... that helped, a lot, in understanding the mysterious recesses of the charm. Whole sections she hadn't understood before came into focus. She didn't have all of it, not yet, but she was a lot further ahead than she had been, and she didn't need to understand those sections fully to assign them probable functions and split them away from the charm's mind altering properties.

She felt like she was close to cracking a derivative spell that could detect remnants of the charm on those it had affected. The aftereffects of the locator spell formed a connection that might linger, too. It really was fascinating, and she sank fully into her spell research. It was an enormous test of will to put down her books and nap for a few hours later in the afternoon, but she needed the extra sleep if she was going to carry on the experiment that evening.

She had an idea she wanted to try.

When the moon rose, Twilight watched it with a tingling thrill of power, knowing that if she ordered it, Luna would obediently reverse it in its course. It was madness, to have such power. If Luna had known that the spell was contagious through dreams, if she hadn't tried to reason with Twilight first...

But instead, Twilight had won.

On cue, a firm knock came at her door, and the Princess of the Night entered. She wore a clinging evening dress of sparkling material that echoed her mane, slit sharply up the thigh, and tall heels made her already imposing height even more pronounced. Twilight gazed at her with fascination, tinged with delight.

"Good evening, Twilight."

"Hello Luna. You look... wonderful!"

A small smile touched her lips. "I had chosen this believing you would appreciate it. I am pleased it proved so."

"Princess, I couldn't be happier to see you." Twilight beamed at her, and to her surprise, she noticed a trace of a blush darken Luna's cheeks. Twilight herself was wearing a modest skirt and jumper, hardly anything that compared to the Princess's finery. Feeling suddenly self conscious about her plans for the evening, she asked with a trace of awkwardness "Did you have a nice day?"

"I slept well, Twilight, and enjoyed the late afternoon sun. I have anticipated returning to your side."

Twilight's own cheeks were growing pinker. "Um. I need to check on Zecora. Pinkie has spoken to her, and it would be bad if she told anyone else."

"I have seen her concerns as she slept. She does not believe such a thing of you, but she wonders. You have shown yourself to have power that others do not, Twilight."

Twilight nodded. "I wondered... if I go to sleep, can you bridge her dreams with mine? Can you bring me to her?"

Luna considered, then nodded once. "If she sleeps, I may bring thy dreams into contact with those of Zecora. Do you hope to use thy charm upon her?"

"...I was wondering if it would work, if you were there to bring us together. If it does, though, she might set off to see me, and she lives out in the Everfree forest. No one would notice her coming, but it's not safe - do you think you could guide her here, if it does work? Would it be safe for you?"

Luna smiled, and dipped her long horn in a proud nod. "There is nothing in that forest that could threaten thy servant, Twilight. I do not know if thy charm would have such power, but if it should, I shall prove worthy of thy trust. No harm shall befall her."

Twilight relaxed. She knew that Luna couldn't disapprove, and so she probably couldn't feel jealous either, but she still hadn't wanted her to feel slighted. "I do trust you. I'll go to sleep now, and when you're ready... bring us together."

"As you wish, so it shall be."

Twilight looked around, and hesitantly lay down on a soft sofa. Deliberately going to sleep, dreaming... it was strange with someone standing near her. It was too bright, even with her eyes closed.

A soft hand came to rest on her forehead, and the glow of the lights dimmed away. A low humming began, melodic, a tune she'd never heard before but that seemed old and familiar, all the same. From far away, she heard Luna's voice say softly "Go to sleep, Twilight."

She did.

Clouds chased themselves across a starry sky, and Twilight lay beneath them in a silken bed of white and blue, watching the stars wheel overhead. It was timeless, and she couldn't have told how long had passed when she glanced away from the sky to find Luna stood at her side, her hand on Twilight's shoulder. "It is time, Twilight."

Twilight sat up, and even as she rose, she found there was no longer a bed there. She stood in dim light. "Do I have to do anything?" she asked tentatively.

"Watch."

Small saplings were pushing up into view, growing and flowering with leaves and branches as they expanded all around her, with a low, almost inaudible creak of wood and sap. Everywhere she looked, the trees reached up towards the sky, spreading out and merging overhead. The light brightened, a dawn colour of oranges and pinks visible through the leaves, and Twilight found that there was grass beneath her bare feet.

Luna's hand rose, finger pointing. "There."

There was a hint of movement through the trees. Twilight glanced at Luna, distinctly nervous now, before pulling herself together and stepping through the underbrush. It felt real, but with a subtly disturbing sense that the moment she stopped thinking about its presence against her knees, it would cease to exist.

She emerged into a clearing. Zecora lay on her back, clad in colourful reds and purples, propped up by a slight rise and surrounded by flowers the exact colours of her clothes. As Twilight watched, she lifted a flower from the ground without any suggestion of a stem breaking, and turned it in some complex way that eluded the eye. Her hand opened to reveal another gauzy red loop of fabric, which she slid over her wrist like a bracelet.

"Welcome, magical one. Come lie with me, in the sun." Zecora said with a smile, as her eyes rose to meet Twilight's.

"Hello, Zecora." Twilight said weakly. She wasn't sure what to say. Belatedly she realised that each time she'd charmed someone, she'd felt in control of the situation - or at least, was so panicked she hadn't hesitated. Somehow, just charming Zecora without a word seemed rude. "You don't seem surprised to see me."

"It is true, I am not surprised to see you. Now you have arrived, I am content, while I think of the one you represent."

Twilight settled cautiously onto the grass, a little part of her pricklingly aware that the floor wasn't real. "You know you're dreaming?"

"Dreams are beautiful things. I enjoy the time for reflection they bring." Zecora lifted another flower from the grass, curled her fingers around it and blew, gently. A purple butterfly fluttered into the air and circled her head before drifting away over the trees. "I have thought on what Pinkie Pie contends, that Twilight Sparkle controls her friends."

"Do you... believe I would?" Twilight asked softly.

"It is hard to believe she might use such a charm, when your real self protects others from harm. But magic can turn even the pure, and I must be completely sure."

So she was going to look into it, after all. Who knew whether Zecora had ways of detecting her control that other ponies wouldn't? That made her decision easier. Twilight pushed herself up off the ground, and stood over the prone woman, who looked up at her lazily.

"Maybe it would look something like this." Twilight said softly, and concentrated. She began the motions of her horn, but couldn't feel her magic responding. She needed to truly pull, to need Zecora to fall under her control. A strange ache grew in her horn, and she felt a true tide of magic rise at her command as she began the sequence again.

Zecora jerked half upright in the grass as power began to flow. "What is the source of this sudden fear?" Her eyes widened. "Twilight Sparkle, you are really here!"

An intangible flicker of light leapt from Twilight's horn and sank into Zecora. The striped woman scrambled up from the grass and turned to flee the clearing, but Twilight beat her to it.

"Awaken!"

Twilight's eyes snapped open in the dimness of her barely lit home. Luna stood over her, her arms swaying as they fell limply to her sides. "I am awakened, Twilight Sparkle." she recited.

She'd forgotten that would happen. If Luna was at her side, bridging the dream to Zecora's, she'd be aware of everything that she said, especially the keyword. She didn't have time for recrimination. Zecora had realised. She just had to hope the spell had taken, that it had worked. Her magic did ache a little from being exerted in such a strange way, but that didn't prove anything.

"Slumber." Twilight rushed out. Luna's eyes flickered as she came back to herself, and Twilight continued without a pause. "It's done. Please go and make sure that she isn't going to get herself hurt in the forest. If she doesn't come out in the next half an hour, come back to me."

"As you wish, Twilight, so it shall be. You may trust that she will be safe." Princess Luna bowed her head with a fond smile, and made her way to the door with long steps, moving at ease in her high heels. Her wings snapped out into broad arcs, and the door swung shut behind her.

Now she had to wait. Rising, she began pacing restlessly up and down the floor. This wasn't doing as Applejack had said, and asking others whether they wished to be under her spell. Maybe she could have persuaded Luna, if she'd have known then how lonely she felt... but no, that wouldn't have worked. Luna would never have accepted such a thing willingly. As for Zecora, she liked the unusual pony, was always glad to see her, but didn't feel she knew her well enough to offer her something she couldn't refuse.

She'd never expected to control Luna, but she had wanted Zecora, and if she was ever going to have her, it was going to be like this. A sudden spell, that she didn't know how to defend against. But she could make it right afterwards! Zecora had to be lonely out in the forest on her own... Twilight grimaced as she recognised the line of thought as a desperate justification, and ended it. This wasn't for Zecora, this was for her. To protect herself from being found out, and because... because she'd really wanted to have her.

She could just tell Zecora not to suspect Twilight, and go home. If she was coming at all. But that wasn't going to happen... was it. If this had worked, she was going to serve. She was going to be a loyal, obedient fucktoy.

It had to have worked.

Time crawled by. Twilight forced herself to stop looking at the clock for a whole three minutes, then gave up on trying to stop herself.

Tick. Tick.

Luna was taking too long. If Zecora had truly been charmed, she would have returned by now. Or - if Luna came through the door now, would that be too quick? Would it have taken longer than this for Zecora to sleepwalk through the forest? She rubbed her temples in frustration, unable to even decide which way to fret.

Tick.

Tick.

She was going to go crazy, waiting to find out. She swore, she'd never carry out another experiment this risky without knowing immediately if it had gone terribly wrong.

A hand pushed down the latch, and the door swung inwards. "Luna!" Twilight cried out as the tall pony stepped into the house. "What happened?"

Luna glanced back towards the doorway, then addressed Twilight gravely. "Thy power held true."

Twilight's eyes flashed to the door. Another figure stepped through the doorway into the light, and Twilight swallowed as she recognised the striped figure beneath a dark travelling cloak. She was naked, gloriously naked, beneath the scant cover of her cloak. Golden rings surrounded her neck and wrists like collar and cuffs, and as Twilight's eyes drifted over her, she noticed with a pleasant shiver that Zecora's dark grey nipples were likewise pierced by gold rings.

Her blue-green eyes were blank, glazing as she swayed to a stop the moment she crossed the threshold. "All my thoughts are now subdued. I have awakened for you." she recited.

Twilight gave an involuntary giggle, and danced across the room to flip the door shut, the latch clicking into place. "You do keep rhyming when you're under a spell! Oh Zecora, just look at you." Twisting around to smile at the Princess, Twilight added "Thank you so much, Luna! Was there any trouble in getting her here safely?"

"Thy new thrall knew enough to take paths which were safe, even at night. She had donned a cloak, but seemed not to notice her nudity. I caught her as she was leaving her home, and any malign creature that stalked the wood did not seek her while under my protection."

Twilight's hands slid up Zecora's stomach and over her firm breasts. "Princess, would you undress please?" she asked politely. She stroked the rings dangling from Zecora's nipples, then took hold of each, and gently twisted them. The striped pony gave a thoughtless groan, her nipples hardening, and with a flash of delight Twilight slipped her fingers through the rings and stroked the tips of them before tugging the rings again. Zecora's mouth opened wider, and she gasped instinctively. Twilight's body thrummed in response like a plucked bowstring.

Luna bowed her head in acceptance of the order and her horn glowed, well hidden fastenings peeling themselves open. Her elegant dress loosened and slid down her body, revealing her suggestively cut underwear before that too became coated in the deep blue glow of her magic and worked their way off her body. Stepping out of her high heels, her eyes settled upon Twilight, and a touch of uncertainty coloured her voice. "I am nude. Does it please you?"

"Oh Princess - yes, you look incredible. Please come and stand beside Zecora."

"As you wish, Twilight Sparkle." Luna stepped to the blank eyed pony's side and turned to face Twilight, lacing her hands together at the small of her back and pushing out her chest.

Twilight nuzzled her cheek against Zecora's rings. They looked so sexy on her, so perfect for the slave Twilight intended to turn her into. Her gaze shifted to Luna's bared breasts. She could suddenly picture the Princess of the Night with big silver rings in her nipples too, lead like an obedient pet by a thin chain from them.

Pressing closer against Zecora, Twilight kissed eagerly over her breast and up to the side of her neck. The cloak momentarily got in her way, and she tugged the fastening open. It fell to the ground with a whisper of cloth, leaving the entranced pony fully nude. Her tongue flicked against Zecora's patterned skin, tasting her, before she breathed "Luna? Would you pierce your nipples if I asked you to?"

Luna hesitated, and it occurred to Twilight that she'd given Luna enough freedom to disobey if she felt it important, that the question wasn't a mere formality. Then the Princess nodded. "If that is thy wish, I would adorn my body for you. You hath conquered it, and so I shall look as you please."

Of course she couldn't, Twilight told herself. Sudden changes in Luna would definitely make Celestia ask questions. But it was a beautiful image. "Thank you, Princess. Maybe one day." She smiled, and twisted one of Zecora's rings, making the mindless pony whimper. "Her rings are lovely, aren't they?"

Luna studied Zecora's body. "They suit thy plaything well."

Twilight gazed into Zecora's face and spoke softly. "I'm going to change your mind now. Do you understand?"

"I understand. My mind is in your hands."

"Why do you always speak that way?" Twilight asked, with a quizzical look. It couldn't be by choice. Unless it was a habit so deeply engrained that it was automatic.

"Long ago, I received a curse, to only speak in rhyming verse."

"Um. Zecora, say 'Yes'. Just yes, nothing else."

Zecora's lips parted, and nothing came out. A look of strain began to show on her face and quickly, Twilight countermanded "Be silent, say nothing!" Both ponies relaxed, and Twilight shook her head. "Okay. Don't try to pit curse against charm. Noted."

"That would be wise. To oppose two strong magics within her might have dire consequences."

Twilight glanced at Luna, a little embarrassed by the misstep in front of the Princess, and nodded. Turning her attention back to Zecora, she studied the striped pony thoughtfully as her hands slid up and down her flanks, revelling in the smoothness of her skin. If she was going to transform Zecora regardless of her wishes, there was one thing she'd wanted to try...

"Zecora, had you ever thought about me controlling others before Pinkie talked to you?"

"Before I had thought her words through, I would not have suspected you."

Twilight thought for a moment, then began to speak slowly. "You will remember that when Pinkie told you what she suspected, it made a shiver run up your spine. The more you thought about it, the more it aroused you. The idea of ponies under my control, blank eyed, obedient, turned you on. You fantasised that I would come for you, and take over your mind. You didn't really believe I'd do such a thing, but you wanted it to be true. The idea of being under my control, seeing me control others, was painfully arousing. You decided to make sure it wasn't true, hoping to be wrong. Then tonight, I appeared to you in your dream, and you realised it was not a dream image of me, I was really in your thoughts. You knew that Pinkie was right. You awoke and put on a travelling cloak over your naked body, needing to rush to my side and beg to be taken under my spell. You've just come in."

"I am aroused by the control of minds, and wished my thoughts could be so confined. I sought the truth and hoped I was wrong, then in my dreams saw that I could belong. I came here nude in order to plead, that you would take me and fulfil my need."

Luna watched curiously. "You are changing what she remembers?"

"I'm changing what she remembers feeling, but not what she did. So her memories will still match what really happened, but she remembers feeling differently about it." Twilight explained. A slight colour touched her cheeks as she added "I had problems with ponies remembering things that hadn't happened."

"It seems that the new desire you hath given her shall make her thy willing servant."

"Yes! But I'm not telling her how to act, only that she wants me to control her. I'm really interested in what she'll do." Twilight was flushed, eager to put Zecora's conditioning into motion, but there was one more thing she had to do- "Zecora, when I tell you that you're already under my control, you will know it's true, and from then on you will know you can't disobey me."

"When you declare it, I will know it to be true. I shall always obey you."

Twilight clapped her hands, her body tingling, and looked around. She moved to a chair with a good view of the door and asked "Princess, would you please stand at my side?" She smiled as she added "I'm so, so proud to have you with me."

Luna smiled in return, dipping her head at the compliment, and stood at Twilight's side with her hand resting gently on Twilight's shoulder. "I am glad that I am appreciated, Twilight. I would not wish to be a mere bauble, taken and then forgotten."

"Never." Twilight promised sincerely. "You're - wonderful. Amazing. It's incredible that I get to see you like this, to have you with me. I would never forget that for a moment." She looked up at Luna's face and saw a touch of tension ease from her face, a slightly embarrassed smile coming to her lips.

"Thank you, Twilight. I would wish to stay with thee this night, but such things may be spoken of later. I shall not interrupt thy intentions for Zecora further."

Twilight relaxed, sinking back into her chair. Looking over at the statue-like figure by the door, she raised her voice and declared clearly "Slumber, Zecora."

Zecora's blank expression faded, and for a moment she stood still. Then, a shadow of lust took hold of her expression, widening her eyes and parting her lips. She took a deep, shuddering breath, then stepped forward slowly, and hesitantly.

Twilight looked up at her from her chair, and with a tremor of excitement, she put on her best Empress of the Veiled Isles manner. "So you've come. Naked, as you should be."

Zecora swallowed visibly, a little shiver running through her shoulders. "As I believed, it truly was you. I had to come, as you surely knew."

Twilight could feel the ache in her body, the throb of her sex against her already damp panties, and managed to keep a shiver from showing as it ran up her spine. She needed to be lofty. In control. "What is it you want of me, Zecora of the Everfree Forest? Think carefully before you answer. You will not receive another chance to ask." The Empress's speech when she faced the defeated general had always made her tingle.

It seemed to be working for Zecora too. A visible flush darkened the upper slopes of her chest as she hesitated, then rushed out "I want to be controlled, to know mindless bliss. I beg you Twilight Sparkle, grant me this!"

Twilight bit her lip, unable to fully stifle a small groan. It was a pantomime, she'd set Zecora on her course, and this wasn't really her - but right now, her body couldn't tell the difference. The flood of lust was unstoppable. She swallowed, her voice coming out huskily. "I charmed you in your dream. You're already mine."

Zecora's eyes widened, and she dropped to her knees, looking up at Twilight with worship in her eyes. "I feel the truth of it, this I know! I must obey you, I am under your control." A sharp groan burst from her lips as a wave of pleasure wracked her at the admission.

Twilight's fingers dug into the chair arms, barely holding on to the remnants of her self control. Her body ached desperately to be touched, and she was savouring that urgent need just a little more, just a little longer. Her voice was shaky. "Slave, crawl to me. "

The exotic pony's eyes squeezed shut for a moment, the fur coating her cunt matted with her wetness. Dropping onto all fours, she breathed in a tone burdened with heavy arousal "It is - everything - I ever craved. I am now your mindfucked slave."

"Yes. Oh yes, oh yes..." Twilight whispered without fully realising it. In a sudden movement she yanked her jumper over head, hearing Zecora whimper as her breasts were exposed, and kneaded her chest firmly with one hand as she struggled for self control.

Zecora came to a stop at Twilight's feet, her hips bucking once against nothing in a reflex she couldn't entirely control. Looking up at Luna, she bit her lip. "The Princess of the Night is yours as well. May I please see her under your spell?"

Twilight looked up at Luna reflexively, her gaze fogged with lust, lips parted. Luna bowed her head obediently.

"If that is thy wish, Twilight, I would desire to grant it." Luna replied gracefully.

Twilight nodded, jerkily. "Bend down to me so I can whisper to you." Nude and elegant, Luna leaned down to Twilight's lips, and only she heard the soft word Twilight spoke into her ear.

Zecora watched as the light dwindled in Luna's eyes, as she straightened with her arms limp at her sides, and heard her declare mindlessly "I am awakened." Wrenching her gaze onto Twilight, she cried out "Twilight Sparkle, hear my plea! I beg of you, please touch me!"

Twilight breathed a heavy groan of desire, and reached out to Zecora. Her fingers trembled a little as they stroked her face, and Zecora half closed her eyes and leaned her head into Twilight's touch.

"You're so lovely, Zecora. I spent nights thinking about you, picturing what was under your forest clothes..." she whispered. Her hand trailed down to her dangling breasts, and took hold of one ring. She flicked it, watching hungrily as Zecora jerked in response.

"I am whatever you decree... make me into anything you wish me to be." she whispered. Her warm breast pushed into Twilight's hand and she instinctively squeezed it in response. Zecora's eyes fluttered, and a wordless groan of need escaped her.

Twilight pushed herself up a little and wriggled down her panties, her skirt bunched around her waist, tingling with anticipation. Her voice low, she asked softly "Have you ever been with a mare before, Zecora?"

Eyes fogged with lust, she shook her head quickly, her mohawk swaying. "Colts were the key to my desire, before you filled my loins with fire. Your power thrills me, colt or mare, my body does not care."

"Come closer." Twilight breathed. She parted her thighs, and as Zecora crawled partly up onto her chair, Twilight's gentle hand guided her head between her legs. She immediately set to work, lapping quickly and hungrily at Twilight's body.

"Yes! Yes, good, that's very good. That's so good!" Twilight whined. Swallowing, she gripped the arms of the chair hard once more and ordered "Princess Luna, move behind Zecora and stroke her pussy, keep repeating that you're under my control."

"I will stroke Zecora's sex and chant as you wish, my Goddess. I am under thy control. I will obey. I am under thy control. I will obey..." An audible moan escaped Zecora's lips as she heard Luna speak, muffled by Twilight's body, and as the naked alicorn crouched to begin caressing her soaked cunt with firm, mechanical movements, she shuddered through an unmistakable orgasm without slowing her lapping.

Twilight let her eyes flutter halfway closed, dwelling on the spectacle of Zecora's unmistakable mohawk bobbing between her legs as she licked up and down Twilight's molten sex, her tongue probing into her before returning to flicking over her clit. Princess Luna, balanced on her toes in a crouch, gazed thoughtlessly at Zecora as she fingered her, more than half the work being done by the frantic thrusts of her striped hips. Luna's accented monotone was coloured by the wet sounds of arousal and the chorus of pleasured whimpers and moans escaping owner and slave alike.

Somewhere remote, at the back of her mind, she knew that she'd have to forbid Zecora from taking control of anyone with her own mysterious powers. The way she was, she could end up bringing a, a parade of mesmerised ponies, to, to her door... Twilight cried out as Zecora's eager tongue drove her into a quiet, quivering climax, her breath hissing through her teeth, and swallowed great gulps of air as she slowly came down again.

Zecora looked up at her with a strange mixture of humour and desperation, as her body quivered again. "With much more, I may soon drop - could you have the Princess stop?" she gasped.

Twilight giggled aloud, and said clearly "Luna, you're finished. Stand up-" A sudden picture struck her, and she added "-and lick your fingers clean."

"...will obey. I will stand and clean my fingers with my tongue, my Goddess." Luna interrupted herself. Rising gracefully to her feet, she gazed at Twilight as she languidly sucked her damp fingers into her mouth one after another and thoroughly bathed them with her tongue, before her arm fell loosely to her side.

"Mmm." Twilight murmured, then stroked Zecora affectionately. "Are you alright, Zecora? How do you feel?"

Zecora pushed herself closer, nuzzling her mohawk against Twilight's hand, her pierced breasts resting against Twilight's thighs. "It was everything I had wished for. I hope that you will grant me more. There is much I can offer as your mindless toy, and I will give you anything you desire with joy."

Gently toying with one of her large golden earrings, Twilight gazed down at her thoughtfully. Zecora did have a knowledge of potions that was very impressive, and she knew more about the Everfree Forest than anyone. There was sure to be things she knew that could be useful, or just fascinating! Reaching out with her free hand, she stroked the back of her hand down Luna's stomach.

She was going to have to let Luna return to Canterlot soon, but she didn't want to see her leave. There was so much she wanted to talk about with her, and Zecora too. She just wanted to spend some time with the beautiful mares in her life, but there was too much to worry about. She'd have to think about what to do about Celestia, she was going to have to think that though carefully...

But for tonight, she didn't have to. "I'm going to release Luna from her charm now, and curl up in bed. You can join us, if you like." she told Zecora.

"I would love to share your cosy bed, there is nothing I'd rather do instead."

Twilight gently ushered the enslaved pony off her lap and rose, standing before Luna and running her fingers through her ethereal mane, ready to break her from her charm. "Thank you Zecora. We'll get some sleep together, and in the morning, we'll talk about Pinkie."

Author's Note

And now things have gotten interesting.

14: Party of Six

Things were serious. She'd gone past lists on parchment. Now she had to deploy her ultimate weapon.

It was time for the chalkboard.

Twilight stood in front of it, clad in a long blue jumper that dangled low enough to serve as a skirt, slim black tights beneath, assessing the row of neatly marked out entries and checkmarks.

'Day one: disaster recovery measures.' There was a check beside that. A busy day of thinking, writing and thinking again. She'd made her preparations for the worst; she felt like she'd done all that she could. The odds of any of her preparations working were pretty low, and she fervently hoped that she'd never have to rely on her shaky backup plans, but it was better than nothing.

At any rate, she'd put a check beside it, and it was done.

'Day two, morning: tell everyone the plan.' That was today, preparing to lay out the whole situation; Celestia, the charm, using the Elements of Harmony if they had to. It was going to be a shock, she knew, but nonetheless, she believed in all of them. Even faced with the prospect of turning on their beloved Princess, they'd stick by her.

'Day two, afternoon: party.' That had been the result of negotiating with herself. Prepare as best she could, get everyone ready, and then - have the very best time she could, because it still might all go wrong. She shook away the thought. She had to believe that she could do it, had to make everyone believe it. That was important.

'Day three, morning: travel to Canterlot.' Booking the train tickets had been the easy part; it had been much more difficult sitting down to send a letter to the Princess. She must have written 'Dear Princess Celestia' a thousand times, but it had never made her stomach flip-flop like this. Even when she was in the deepest trouble, she hadn't been so nervous. The tiniest detail out of place could give her away, the most subtle wrong note put Celestia on her guard. She'd read the letter over and over, triple-checking that it seemed as innocent as possible, a simple request for an audience with the Princess two days from now, in the afternoon.

Naturally, she'd immediately received a warm letter in return offering to see her sooner, perhaps even to visit, which had made her panic all the more. It hadn't helped her guilty feelings either. Even more carefully, Twilight had said that she was occupied for the next couple of days researching a star chart. She couldn't afford to change the appointment time even a little - it gave just enough time for the six of them to retrieve the Elements of Harmony, and get to the throne room. The less time for the Elements to be noticed missing from their vault, the better. All the same, lying to her mentor had made her a nervous wreck.

That left only 'Day three, afternoon: charm Celestia.' That was still so hard to fit into her head. She didn't want to charm her teacher, didn't want to plot against her. She just had to, if she wanted to keep the ones she loved safe from the charm. Celestia would feel the same, she knew it. They were playing opposite sides of the same game, and Celestia had every advantage in power, wisdom and experience. Twilight's only advantage, feather-thin as it was, was that the Princess wouldn't be expecting it. Every day she waited made it more likely that single advantage would disappear.

She didn't have a choice.

A knock sounded, tentative, as if its owner didn't really want to be heard. Twilight smiled quietly. She might as well have tapped her name on the door in dot-dash code. Crossing to the door, she opened it wide, and welcomed Fluttershy in.

Of all the ponies she'd enchanted, Fluttershy was the only one that had never knowingly been naked in her presence. That was why she'd asked her to come earlier than the others, to help her get used to the idea while they were alone together.

"Hello, Fluttershy." she said gently, and drew her into a warm hug. The crush of the other pony's soft chest against her set her stomach fluttering in anticipation, and it was with reluctance that she let go.

"H-hello, Twilight." Fluttershy stammered, a pink flush on her cheeks.

She wasn't usually so nervous, not when it was just the two of them. Of course, usually Fluttershy wouldn't have been thinking about what Twilight was about to do to her. That had to be it, Twilight thought with a fond smile, and stroked her fingers down Fluttershy's cheek.

Fluttershy leant into the touch, with a tentative smile of her own. "It's, um. Nice to see you," she said softly.

Twilight took her hand, and guided her over to a sofa. She sat, close against Fluttershy, keeping in contact with her body. "I'm sorry we haven't spent more time together, since the charm. Are you okay? I hope you haven't been worrying about it."

Fluttershy shook her head, her pink mane drifting forward about her face. "Oh, no, Twilight. I haven't been worrying. I mean, I've been thinking about it... a lot... maybe worrying, a tiny bit. Have you, um. Changed your mind? Is that why you wanted to see me?" She glanced up at Twilight through the curtain of her hair.

Twilight's heart melted at her tentative expression, and her fingers gently combed the fall of pink hair back from Fluttershy's face. "I want to keep you, Fluttershy. I don't want anything to come between us. I won't let anyone take you away."

Fluttershy's soft eyes widened, and the look of trembling hope on her face almost broke Twilight's heart. "Do you mean it?" Fluttershy finally asked, in a very small voice.

Twilight wrapped her arms around the gentle pony and squeezed her tightly, her feathers soft under her fingers. "I promise. I'd Pinky promise, but my eye is still sore from the last one." Fluttershy giggled, and Twilight went on more softly, "Later, I'm going to have everyone come over. I have to talk about what I need to do next, to protect all of us. But before that, I wanted to spend some time with you. Just me and my puppy."

The delicate pony's cheeks flushed a little and she looked down and to the side. "O-oh. Will you want me to...?"

Twilight squeezed her reassuringly. "When you're my pet, you don't have to feel scared anymore. It's going to be just fine. It'll be fun." Fluttershy had been charmed to feel no fear in any sexual situation involving Twilight, as well as when she was a puppy. It was going to come in useful later. But one step at a time.

Nodding her agreement, Fluttershy leaned into Twilight's embrace and murmured "I know. I can - tell. It's so strange, not to be worried about that. Can I...?"

Twilight released her and smiled, gesturing to the floor in front of her. "Sit!" she said with affectionate firmness.

Fluttershy blushed a warmer pink, and slid off the chair to the ground, leaving her sandals behind. Shuffling over to sit in front of Twilight, she looked up at her and said "Woof!" with barely a hesitation. Her shoulders visibly relaxed, and her wings fluffed up a little as Twilight tickled under her chin and praised "Good girl. That's very good. I want you on all fours now."

Nodding again, the enchanted pony scrambled up onto all floors and waggled her ass gently, her tail swaying with the movement. Twilight scratched behind her ears in reward, and Fluttershy gave an eager little whine.

"Now Fluttershy. You're wearing all these person clothes, and we can't have that. Puppies don't wear person clothes, now do they?"

Fluttershy blinked, a little hesitant, and looked up uncertainly at Twilight. Soothingly, she repeated "You don't need to be worried. It's perfectly fine for you to be naked. You're not afraid, just a little embarrassed, but you don't need to be. You're beautiful, Fluttershy. Come a little closer so I can take off your jumper, please."

She hesitated a few seconds longer, then crawled closer and lifted one hand - or paw - towards Twilight and whuffed, softly and diffidently.

"That's very good. Good girl, Fluttershy! You're such a good puppy." Twilight told her as she took hold of Fluttershy's green sleeve and tugged it. Fluttershy pulled her arm back, leaving the sleeve flopping limply, and raised her other hand slowly. Twilight coaxed her other arm free, then leaned forward to pull the big, baggy jumper over her head, easing it clear of her wings. It came free with a final tug, releasing a mussed mass of pink hair, and leaving Fluttershy in an embroidered pink bra that clasped her expansive chest firmly.

She looked up, eyes pleading for reassurance. Twilight's hand settled on her rumpled mane and gently combed it straight with her fingers, smiling gently. "That's right. Good puppy. Can you give me a little bark?"

Fluttershy seemed to relax slightly, nodding and giving a soft "Woof." Twilight's fingers scratched behind her ears, making sure to project warm approval.

"Good girl! I'm going to lead you around the room, and you're going to walk at my side, okay? But first, we need to take the next bit of your clothes off. Come and nuzzle into my lap, that's it... good girl." Twilight continued to talk soothingly as she reached out towards Fluttershy, who looked down shyly, but crawled forward and put her hands on Twilight's legs.

Twilight leaned forward, her head almost touching Fluttershy's as she reached around her to undo her bra, and undid the fastenings. It came loose in her hands, and she lovingly unveiled the heavy yellow breasts with tender care. Not giving her time to become self-conscious, Twilight laid the bra aside and stroked the back of her fingers down Fluttershy's cleavage, murmuring soft words of approval. "That's right. Such a beautiful pet. You're a good pet, Fluttershy." Her hand curled around one breast and weighed it in her fingers, squeezing gently.

Fluttershy gasped aloud at the touch, her wings spreading further, and whimpered "Mmmh... mhh."

It was beautiful to watch the tentative nervousness melting away as she gently kneaded Fluttershy's breasts with her hands, a rich blush rising on the submissive pony's cheeks and an adoring look in her eyes. Her skin was incredibly soft and warm, and it felt wonderful to see Fluttershy looking back at her, knowing what was happening and accepting it willingly. A slow, simmering heat ached pleasantly within Twilight, and she rubbed the palms of her hands over Fluttershy's hardening nipples.

"Are you ready to walk now, pet?" she asked with a smile.

"W-woof!" Fluttershy agreed distractedly, nodding her agreement. A soft whimper of disappointment escaped her as Twilight let go and ushered her off her lap, but she quickly overcame it and sat up, looking hopeful.

The sight of her sat obediently, waiting to be walked, was definitely going to feature in Twilight's dreams. Biting her lower lip, Twilight pushed herself to her feet and beckoned. "Come on, puppy! Let's go and see what's over there."

Fluttershy barked eagerly, waggling her ass in her soft blue jeans, and crawled after Twilight on all fours. Her bare breasts swayed between her arms as she moved, constantly distracting Twilight and making it hard to focus on anything else. Fluttershy seemed to be entering more into the spirit of the thing now that she was moving around, sniffing curiously at chairs and bookshelves, and nudging a lamp with her nose.

Twilight was a firm believer in being prepared. In this case, being prepared meant a soft, clean rubber ball, and having washed the floor very thoroughly earlier. Picking it off the shelf where it had sat, out of sight behind a book, she held up the bright blue ball in front of Fluttershy's eyes and grinned as she immediately sat up, hands held like paws in a begging pose.

"Do you want the ball?" she asked playfully.

"Ruff! Ruff!" Fluttershy barked, nodding furiously.

"I'm not sure if you should get the ball..." Twilight began teasingly, then giggled at Fluttershy's instant mournful look. "I can't say no to those cute eyes." she declared, ruffling Fluttershy's mane teasingly, and hefted the ball.

Fluttershy tensed.

"Fetch!" Twilight called, and tossed the ball across the room.

Fluttershy bounded after it, skidding on a rug and nearly crashing into a bookcase in her haste. Twilight broke into delighted giggles again, covering her mouth with one hand as she watched her bounce across the room.

Angling her head carefully, Fluttershy scooped up the ball in her mouth and gave a muffled bark of victory, then trotted back to Twilight on all fours. Twilight tickled her under the chin. "What a clever puppy! You're a very good puppy. You're the very best pet." She accepted the ball from Fluttershy, the submissive pony dropping it back into her waiting hand.

Twilight weighed it in her fingers, then threw it again, a gentle flush on her cheeks as she enjoyed the spectacle. Taking the ball from Fluttershy's lips for the second time, she told her warmly "Such a good girl. Sit up now, sit up for me. Good!" This time, her hand trailed from under Fluttershy's chin down to her heaving breasts, rising and falling rapidly with her panting breaths, and began to stroke gentle circles around her nipples.

"You want to be played with, Fluttershy. That's how good girls get rewarded." Twilight told her, nails grazing her nipples.

Fluttershy whimpered her agreement, her eyes half closing and her mouth falling open. Her tongue lolled out, panting quickly.

"You need to undress all the way now, Fluttershy. You need to be naked. Good puppies don't wear clothes. You want to be a good girl, don't you? You want to be the best pet you can be." she coaxed.

Fluttershy barely hesitated this time, turning away from Twilight and lifting her ass on high. Twilight reached around her and undid her jeans, tugging them down her legs along with her panties. A delicate scent coloured the air, the pink fur between her legs matted with arousal, and Fluttershy's blush spread down across the upper slopes of her chest with embarrassment.

"Mmh..." she murmured, shyly.

Fluttershy was bent low, her generous breasts pressing into the rug, her bare ass raised for Twilight's inspection with her sex on full display. Conscious, knowing what she was doing. The shyest pony she knew, in the most sexual pose Twilight could imagine. It was so wonderfully wrong, so far beyond what she'd have ever imagined Fluttershy would willingly do.

It was perfect.

Leaning forward, Twilight whispered "Stay... stay. Good girl. Stay right there... just like that." Her fingers traced up Fluttershy's bare thighs and the other pony stiffened, yelping aloud in surprise. Almost immediately, she began to whimper instead. Little jerky motions twitched through her hips, seeking to push back against Twilight's touch.

"Do you like that? Is that nice?" Twilight asked playfully. Her fingers slid up Fluttershy's thighs and brushed feather lightly over her bared sex, feeling the dampness against her fingertips.

Fluttershy jerked, letting out a soft cry. "Ahh! Mmmfh!" she groaned, a visible shudder running through her. Her wings shivered visibly.

Yes. "Good pet. Good obedient pet. You're very well behaved, aren't you girl? You can rub yourself against my fingers now. Puppies are eager to be played with. That's nice." Twilight breathed. Her fingers touched Fluttershy more firmly, sliding up and down her glistening pussy, and in response she pushed back against Twilight's hand demandingly. Her ass bobbed up and down as her hips began to find a rhythm, grinding the base of her cunt against the caressing fingers, and heated pants of lust that Twilight could never have imagined coming from Fluttershy's lips grew louder and more urgent with each passing moment.

Without really noticing, her hand slid into her skirt and began rubbing firmly against the damp cotton of her panties, her breath quickening. Her finger sank into Fluttershy's body, her sex hot and eager, then it was joined by another. "Mmmmh!" Fluttershy groaned.

"That's right! Bark for me, whine and moan, pant with your tongue out! Good girl, good girl, keep humping my fingers! You need your owner's touch, it feels so good. Rub yourself against the ground, you're my horny animal!"

"Haah! Haah! Ruff, RUFF!" Fluttershy gasped, her eyes glazed with thoughtless lust. She roughly pushed back against Twilight with urgent thrusts, no trace of hesitation left. Twilight felt the shudders as they began to wrack her pet's trembling body, and Fluttershy cried out a sound that seemed more animal than pony, an undulating howl as her slippery juices coated Twilight's fingers.

Her orgasm came and went like a summer storm, quick and violent, and Twilight's fingers slid from her as she slumped to the ground. Her tongue dangled from her mouth, panting loudly in the aftermath of her pleasure.

Twilight stroked her back soothingly with her free hand, lifting her wet fingers to her lips and licking them clean one by one with a delicious feeling of depravity as she tasted her friend for the first time. Wiping the dampness of her mouth off on Fluttershy's upturned ass, she slid to the floor and moved to sit by Fluttershy's head. Her body simmered with pleasantly unhurried arousal as she began to gently stroke the other pony's feathers and across her bare shoulders. Several studies had shown relaxing effects from the right kind of wing massage, and she didn't want her to come around too quickly from her lust-induced daze.

Fluttershy finally looked up, a shadow of self consciousness creeping back into her expression, and looking slightly abashed. "Uhm." she murmured.

"That was just wonderful, Fluttershy. It was everything I could have wanted." Twilight tickled the tips of her feathers. "Did you enjoy it?" She had a sudden playful urge to pull out a clipboard and ask Fluttershy to rate her experience out of ten, which she quashed with an internal giggle. This was a delicate moment! Jokes could come later.

Looking down at the rug, Fluttershy nodded shyly, a smile growing on her lips. She leant her hand into Twilight's hand and nuzzled it, murmuring, "...yes. Very, very much. Thank you, Twilight. I hope... that you wanted that too."

"Yes." said Twilight firmly, then added in a gently teasing tone, "I'm amazed by the things I keep finding out about myself. I really love having you as my very own pet."

"...better than Owlowiscious?" Fluttershy lifted her head with a small smile on her lips.

Twilight giggled aloud. "You mustn't tell him that! He'd be so jealous!"

Lifting herself further on her elbows, Fluttershy shuffled forward and laid her head in Twilight's lap for more stroking. "I felt ever so safe, Twilight." she confessed suddenly. "I can't believe that I can do this, but I can, and it really... makes me happy."

Twilight sighed happily and went on caressing her, stroking her soothingly. Silence settled comfortably, the quiet sounds of the treehouse gradually becoming audible in the hush. Trees rustled outside, branches swaying in the wind. It was a perfect moment. She was truly, sincerely happy. On an impulse, she leant down and kissed Fluttershy's head. "Thank you." she said softly.

Fluttershy looked up adoringly and murmured "Rff." with a little smile of her own.

She'd have to prepare soon, she knew. She could see the clock from where she sat, and the others would soon be arriving too. She felt a deep reluctance to stir, but for Fluttershy's sake, she had to.

"Fluttershy? The others will be coming, soon. Pinkie, too. I talked to her the day before yesterday." she added, slightly diffidently. "So we're all together. In this, I mean. I thought maybe you'd like to borrow a dressing gown, while we talk? Before everyone gets undressed."

Fluttershy's cheeks darkened in a blush, and she nodded. "I would like that very much, please. I'm glad that you talked to Pinkie. It wasn't right that she was the only one left out." She drew herself up into a sitting position, and hesitated there. "Do you - think it will be okay? Me, around everyone? N-naked? I've talked to Rarity, and Applejack and Rainbow know, but I haven't... done anything near them. I've never seen them, not... like this."

Twilight leant forward and wrapped her arms around Fluttershy's shoulders. "It's going to be okay, I promise. I'll take care of you. These are our friends, we can trust them."

Fluttershy's shoulders relaxed a little in her embrace. "I do trust you... all of you."

A knock sounded at the door, quick and impatient. Fluttershy's wings jerked halfway open in startled reflex, and she looked down at herself with alarm. "But-!"

"Go to the big wardrobe and pull out my dressing gown!" Twilight told her in a rush. Fluttershy leapt to her feet and took to her heels, pattering around the corner and out of sight on bare feet. Twilight straightened her clothing as the knock sounded again, with extra impatience this time. Rather than cross the room, Twilight vanished in a burst of light and reappeared in front of the door, already reaching for the handle.

"I'm coming, I'm coming!" she called through the door and hastily unlocked it, tugging it inwards.

A pale blue blur sped through the opening and ploughed into her, knocking her clean off her feet and sending her flying backwards. She came to a sudden stop an inch from hitting the ground, held up by Rainbow Dash in a playfully romantic embrace. "Not yet, you're not! But we can fix that." Rainbow crowed with an enormous smirk.

"Rainbow!" Twilight protested, trying unsuccessfully not to snigger. Getting her balance, she lowered her feet to the floor and stood up straight as Rainbow landed in front of her lithely and folded her wings. "Did you knock my door to pieces just to set me up for that joke?"

"Maaaaaybe." Rainbow replied, still smirking. "Hey, after the last time, I figured I'd get here early. I don't want to miss a minute of the sexy. Or turn up half an hour late for some more 'punishment'." she added. "Could have gone either way."

"Fluttershy is here, and I'm expecting the others soon. We have a lot to talk about."

"Talking is boring. Why are we talking when we could be making out?" Rainbow demanded lightly, then abruptly stepped into Twilight and kissed her hard.

Twilight's initial protest died in her throat as Rainbow's tongue probed her mouth, and she sighed into her assertive lips. Okay, it was a really good kiss. When Rainbow's mouth lifted from hers, it took a few moments for her to gather herself.

Rainbow noticed, grinning. "Told ya. No one can get you off quicker and more satisfying than Dash."

It was really hard not to put that to the test then and there. Down girl, Twilight told herself firmly. Remember the chalkboard. Serious discussion about brainwashing the Princess-Goddess of Equestria, then making out. "I believe you." she said frankly. "But I need to focus on what we have to talk about before I can have any fun. There'll be time later."

Rainbow strolled over to the couches and held up a pink bra marked with delicate yellow butterflies. "Oh, sure. Looks like you focused Fluttershy right out of her clothes."

"Well... kind of. I mean, I did focus her. I mean, that's what I named the charm's effect." Twilight murmured, slightly abashed.

"Ah, quit blushing. Where is she, anyway?"

"Um." Fluttershy lurked in the doorway to the spare bedroom, wrapped in a soft purple dressing gown. Clearly she'd done her best to make it cover her. If Twilight's plan had had a flaw, it was failing to take account of the way that Fluttershy's body shape differed from her own, with what could only be described as dramatic results. The top of the dressing gown was forced open, exposing a deep canyon of pale yellow cleavage. The mussed look of Fluttershy's hair added to her impression of cute, natural sexiness.

Rainbow Dash's jaw dropped. "...yow." she remarked in a reverent tone.

Twilight nodded her agreement mutely, and it took a second for her to remember to beckon Fluttershy in. The pale yellow pony crossed the floor with hesitant, tentative steps, looking nervously at Rainbow Dash.

"H-hi." she murmured.

"Hey yourself." Rainbow replied, with a frankly admiring look up and down her scantily clothed body. "That looks good on you. Seriously."

Fluttershy's cheeks darkened. "Um. You think so? I don't look... silly?"

"Heck no! Fluttershy, you blow almost every pony I've ever met out of the water in that getup. Twilight," Rainbow added, twisting to face her. "Are you sure we can't skip the talk and go straight to the stripping?"

Twilight shook her head firmly. "Not yet, Rainbow. This is serious."

Fluttershy pushed the tips of her fingers together, looking to one side without meeting their eyes. "Um. So you're going to be... stripping off, too?" There was a touch of anticipation in the question.

"I'll strip off right now if you want." Rainbow said breezily. "Nothing to hide! I've got the best body in Equestria, and I'm ready to prove it."

Twilight giggled and stepped behind Rainbow, running her hands up and down her wings, stroking the delicate pinions. Her lips brushed the curve of Rainbow's neck, biting gently before kissing it better. Rainbow's pink eyes unfocused and she let out a low groan, visibly losing her train of thought.

"That's a very sweet offer, Rainbow. I wouldn't want you to distract everyone so much they can't focus on what I'm saying, but just as soon as I'm done, I'll strip you off myself." Twilight told her with a huskier note in her voice, finishing off with another bite.

"Yeah... sounds good..." Rainbow muttered distractedly.

A quick series of raps on the door broke the growing air of sexual tension, and Fluttershy, who had been watching avidly, abruptly looked abashed. Twilight broke away from Rainbow and moved to open the door, taking care not to open it too widely. Pinkie Pie bounced in on the tips of her toes, followed by Rarity and Applejack.

"Hi everypony! Oooh, are we going to have a party? A sexy party? I've got banners! I've got snacks that we can eat off each other! Yay!"

"Good afternoon, my Lady. It's so lovely to see you again - and to have all of us together like this. I'm so delighted that you've found it in yourself to gather us all together under your thrall. It just feels right, doesn't it? Oh Fluttershy, darling, you simply must let me tidy up your mane."

"Howdy, Ma'am. Whew. That's some look y'got going on there." Applejack added, with a friendly nod at Fluttershy.

Twilight smiled as they trooped in, glad to see each and every one of them. Drifting over to a ring of chairs and couches they settled in comfortably, Fluttershy somewhat self consciously sheltering at Rarity's side while Pinkie talked animatedly to Rainbow and Applejack. She heaved a contented sigh, nodding to herself. This was what she wanted. This was what she had to protect.

"Hey, everypony. Could you hold on a minute? I need to cast some privacy spells."

Her five friends looked up as one.

"My dear, is it so serious? We've done some rather risque things without such precautions before." Rarity declared with an arch of her shaped brows.

"Yeah! You're going to put up spells for this, but not the whole thing we did?"

Applejack shook her head. "Settle down, everypony. There's good reason."

Twilight nodded. "Yes, there is. Please wait a moment, and I'll answer all your questions." She frowned with concentration, and her horn became coated in a shimmering violet glow as she sketched out a privacy spell in the air. Marks she'd placed by every door and window began to glow, creeping up and down to seal over the openings. The distant sounds of everyday life in Ponyville were abruptly hushed, noticeable only by the sudden, complete silence.

She opened her eyes. Applejack had her hand over Pinkie Pie's mouth, who looked like she was about to burst. "All done." Twilight offered.

Applejack removed her hand from Pinkie's mouth, then leaned away slightly as a torrent of questions poured out.

"Do you mean me, do I have to wait, do I have to wait quietly, will it distract you if I ask questions, does this count as a question, are you distracted yet?" Pinkie asked in a rush, then added cheerfully, "Wheeew, that feels better!" and slumped down in her chair.

"Darling - my Lady - I have to confess to being a little concerned. Might I ask what it is that requires such precautions?" Rarity asked delicately.

Twilight crossed the circle to the largest chair, a high-backed armchair in slightly tatty green. The others seemed to have instinctively decided the most throne-like was hers, and she settled into it without a trace of self-consciousness.

She could sugar coat what she needed them to do. She could ease them into it.

"I need your help to charm Princess Celestia."

There was a moment of silence as their expressions changed.

"What-"

"My Lady, you can't be serious-"

"But - but -"

"We're taking over Equestria! Yay!"

"Settle down, ponies, settle down!" Applejack called out firmly. "Jest you hang onto your hats f'r a minute and let her explain."

"Can I hang onto your hat? I don't have a hat."

"Nope. My hat."

"Aww!" Pinkie Pie pulled out a long balloon from... somewhere... and inflated it with several great huffs of her lungs. Twirling it dextrously around her fingers, she bent it into a rudimentary balloon crown and set it on her head, then gripped it firmly on both sides. "Okay, ready!" she sang out.

Twilight shook her head, smiling, then looked around the circle of her friends. Rarity looked a little appalled, Fluttershy was in denial, Rainbow Dash seemed to be considering the idea, and Pinkie was giving her a huge grin of focused attention as she held her balloon hat tightly. Applejack gave her a supportive look and mouthed 'Go on then'.

Okay. "I focused Princess Luna. I didn't intend for it to happen, but she had found out I was using the charm. She was going to take you away. All of you away. My magic too. She was going to lock me somewhere far away, to make sure I couldn't do any harm." Her voice sank as she recounted the threats Luna had made, remembering her fear and desperation.

A babble of voices rose at once.

"Why, how could she."

"No one locks you in a box, that's not fun at all!"

"That's total manure, Twilight, you're not hurting anyone."

"I won't stand for it! I'll give her a piece of my mind if she thinks that she can take you away!" The last had come directly from Fluttershy, who'd surged to her feet with righteous indignation.

Twilight gave her something of an impressed look before she shook her head, and modulated her voice to something more soothing. "It's okay. I used the charm, and we talked. She understands now, she isn't going to try taking me away or tell anyone." Skate the truth, skate the truth... well, that was kind of what had happened, even if she hadn't given Luna a choice.

"The thing is... when I charmed her, I found out that I wasn't the first person who'd used that spell on her. She'd been enchanted by Princess Celestia." Twilight hesitated; it was unexpectedly hard to bluntly tell everyone what she'd found out. It seemed private. All the same, she pushed forward. "Princess Celestia had been... she'd used the charm to, um. Have sex with her sister."

This time, the reaction was explosive.

"I simply cannot believe it!" Rarity declared. "Why, the Princess, doing such a thing? It simply - I can't imagine it!"

"Oh, I can imagine it now. Wheeew. Maybe I'll sit back and imagine that for a long time."

"Rainbow Dash! Get your mind out of the gutter this instant!" Rarity told her firmly, visibly appalled.

"Aren't we here to have an orgy?"

"Well- that's different!"

"Do you know if she asked Princess Luna, nicely? Because if they are doing something and they agreed to it, it's not really any of our business..." Fluttershy mumbled under the sound of the two arguing.

"Princess Celestia is doing the spooky ghosty possessing and mesmerising and voodooing people? I was right! I was right all along!"

"Everypony, please!" Twilight called out over the din.

"Twilight! But we absolutely must-"

"Quiet!" she said firmly.

The four of them subsided, and Twilight continued "I understand, I really do. You're shocked, and you don't know how to cope with it. It took me a long time to come to believe it was really happening, even when Luna- when she was very convincing about it."

A flush rose on her cheeks, as she quickly avoided describing just how Luna had persuaded her. "The spell is terribly tempting, and the book I found it in comes from the castle of the two sisters. I have no idea how long Princess Celestia held off using it before she finally gave in. But now I know she's using the spell, sooner or later the two of us are going to come into... well, into conflict."

Her voice dropped again. It was hard keeping the sadness out of her voice, and she didn't entirely succeed. "I don't want to use the charm like this, not on her. She's one of the most special ponies in the world to me. But if I don't, she's going to notice I'm using it eventually, and when that happens... I'm afraid she's going to take you all away from me. Like Luna wanted to. She's incredibly powerful, and the only hope I have of using the charm to make sure that never happens is if I can surprise her. That's why I need your help. I'm going to Canterlot. Tomorrow. I want to ask you to come with me, and to help - help me protect all of us."

Silence descended. Applejack gave Twilight a look of unshakable loyalty, and nodded firmly.

Rainbow flopped back in her chair and rolled her eyes. "Like you have to ask? Hey, I always thought there was something going on between you two anyway. Sure. I'll give you a hand."

"Darn straight. You know ah'll be at your side." Applejack added with conviction.

"Are you sure, Twilight? That there's no other way?" Rarity asked slowly.

Twilight shook her head. "I really wish there was, but I don't think so. I can't hide this from her for long, and if I try to talk to her about it, I'll lose the only chance I have to surprise her. I don't want to, but I think it's the only way."

Rarity shook her head. "Well. I would never have imagined myself capable of opposing Princess Celestia. She's simply, literally, divine. But for you, Twilight, and for all of us... of course I will help. I will do anything I can to assist you."

Fluttershy hesitated, looking down at her lap. "If - if there's no other way. I'll help. I promise. I don't want to be taken away from you." she said softly.

"So we're going to take over Equestria, huh Master? Are we? Are we are we? Do we have to call you Princess? Or Queen, or Empress or something? Empress Twilight? Is that what we call you, Master?" Pinkie asked cheerily.

Rainbow Dash sniggered loudly. "Oh, heck yes. What's your command, Empress?" she asked teasingly.

Rarity looked at Applejack, who shrugged. "It does have a certain ring to it." Rarity conceded.

Twilight's jaw dropped. "What- no! I'm not trying to take over Equestria! I don't want to be Empress!" She was only playing at being the Empress of the Veiled Isles. She wasn't - this wasn't - "I'm not trying to take Celestia's position! She's, she's Celestia! I can't raise the sun! Some days I don't even want to get out of bed!"

"My Lady, dearest, you don't need to raise the sun or the moon yourself. That's what your staff is for." Rarity told her, with a commendably straight face.

"Rarity!"

"Hey Twilight? Think y'could get Celestia to come on by the farm one day? Reckon I could get those gold shoes off her, show her how to properly buck an apple tree. Get some dirt in that fancy mane of hers."

"Applejack!" she protested, twisting around to be presented with her playful grin.

"Can we eat cake off the Princess? Both Princesses? Like a buffet? Princess cake is best cake."

"Pinkie-"

"Hey, I just want to see you and the Princess getting it on. You're totally going to. I've seen the big eyes you make at her. You'll have her tongue under your skirt in the first ten minutes."

"Rainbow!" She might have thought about it, a bit, but that was just to help her get over her reluctance to do this! It wasn't like she was really going to do anything other than ask Celestia nicely not to use the charm anymore...

Her eyes turned to Fluttershy, and Twilight gave her an inquiring look. "Well?" she said resignedly.

"I... well, if it was Celestia, I wouldn't mind if you had... two puppies..."

"Fluttershy!" she protested despite herself, then rolled her eyes and smiled. "You're all impossible. I love all of you. Thank you, very much. I know it's not easy to picture doing this, but I know we can do this, if we do it together."

"Do we have a plan? Do we? Is it secret? Do we have a secret plan?" Pinkie bounced out of her seat and over to Twilight's side. One by one, the others rose and moved to stand around her, Fluttershy settling to the floor at her feet and leaning her head against her leg with a warm smile.

"Yes, Pinkie. We do have a plan, and it's very secret." Twilight told her affectionately. A scroll levitated out of a bookshelf and unfurled itself in midair. "Princess Luna has helped prepare the way. She's weakened the lock on the Elements of Harmony, and messed up the guard schedules. Tomorrow, we're taking the train to Canterlot. We arrive at two. That gives us some time if the train is slow, or breaks down.

"Once in Canterlot, we'll wait until three forty-five to approach the palace. I have an appointment with the Princess at four fifteen. I'll explain to the royal guard that you're accompanying me. Once inside the palace, we'll divert to the vault. The guard will leave at four and won't be replaced, which gives us a window to access the elements, but someone is going to notice eventually that there isn't anyone on duty, so I want to do it as quickly as we can. Once we have the elements, we'll need to hide them. We'll need to take packs tomorrow for that purpose."

The scroll continued to unreel as she spoke, revealing times, steps, and maps of the castle interior. "By five past four, I want to be moving towards the audience chamber. Applejack, you'll carry my element as well as your own. All five of you will wait in the outer chamber while I go in and speak to the Princess. I'm going to try my best to catch her by surprise." It's the only hope I've got, she added to herself, but she didn't want to say it aloud. Not when her five closest friends were listening raptly to her.

"Once I go in, you'll block the outer doors to the waiting chamber. If she realises what I'm doing, I'll shout for you. You'll burst in, and use the elements to help block her magic so I can complete the spell. We'll only have a few moments to make this happen before the royal guard break down the outer doors, but once the charm sinks in, the Princess will order them to stand down for us."

Fluttershy looked up at Twilight with a puzzled expression. "Princess Luna isn't going to help you?"

"I wish she could, but I couldn't risk leaving her in Canterlot alone with Celestia. If they were out of sight for a couple of minutes together, it would only take the right word and she'd tell Celestia everything. She's taken a tour of Equestria to put some distance between them, but we can't wait for her to come back." Twilight shook her head. "It's too risky.... and it would be risky to bring her before Celestia, too. I don't know what happens when two people who've charmed you try to command you at once."

Rarity coughed. "My Lady, I don't mean to be a bother, but what if the Princess were to charm you instead?"

"I do know what the spell looks like, I'd see it coming. I'll try to dodge, or block it. That's when I'll need your help. I wanted to develop a counter-charm to it, but we're out of time. There's no spell I know powerful enough to block magic of that power." she replied frankly.

"Reckon I know something that'll help."

Twilight blinked. "I'm sorry, Applejack, but I don't think there is anything that will. If I had more time to research-"

Applejack was giving her an affectionate grin that said she was being an idiot. It was a distinct expression, and one she recognised. She shut up.

"Mebbe you can't block the spell going in. Won't do the Princess any good if you can't hear her say the words. Stuff up your ears."

Twilight blinked again. But-

But it couldn't be that simple. Magical deafening probably wouldn't work; the charm was very thorough and would probably fatally weaken any spells that interfered with it, but she had managed not to awaken other charmed people in the room just by saying the keyword quietly.

Earmuffs, really?

"That... makes sense. I could enchant them to stay on unless the person who put them on took them off again, the charm shouldn't react to that as a threat, and it would stop them being magically flicked off my head. At least it could slow her down a bit - that's a really good idea, Applejack!" She brightened up. "I'll have to sneak them in, and put them on at the last second, but - it's a good idea!"

"I'll make them this evening." Rarity said firmly. "I'm sure I speak for us all when I say I'd like a pair myself. We can put them on once you call for us to enter."

Twilight reached up and stroked Rarity's cheek approvingly with a smile. "Thank you, Rarity. That would be very helpful."

Rarity immediately flushed red, leaning into the touch and doing her best not to stammer. "I - am delighted to serve, my Lady."

"You're wonderful." Twilight told her. "You all are. Does anypony else have more suggestions?"

"We could throw her a party! And then you pop out of the cake, she's all surprised and bam, you're the Empress!" Pinkie contributed cheerily.

Twilight giggled and shook her head. "That could almost work. Plan B."

She looked around at everypony. Rainbow shrugged at her. "If it was me, I'd crash through the window. Oooh, I could crash through the stained window with all of us on it, and I'd burst through myself, and it would look awesome."

"I did wonder about going for the quickest approach. Burst in and cast at once. But I don't think I want to test Princess Celestia's reflexes, if she sees a threat and doesn't realise who it is before she teleports us into the sun."

Rainbow winced. "Ouch. Okay, plan withdrawn."

Twilight looked down at Fluttershy, who shook her head slightly. "Um, I don't have much of a plan. I'm sorry, Twilight. But - do you know what you'll do if there's someone else there?"

"That's why I wrote a letter, asking for a private audience. There won't be anyone but the two of us. Princess Celestia would never think she needed guards to protect her from me." Twilight's ears wilted as she finished more softly than she'd started. It was hard not to slip into feeling guilty about what she was about to do. Even knowing the consequences of not doing it.

Rainbow dropped onto Twilight's lap and grinned at her. "Hey. I came here for a party, not a poutfest. We've made a plan, we're ready to help you out, so let's have some fun already."

"Party time! Party time!" Pinkie produced a party horn and blew it loudly, with an enormous grin. "I haven't been to even one of your sexy parties 'til now! You can't spell party without Pinkie!"

"...I haven't been to one either." Fluttershy added, with a touch of yearning.

Twilight lifted her head and looked around at them all, the shadow over her heart easing and a smile breaking out across her face. "You're right. I do have presents for all of you!" Her hands slid up Rainbow's sides, sliding under her skinny black tanktop and caressing her warm skin. "Rarity, would you bring them out?"

"It would be my pleasure, my Lady."

Applejack sat down on the arm of the chair and ran her hand up Rainbow's back, ruffling her feathers as Twilight caressed her. Rainbow's pink eyes were half closed, a low moan escaping her as she gently rocked her hips against Twilight's lap.

"Presents, Ma'am? Sure didn't know you had that lined up f'r us. Can't wait to see what you have in mind." Applejack said with a smile.

"Rarity helped me get them. It was very sweet of her. That's why it isn't a surprise for her. But I wanted to give you all something nice, even before I knew we were going to go to Canterlot." Twilight squeezed Rainbow's ass with one hand, sighing contentedly.

"I love presents! I love giving presents, and getting presents, and being around people when they get presents! Presents make everyone happier!" Pinkie bounced excitedly on her toes as Rarity entered the room once more, carrying a stack of brightly wrapped boxes in her arms. Crossing the floor with impressive poise, she set down the pile neatly on a low table.

"There. I'm really looking forward to seeing you all open them, you know. They're simply delightful." she remarked with a smile.

"Off you get, Rainbow." Twilight told her firmly, releasing her. The pegasus's eyes flickered into focus and she groaned a sound of complaint as she obediently pushed herself off Twilight's lap and stood up.

Twilight rose from her chair and moved to the parcels piled atop the table, picking them up one by one and handing them to each of her friends without needing to look at the labels on each.

Rainbow was the first to tear into hers, stripping off the colourful wrapping paper in shreds and opening the plain box inside. "No. Way." she declared, lifting out a slinky, skin-tight uniform. It bore double lightning flashes, like the Wonderbolts uniform, but the sky blue had been replaced by black. More drastically, it had cutouts for her breasts, pussy and ass, only a thin thong strap holding the bottom of it together.

Twilight relaxed a little, glad Rainbow hadn't taken the modified uniform as a slight against the flying team that she so admired. "You needed a uniform for your training sessions."

"Am I supposed to put this on right now? I'm putting this on, right now. Stand back, everypony!" Rainbow seized the bottom of her skinny tanktop and tugged it off, unsnapping her bra and exposing her small breasts without a hint of self consciousness as she stripped.

Pinkie shook, rattled and poked hers, and finally tore off the paper with glee. "Party clothes!" she sang out as she tugged out an incredibly tiny costume, an electric blue 'v' of fabric that would barely cover her sex, stretching up to loop over her shoulders and down to her ass. A tube of colourful edible glitter rolled out of the box, and Pinkie seized it with a gasp. "I'm going to be so delicious!" she declared, and began tossing her clothes everywhere with abandon.

"Reckon it's my turn, then." Applejack's box was bigger than Pinkie's, and she eased off the lid with anticipation. Glistening blackness gleamed at her like liquid oil. "Oh mah stars." she murmured as she lifted out a slick, shiny corset. A heart-shaped cutout centred over the stomach, and it came with elbow length gloves and knee high boots, both decorated with rows of loops and small padlocks dangling from them. Looking up at Twilight, she said tenderly, "Thank you, Ma'am. Ah'm going to be the best fucktoy you ever did see, you jest give me a minute to get into this here getup and I'll show you my appreciation."

Fluttershy's box, by contrast, was much smaller than either. She looked down at it with a trace of nervousness, then visibly steeled herself and opened it.

A soft gasp escaped her.

Sat in the silk lined box was a black collar with a large buckle, and a gleaming ring. A tag hung from it, that read 'Fluttershy' on the front. Turning it over with trembling fingers, she read 'Beloved pet'.

"Twilight!" she gasped, and threw herself at her legs, hugging them tightly. "Thank you, it's lovely, thank you. Will you please put it on me?"

Twilight smiled with delight and caressed Fluttershy's cheek. "I'd love to. Please bring your presents to me."

"Rff!" Fluttershy barked at once, and dived back across the room to seize her box in her mouth, crawling back to Twilight with it. Twilight gently lifted up the collar, revealing two small clips with little bells on them lying in the padding beneath, and wrapped the collar around Fluttershy's neck with loving, reverential movements.

Fluttershy panted aloud, lifting her head to make it easier for the collar to settle around her neck. The dressing gown, already inadequately covering her, was now in complete disarray from her lunge across the floor and hid almost nothing. "Thank you!" she whispered sincerely.

"Are you ready for the rest of your presents?" Twilight asked gently. A molten arousal rocked her behind the friendly, gentle expression on her face, shuddering up and down her body. Fluttershy was so hot. She was collared. She was her pet animal. Now she just had to give her the finishing touch.

Fluttershy looked down into the box with a questioning expression, and a look of sudden realisation flashed over her face as she recognised the belled clips for what they were. "These are-!"

"Yes, they're nipple clips. Very soft ones, it won't hurt." Twilight reassured her. "If you don't want to, you don't have t-"

Fluttershy yanked open the dressing gown with both hands, spilling her huge breasts free. "Please!" she begged at once.

Twilight's shoulders visibly shook. Oh, yes. Yes, yes, yes. Tenderly lifting the first clip from the silk lined case, she eased it over Fluttershy's nipple and tightened it very carefully, just enough to hold it in place. Hearing a low whimper escape her, she asked softly, "Does that feel okay?"

"Yes, it's fine." Fluttershy rushed out at once, nodding. Her bell gave a soft chime.

"Good girl..." Twilight breathed, fastening the second clip onto her other breast. Fluttershy crawled out of the dressing gown and pushed it away with her feet, leaving her stark naked. The bells chimed with each movement. "Good girl. Good girl."

Abruptly, she became aware of the other slaves around her. Rainbow Dash was fully into her black and yellow uniform, her shaven sex and her small, pert breasts on full display through their cutouts, and she was eyeing Fluttershy with deep appreciation. Pinkie was tugging her blue costume over her shoulders and giggling at the way the straps pressed into her breasts, and Applejack was looking deeply envious of the collar and clips, half way into her corset and being helped into it by Rarity.

She made a firm mental note to give Applejack a collar of her own, a slave collar rather than a dog collar, as soon as she possibly could.

"I'm sorry that yours couldn't be a surprise, Rarity." she said apologetically, ruffling Fluttershy's mane affectionately. "I just wouldn't have trusted anyone else to do as good a job as you would on the outfits I wanted."

Rarity's cheeks warmed, replying quickly "It was no trouble at all, my Lady. It was a delight and an honour to clad all your slaves just as you wished them. I look forward to designing a suitably exposing outfit for Princess Luna. A maid, perhaps? A matching outfit for her sister?"

Significant parts of Twilight's world rotated on their axis as the image settled in. Luna, her beautiful dark body highlighted by white lace, ready and willing to serve at Twilight's whim on her knees, her breasts exposed by her low cut bodice. Beside her, oh, beside her Celestia in a matching outfit trimmed with black lace, her large milk-white breasts barely contained, the edges of her nipples showing as her bodice threatened to spill her free with the slight motion. She could have them worship her together. Give them a foot each to lick and stroke with their lips, let them work their way up her body to caress her thighs and suck on her breasts, taking turns to finger her.

Twilight's eyes were closed as the fantasy played vividly in the darkness within, her hand sliding to press firmly between her legs. It felt so good. It wasn't right. She was going to just stop Celestia from using the charm on her or anyone she controlled, and let her go. She certainly didn't have any ambition to rule Equestria. She wasn't going to fuck them, one after the other, with Celestia's own strap-on. She wasn't going to make them fuck each other in front of her. She wasn't. She wasn't.

She was so turned on she could barely sit still. Her eyes flashed open. Applejack was fully dressed in her fetish outfit now, her breasts lifted and forced out by the topless corset, arms and legs bound in glistening black and hung with small locks. Rarity had stripped down to her bare skin, and unwrapped her own gift (Twilight had at least wrapped it herself, even if Rarity had made it). She was arranging the final layers of her gauzy costume, a cloud of violet veils that delicately covered without obscuring her generous, nude curves. It was the living picture of one of the Empress's slave girls, and it give Twilight an extra little jerk in the pit of her stomach to see it.

"Rarity." she breathed. "Fetch my outfit from the other room. It's time I dressed for special company."

"Yes, my Lady. As you wish." Rarity replied, curtseying delicately. She vanished into the guest room, heading for the larger wardrobe.

Twilight's eyes passed slowly and lustfully over her friends. Pinkie was still bouncing on the spot, her edible sprinkles poured all over her cleavage, and giggling as her breasts bounced against the narrow straps that crossed them top to bottom. Rainbow was leaning against a nearby bookshelf with pretend casualness, her eyes flicking from girl to girl and her exposed sex already damp with anticipation. Applejack stood at attention by Twilight's side, having annexed the spot as soon as her costume was finished, and Fluttershy gently bumped her head against Twilight's legs with little eager whines and the jingling of bells.

Little explosions of sparks kept bursting at the base of her spine. "You look so hot." she breathed with husky sincerity to her closest friends. "You're all mine."

A visible ripple of happiness spread through the four, Applejack whispering devotedly "Anything for you, Ma'am. Anything you want."

Rarity emerged, bearing Twilight's cloak and peaked cap in a neat pile in one hand, carrying her long thigh high boots in the other. A small wrapped parcel sat on top of the folded cloth.

Twilight blinked. "Another present? I didn't arrange for any other surprises."

Rarity laughed gently. "After all of the gifts you arranged for us? I simply had to find something for you too, my Lady. Fluttershy was very helpful in acquiring it, also. I hope you'll enjoy it."

Twilight ruffled Fluttershy's mane again, with a fond smile. "Thank you, both of you. I can't wait to see what's inside! But first, I should get dressed. Rainbow-" She stood up. "-help me out of my clothes, please. Applejack, I'd like you to dress me afterwards." Her eyes settled on Applejack's clear green eyes and her heart warmed to see the look of joy in them.

Rainbow slid up behind her with a wide grin. "Aw, Twilight. You always know just what to say." Seizing the bottom of her long jumper, she tugged it up Twilight's body enthusiastically, baring her smooth skin. She pressed close, licking a damp trail up her back and letting her small breasts stroke against her owner. Momentarily leaving the balled-up jumper lodged around Twilight's head to playfully blind her, she unsnapped Twilight's bra and tugged it down her arms.

Her grin widened as Twilight said something in a muffled tone of complaint from within the thicket of blue fabric, and she dived down to yank down her black tights and underwear in one go, tugging them entirely off and leaving Twilight reeling. Pre-empting Twilight's exasperated grab at the jumper, Rainbow pulled it off her head with a cheeky smile, exposing her flushed face. "All done, Ma'am!" she sang out.

"Rainbow Dash." Twilight uttered in a tone of dire threat.

"Something the matter? You're naked, aren't you? Didn't you notice?" She gave Twilight a look up and down, her hands on her hips. "I noticed."

"Rainbow-" she began firmly, then was interrupted by strong hands taking hold of her shoulders and spinning her around. Applejack stood before her, in corset, gloves and knee boots, her breasts lifted and thrust out. Rarity definitely had an untapped talent for this kind of outfit.

"Now, don't you pay her little games no mind, Ma'am." Applejack told her fondly, fitting the hole in the peaked cap over Twilight's horn and settling it onto her head. Wrapping the long black cloak around her, she pulled the long ties down from around Twilight's neck and began weaving them back and forth through the side loops, forming a beautiful diamond of cord around Twilight's breasts. Applejack's every touch was gentle and affectionate, full of appreciation for the mare she was getting to caress as she worked. A scattering of powder helped ease the long boots up Twilight's thighs, their sheer blackness framing her colourful pink and purple sex.

Applejack leant forward, pulling her hat into her hands, and laid a soft, lengthy kiss between Twilight's legs. Eventually, she sat back and settled her hat back onto her head, breathing "All done, Ma'am. Hope I pleased you."

Twilight sighed with pleasure as Applejack's warm mouth pressed against her sex, straightening her back. All of them were gazing at her with something between admiration and desire, and she had to admit the clothes - or lack of - made her feel sexy. Powerful. The outfit made her feel desired. She was their owner. Their Mistress. Her violet eyes flashed, an expression of almost arrogant command taking possession of her.

Rarity dropped smoothly to her knees. "My Lady." she murmured softly, bowing her head.

Rainbow gazed at Twilight, captivated. Her wings unfurled tensely, and she followed Rarity's lead, bowing her rainbow maned head in turn.

"Ooooh, you look so sexy, Master!" Pinkie chirruped, and dropped to the floor with the others. Fluttershy nuzzled Twilight's black booted thigh, and Applejack looked up at her with pure submissive lust.

A shudder of arousal visibly rocked Twilight's body, but she didn't let it affect her voice. Nodding towards the last present, she said firmly "Flutterpet. Fetch."

"Rff!" Fluttershy immediately barked, bounding nude over to the table with a jingle of bells. Carefully picking up the bow in her mouth, she trotted back with the present swinging from her mouth, and sat up in front of Twilight with a swish of her pink tail.

"Good pet. Good puppy." Twilight congratulated her. Plucking the present from Fluttershy's mouth, she began to neatly unfold the wrapping, exposing the box within. With a glance at Rarity, who wore a proud smile as she watched, she lifted the lid.

Twilight inhaled sharply. Inside lay the smooth, glossy shape of a black dildo, something immediately recognisable even if she'd never actually held one before, surrounded by a web of straps designed to buckle it to somepony's hips. The base of it bore several studs, to push back against the sex of the pony wearing it.

She carefully lifted it from the box, and absently levitated the box over to the table as she turned the thing over and over in her hands. She'd never held anything like it. It was slick and cool under her fingers, more slender than she'd thought it would be, somehow. It was... it was obscene. She gripped the base, and stroked her other hand up and down it. It was so, so dirty. Her breathing quickened.

A low groan from near her feet snapped her out of her trance. "Oh, mah stars..." Applejack whispered throatily, her nipples jutting stiffly with arousal. "Fuck us. Fuck all of us."

Twilight's hand clenched, her nails digging into her palms. "Fluttershy, you have one of these. Put this on me. I want to see how to wear it."

"Mmmh!" Fluttershy responded at once, and reached up to take it from her hands. Applejack shifted a little to one side to let Fluttershy work, gazing with fascination at the normally shy pony. Settling the base of the shaft directly over Twilight's glistening pussy, Fluttershy leant into her and wrapped the straps around her hips and underneath her, up the centre of her ass. Clips snapped into place, leaving an unfamiliar weight dangling from Twilight's hips, jutting out in front of her and swaying with her every movement.

"Okay. Now-" she began, and got no further. Fluttershy leaned up and opened her mouth, plunging it over Twilight's new shaft, bobbing up and down rapidly. Her huge tits bounced with every jerk of her head down the shaft, bells chiming, and muffled grunts escaping her mouth. "Mmmf! Mmmf!" Fluttershy groaned, the base of the dildo pushing firmly against Twilight's heated cunt over and over.

Twilight's knees almost buckled, the air of absolute dominance that had settled over her vanishing in sheer shock. "Hhaah!" she gasped, reaching back to clutch at the arms of the chair and hanging on to keep herself upright. It was like having Princess Luna in front of her all over again, but where Luna had been slow and deliberate, Fluttershy's movements were quick and urgent.

Twilight's hips shifted reflexively, thrusting against Fluttershy's mouth to press the toy back against her sex, before she managed to seize hold of her scattered thoughts and panted, "Enough, that's enough-"

Fluttershy hesitated, then slowly drew back and looked up at Twilight, a bright red flush colouring her cheeks crimson. "Rrff." she murmured diffidently.

"...okay, wow. Did not see that coming." Rainbow said to no one in particular, eyes wide.

Twilight gazed down at Fluttershy, shaking her head once to clear it. "That was... really amazing." Looking around at her friends in various states of shock, she found her train of thought repeatedly derailed by the realisation of what had just happened.

"Guess it rilly is always the quiet ones. Dang." Applejack offered.

Which applied to Twilight herself, she supposed. She shifted her hips, feeling the weight of the toy tugging at her. She needed to reward Fluttershy. Reward all of them for their devotion. A grin broke across her lips as an idea occurred to her, painted in vivid mental pictures. Yes. That would be fun. But before she let them go at each other, she wanted to be first. To put her mark on them.

She clicked her fingers peremptorily. "Everypony, follow me."

With a chorus of 'Yes Ma'am' and 'Yes Master's, her pets followed her obediently as she lead them into the large bedroom, and gestured at the four poster bed. "All of you, face the bed and bend over. Tails up, asses in the air." she commanded huskily.

In a rush, they obeyed. Rainbow Dash was first, waggling her rainbow-striped tail in the air with eagerness, then Rarity, her cheeks flushed with the indignity of the position, then Pinkie wriggling delightedly, then Fluttershy and finally, Applejack, at the far end of the line. Five ready, eager fucktoys, bared cunts waiting to be taken, quiet but for their quick, short breaths.

Twilight gestured with her horn. A cabinet on the wall popped open, and a flat, round jar floated across the room to settle into her hand. Unscrewing the lid, she scooped out some of the smooth white cream within and spread it liberally over the shaft with her fingertips, the white fading as she rubbed it in, leaving the shaft slippery and glistening. The jar levitated back into the cabinet, and Twilight stepped forward, remarking lightly "I hadn't expected to have a good use for that so soon, but preparation is lubrication!"

Rainbow Dash glanced over her shoulder with a disbelieving look, and broke into sniggers. "Twilight, did you really just make up a rhyme about lubricating sextoys-"

Twilight seized Rainbow's hips, and pressed her lubricated shaft firmly against her shaven cunt. Gripping the base, she slid it up and down to find the right angle, then thrust the toy into her.

"Haaaah!" gasped Rainbow, her back arching and tail twitching, wings jerking.

"Sorry Rainbow, were you saying something?" Twilight asked her with a wickedly playful smile. As the blue pegasus opened her mouth to reply, she pulled back, then buried the toy in her again, cutting her off entirely. It felt incredible. Not just the way the toy kept grinding its studded base against her sex, though it was sending chills racing up her spine. It was the way Rainbow writhed each time she thrust against her. It was feeling her thighs press against Rainbow's ass through her skintight fetish uniform. It was the complete feeling of ownership, of control, as she seized her colourful tail and swished it against her bare breasts. She'd never felt so confident, so powerful, so self-assured.

"Fuck!" Rainbow gasped, shuddering. "Fuck me, Twilight!"

"I've got some lovely ideas for you all. I'm so happy to have you all here, like this, waiting for me." Twilight said warmly. Her hand played across Pinkie's upturned ass, making her giggle, then slid up and down Rarity's thigh as she settled into a slower, firmer rhythm of thrusts into Rainbow Dash. "The first game is getting a very, very generous sixty seconds of being fucked by your owner. If you don't cum, you don't get to for a while." She gave a particularly firm thrust into Rainbow, delighting in the wordless groan of need, and asked sweetly "Okay?"

"Mmmh! Fuck!" the pony beneath her whimpered, nodding.

"Now that wasn't a proper answer." Twilight responded with playful disappointment, coming to a complete stop and folding her arms across her bare chest.

"I get it! I get it!" Rainbow cried out urgently, then cried out as Twilight immediately resumed fucking her. Glancing up at the clock across the room, the second hand sweeping around in small, measured steps, she declared, "You start now."

"Yeah, yeah, yeaah..." Rainbow Dash gasped, thrusting back with her hips as rapidly as she could. Oh, it was so hot to see the cocky flier this desperate, this eager, writhing on her toy.

"Ma'am!" Applejack's voice was strained with arousal and need. "Please, if y'doing this, won't you let us play with ourselves while we wait our turn?"

Oh, that was a delicious idea. "Yes. Everypony, please play with yourselves while you wait your turn." Twilight ordered benevolently, over the background of Rainbow's jerky moans. Her eyes flicked to the clock. "Thirty seconds, Rainbow."

"Not yet!" she panted, tossing her mane. "C'mon - Twilight - can't you do me - harder than that? I'm going to - sleep over here!"

Twilight's hand swished through the air and landed on Rainbow's flank with a stinging crack, then another, the fetish costume baring her ass and offering no protection. Her pale blue skin reddened under the blow and Rainbow yelped "Yeah, fuck yes, yes, yes, fuck! Fuck!" Her body convulsed on Twilight's toy, leaving her shuddering wordlessly in orgasm.

Twilight nearly came at the sight, desperately clawing back the rising tide of pleasure that nearly obliterated her. She could feel Rainbow's body jerking against her, her colourful mane sweat matted and her thighs glistening with her juices. It was the single most arousing thing she'd ever seen.

Shakily, she pulled back from Rainbow's prone body and took in the rest of her slaves. The four of them were each playing with themselves, fingers working against glistening cunts, lust-fogged eyes glancing back at her in needy desire for her attention and approval. The air was heavy with the scent of arousal, overpowering everything else.

It was hopeless, she thought in a single moment of clarity. She couldn't come back from this. She could never see these ponies as just friends again. They were hers. Had to be hers. She'd do anything she had to, just to make sure of it.

Her hands slid up Rarity's diamond-spangled flanks.

"Please, my Lady! Please honour me with your touch! I beg of you, fill me, give me everything you have!"

She'd do anything.

The shaft parted the artistically arranged veils and slid into her soft, milk-white sex. Rarity moaned her thanks and gratitude, her worship.

"Sixty seconds."

"Yes, yes my Lady, thank you! To be penetrated by you is divine! I adore you!"

She was balanced on a simmering cauldron of desire, just holding it back. If she slipped, the sheer force of her lust could knock her right off her feet. Her thighs came together with Rarity's body again and again, driving louder and louder squeals from her. "I've never - hhaah - never done anything like this, ever - ahhh! - before, I hadn't even imagined being taken - by you, like this - please - yes!"

She couldn't cum yet. She couldn't cum yet. She couldn't. She still had three girls to go. She had to hold on. Her hands dug into Rarity's thighs, and the shaft slapped back against her as Rarity's hips rose to meet her thrust. Head swimming, it was all that she could do to make herself focus on the hands of the clock enough to read it.

"T-ten seconds!" she gasped. She could hold on. She could.

"No, no! Don't stop, I beg of you, I, I'm too close to stop now, I - I - aaaaaieeee!" Rarity cried out, her long nails clawing desperately into the bedsheets as she writhed and twisted.

Pulling back a little to take the pressure off her own sex, body quaking, Twilight managed to push out, "You look wonderful, Rarity, just - wonderful."

Draped over the bed, collapsed fully to her knees and breathing deeply, Rarity looked over her shoulder shakily and breathed sincerely "Thank you."

Rainbow Dash grinned and leaned over, kissing Rarity's soft cheek and working her way around to her lips, kissing her with satiated pleasure. Rarity's lips parted, and she returned Rainbow's kiss with a soft groan.

"Me next! My turn, my turn!" Pinkie called out eagerly, wriggling her ass at Twilight.

Twilight moved closer, her hands trailing across Applejack's lower back and across Fluttershy, stroking between her wings as the two of them moaned together. "That's very good," she told them, her voice kindly, but tainted by darker lust. "I'd like you to both just keep fingering yourselves and keeping yourselves ready to cum until I'm ready to fuck you, okay?"

"Y-yes, Ma'am." Applejack panted, joined by a shuddering yelp of agreement from Fluttershy.

Twilight inhaled. She had just about got a grip on her surging arousal, chaining it, holding it steady within her. Her hands slid slowly up and down Pinkie's ass, squeezing and kneading with increasing firmness.

"Mmmh!" Pinkie moaned. "My turn, Master?" Her hand, still working up and down her cunt, withdrew to bare herself fully and she seized her breasts with damp fingers, pushing herself up with her elbows.

"Your turn, Pinkie." Twilight confirmed with wicked satisfaction as she gazed at the party pony's exposed body, and guided the dripping toy against her damp sex. Her pink fur was soaked, her arousal already spread wide by her darting fingers, and the slim shaft pushed into her body without resistance.

"Ooooh! Ohh, that's really nice! It's even better than cake!" Pinkie gasped. Her legs stiffened, pushing her hips upwards against the toy within her, and she panted distractedly after a few seconds "I mean, it's not better than all cake, but it's better than a lot of cakes, unless I was eating them off you, which I would totally love to be doing, unless - mmmmh! - I was eating cake off somepony else while you were fucking me, so I-"

Twilight swatted her ass firmly with the flat of her hand, a jerk of sensual electricity shooting up her body at the satisfying sound of palm impacting soft skin, and groaned sternly "Focus on - what I'm doing - Pinkie!"

Pinkie giggled breathily, panting "Sorry, Master! I'll be quiet and get fucked, shall I, Master? Is that the most fun, Master?" Her hips thrust back against Twilight's shaft, grinding the studded base against her sex, and Twilight jerked violently as a spike of pleasure nearly cracked her delicate balancing act.

"Pinkie, wait-" she gasped, feeling herself on the very edge.

"Wait for what, Master? I've only got forty seconds, Master! I can't waste time!" she declared with cheerful earnestness.

"Pinkie, I- I-!" Twilight stammered, trying to hold back. She failed. The shaft rubbed firmly against her clit and she seized Pinkie's hips, a shattering explosion of pleasure detonating within her and wiping her mind with white light. She shuddered and bucked thoughtlessly, hammering the toy into Pinkie, and barely heard her cry out "Oooh! Master! You're so rough!" before breaking into an uninhibited wail of her own. The two pushed back and forth against each other in a dizzying dance, until Twilight collapsed across Pinkie's back and buried her head in her sweet scented mane.

Twilight only slowly came back to herself, dizzy and shivering with little aftershocks. Rainbow raised her head from kissing Rarity, calling out "You're neglecting your fucktoys, Twilight!" with a grin.

Pinkie giggled, then gasped as Twilight shakily withdrew from her, the toy dripping with yet another pony's fresh lusts. Fluttershy looked around with bright red cheeks, her fingers busily working in her flushed sex, and whimpered aloud "P-please, I don't think I can hold out for much longer!"

-yes. Yes! She had a duty to fuck all of her friends, and she was letting Fluttershy down! Twilight moved on wobbly legs to seize her pale yellow ass with both hands, her fingers sliding over Fluttershy's cutiemarks, and demanded "Stop touching yourself, naughty puppy! It's time for me to fuck you."

"M-mm! Woof!" Fluttershy panted in agreement and pulled her hand away, her hips jerkily thrusting back and forth against the air, unable to stop herself. Twilight took hold of the shaft with one hand and guided it up and down against Fluttershy's slick sex, finding her angle and burying the toy with a single hard thrust of her hips.

"Haaah! Ahhh! AHHHH!" Fluttershy screamed immediately, her head jerking back and her wings bursting into full spread, shivering jerkily with little tremors. The cry went on and on, before it finally faded into a series of quick little gasps, leaving her slumped against the bed. Trying hard to gather her breath, she panted, "S-sorry, sorry, I just couldn't hold it in anymore... I hope you're not too disappointed."

Twilight carefully withdrew from Fluttershy, prompting a little yelp from the soft spoken pony, and said with a gentle smile "I don't think anyone was disappointed by that. You're amazing, Fluttershy. I really loved holding on to you and feeling everything, connected to you. I'm very pleased with my puppy."

Fluttershy buried her face in the blanket, shyly mute, but wagged her tail in the air with little sways of her upturned ass.

"Guess it's my turn now... Ma'am."

Twilight's gaze was drawn irresistibly to Applejack. The farm pony, dolled up in her intricate fetish wear, was propped up on one hand. The other rubbed slowly and firmly up and down her sex, using the flat of her palm, her orange thighs damp above her high boots. The locks decorating her glove chinked softly against each other with each movement of her hand. Her green eyes were fogged with lust and worship.

A tremor in her voice, Applejack breathed throatily "Ah've been waiting for you. Been waiting for this for a long time. Ah want to feel you all the way inside me. I want you t'take me like a colt. Ah'm just a simple girl in need of a good, hard fucking. Please, Ma'am. Won't you give it to me?"

The world narrowed to Applejack alone. The sweat sheen on her bared skin, the liquid glisten of the corset, the heave of her bare breasts as she breathed harshly. Twilight moved closer without even realising it, her hand smoothing gently and reverentially over the firm curve of her ass and down her muscled thighs. Applejack's hand slid away as Twilight's neared, baring her gleaming cunt, the hairless skin coated in her wetness and darkly flushed. Her fingertips grazed her slave's slit, and Twilight brought them to her lips to taste Applejack's arousal.

"I'll fuck you, Applejack." Twilight promised her softly. "I'll fuck you hard. Just like you always wanted me to."

Applejack shuddered at Twilight's words, eyes wide and her hips thrusting back towards her. "Fuck me, Ma'am. Fuck me." she pleaded.

Twilight took hold of the drenched shaft and squeezed firmly, then stepped a little closer. The shiny tip slid tormentingly up and down Applejack's pussy, dragging a long, low groan of need from her.

"Don't tease me, now! Do me!"

Twilight couldn't have stopped herself for anything in the world. Not if Princess Celestia had appeared with a crash of thunder and light and personally commanded her to stay where she was. She felt the toy press back against her drenched sex as it slowly, inexorably slid into her closest friend and lover without resistance, a violent shudder of arousal working its way up her spine.

Applejack's head dropped forward, a deep, low groan sounding from her chest. "Ooooohhhh." she breathed. "Oh mah stars. Oh Twilight, darnit, please, please."

"Yes. Oh yes." Twilight whispered in response. The toy pulled back, then thrust into Applejack's yielding heat once more, and she almost felt as though she was watching herself from the outside, a glazed look of complete concentration in her eyes.

Applejack gasped again, louder, her shoulders and back tense as she pushed back against the shaft within her. "Mah cunt is all yours! Mah tits, my ass, everything! It's all yours! You're taking me, I'm yours, I belong to you, fuck me, fuck me...!"

"I love you! I want this!" Twilight blurted without conscious thought, over the accelerating sound of her hips meeting Applejack's thighs. Leaning over her, Twilight's stiff nipples dragged against the slick surface of Applejack's corset and she reached down to seize handfuls of her swaying breasts, kneading them with increasing firmness.

"Oh! Oh yeah! Treat me rough, Ma'am, I c'n take it! Give me everything you've got!" Applejack gasped as Twilight squeezed her nipples.

"If that's what - you want, Applejack-" Twilight panted. A loud crack of skin on skin echoed around the room as she spanked her breast hard with the flat of her hand, a tiny part of her glowing with sadistic pleasure at the sound.

Applejack nearly lost her balance, gasping aloud. "Yes! Spank me!" The bed shook under their frenzied lust as Twilight slapped her breasts again and again, entirely losing control of herself. Reaching up with her free hand, she seized hold of Applejack's sweat-dampened mane and pulled, wrenching a desperate cry from the farm pony's throat. Applejack's body shook violently with orgasm, burying her head into the bedsheets and releasing a long, raw shriek of overwhelming pain and pleasure.

Awareness slowly filtered back to them both, Twilight's body heaving with gulping breaths that matched Applejack's heavy, ragged pants. Seizing hold of the bedpost to keep herself upright, Twilight managed, "Are you okay?"

"I - whew, I'm jest fine... I think..." Applejack gasped. "Might be a mite sore f'r a while."

Shivering, Twilight placed a hand on Applejack's firm ass and pushed herself back gently, slowly withdrawing from her sex. Her own legs trembling, she staggered around the corner of the bed and flopped onto her back in front of the five of her toys, utterly exhausted.

"My goodness, my Lady." Rarity murmured respectfully, reaching out to stroke Twilight's tangled mane back from her brow. "That was just terrifying. And very impressive!" she added quickly, glancing at Applejack and nodding. "I truly thought you'd demolish the entire bed."

Twilight's cheeks heated, despite a little part of her reminding her how absurd it was to feel embarrassed when she was lying nude before all her closest friends, friends she had just fucked one after the other, with a messy, slickly coated dildo jutting vertically upwards from her hips. "I might have got a little carried away." she admitted, relaxing with a sigh.

"Won't hear any complaints from me." Applejack replied gently, crawling forward onto the bed and kissing Twilight's thigh. As if that were a signal, the others pulled themselves up onto the bed beside her and together they sprinkled Twilight's limp body with kisses and licks, Rainbow working her way up the curve of Twlight's neck with surprisingly gentle tenderness, Rarity kissing her breasts, Pinkie and Fluttershy giggling and whispering to each other as they trailed their mouths over her stomach and thighs, and Applejack alternately caressing her legs and pressing her lips against her warm skin.

"...that's really nice." Twilight murmured. Her body ached in new and unfamiliar ways, and as her slaves worked over her, she couldn't help but feel herself untensing and relaxing into the rumpled sheets. "Oh, wow..." she breathed dazedly after a few moments. "That's really, really nice."

Rarity nuzzled her head against Twilight's small chest, her intricate mane tickling her owner's skin pleasantly. "I would be happy to stay as long as you wish, my Lady. I do have several jars of delightful skin ointment that I purchased from the spa - I simply had to have a little for my own use, it isn't as though I can go every day!" She laughed a little at the notion.

"Can't you? Won't you? Don't you want to?" Pinkie asked brightly, pushing herself up with both hands.

"Well, as much as I might like to, it would get a little expensive." Rarity replied demurely.

"But they are ever so skilled with their hands." Fluttershy added earnestly, lifting her head with a soft jingle of bells.

"Why, I would never even imply that they aren't worth every bit..."

Rainbow Dash shook her head and nipped gently at Twilight's ear. "Hey, don't take it personally!" she whispered conspiratorially.

Applejack grinned up the length of Twilight's body from where she sprawled between her legs. "Reckon that licking y'naked body comes a real close second t'chatting about the spa."

Pinky giggled. "Of course we love Twilight more than the spa! She's delicious!" Ducking her head, she lapped at Twilight's belly, prompting a sudden giggle from the prone pony.

Lifting her head, she smiled warmly at all of them. "I love you. All of you. I hope you know that. You're my favourite ponies in the whole world." And Luna. And kind of Zecora, too. And if this went right, Celestia. Every pony she'd charmed was so incredibly special. She was so lucky to have found this life, to be so much closer to the ponies she loved.

Fluttershy, Rarity, Pinkie and Rainbow looked at each other, then as one they snuggled closer to her. "Thank you, ever so much." Fluttershy said with a little tremor in her voice as she buried her head against Twilight's side.

"Mmmhmm!" Pinkie agreed emphatically, bumping Twilight affectionately with her head.

Twilight blinked. "Thank you?" she echoed in a puzzled tone.

Rarity looked up at her, then slightly to one side, demurely. "They - that is to say, we - were a little concerned that your true affections were a little more singular in nature." she said delicately.

Twilight's gaze turned instinctively to Applejack. The farm pony shook her head with a fond smile. "I get it, ah do. But y'all should know better'n that. Don't reckon there's a single one've us that hasn't felt how much Twilight cares for you, even before all this started. Heck, she pulled us all together, and we're better for it. Ah'd lived here all my life, and I still didn't know you all the way I do now. I wouldn't want to leave any of you out. We're in this together, the whole pack of us."

"Yes. You're all the most wonderful ponies. I had no idea what I was missing from my life before I came to Ponyville, and now I could never imagine being without you. I'll go to the ends of Equestria for any of you. Let's stay together. All of us." Twilight finished softly.

Rainbow yawned, lengthily and pointedly. "Way too many feelings, not enough screwing."

Twilight giggled. "That wasn't enough? Oh dear. I think that means it's time for the game I wanted to play with you!"

"Party games!" Pinkie Pie cheered enthusiastically. "What do we do, how do we play?"

Lifting her head, Twilight pointed to the ground at the foot of the bed. "Okay, everypony! Please go and stand over there."

Applejack gave her an intrigued look with a broad smile. "Sure thing, Ma'am."

One by one, curious and happy to play along, the five of them moved to stand in line facing the bed. Twilight shuffled across the bed and swung her legs over the end of it, sitting neatly facing them, the toy resting between her legs.

"So, my Lady. How is this game played?" Rarity asked with a little tilt of her head.

"Well, I begin by taking over all of your minds." Twilight told her, with a lingering tingle of delight. Their expressions had barely time to change before she called out firmly "Awaken!"

"I'm awakened, Twilight." Five ponies recited their awakening words together, a monotone chorus that sent shivers down Twilight's back. Rising from the bed, she breathed approvingly "That's right. Okay everypony, I want you to say..." She paused for a moment, then continued huskily "I worship and obey Twilight Sparkle."

"I worship and obey Twilight Sparkle." The words rang out loudly, a perfect mindless chorus.

Twilight's eyes fluttered, a heated breath escaping her. She looked into the blank, empty eyes of her friends and lovers. Her slaves. "Say it again."

"I worship and obey Twilight Sparkle."

Her hand gripped the damp base of the dildo and pushed it back firmly against her cunt, rubbing it up and down. Her hips rocked. "Again! Louder!"

"I worship and obey Twilight Sparkle!"

Twilight's breath came quick and sharp. They looked so sexy, so hot like that. Her fingers trailed over their motionless bodies, one by one, finally snagging on one of the electric blue straps that crossed Pinkie's breasts. She pulled the strap back slowly, until it slipped from her fingers and abruptly snapped against Pinkie's skin with a loud crack. The strap settled askew, baring her deep pink nipple.

"Oh, Pinkie." Twilight murmured. Her fingers slipped into the other strap, drawing it away and fully exposing the mindless pony's other breast, before she let go and shivered again at the fresh smack of stretchy cloth against bare skin.

She was tempted, dreadfully tempted, to keep them like this for a while. It didn't have to be for too long. Just a bit longer. Just a little more time with her perfect, poseable dolls. Her fingers trailed up Rainbow Dash's exposed sex and she said lightly "Rainbow, declare you live to serve me as the champion of my fliers."

Rainbow straightened a little, pushing her chest out and a slightly more focused look entering her blank eyes. "Ma'am! I am the best flier alive, Ma'am! I lead your wing slaves as your personal Captain, Ma'am! I live only to serve you, Ma'am!"

The iron certainty in Rainbow Dash's voice felt like a tongue on her body. She was the least submissive of all her toys, and seeing the fanatical devotion on her face ached within Twilight's sex. Her hand slid over her own nipples, squeezing the rock-hard points one after the other.

Somewhere inside, she knew this was dangerous. That she shouldn't let herself give in to her more extreme desires, because each inch of ground she gave was much harder to get back. Turning away from the spectacle of her five mindfucked friends, she seized hold of the bedpost and breathed in deeply, fighting for self-control.

Breathing hard through her nose, she finally ordered "Rainbow, forget everything you just said. You're just the same as you were when I awakened you just now."

"I've forgotten it. I'm the same as I was just now."

Okay. That was a good step. She didn't want Rainbow to wake up like that, with such potent orders that she literally cared nothing for anyone or anything except Twilight's service. She groaned aloud, her fingers tightening on the post. Oh, but she did. Not as her default state of mind. Not to be left in day to day. But just for a little while...

No. She already had a game in mind, and that was more than enough. Focus on that. She turned around to face the others once more, breathing in deeply.

"Listen closely, everypony, and don't repeat these instructions back. I'm imbuing the strap-on with a little magic spell. Whoever wears it gets to give you orders, that you obey just the same way you obey my orders. My orders are more important than anyone else's, though. I can always overrule any other command." She didn't want any confusion about who was in charge.

"While you're wearing the toy, you feel like being firm and commanding to everyone except me. You feel very owned and compliant with my wishes while you wear it. You will get to pick a pony and fuck her. When you've finished fucking her, you will put the toy on her. If you've just been given the toy, you can't choose the pony that gave it to you. Confirm you understand." she finished.

"Got you." "Right." "I understand." "Okay." "Sure..." the five responded in a medley of overlapping voices.

"You'll all come around knowing the rules of the game I've just given you, okay? Now everypony, slumber."

The five ponies relaxed as one, Rainbow losing her iron-backed pose of parade ground attention. One by one their gazes cleared, and they looked around at each other with fresh eyes, knowing what was about to happen.

"...well now. So that's the game, huh?" Applejack's eyes fell to the strap-on. "So who gets it first?"

Twilight's gaze played slowly over the girls in front of her, taking them in one by one. She already knew exactly who she was going to pick, but it was just too much fun watching each of them tense when she looked at them.

Finally, she looked straight at her chosen pony and declared, "Fluttershy. This is for you. Come and help take it off me, and put it on."

Fluttershy squeaked, her little flinch causing an involuntary chime of bells. "Me?" she protested, but walked forward slowly.

"That's right. I think you deserve it." Twilight told her with a smile. Lifting herself off the bed, she sighed as the unfamiliar weight fell away and settled back to watch intensely as Fluttershy began fastening the toy around her own hips, despite her embarrassed reluctance.

The final buckle snapped closed. Fluttershy straightened, and a distant look came over her face for a moment.

Her head lifted.

"Stop standing around watching me and line up." she ordered firmly, her expression hardening. "I'm not going to choose anypony that's not paying proper respect."

"Er- right." Applejack replied, somewhat stunned by the change in her attitude. Quickly crossing to beside Pinkie, she lined up again.

Rainbow couldn't contain herself, sniggering over and over behind her hand. Without warning, Fluttershy was suddenly an inch away from her, giving her an iron-hard stare that choked the laughter in her throat.

"I don't think that sniggering is very respectful, Rainbow Dash."

"Uh-"

"I didn't tell you you could answer back, either."

Rainbow swallowed. Her eyes were wide and perspiration was breaking out on her forehead as she tried to meet Fluttershy's stare.

"You can say 'I'm very sorry' now."

"I'mverysorry!" Rainbow blurted in a rush.

"That's better." Fluttershy stepped away, and Rainbow wilted, giving Twilight an incredulous look that instantly snapped back into a frozen expression of respectful attention when Fluttershy glanced back over her shoulder.

"Rarity, I'm choosing you." she said, coming to a stop in front of her.

Rarity inhaled quickly, mingled nervousness and anticipation on her face. Fluttershy's gaze pinned her, frozen where she stood.

Already, Twilight was fascinated. She'd thought Fluttershy was choosing Rainbow - it made sense, they had known each other for a very long time. Fluttershy and Rarity had spent a lot of time together too though, and shared a sense of fashion... "Why did you choose Rarity?" she asked curiously.

Fluttershy's expression immediately melted with adoration and she twisted around with a lovestruck smile. "It's because we went to the spa together hundreds of times and she never even noticed that I was trying to show off my naked body to her, Mistress."

Rarity's jaw dropped. "But- darling, you never said anything!" she protested, then quailed as Fluttershy turned back.

"You will address me as 'my Lady', the same way you'd speak to our Mistress." Fluttershy told her.

Rarity blinked, then nodded quickly. "Yes, my Lady. What would you have me do?"

Fluttershy looked down at the toy, then at Rarity and said matter-of-factly "There's something I always fantasised about, and I'm going to make it happen now. Kneel and expose your breasts, Rarity."

Rarity's pale cheeks coloured, but she slowly dropped to her knees and began rearranging the veils around her, uncovering her soft chest. "Yes, my Lady."

"Dominant Fluttershy's kind of a bitch." murmured a voice into Twilight's ear, very softly. Rainbow Dash was beside her, Appejack and Pinkie settling at her other side.

Twilight nodded absently, her eyes not leaving the two. Whatever she'd done to Fluttershy with her commands to be more forceful, the result was simply incredible to watch. Her thighs squeezed together.

Fluttershy walked around Rarity and turned to face Twilight and the others. "I want you to wrap your boobs around this toy and rub it." she instructed the kneeling pony.

With a crimson blush of abject humiliation, Rarity nodded. "If you command it, my Lady." she replied meekly, and gathered her milk white breasts in both hands. Sitting up on her knees, she pressed her breasts together around the slim black shaft and began to slide them up and down, Fluttershy standing over her with an expression of satisfied desire, her own heavy breasts rising and falling rapidly.

"That's right. Don't stop." Fluttershy told her, a rich flush rising on her cheeks. Her hands moved to her chest and flattened over the bells, dulling their chiming as she kneaded herself. "I've always been attracted to you, Rarity, and it was ever so frustrating that you didn't notice. I know that you weren't interested in mares - thank you so much for changing that, Mistress!" she added quickly with a beaming smile at Twilight, then looked back down. "-but you could have at least realised."

Rarity looked up at Fluttershy, hesitating for a moment, then quickly resuming the massaging of the shaft as Fluttershy began to slowly slide the toy back and forth against her chest. A warmer expression was slowly taking possession of her, the embarrassment and humiliation giving way to a kind of pleasure in the situation. "I may not have noticed before, my Lady, but I've certainly noticed you now. You have such a superb set of curves, I don't believe anyone in Ponyville could match you. Now that I know... yes, I am most certainly interested in you." she finished breathily, her nipples stiff and her hips shifting gently where she knelt.

Fluttershy groaned, looking down at Rarity through her eyelashes. "I've really wanted to see you like this." she breathed. "I wanted to see you desire me."

"I do. I do..." Rarity replied sincerely, her head tilted back to meet Fluttershy's gaze, grinding her body against her. Fluttershy's hips began to rock faster as her enthralled pleasure rose, and Rarity took hold of the slick shaft, stroking one breast against it as she pushed it back more firmly against Fluttershy's sex.

"I want to give you pleasure, my Lady. Please, take everything you can from my body. Let me please you." Rarity nuzzled the side of her head against Fluttershy's stomach, then lowered her head and gave the tip of the toy a lick as it emerged from her cleavage.

"Oh, oh gosh-" Fluttershy panted, sounding more like herself than she had ever since the toy was strapped to her. Her fingers dug into her heavy breasts, indenting them deeply, and she shuddered and quaked through a quicker, smaller orgasm, exhausted from the pleasure she'd already endured. As the shivers died down, a sudden blankness swept over her and she stepped back in a daze, unbuckling the toy.

Rarity glanced back at the others with an abrupt look of deep embarrassment, though she offered them a somewhat sheepish smile, and stood up. As though on cue, Fluttershy stepped forward and wrapped the toy's straps around her waist and buckled them. Rarity stiffened, and Fluttershy's gentle eyes cleared.

"Oh!" she squeaked, and covered her mouth with both hands. "I- I'm so sorry!"

A warm hand settled on her shoulder, and Rarity gazed into her eyes with a slight smile. Confidence settled about the veiled pony like a cloak, and she seemed to stand a little taller, completely unashamed of her bared breasts and the traces of dampness from the toy. "Fluttershy, darling. You mustn't worry." she said in tones that brooked no argument. "I enjoyed it, and we have things to talk about. Later. First, I have a pony waiting for me."

Turning around, her gaze met Twilight's and she curtseyed deeply, without losing an iota of the air of power that she radiated. To Twilight, her eyes practically sparkled. She had a sudden aura of glamour, something she'd occasionally seen when Rarity dressed in the outfits she was most proud of and went strutting through a crowd, supremely confident she was the most attractive mare present.

"My Lady. Would you please have one of your plain white blouses and a skirt brought out?" she asked with complete composure.

Twilight blinked. After the incredible show Fluttershy had just put on, she wasn't sure what she'd expected from Rarity, but this wasn't it. Restraining her urge to ask why, she rose from the bed with a smile and crossed to the large wardrobe, where she kept some of her spare clothes on a top shelf. Picking out one of her folded blouses, she selected a knee length purple skirt and turned around with them, tilting her head questioningly.

"Is this what you wanted?" she asked.

The clothes levitated from her hands and unfolded in midair before Rarity. "Yes, these will do nicely. Thank you, my Lady." She inclined her head respectfully again, and as Twilight gazed at her, appeared to be waiting for Twilight to resume her seat.

With a look of amused curiosity, Twilight obliged.

Rarity nodded. "Rainbow Dash. Come."

"Warm me up a bit first, why don't you?" Rainbow protested with a sly grin, hopping off the bed. "I knew it wouldn't be long before somepony picked the most awesome pony in the room."

Rarity levelled a stern look at her. "Rainbow Dash, you will refer to me as Miss Rarity, and you will put these on."

The clothes dropped into Rainbow's hands, and she looked at Rarity blankly, then back at Twilight. "Seriously? You want me to do this?"

"Whatever Rarity decides." Twilight replied firmly.

"Fiiine." Rainbow sighed, shrugging into the blouse without removing her skintight costume and doing up half the buttons. Sliding the skirt up her black clad legs, she left the tails of her shirt hanging loose over the top.

"Miss Dash." Rarity said with a frown. "Do up all of your buttons and tuck in your blouse at once."

Rainbow gave her a rebellious look, but did up the buttons and straightened the blouse. "Sure, Miss Rarity." she replied insolently.

Rarity stepped forward, and a flicker in Rainbow's eyes betrayed her slight nervousness. "So long as I have you, Miss Dash, you are going to dress and speak as a proper young lady." she said firmly. "Now pirouette."

"Sure, Miss Rarity." Rainbow replied, rolling her eyes as she began to turn.

Twilight made sure to catch her eyes and give her an approving look as she turned, fascinated. Fluttershy sheepishly crept up to lean against her legs and Twilight stroked her pink mane soothingly, relaxing the naked girl.

"Very good. Again."

"Suuure, Miss Rarity." Rainbow began to turn again, then halted abruptly as Rarity's hand seized her ass.

"Stop there, Miss Dash." she purred, moving closer. Her hands moved under Rainbow's skirt and began to knead her ass firmly, exposed by the fetish Wonderbolts suit the flier wore beneath it.

"Mmmh. Okay, Miss Rarity." Rainbow groaned much more compliantly, pushing her ass back against the warm touch of Rarity's hands.

"Yes. I do have to inspect you, thoroughly. To make sure you're dressed as a proper young lady should." Rarity's fingertips slid between Rainbow's legs from behind, her nails trailing up and down her shaven cunt, and prompting another quick gasp. "This is disgraceful. No proper underwear to go with your lovely skirt and blouse. What am I going to do with you?"

Rainbow's hips rocked against Rarity's hand, and she muttered under her breath, "Well, you could just fuck me."

Rarity chose to ignore her, and continued "I'm going to have to take you in hand, Miss Dash, and teach you proper ladylike conduct. Bend over and grip your ankles."

"This is ladylike?" Rainbow asked with a grin as the flexible pegasus bent forward, her ass in the air.

Rarity flicked up her skirt around her waist and her pale hand connected with Rainbow's bared ass with a loud smack. "Respect, Miss Dash! You must thank me after each spank, do you understand? This is for your own good."

Rainbow yelped, looking over her shoulder at Rarity with a look of protest. "Rarity-"

"Miss Rarity." Her hand descended firmly again.

"Ow! Okay, thank you Miss Rarity!"

Applejack wriggled around Twilight to make room for Pinkie Pie to cuddle up to her, the two snuggling against her on either side. Fluttershy rested against Twilight's booted legs, watching with quiet fascination.

"Guess there's some real interesting stuff in a lot of folk's fantasies." Applejack murmured to Twilight, nodding towards Rarity who was now spanking Rainbow steadily.

Twilight looked at her with a smile. "I wonder what you'll do."

"Heck Ma'am, I'm all about being on the receiving end. Reckon I'll jest give someone a good, hard fucking."

"I don't know yet! I'm so excited!" Pinkie chipped in. "I can't wait for my turn!"

"Thank you, Miss Rarity!" gasped Rainbow yet again. Her ass was stinging and reddened, but each time she'd gone to let go of her ankles, Rarity had smacked her harder.

Rarity nodded, mollified. "There. That is a much more respectful tone. Now, Miss Dash, let us work on your attitude to those older and more experienced than you."

"We're the same age!" Rainbow protested, then yelped at a fresh blow. "Thank you Miss Rarity!"

"A properly bred young lady is glad to offer her pussy to her elders and betters, Miss Dash. Are you a properly bred young lady?" Rarity gave her a severe look.

Flushed and panting, a grin crossed Rainbow's face and she glanced around to reply with her best attempt at sincerity "Oh yeah, Miss Rarity. I'm a proper young lady, and my pussy is all yours."

"Very good." Rarity replied approvingly, and her hands slid down Rainbow's costumed thighs. Drawing closer, she guided the damp toy up and down the other mare's cunt, gathering dew from her earlier arousal, and worked the tip of the slim shaft into her.

"Ohhh yeah." Rainbow groaned. "I'm feeling more proper every minute that goes by." She pushed back against the toy, sliding it further into her body. "How does a proper young lady ask to be fucked, Miss Rarity?"

"Respectfully and sincerely, Miss Dash." Rarity buried the shaft entirely in Rainbow, rocking her forward and pulling a gasp from them both. Rainbow's wings spread wide as her hips pushed back against the shaft, and Rarity nuzzled her feathers with her lips.

"Mmmmh. I'm asking, really nicely, for you to screw me, Miss Rarity." Rainbow groaned, her hand slipping under her skirt to stroke her throbbing sex, fingers trailing over the slippery shaft as it thrust in and out of her.

"I'd be - delighted to, - Miss Dash." Rarity panted, her pale hands sliding around Rainbow's body and shakily unbuttoning her blouse. Tugging it open, she smoothed her hands over the other pony's small breasts and squeezed her hard pink nipples. "Well behaved young ladies are always rewarded. This is just the kind of respectful deference you should show."

The two moved together, Rainbow's hips slamming against Rarity's thighs as she eagerly encouraged her own fucking. Twilight curled her hands into the blanket she sat on as she watched, a lazy, relaxed arousal flooding her body pleasantly. "Rarity always was frustrated with Rainbow," she murmured to Applejack, who nodded with a broad grin.

"Guess she's getting all of that frustration out've her system now. Rainbow's going to be sore in the morning." Applejack replied in a low tone, leaning forward to watch.

Pinkie kissed Twilight's bare shoulder, peeling back the upper edge of the cape to get to her skin. "This is a really fun game. I can't wait for my turn!"

"Looks like it's just about time for someone else to have a go. Reckon she's jest about there," Applejack replied.

Rarity's white skin was flushed, damp with sweat, flushed with her arousal. Shaking, deep in the throes of her personal fantasy, she couldn't hold back any longer. With a cry that echoed shrilly through the soundproofed house, Rarity came violently. Her eyes rolled back as her knees buckled, and she panted raggedly, clinging to Rainbow for support.

Out of breath herself, Rainbow breathed with a certain amount of sincerity, "Thanks, Miss Rarity."

Rarity's lips twitched into an exhausted smile, carefully stepping back to free the sex toy. "You're most welcome, Miss Dash."

Her back straightened. The dazed, faraway look that was characteristic of the charm stole over her, and her arms dropped limply to her sides. After a moment, she began unbuckling the straps with slow, mindlessly patient movements.

"Do I look like that when you have me under your control, Master?" Pinkie asked curiously. "Do I do the no-one-home face? Do you like that?"

Twilight blushed, nodding. "It's just incredible, to see you looking like that. All of you," she added, stroking Fluttershy's wing feathers and glancing at Applejack. "It really is something I've come to find very attractive."

Rainbow watched Rarity with a satisfied grin, panting and flushed from her vigorous fucking, as the other pony did up the last buckles. She opened her mouth to make a playful comment, but her mouth hung open as her own pink eyes unfocused, the charm triggered by the toy being firmly fixed to her hips.

Rarity came out of it first, her cheeks burning red as she stood up and straightened her gauzy, translucent veils. Rainbow blinked a moment after, then a lazy grin crossed her face. "You're way kinkier than I thought, and I've heard you cooing over getting on your knees in front of Twilight and licking her feet. How long have you been frigging yourself over that one?"

Rarity reddened even further. "I- it was just something that came to me at that moment. My Lady," she added, with a slight dip of her head.

Rainbow lifted her chin, with a smug grin. "Address me as your supreme awesomeness."

"Rainbow, really!"

"Is that rebelling against your orders?" Rainbow asked innocently.

"...no. Your supreme awesomeness." Rarity replied, pulling a face slightly.

"That's more like it." Rainbow looked around the room with a cocky smile on her face. Wriggling her hips, she slid out of the skirt and tugged the blouse fully open, dropping it to reveal her scarcely-clad body in the fetish Wonderbolt uniform once again. "I know you all want a piece of this, but there's one pony I've been waiting for. Applejack! Front and centre."

Applejack got up, with a slightly puzzled look at the instruction. "Sure thing?"

"Wonderbolt parade ground talk. I mean get over here and stand to attention." Rainbow explained, rolling her eyes.

"Oh, right. Sure, Ma'am." Applejack walked over to stand facing Rainbow Dash, sideways on to the bed to give Twilight a good view of her as she tensed her back and pushed out her chest.

Rarity settled daintily at Twilight's side in her place, still looking rather embarrassed, and Twilight absently rubbed the unicorn's back soothingly through her thin veils. The sight of Applejack stood to attention and addressing someone else as Ma'am was bothering her just a little, but she firmly put the twinge of instinctive jealousy aside. Rainbow was her fucktoy, and so was Applejack, and with one word she could have both of them completely under her control and worshipping at her feet. It was fine.

Twilight glanced at Rarity and added in a teasing murmur, "You were telling Rainbow about licking my feet, Rarity?"

"I... well, I... yes. My Lady. It's true that I rather enjoyed that." Rarity replied meekly.

The flushed, embarrassed look on Rarity's face told Twilight that she had indeed, and far more than Twilight had thought. There was no reason to deny her a little more of it, and it had been fun to watch her debase herself that way... "Get on the floor with Fluttershy, take off my boots, and lick my feet, Rarity. Do it now," Twilight commanded with affectionate firmness.

"Yes, my Lady!" Rarity replied at once, her eyes widening. Sliding off the bed, she sank onto her knees beside Fluttershy, who shifted aside to make room for her. A nimbus of blue magic coated the clasps of each boot as they unfastened themselves in rapid succession. Rarity eased off her long boots one by one, handling them like priceless treasures, and set them aside. She leaned closer. Her nimble fingers slid delicately under Twilight's foot, gently massaging the underside, and she bent slowly down to kiss the upper slope of it. Her voice low, she murmured "Now, Fluttershy, do as I do."

"Okay," Fluttershy murmured compliantly.

Twilight's shoulders relaxed, and she wrapped her arm around Pinkie Pie, leaning into her affectionately as two pairs of warm hands began massaging her feet. As Pinkie giggled and nibbled her ear gently, she looked back over at Rainbow Dash.

The pegasus was taking her time, clearly relishing the moment and in no hurry to get it over with. Squeezing and handling Applejack's breasts in both hands, she bit at the side of Applejack's neck and moaned approvingly. Applejack's face was flushed, her hands held behind her back, maintaining her pose as ordered, her breathing quick.

"Oh, fuck, you have no idea how long I've wanted to play with your tits. It's been torture."

"Real sorry about that, Ma'am." the farm pony replied breathily, grinning.

Rainbow pulled back, her eyes darting downwards. "You know what I really want, though? I want to taste that gorgeous pussy. Lie down on the ground, Applejack. You're going to cum your brains out."

"You about to ruin me f'r colts, Rainbow Dash?" Applejack teased her as she sank to the floor, laying her hat beside her and lying back.

"Yeah." Rainbow breathed. "I am." She moved to stand over Applejack's head, looking down the length of her body, then settled to her knees. The black shaft swayed in Applejack's face, with the heady scent of mare lust, and she instinctively reached up with one hand to squeeze it.

"Suck it, Applejack." Rainbow commanded, lowering her hips.

"Yes Ma'am! ...mmmfh." Applejack answered, guiding the tip of the shaft to slide between her warm lips as it descended. She hummed and sighed into it, groaning deeply.

Rainbow lowered her upper body to rest against Applejack's stomach and breathed warmly over the other pony's bared sex, a low sound escaping her throat. Her pink tongue flicked from top to bottom along Applejack's flushed lips, prompting a gasp from her.

"You taste really good, Applejack," Rainbow murmured. She seemed to have forgotten that she was being watched, that there was anyone else there. A deep, soft sincerity rode her words as she lowered her head again and began to lap.

"Mmmf! Mmmf!" Applejack groaned into the shaft filling her mouth, lifting her head to slide her lips up and down the shaft. Gripping the base of the toy with one hand, she began rubbing it firmly as she sucked it, pushing it back more firmly against Rainbow's cunt. In response, Rainbow's hips began rocking slowly up and down, pumping the dildo in and out of Applejack's mouth, and the orange pony lay back with a dazed groan to fully appreciate what Rainbow was doing to her sex.

Warm lips closed over Twilight's toes, and she looked down to see Fluttershy mimicking Rarity, the two sucking and licking at her feet. Fluttershy was smiling around the toe in her mouth, clearly happy to have another way to show her adoration of Twilight. Rarity's face was far more flushed, and her hand rubbed slowly up and down against one nipple as she worshipped her Owner's foot and licked the curve of her arch.

A fresh series of rising moans, trembling in the air, drew her attention back to Applejack. Rainbow was tormenting her, driving her into a string of gasps that perilously neared climaxing, then backing off again and giving her just long enough to begin to sound frustrated before she dived back in. Finally driven beyond endurance, Applejack pulled away from the saliva slick shaft and gasped "Celestia's tits, Rainbow, will you quit teasing me-" before crying out again.

Rainbow sniggered into Applejack's cunt, then attacked her with determination. Applejack gasped over and over, her green eyes staring wildly, then convulsed so hard she arched off the ground. Her shuddering cry made Rarity and Fluttershy twist around to look, and Rainbow panted "Frig, you taste better than Gilda-" before the satisfied look was replaced by abrupt blankness.

Moving mechanically, Rainbow stood up, beginning to unbuckle the toy. Applejack pulled her scattered wits back together, still breathing heavily. "Guess it's f'r me now." she panted, pushing herself up with one hand and scooping up her hat to settle it firmly on her head. Her eyes squeezed closed as Rainbow mindlessly pressed the studded base of the sex toy against her tender sex, and they had scarcely opened again before the charm's effects washed over her.

The two ponies came around at the same moment, and looked at each other. Twilight wasn't sure how she could tell, exactly, but there was a definite shift in power between them. Before, Rainbow had looked at Applejack with a kind of satisfied possessiveness. Now her expression was the increasingly familiar look of playful rebellion, a slave that would fight back against being dominated, but not too hard. "What did I tell you? I make ponies cum so hard they forget their own name." Rainbow grinned. "But not mine."

"You sure are a handful. Reckon you need a proper breaking in." Applejack grinned in return, and reached out to wrap her hand around Rainbow's neck. Pulling her closer, Applejack kissed her hard and long, Rainbow's wings springing wide in startled want as Applejack's newly assertive lips bore down upon hers.

Finally, Applejack released her and pushed her back a step with a wry smile. "Go on, get out of here. Go please Mistress. I've got my own pony to pick on."

Rainbow staggered back, a stunned look on her face that made her look younger than she was, a kind of lovestruck air to her meek reply. "Sure, Applejack."

Twilight glanced at Pinkie Pie, who had lifted her head from Twilight's shoulder and was giving Applejack a wide-eyed look of eagerness.

"Get your ass over here, Pinkie Pie." Applejack ordered affectionately.

Pinkie sprang up from the bed with a cry of "Yay! My turn!" and stood straight in front of Applejack. "Are you going to screw me, Master? I'm delicious," she said sincerely.

Applejack wrapped her arms around Pinkie Pie's waist and pulled her close, nuzzling the side of her neck. " I surely aim to," she replied. "Hey, Rainbow! Go get that dressing gown Fluttershy was wearing, get the cord out of it and bring it back here."

Rainbow pulled herself together, mumbling "Yeah, sure." as she jogged out of the room.

Applejack smiled after her affectionately, before lowering her head and licking slowly and meaningfully over Pinkie's glitter-spangled tits. Pinkie gasped, giggling to herself happily as Applejack's warm lips pushed aside her scanty costume to lap at her nipples. "I really love being licked, Master! I could cover myself in cream and strawberries and you could eat it off me all day!"

Applejack nipped at her skin with her teeth gently. "How's about I lay you out on a big, long table and let everyone come'n take their fill?"

"Ooooh. I'd like that." Pinkie replied, nodding vigorously.

Fluttershy had cuddled up against Twilight's leg, holding it between her warm, soft breasts. Rarity, by contrast, was in a world of her own. She nuzzled her face into Twilight's sole adoringly, and licked from heel to toes over and over as she gently squeezed her breasts and stroked her thighs. Low, murmured groans fell from her lips, paying no attention to anyone or anything else. Rarity's tongue tingled pleasantly against Twilight's skin, and she playfully rubbed her foot up and down against the elegant mare's face, watching her squirm.

The door opened. Applejack lifted her head, smiling at Rainbow as she crossed the room, and reached out to tug the soft cord from her hands. Taking hold of Pinkie's shoulders, she twisted the pink pony around with firm authority, and pulled her arms behind her back.

"You jest relax, Pinkie. You're going to get a good seein'-to, y'hear?" And with that, she looped the soft cord around Pinkie's wrists and wound it back and forth, tying a set of rope cuffs so quickly and efficiently that Twilight had barely enough time to recognise the pattern before it was done.

"Mmm." Twilight murmured, as Rarity sucked her toes into her warm mouth one by one. She was studying ropes, of course, but she had a long way to go before she could be as quick and natural as Applejack. She needed more practice. Lots more practice. Just as soon as she was finished with Celestia, when she had her licking her feet like a worshipful fucktoy, she'd have all the time she needed.

A faint frown crossed her face as she instinctively protested that thought, but it simply slid away as Rarity groaned throatily and finally released her foot to nuzzle her head adoringly against Twilight's calf. The mattress shifted as Rainbow crawled across it, finally letting her wiry body settle against Twilight's back, and she began kneading Twilight's shoulders through the imposing black cloak. Twilight's eyes half closed with relaxed pleasure.

Through her lashes, she watched Applejack bend Pinkie Pie over, her hands bound behind her back and electric blue costume tugged askew. Then, firmly and without hesitation, Applejack buried the toy in her cunt.

Pinkie groaned aloud, then yelped as Applejack took a handful of her fluffy pink mane and tugged gently. Pushing back against the shaft, she protested, "Hey, hair pulling is bad! That's what naughty fillies do!"

Applejack laughed and smoothed Pinkie's mane with the flat of her hand, shaking her head. "Sorry 'bout that. Guess not everyone loves that the way I do. Here. Lemme make it up to you." Sliding her hands under Pinkie, she took hold of her large, warm breasts and squeezed, pulling Pinkie back against her thrusts.

"Oooh! Ooooh..." Pinkie groaned, gasping with each squeeze of her breasts. "Being tied up is fun, Master, I love being fucked! Do you like my big bouncy titties? I love having them played with! Mmmh! Being fucked is the best!"

Applejack lightly slapped one of Pinkie's dangling breasts, prompting a yelp that quickly melted into a long, quivering moan. "Since Twilight got to me, ah've taken a real hard look at all the things I wasn't paying the right kind've attention to," she breathed lustfully. "Rilly opened my eyes to all the cute mares in this town."

The shaft rocked back hard against her and she growled deep in her throat with desire. "Since she said she'd brought you in, ah've been wanting to ride your big old candy flavoured ass like this." She punctuated the words with a harder thrust, salty droplets of sweat beading on her tanned skin.

"You can screw me - any way you like - any time you want to!" Pinkie panted, her body shaking as Applejack slammed the shaft into her over and over. "Fucking - is - fun!"

Twilight murmured a low sound of enjoyment as Rainbow's firm fingers worked over her shoulders, pushing the cape inwards to give her access to the bare skin. "You're really good at that." she said softly, without taking her eyes from Pinkie Pie and Applejack. There was a real sense of joy about the two as they moved together, Pinkie smiling brightly back at Applejack over her shoulder as she rode her shaft. The two gasped together as their hips met.

Twilight was a little surprised to find she felt no jealousy, watching the two together. It didn't feel romantic between them. It felt like watching a couple of friends, close friends, fuck each other's brains out. Of course, it would never have happened if she hadn't taken control of them both. Hadn't made Applejack see the pleasure in fucking mares. Hadn't set up the intricate game which had set her toys - her friends, she corrected herself - having vigorous, unashamed sex in front of the rest of them. All for her. Her pleasure. A show for an audience of one.

Her body was tingling again, with another slow surge of growing arousal. She listened to the sounds of her brainwashed friends fucking for her, her lips slowly parting, eyes focusing distantly. She wanted this. She wanted more of this. More than this. It was getting harder and harder to deny the desire creeping up on her. Like a sunrise. Her lips twitched into a smile at the thought. She really, really wanted to do it. She ached for it. To strip her and take her, just like she had all the others. Once she had control of her, she just had to fuck-

"Celestia." Rainbow Dash murmured in her ear.

Twilight inhaled in a silent gasp. She looked sharply at Rainbow, and was met by her ever-present lazy grin.

"That's what you were thinking of, right? You were way away from here, and you sure were thinking of something that was flicking you in all the right places."

Twilight went uncontrollably crimson, which was an admission in itself. She quickly looked down at Rarity and Fluttershy, but the two were leaning against her legs and watching the show Pinkie and Applejack were putting on, not listening to the murmured conversation above.

Rainbow laughed quietly. "Hey, I want to see you screw the Princess senseless. Who wouldn't want to see those big tits swinging as you plow her? Sure wouldn't be the first time I've wondered what she sounds like when she cums." Rainbow's teeth nipped at Twilight's ear. "Promise you'll let me watch when you do her?"

Twilight's eyes mostly closed. That would be admitting that she was lying to herself, that she really did intend to do all those terrible things to her teacher and mentor, the one pony she respected most in the whole world. Stripping her of the trappings of royalty. Making her moan like, like a slut. Twilight's thighs pressed together.

"I promise," she breathed.

Rainbow bit her ear again in response, satisfied.

"Uhh! Uhhhh!" groaned Pinkie loudly, and Twilight's gaze snapped back to the two. The both of them were coated in sweat, droplets rolling down Pinkie's flanks and over her cutie marks. Her grunts of pleasure rose unmistakably, and before Twilight's eyes the energetic party pony shuddered gleefully through her climax.

Applejack ran her hands over Pinkie's back affectionately, telling her "That's my girl. You did real good," as she undid the cord around her wrists. Coiling up the cord, whatever else Applejack was about to say died in her throat as blankness possessed her. Pinkie gasped aloud as Applejack stepped backwards, tugging the drenched toy free of her abused sex, before the mindless pony began unstrapping the shaft.

Pinkie straightened up, panting, and lifted her arms over her head to give Applejack room to work. "That was really fun!" she chirruped, pushing her fluffy mane back out of her face and bouncing once to fluff up her tail. "Now I get to choose!"

Applejack finished buckling the black toy to Pinkie's waist, and stood. Both ponies froze as something passed between them, then Applejack's green eyes cleared. Tugging off her hat, she stepped back and began fanning herself with it, looking proud and satisfied. "Whew. You sure are one heck've a workout, Pinkie Pie."

Pinkie grinned. "I'd have another turn, but I have to pick a different pony! Who should it be, who should it be..." she mused, tapping her lower lip.

Twilight looked down at Fluttershy with a fond smile. Now Pinkie would choose her, and the circle would be finished. She wondered how the delicate pony would look, naked on her knees and being vigorously taken by Pinkie.

"I've chosen!" Pinkie sang out.

Twilight looked up, straight at the end of Pinkie's finger. She was pointing right at her.

"But - Fluttershy!" she stammered.

"The rules are that I have to pick one pony to fuck now I'm in charge, right? I choose you!" Pinkie explained cheerily.

Twilight's mouth opened and closed. She certainly hadn't intended that, she'd just assumed that all of her friends would screw each other, would understand that they didn't get to choose her.

But she'd never properly said so...

"I... okay." she heard herself say. It was only fair. She'd taken all the others. It was by the rules of the game. All the same, a hesitant expression crossed her face as Rarity and Fluttershy pulled back from her legs, and Rainbow let go of her shoulders. She stood up, and despite the black cape and peaked cap, all the trappings of dominance, she'd never felt less in control.

Pinkie stood waiting, with a smile.

Moving slowly, Twilight took up position in front of her, gaze flicking down to the shaft jutting from Pinkie's hips. It looked a lot bigger now that she was visualising what it would feel like to have something that hard and unyielding inside her. She'd fingered herself, of course, but that wasn't the same...

"Hey, Twilight. Are you okay?"

Twilight's head lifted. Pinkie's hand was on her shoulder, and the other pony was giving her a warm, sympathetic look. Twilight's lips parted, and all of a sudden, she confessed, "I'm... not sure I'm ready for this."

"Oke doke!" Pinkie sang out and began unbuckling the toy, loosening it catch by catch until it dropped to the floor with a loud thunk.

Twilight gaped at her. "But- but it was your turn! I didn't stop the game yet!"

Pinkie giggled, a large, warm sound, and stepped over the sex toy to give Twilight a tight hug. "You silly. Just 'cause I get to pick a pony and fuck them doesn't mean I have to! I wouldn't do that if it made you sad!"

Stunned, Twilight's mouth opened, and closed. She was filled with an overwhelming relief, and a strange gratitude that she'd messed up her instructions in such a way to let Pinkie choose to stop of her own accord. She'd worried before about commands that forced her friends to do something without a choice, something that might hurt the people they cared about because she, Twilight, hadn't seen all contingencies coming. So, after carefully giving them all a choice about obeying her commands, she'd gone and given them an iron set of instructions to follow that could have gone badly wrong.

Assuming they hadn't already. Assuming that all of the others were perfectly happy to have been taken by her, or their partners in the game she'd set in motion. Assuming none of them felt scared the way she had.

Fuck.

Gently parting from Pinkie, Twilight shook her head, knowing that she looked upset but unable to hide it.

Applejack moved up behind her, her hand settling on Twilight's upper arm. "Ma'am? Twilight? Y'all right?" The others surrounded her, moving in close with supportive expressions of care and concern.

"...I'm sorry. I never stopped to ask if you were willing to be taken and played with, the way I played with you. I never checked if you were okay with the game I wanted to play." she said quietly, not looking up at them.

Pinkie leaned forward and squeezed her again. "You great big silly." she said fondly. "No pony looked sad, did they?"

"But - what if you weren't ready for this?" Twilight asked, looking around at her friends over Pinkie's shoulder. "What if you weren't ready for - that?" she added, gesturing in the direction of the sex toy with her horn.

Rainbow snorted. "Twi, if you think that's the first time I've had one of those, I have a lot of stories to tell you."

"Been with a colt before. More'n one." Applejack supplied.

"As have I," Rarity added, "Though please don't ask which."

"Those toys are fun!" Pinkie said cheerfully. "I've had colts and mares and toys before!"

"Um. I hadn't been with, with anyone before." Fluttershy murmured. Lifting her head, she added more loudly "But, I, I do have a lot of, um. D-dildos. So I was ready for this. You never said that I couldn't say no, or say I wasn't happy, and that isn't what happened, I promise. I was so, so happy that you wanted me, Twilight. That you were my first." Her pale yellow cheeks flushed as she finished, looking adoringly into Twilight's eyes.

Twilight's shoulders relaxed as the panic within her ebbed. Fluttershy was right. They were all right. If they'd have been unhappy, she'd have known, she'd have seen it. In future, she'd have to make sure they had ways to stop if they were about to do something they really didn't want to, but right now, it was okay.

The five of them closed in around her, and Applejack announced with a smile, "Group hug. You're jest fine, Ma'am. We all love you."

"I - I really do feel loved." Twilight said softly, buoyed up by their warmth and obvious affection as they closed in around her. "Thank you. Please, all of you stay with me today. Sleep in this bed with me, and tomorrow, we'll go and make sure that we can do this every night without ever fearing we'll be taken away from each other."

The chorus of agreement felt like sunshine on her soul. Many warm hands gently ushered her back to the bed, where she sat down and looked up at the five of them.

A thought occurred.

"-wait. Does this mean I have the least experience, out of all of you?" she asked.

Glances were exchanged among the five.

"Kind of." "I'd hardly like to comment-" "That's right!" "Um. Sort of..." "Eeyup."

Author's Note

Wow. This one really ran away from me! They just had so much to do to each other. Still, I've really enjoyed spending lots of time exploring them exploring each other.

Edited by Setokaiva. Thank you for your help!

...Celestia is on the way.

15: Focusing Celestia

"Awaken. Awaken! AWAKEN!" Twilight yelled, rapidly escalating to a deafening shout.

Her closest friends blinked at her.

"Awaken?" she tried again. Nothing happened.

Twilight took a deep breath, and let it go. "It really isn't doing anything. Thank goodness." Tapping her ear, she gestured at the other ponies. One by one, they took off their colourful earmuffs. Naturally, even with little time to work with, Rarity had individualised all six sets to each pony's coat and mane colour.

"Whew. Couldn't hear a darn thing. Not anything. Never heard so much nothing in all my life. You going to try peeling them off our heads with magic now?" Applejack asked.

"I already did. They didn't seem to want to budge."

Rarity smiled with satisfaction. "Splendid. These really will provide a decisive advantage for you, Twilight."

"I'm really grateful you could put them together so quickly!" Twilight replied.

"Oh, piff paff, my Lady. Ear muffs? These are hardly a strain for my talents."

Twilight's living room was crowded with ponies and their travelling things, packing away their freshly enchanted earmuffs for the trip to Canterlot. Fluttershy coughed, delicately.

"Um. Shouldn't we be heading to the train station? I know the train won't be there just yet, but if it leaves early, and we miss it, then everything will be ruined..."

"You're right, Fluttershy. Come on, everypony. Get your things, and let's go."

"I've got the picnic!" Pinkie sang out, heaving a huge bag onto her shoulders.

"For who, the whole castle?" Rainbow teased.

Twilight shepherded the five out of her home, and locked the door behind her. Chatting amiably, as if they weren't off to overthrow the rightful Princess of Equestria, they set off for the station. Twilight trailed a few steps behind them, letting the others talk, and they seemed to understand her need to think quietly.

She checked her satchel once again. Train tickets, map of the castle, timetable of the plan - in code, in case anyone looked into her bag - and earmuffs. She'd reconsidered carrying the Element of Magic with her, once they retrieved them from the vault, but decided against it again. She didn't want Celestia to sense its power on her, and be made wary.

In vindication of Fluttershy's worries, the train was indeed sitting steaming at the station. They piled onboard, occupying a compartment with a sliding door that cut them off from the bustle of the rest of the train. It had been more expensive, but saving bits was the last thing on Twilight's mind right then.

In a few hours, she'd face Celestia, and try to take over her mind. Now that she was setting off to do it - or, if she was more honest with herself, now that she wasn't so horny - the idea had begun to colour itself in shades of guilt again. She looked out of the window as the train began to move, glancing up at the sun for an instant before lowering her gaze.

This was going to be really hard.

"Hey, Ma'am. Ma'am? Twilight?"

Twilight shook herself and gave Applejack a wan smile, before quickly shoring up her expression into something more believable. "Yes?"

"Come'n play a game of cards with us, why don't you?" Applejack said fondly.

"Oh, Applejack. It's a nice idea, but I have to think about the plan."

"You've been working on that plan for days. No point worrying about it anymore, we'll go up there and we'll do what we need to. Besides, we're on the train now. Won't do you a bit of good fretting yourself into a big bag of nerves. Come take your mind off it."

She couldn't. She had to plan, she had to prepare, she had to practice what she was going to say to Celestia. She had to check she'd memorised the maps correctly. She had to double-check the timetable.

Twilight realised that she was biting her fingernails, and her horn was itching with the urge to cast something, anything, that would help her prepare. If she kept it up, she was going to arrive looking like a total wreck, exhausted, sweaty and too paranoid to function. That definitely wasn't going to help. Twilight sighed, then smiled wryly as she overruled her panic, and gave in. "Do you know you're nearly always right, Applejack?"

Applejack grinned. "Heck, ah'm always right."

"Do you remember the time you refused help or sleep until you'd flung Rainbow through a tree, poisoned half the town and stampeded a horde of bunnies through the other half?"

"Gotcha. Ah'm nearly always right."

Her friends broke into laughter, and beckoned her over. Twilight folded up her map, tucked it into her satchel, and joined them.

For a while there, she'd actually managed to put the entire thing out of her mind. They'd travelled all the way to Canterlot on the train, got out at the station on time, and wandered the streets chatting together, and each time she'd felt her thoughts nearing dangerous territory she'd let them skitter safely somewhere else. She didn't have to think about it yet. It wouldn't be good for her.

Now, the castle loomed before her. It had always been a safe place for her, a home. She knew its many turrets, towers and chambers like she knew the back of her hand, even if she'd mostly avoided the busy communal chambers.

Now she was much more used to socialising with other ponies. The others had taught her so much about togetherness, about being there for each other, in the big ways, and the small ones. She couldn't do this without them.

All the same, the castle had a more imposing air this time. Her eyes flicked up towards the golden balcony where Celestia, and these days, Luna, sometimes stood. She beheld a flash of white and her heart instantly raced in her chest, pounding even as she recognised that it was just one of the Princess's guards. She was really, really going to have to watch that. She couldn't panic when she saw Celestia. If she realised...

The plan was so fragile.

She checked her pocketwatch, then pulled out a second and compared. The twinned second hands ticked along in perfect unison. It was three forty-four.

"Will you be taking over the castle afterwards, Twilight? I wouldn't wish for us to leave Ponyville, of course, but a holiday home here in Canterlot might be quite nice."

"Rarity! Ix-nay on the rincess-pay rainwashing-bay!" Pinkie shushed her. She paused. "Hey Master, can we hold a really big party afterwards to celebrate? Can Princess Celestia serve the drinks?"

"Hush!" Twilight rushed out, with a frantic glance at the guards. No, no, looking at them like that would only make them suspicious. More suspicious. She just had to act like she had every right to be there. She did have every right to be there. She just had to look calm, collected, and normal.

Right.

Her face plastered with a frozen grin, she approached the guards standing on either side of the open portcullis.

"Oh hey, Miss Twilight!" one of them exclaimed in a friendly manner, smiling at her. "No one told me you were coming today."

Twilight's heart jumped in her chest again. Taking in the large, broadly built brown pony, she racked her memory for his name. She knew this pony. She did. She was taking too long to remember!

"Oh! Um, Bulwark!" she finally stuttered. "I - I have an appointment, you know!"

Bulwark blinked at her, then gave her a puzzled smile. "It's not like Princess Celestia's personal apprentice needs an appointment, you know. Will you be staying long? I'm sure there are a lot of people that'd love to see you around the place again."

"Uh - um. No, not long. I think," Twilight added, with a glance at Rarity.

Bulwark laughed, slightly awkwardly. "Right, right. Sorry, I should be doing the stoic statue thing, not interrogating you." The bulky pony stepped back into position flanking the gate, adding with a smile, "Have a great day, Miss Twilight!"

Twilight nodded mutely, and began walking again. The six trooped in under the high arch. Twilight, radiating awkwardness and embarrassment, didn't dare look back and gazed straight ahead until they'd rounded a couple of corners. Then, moving with undignified haste, she dashed into a curtained alcove off the main corridor and put her hands over her face. The others piled into the small shelter after her.

Applejack broke the silence. "Well, that sure was cute."

"That was a disaster!" Twilight wailed. "I couldn't have been less convincing if I tried! I'd have had me arrested, and that was just the castle gate! We've got a whole castle to get through!"

"Now, Ma'am, you can get through this. All y'need to do is relax a bit, and we'll be fine."

"As a matter of fact, my Lady, I believe I can handle this. Would you show me the map once again?"

Twilight blinked. "Um, sure, Rarity..." she replied, undoing her satchel and handing over the curled up parchment.

She glanced around nervously as Rarity studied it, nerves tense and ears pricked for the sound of approaching footsteps. Someone could be coming at any minute. They couldn't stay there long. And the timetable! What about the timetable?

"I see," Rarity concluded finally, rolling up the map again and returning it to Twilight. "My Lady, please walk on my right, just behind me. Fluttershy, my left. Applejack, follow us, and Rainbow and Pinkie, please flank her." She stepped out of the alcove and set out at a brisk pace down the wide corridor, head held high, with a decisive expression.

Twilight blinked again, then shook her head and hurried after her. "But Rarity-"

"Of course, the carpets in the west wing are simply an utter disgrace. I have checked them thoroughly. Why, they may pass a casual inspection," Rarity sneered genteelly, "but they are hardly fit for royalty. No, they simply will not do. Do you know what I found on the north eastern staircase? Frayed edges."

She uttered the words with deep condemnation. "No, they will simply have to be replaced. What if the Princess were to snag her shoe and fall down the stairs? It would be a fine to-do if she twisted her ankle. Why, the very sun's rising could depend on her being in the very peak of health! It simply won't do." She swept purposefully down the corridor, maintaining a steady stream of high brow imprecation against the castle's decoration.

Twilight's heart gave a lurch as they entered a long hallway flanked with pillars and she saw several ponies lounging on the seats that lined the open alcoves each side. Nobles, of course the castle was going to be full of nobles that would recognise her, and some of them were the sort that would want to stop her and try to ingratiate themselves, or sneer at her for not being born from the upper classes... how hadn't she taken that kind of delay into account?

She winced internally. Oh, Equestria, there was Windbag himself, one of the ones that always stopped her to make snide remarks. What was his real name, even? Windblow? Windbow? Wind... chap? He was glancing over, he was opening his mouth, the timetable was about to be ruined.

Rarity swept past without a pause in her stride, her voice, if anything, a fraction louder. "You know, I'm afraid I have discovered some rather delicate matters as I've been assessing the furniture in the west balcony suite. Why, I suspect the couch will have to be cleaned very carefully to remove the stains."

Windbag twisted around and began muttering to the mare at his side excitedly, head cocked hopefully for more. Rarity was a genius. Quickening her steps a little, Twilight hurried to stay by her side. "Of course, you're right. Do you think we'll have to replace the cushions?" she agreed, entering into the conversation.

Rarity's blue eyes caught hers, and the other pony smiled appreciatively. "Why, given their state, it wouldn't surprise me if the only way to deal with the matter was to take the entire couch and burn it. Wasn't it to do with that matter the week before last, with the late visitor..."

Rarity flicked open the double doors before them with a brush of her magic, and Applejack paused long enough to shut them behind them.

Twilight's eyes darted around as they turned down a smaller corridor, but no pony was there. Her shoulders relaxed. "Wheeew. That was perfect, Rarity."

"Naturally. My dear, I have always been adept in the highest of social circles. A sense of purpose and an ongoing conversation will fend off most interruptions. As for the few that might interrupt anyway, give them something just a little tasty, and they'd far rather listen as you pass and gossip afterwards than risk stopping you when you might get to something good." she replied with a toss of her mane.

"So now they think there's mystery stains on Celestia's couch after a late night visitor?" Rainbow Dash laughed and shook her head. "You better hope this works, or she's going to be seriously ticked off when that gets around."

Rarity reddened. "W-well, I'm sure that we can smooth things over afterwards."

"Actually, I think the rooms that best fit that description belong to Princess Luna. She has a set of chambers pretty close to the balcony," Twilight offered.

Rainbow sniggered again and intoned in a booming voice, "Rarity! How couldst thou spread such scurrilous gossip about thy Princess!"

"Ah." Rarity tugged at her neckline, glancing awkwardly to the side. "Why, I'm sure that... that my Lady can handle any concerns she might have without my needing to speak to her directly. Or at all."

"Oooh! Oooh! I know! We can hold a 'Sorry I slandered you in your own castle' party! That'd be sure to make things better!"

"...ah, no, I think not. No, I don't think that would help."

"This way." Twilight pushed ahead, taking the lead, and led them quickly through several more well-appointed corridors and passages. Each time they approached a knot of servants or guards, she let Rarity break seamlessly into an extended discourse about the extensive redecoration that the castle needed, nay, demanded. She did notice that Rarity didn't say anything further about stains on cushions, however.

She risked pulling out her twinned watches, one in each hand. Six minutes past four. They'd have to hurry, if they were to reach the vault in time.

The decor was plainer here, not because it was less important, but because this area of the castle wasn't commonly trod by nobility. Only guards walked these halls.

Guards, and the Princess, of course. No. Celestia wasn't going to be here. She wasn't going to be checking on something in the vault before Twilight arrived. She wasn't suspicious. This wasn't a trap. She had absolutely no idea what Twilight was about to do, and soon she wouldn't care.

The corridor sloped downwards, lit by stained glass windows high overhead. Twilight didn't need to check the map to know they were almost there.

She paused, and held up a hand. "Quiet now, everypony. No talking, and walk softly." she murmured. The five nodded in unison, each serious now. Twilight crept forward.

Around this corner was the long corridor that ended in the vault door. The lock was weakened. The guard should have gone off shift, and not been replaced. This was their one big chance.

She edged her head around the corner. There stood the magically hardened stone exterior of the great vault. There stood the tall bronze doors, with the vast lock keyed to Celestia's magical signature.

There stood the guard, who hadn't gone off shift, and who looked straight at her.

"You there! Show yourself immediately!" he commanded in a ringing voice.

Twilight's heart jerked in her chest so violently she almost fell to her knees in sudden terror. Pulling back around the corner, she gave the others a frantic, terrified look, then gestured urgently to them: stay here, don't move, stay quiet.

"I'm warning you!" he called again, and she heard his booted footsteps approach. There was no more time. She stepped out into the hall and held up her hands, walking forward and praying he wouldn't check around the corridor for the rest of them.

He came to a stop in front of her. He was a tall, white unicorn clad in golden armour, a blue cape hanging from his shoulders. His eyes were hard, his horn poised for magic. She didn't recognise him, and there was no hint of recognition on his face either.

"Who are you, and what are you doing here? This part of the castle is off limits." he said sternly.

Twilight's eyes skidded to one side, as though she could glance straight through the castle and see Princess Celestia on her throne. The magical wards on the castle had to be keyed to detect the charm. After Chrysalis, Twilight herself had helped add detection of shapeshifting magic to them, and Celestia would definitely have created an alarm for magic of this type, magic that was this subtle and treacherous.

Unless she didn't think anyone else could cast it. Unless she was so sure that only she knew how that she'd never bothered.

"I- I'm Twilight Sparkle! I'm the Princess's apprentice!" she blurted out.

He drew himself up, looking down sceptically at her. Good grief, he was tall. "I've heard of a Twilight Sparkle. Everypony in Canterlot has, along with her five companions. That doesn't mean you're her."

Twilight glanced back at the corner. Somehow, she doubted that calling out five more ponies that shouldn't be there would make him less suspicious. "I really am her," she assured him quickly. "I'm just here to check on the Elements of Harmony for the Princess, I've been given access to the lock. I - I can show you if you like, surely I wouldn't be able to open the vault if I wasn't allowed?"

Please work, please work...

He frowned, not taking his eyes off her as he took a step back. "Hmm. No."

She blinked, her heart pounding in her chest again. "What- what do you mean, no?"

"No. The relief for my shift hasn't arrived, and now after I should have left, a strange pony turns up claiming to be the Princess's apprentice to meddle with the vault?" He shook his head. "My sincere apologies, miss, but I can't allow you access to the vault. I'm going to have to summon assistance to clear this up."

No! "That - that's okay, I'll just go, then." she said weakly.

"I'm afraid I can't permit that, miss. Wait there while I summon my superiors." His horn began to shimmer.

Twilight beat him to it. Her horn ignited, sweeping through the pattern of the charm with a speed and efficiency that was dazzling. She'd practised it for hours, getting faster and faster, readying herself to face the Princess. There wasn't a single other spell she knew as fluidly. The faintest shimmer, visible only because she knew to look for it, struck the guard squarely.

He jerked the sword from its sheath at his side and levelled it, calling "This is-"

"Awaken!" Twilight hissed, keeping her voice down so as not to catch her waiting friends around the corner. Her body shook with panic and adrenaline. She'd had to cast it. Now the whole plan could be wrecked. Now the Princess could be on her guard. There could be more guards on the way. She was angry, afraid, and in a big hurry.

His arms slowly fell to his sides, armour scraping armour, the sword trailing against the thick red carpet. "I am awakened, miss." he said in a flat monotone.

No time for delicacy. "You are loyal only to me, you'll carry out my orders to the best of your ability. Slumber," she said quickly, and she winced slightly to hear the anger in her own voice, born of her fear and frustration.

The guard jerked, beginning to mouth the start of her commands back to her before her final word ended the trance as quickly as it had began. His blue eyes widened, before they focused on her again. He crashed to one knee, holding up his sword in both hands with a look of absolute adoration and subservience.

"My Princess! I have longed to serve you all my life! You, only you! Oh, how I have watched you from afar, pretending to pledge my allegiance to others while in my heart, I swore it to you! Now you are here, and at last I may proclaim my loyalty! I am your sword and shield, yours to do with as you please! Command me!"

Two things immediately became clear to Twilight. The first was that she hadn't told him that this change only occurred from this moment; his memories had been rewritten accordingly to make her his object of obsession. Secondly, she had completely, profoundly, broken this pony's mind.

Haystacks. Well, she could always fix him later, couldn't she? Yes. She could fix him, and undo all the changes he'd just taken on board, as long as she didn't give him too long to really embed those new ideas into his instincts. It was only going to be for a couple of hours. He'd be fine.

She didn't have the time to worry about it now. The little frisson of excitement she felt wasn't relevant, and she had to put that aside too. Celestia might already know that the charm had been used in the castle, by the vault. "Everypony! Come out now!" she called, before focusing on him once more. "You started to call your superiors before. Can you make sure there no pony thinks there's any problems here at the vault?"

"I did?" His blue eyes blinked at her once, then he shook his head. "As you say, my Princess. I will make certain that none disturb you or your friends."

"Heck." Applejack murmured in a low tone, as the others trotted up. "Reckon I caught most of that. You can turn a pony inside out like that, that quick? Didn't realise jest how easy that was for you."

Rarity was looking at Twilight thoughtfully, then glancing to the guard. The tall stallion was speaking into the air, his horn lit, his eyes occasionally flashing to Twilight worshipfully. "He's quite the colt, my Lady. I do confess, I see how a lady might be occasionally... tempted."

"It is easy. Way too easy," Twilight murmured, mostly to herself as she scanned the lock. She knew this door, she'd seen it opened before. Taking a deep breath, she levelled her horn at the lock and carefully slid it into the socket. Cool metal pressed gently against her forehead, and a soft click came from the depths of the vault door.

With an effort of will, magic flowed through her horn, and she silently urged the door to open.

The vault doors clanged loudly, a resonant sound, and slowly and majestically, they began to part. The lock separated into two, freeing her horn, and enchanted lights rose within. Five pedestals stood around a sixth, central column, each bearing a single crimson cushion. The Elements of Harmony sparkled atop them, glittering in the strengthening glow of the vault lights.

Twilight stopped breathing for a moment. She'd almost forgotten how it felt to be near them. Each Element was shaped in the echo of a cutie mark, dedicated to one of her lovers, binding them together. Tangible symbols of the deep connections between them. The Elements radiated power. Their strength sparkled in the air, and thrummed deep in the base of her horn.

Her steps rang on the tiled floor as she moved to the central pillar. Her fingers trailed over the sparkling star adorning the tiara. Power enough to capture one of the most powerful beings in Equestria and banish her, or strip her of her might. It was a terrible weight. A responsibility, to only use them wisely. She'd been glad, when Celestia had locked them away. Now she was using them against her.

Somewhere, she was almost certain, an alarm was ringing. Celestia was coming... or waiting for her, in perfect knowledge of everything she was trying to do. But Twilight couldn't be sure. She couldn't be sure.

"Quickly, everypony." she called. Her voice was calm, level.

The five dashed in and seized their own Elements, each visibly affected by touching the magical artefact that had bound itself so closely to them. She almost didn't want to let go of her own, but she had to give her original plan a try. There was still a chance. Turning to Applejack, she handed over the tiara, and the farm pony slipped both into her satchel.

One by one, the others nodded and followed suit.

"Okay. Let's go." Twilight announced. She stepped out of the vault, and almost bumped into the guard's shining breastplate.

He gave her a desperate, almost pleading look. "My Princess, is there anything else I can do to serve you?"

Twilight hesitated mid-step. She'd forgotten he was there. She'd forgotten he existed, even through she'd just twisted him into her puppet.

Celestia's grace, she didn't even know his name.

She didn't have time to fix this. She knew she didn't. But she had to fix him anyway. This wasn't who she was. This wasn't who she wanted to be, not someone that would do this... that would carry out this obliteration of a pony's soul, and not even care.

The others came to a half behind her, and she sensed their sudden uncertainty. "What's your name?" she asked softly, without taking her eyes off him.

An awed look came over his face. "My name is Pure Heart, my Princess."

"Twilight- my Lady, the schedule..." Rarity murmured.

"Do you have a family, Pure Heart?" Twilight asked steadily.

He frowned briefly, searching his memory. "Yes, my Princess," he answered.

Oh, that hurt. The look on his face, the look of someone trying to remember something unimportant. She had done something terrible to this pony. "Everypony, walk around the corner and cover your ears. Not you, Pure Heart."

She sensed words almost spoken by her friends, words withheld. But they silently walked around the corner and out of sight. Her voice was low. "Awaken, Pure Heart."

"I'm awakened, my Princess."

The terrible look of total worship on his face melted into a blank look, to Twilight's lasting relief. "Listen. You don't remember anything that happened since just before you saw me peek around the corner. You just thought you saw something, started to call for assistance, then realised it was nothing and cancelled it. All the changes that have been made to you today are undone. Don't repeat this, just answer: do you understand?"

"Yes, miss." Pure Heart replied flatly.

Shaking her head, Twilight reached up to the lock and willed it to close again. With a deep, subsonic rumble, the doors moved together again. The lock clicked loudly. All was seemingly as it had been before.

"When you are released from this state, you're going to stare at the lock for one minute without noticing anything, then you're going to resume your patrol with no idea anything unusual has happened. Don't repeat that. Do you understand?"

"Yes, miss."

"Slumber."

Pure Heart turned, and gazed at the lock with blank attentiveness.

Twilight hesitated a moment longer, and pressed a hand to the smooth armour plate over his shoulder. "I'm sorry," she whispered to his unheeding ears, and dashed around the corner. Striding quickly down the hall, she added more loudly "Okay everypony, it's straight to the audience chamber. No one should be able to stop us now. I can say," she winced, "honestly, that I'm late for an audience with Princess Celestia."

"Um. Is he going to be okay?" asked a small voice.

"I promise, Fluttershy. He's going to be fine." Twilight replied firmly. Picking up the pace, she strode briskly through the halls, pulling out her watches again. Four seventeen. She was late.

Her heart beat quickly in her chest. There was no stopping, now. The six of them emerged back into one of the main corridors, somewhere she had every right to be, and the fear of being caught in the restricted area of the castle vanished. Now there was just a straight run to Celestia.

Her eyes darting this way and that for other ponies, speaking in fits and starts when she was sure no pony could hear, she said "I had to use the charm. The Princess may already know somepony has cast it by the vault. I'm sticking to the plan and going in first, but be ready to rush in on my signal. Applejack, you know what to do."

"Sure do. Git your Element onto your head as quick as possible."

"Right. Don't forget your earmuffs once you hear me call for you."

She unlatched her satchel and reached in, one handed, to touch the fuzzy surface of her own earmuffs for reassurance. It seemed like a really, really small shield against the power of the charm. A power that she knew all too well.

A pressure ached in her throat, making it hard to speak. She was terrified.

Her quick pace didn't slow.

Ahead loomed the wide doors of the waiting chamber, flanked by guards. That was okay. As long as there weren't any guards inside, she could make this work. She could make this work.

The guards bowed deeply, and drew open the doors to admit them.

This was it. Twilight didn't break pace as she passed them, far too nervous to try smiling and making light conversation. The others followed her in, and the doors closed behind them. Twilight glanced nervously at the inner doors to the audience chamber, standing ajar, and breathed, "Okay. Start blocking the outer doors as soon as I'm inside."

Twilight looked towards the half-open door and took a deep breath, straightening her back. One by one, Applejack, Rainbow, Rarity, Pinkie and Fluttershy closed in to hug her tightly, and in their wordless warmth, she felt their faith in her.

She could do this. She had to. She pulled out her watches. Four twenty-one. Taking a deep, steadying breath, she moved to the door, and stepped inside.

The audience chamber stretched out before her, crafted from white stone and traced with gold, with rich, soft carpets and delicate coloured drapes framing the tall, arched windows. It felt larger now than it ever had. Two thrones now stood at the far end, where once only one had commanded the room, reflecting Luna's return.

Celestia occupied neither throne, having chosen to sit comfortably in one of a pair of low couches that faced each other, on one side of the room. She wore an elegant, simple dress in flowing white that bared her outer thighs, showing off the blazing sun that adorned her white skin. Her mane surrounded her like a cloud, shifting gently. A warm smile crossed her face as Twilight crept into the room.

"My faithful student. It's so good to see you," she said affectionately. The door swung closed behind Twilight. Celestia smiled and added with a touch of gentle mischief, "Late, too. I'm looking forward to hearing what you wanted to talk about."

Twilight's mind went blank. A tidal wave of fear and shame crashed down upon her as she stared at the Princess, leaving her reeling, her knees weak. Celestia radiated power like the Elements had, but subtly, quietly. A power that didn't need to shout its name. Her voice was warm, and gentle, filled with patient affection for all ponykind.

She couldn't stop asking herself if she really had to do this. It would be so easy just to talk about star charts, then sneak the Elements back into the vault, and go home.

She could just go.

"Hello, Princess. I'm, I'm sorry I'm late. I'm really sorry about that." Twilight managed. The words were limp, without energy or sincerity, and she cringed as she heard herself.

It seemed to take forever to cross the floor towards the waiting demigoddess. A simmering cauldron of guilt and terror churned in her stomach.

Twilight searched the gentle, ageless eyes, desperately trying to see what lay beneath.

Did she know?

A trace of concern touched Celestia's expression as Twilight sat down opposite her. "Twilight, of course I don't mind, " she said gently. "Is something the matter?"

The urge to confess was almost overwhelming. For a moment she thought that she was, at last, experiencing proof that Celestia had charmed her, that she had no choice but to reveal everything she'd been plotting. But the moment passed, and she said nothing.

It was only guilt.

"...no, nothing's wrong, I'm sorry." Twilight produced a wobbly smile with tremendous effort.

Celestia leaned forward. "You know that you can tell me anything, Twilight, and it will be kept between us," she said gently. "Are you certain you're alright?"

"I'm fine. Really." She was so bad at lying to the Princess! She couldn't possibly believe her for a second! She should just run.

Celestia settled back onto the couch, nodding once. "Very well, Twilight. How is Ponyville? Are your friends well?"

They're right outside the door, actually, barricading the entrance and getting ready to attack you with the Elements of Harmony. Would you like to ask them yourself? The thought came tinged with a distinct edge of hysteria. Twilight inhaled jerkily, a frozen smile on her face, desperately trying to hold herself together.

"...yes! Yes. Ponyville has been very quiet lately, especially with Spike gone. I've really had the time to focus on-" brainwashing my friends, "-my studies." She couldn't do this! Celestia was looking right at her, what was she supposed to do, just stand up and start casting?

"Have you received word of Spike's progress?" Celestia asked with patient calm.

"Oh, yes. He sent a letter, recently. He said his quest was going very well. I've been worried for him of course, but he would never forgive me if I didn't let him do this on his own." Twilight nodded much too vigorously.

"I look forward to his safe return. It certainly makes it easier to exchange letters." Celestia smiled, but Twilight sensed another gentle probe into what had been troubling her.

"...a lot has happened." Twilight said weakly. Like what? What could she possibly say now? She was panicking. She could feel the heat on her face as her cheeks heated crimson.

"Oh? It seems there is something on your mind. Or is it perhaps somepony?" Celestia asked lightly.

Twilight nodded shakily. She was in a froth of fear and desperation, and she barely knew what she was doing anymore. All her rehearsed words had flown out of her mind the moment she stepped through the doors, and everything was panicked improvisation now. She couldn't lie, not in this state. It was painfully obvious, even she knew that.

"It will be alright, Twilight," said Celestia gently. "Just start from the beginning."

"It - it's Applejack." she stammered, avoiding Celestia's gaze.

"What of her, Twilight?"

Twilight spoke haltingly, trying to keep one step in front of her stumbling thoughts. "Things are - complicated. I never really, I never kind of felt... attracted to other ponies." Oh, dear sanity, she couldn't be saying this to Celestia, but she had to buy time to think and she didn't know what else to say.

Celestia raised her brows a little in gentle inquiry, but remained quiet.

"I, I started feeling differently. About mares. About Applejack. I really - I care about her. A lot. But it's more complicated than that." More complicated than she could possibly explain, not without pouring out everything.

"Does she know this, Twilight?" Celestia's gaze was full of compassion.

"...yes. Yes, we talked about it. She wasn't really interested in mares before, but it kind of changed things when I asked. We're sort of, um. Dating." She was breathing quickly, and amidst her panic, a strange little tingle danced over the back of her neck. There was something about hinting at the depravity she'd been engaged in to Celestia that was actually... hot.

"That's wonderful, Twilight. I'm truly happy to hear that you have found a special pony of your own." Celestia laughed quietly. "I had feared for a moment that something was terribly wrong."

"But - but that's not all!" Twilight burst out. Chase the feeling. Hold onto the prickle of arousal.

Celestia blinked, then tilted her head questioningly.

"No, um. You see, Rainbow Dash really likes Applejack. And, and she likes me too, actually. So we're kind of - all sleeping together." Which was the least of her growing perversions.

There was a small flicker of surprise in Celestia's eyes, though she contained it well. "As long as such an arrangement pleases the three of you, my student, I could not be happier for you."

Twilight felt a tiny spark of delight inside. No matter what Celestia had experienced in her ages-long reign, she hadn't expected that from little Twilight Sparkle. "But the problem is," she continued in an almost calm tone now, "I really love Applejack, and I love Rainbow, but I don't think I love them entirely equally. Is it okay for me to have favourites?"

Celestia hesitated.

An ever-growing portion of Twilight almost giggled at her expression. It was a question she'd thought about. She loved all her slaves and sex toys, but there were those that had an extra something, a little spark in her chest that was not just warmth and joy and desire, but romantic yearning. "Though they do both have their special charms, and when I'm with either of them, I couldn't be happier," she added.

"You cannot decide to love all ponies equally, Twilight. Even when they deserve it. I am very fond of the ponies that I watch over, but even I have favourites. Even I wish to spend more time in the presence of some ponies, and wish I had spent more time with them when they are gone."

"Princess - have you ever loved another pony? Maybe... more than one? At the same time?" She couldn't believe the words that were coming out of her mouth. She couldn't believe her daring. But the image of Celestia with two ponies at once, Celestia surrounded by naked mares and colts, kissing her skin, touching each other, adoring her...

It helped. She clung to that image. She could do this. She could conquer Celestia. She could own her.

An actual tinge of pink touched Celestia's porcelain cheeks, and again she paused before answering. "You've shared much with me, Twilight. I owe you a little of the same. Yes. I have loved other ponies, though it is a thing that comes only rarely. They were each very, very special."

She fell silent, and for a moment Twilight thought that she had finished, before Celestia continued, "There have been occasions when I have grown to care for more than one pony, and did not wish to drive either away. Under such circumstances, there have been... arrangements. Please speak nothing of this outside this chamber."

Oh, what Twilight would have given to witness that. She'd just have to have Celestia show her how her past orgies had gone. "Do you have anypony now?" she pressed.

"No, Twilight. Not for many, many years."

"Do you miss having a special somepony?"

Celestia glanced towards the tall windows, gazing out into the sky thoughtfully. "Only a little. I am happy. Especially now that my sister Luna has returned; her absence always saddened me. Now that ache has eased. I am content."

Celestia's gaze turned back to Twilight. "You and your friends brought her back to me, as I knew you would. I have much to thank you for."

She had brought Luna back, only to become her sister's sex toy. It was little wonder Celestia didn't feel the need for anypony else.

Twilight saw Luna, hard and determined, confronting her in a dream. She saw her naked on her knees, thoughtlessly replaying the way she'd been made to suck Celestia's strap-on. But clearest of all, she saw her lying in bed at her side, a gentle, almost embarrassed smile on her dark lips.

Yes. She wanted to keep that Luna, even though she knew that she had created her in the first place.

Celestia had made a Luna that adored her, wanted only to please her. Twilight had made a Luna that accepted her conquering at Twilight's hands, and had taken a kind of peace from it. Neither of them had truly sought what Luna wanted. Neither had any right to demand that their Luna was the one that walked Equestria.

In the end, this wasn't really about protecting Luna from Celestia. This was about being selfish. Selfishly wanting the Luna that she had made, and doing anything it took to make sure that she stayed. Maybe she could have found it in herself to ask Celestia to leave her and her friends alone, to let Twilight own them. Celestia might have even permitted it. Even so, she would never let Twilight take her sister away.

For her own desires, for her own selfishness, then. She'd take over Equestria, she'd conquer Celestia herself. Because she'd backed herself into a corner, and she couldn't accept any other way out than this. Luna was hers. Celestia would be hers too. She was going to take everything she wanted.

She'd paused too long, and Celestia was once again allowing a trace of curiosity to touch her gentle expression.

She had to do it now.

"Princess? Could you... close your eyes for a moment?"

Celestia smiled. "Why would you want that, Twilight?"

Twilight breathed in deeply, and smiled. "...please?"

"Very well, Twilight. I shall." Celestia closed her eyes, with the same small, patient smile.

Twilight's fingers leapt to the latch of her satchel.

Celestia didn't suspect her. There had been no alarm. If she had even the smallest inkling of what Twilight intended, she wouldn't be sat patiently with her eyes closed, waiting. Arousal battled guilt, her body a battlefield of conflicting emotions.

She drew out the earmuffs, and settled them over her ears.

Everything went completely silent as the enchantments she'd wound into the earmuffs took effect. She tugged at the headband, and felt the gentle resistance to her touch that signalled the locking spell was holding them firmly against any intrusion. It was such a small, small thing. Her one advantage.

Celestia's eyes remained closed.

Now. Twilight's horn ignited in a blaze of magic, pouring all her might into the charm as she began the quick, precise sequence of movements necessary to cast it. A flare of purple light filled the room like a flash of summer lightning.

Celestia's eyes flashed open with the sudden surge of magic right in front of her, rearing back with surprise as she beheld the swirl of power gathering about Twilight's body.

It was too late to stop her. The ethereal shimmer of the charm shot from the end of Twilight's horn and struck Celestia squarely, magic sliding across her body like a flicker of sunlight over damp skin rather than soaking in. Twilight lowered her horn squarely and dredged up every iota of power she had, pouring it into the charm again.

Celestia sat frozen to the spot, her eyes wide and a horrified look on her face. She stared at and through Twilight, hands clenched on the cushions, as thickening waves of magic poured over her. She mouthed something, lost to the absolute silence in Twilight's head, rigid and seemingly unable to move. The air swirled with turbulence around the beam of magic.

Even though she was deaf to it, Twilight knew she was panting raggedly "Awaken, awaken, awaken, awaken!" as she gave everything she had to the charm. The spell was now a clearly visible stream of magic that splashed and poured over Celestia's body like a horizontal waterfall.

She was on her feet, gasping for breath as she drained herself into the spell, the couch Celestia sat upon sliding backwards across the floor under the hammering of her magic. Her pulse pounded in her ears, under the eerie silence of her protective deafness.

It had to work. It had to work. It had to work. It had to work.

All of a sudden, Celestia's blank, horrified eyes snapped back into focus. They met Twilight's.

Her pale arms fell limp to her sides.

Her lips shaped the words "I am awakened, Twilight."

Twilight had won.

Twilight collapsed back against the sofa behind her, clinging tightly to the arm to hold herself up. The ache of her overused magic was a tangible throb, and her heart shuddered in her chest. The chamber swam around her, a kaleidoscope of bright colours.

She shut her eyes tightly, and gripped harder. The total absence of sound was dizzying with her eyes closed, and she yanked off her ear muffs abruptly. The world filled with the sudden rasp of her breathing.

After a small eternity, her body calmed. She sagged fully onto the cushions, rubbing her eyes to clear them and concentrating on breathing steadily.

Celestia hadn't moved.

Glancing towards the door, Twilight gasped in quick gulps, "Is this - room - soundproofed?"

"Yes." Celestia replied simply, her tranquil eyes following Twilight as she moved.

Well. She really should have thought of that, shouldn't she? No wonder the others hadn't come bursting in. If Celestia had fought back, she could have used her magic to yank the doors open, but she hadn't. Not at all. Celestia seemed to have been taken totally, absolutely, by surprise.

"Oh, Princess." Twilight whispered finally.

Standing up shakily, she crossed the floor to Celestia's side. The Princess was still sat on her couch, though it had been driven backwards almost to the far wall. Her knees shaking, Twilight dropped onto the soft cushions by her side.

Celestia turned her head to follow her, maintaining her gaze.

Twilight shook her head. "Look straight ahead, please."

"I will look directly ahead, Twilight." echoed the demigoddess.

Her steady gaze swung away, and Twilight shifted closer along the couch, staring at her. She'd never had the chance to stare at her like this before, completely unashamed, drinking in every tiny detail. There was a tiny grey spot on her cheek, subtle, like a solitary freckle. Very slowly, Twilight sat up on the couch, and leaned forward.

She could smell the scent of the other pony's skin. Very, very softly, her heart hammering now for entirely different reasons than before, Twilight leant forward and kissed that single, solitary blemish on Celestia's flawless face. Her skin was warm, and incredibly smooth.

It was the single most arousing moment of her life.

"You're so beautiful," Twilight murmured finally. The back of her hand trailed shakily down Celestia's bare arm, then, daringly, slid over the curves of her chest, separated from her bare breast by a tantalisingly thin layer of silky cloth.

Twilight pulled back, abruptly shy. Celestia remained where she was, gazing at nothing.

She knew she should go and open the silenced doors, should let in her friends, but she just couldn't bring herself to break this moment. This perfect moment, with Celestia. They didn't know how long Twilight had been planning to speak with her before she made her move, they wouldn't panic yet. It was a selfish choice, she knew, but she'd already made the most selfish choice of all.

Very quietly, Twilight shifted to lie along the couch and laid her head in Princess Celestia's lap. "Hold me, please." she murmured.

"I will hold you, Twilight." Celestia replied. Her arm curled around Twilight where she lay.

Twilight half closed her eyes, gazing out across the audience chamber. She felt the softness of Celestia's lap under her head, the warmth of her body. It was over. She'd won.

"I never wanted to do this," she said into the silence. Her hand gently smoothed along Celestia's thigh, straightening her dress. "I never wanted to oppose you. I worship you, I could hardly bear to think of it." she murmured. "I always wanted to please you. To make you proud."

She inhaled deeply, and let it go with a sigh. "I was really afraid. I hated that, being afraid of you, of what you'd do, but I was. I was afraid you'd take everything away from me. The relationships I've made, the way my friends became my lovers. Afraid you'd take even more. Maybe you'd want to take me away from them forever. Take away my magic. I just... had to stop you using the charm on me, so I had to use it on you. I do love you. I do. I'm the worst pony in the world. I'm so, so sorry."

"It's alright, Twilight," Celestia replied softly and compassionately. "If anyone understands what you've been through, I do."

Twilight's heart gave a horrible lurch, threatening to stop altogether. She twisted, looking straight up, paralysed with shock. Celestia was looking down at her, her eyes gentle. Her horn was glowing gold.

The charm hadn't worked. Celestia had tricked her.

"No!" yelped Twilight, pushing herself away and crashing to the ground. Struggling to her feet, she felt as much as saw the golden bolt fly from the tip of Celestia's horn and penetrate her very being, sinking into her soul. She felt the unfamiliar magic tingle within her.

Her earmuffs! Where were her earmuffs?

Celestia stood up slowly as Twilight scrabbled backwards, and held up the earmuffs in one slim hand. "I'm afraid I have them, Twilight. It was a remarkably clever idea. Often, powerful unicorns fail to see the simpler solutions in front of them. But you've always been exceptional."

"Please!" Twilight stammered, pushing herself backwards with both hands, "Don't do this!" She looked back towards the doors and tugged desperately at them with her magic, but a stronger golden glow suffused the handles, and nothing happened.

"I'm sorry, Twilight. I realise now what my carelessness has wrought, and I cannot apologise to you enough for the temptations you have suffered. Now I understand the sudden change in your desires, understand your new relationships. If I had known sooner, I would never have let this happen."

She really hadn't known! "I - I can just go!" Twilight begged. "Don't take them away from me!"

Celestia shook her head. "I would never take your friends from you, Twilight. They are all wonderful ponies, with good hearts. But I cannot leave them to what you've done, and I must not leave you labouring under the weight of this charm. This curse."

There had to be something she could do! There had to be-

The tall woman practically glowed with inner light, a vast and terrible pity on her face.

"Awaken, Twilight." said Princess Celestia.

Author's Note

Some of you have predicted that this is how the fic would end.

This is not the end.

Proofing and suggestions by Setokaiva!

16: Under New Management

Two months, ten days later:

"I'm home!" Twilight called as she pushed open her small front door.

Spike guiltily sprang to his feet, spreading his arms, as if that could hide the pile of empty sweet wrappers lying messily beside the sofa. "Twilight! Hi! I, er, didn't expect you back yet!"

Twilight giggled, shaking her head as she closed the door behind her. "I can see that, Spike. Did you spend all your pay at Sugarcube Corner? Again?"

"No, of course not!" Spike protested.

"Oh, of course." Twilight set down her travelling bag and ruffled the spikes atop the young dragon's head, still soft and flexible at his age. "You had to save some of them for your mail-order comics."

Spike shrugged, nodding. "Pinkie gave me bonus cupcakes, too. It's bonus cupcake day."

Twilight blinked. "It is?"

"I wasn't going to argue! Want one?" He dug out a lone survivor from the pile of discarded cupcake wrappers and held the treat up in sticky claws.

"No thank you, Spike. You have it," Twilight replied, shaking her head with a smile.

"Don't mind if I do!" he declared happily, peeling the wrapping and devouring the cupcake in one bite. "Mmm, sugary."

Twilight flumped into a chair a safe distance from the rising tide of sticky wrappers and gazed at Spike fondly. In the couple of weeks after he'd returned from his quest, he'd taken pains to seem as adult as possible. He'd strutted about the place, commenting in a serious tone of voice about how the Mayor needed to fund a replacement of the town's streetlamps, and asked for a wage as her assistant rather than pocket money, even if it came out to a pretty similar amount.

Twilight had been slightly shamed by the request, and had upped his allowance - his pay - accordingly. Still, it had been a relief when he'd dropped his excessively adult pose, and let himself do the things he enjoyed. He'd grown up a bit in his adventure out in the wilds, and she was very proud, but he didn't need to grow up all at once.

"So how was Canterlot? What did the Princess want this time? That's what, the third time this month, the fourth?" Spike asked, dropping the empty wrapper onto the pile.

Twilight's expression softened, a gentle smile on her lips. "I don't think she wanted to talk about anything in particular. We just spent a day together, sitting on the balcony and talking." She hugged herself in delight. "It's been so wonderful to spend more time with her, Spike! I hadn't realised how much I'd missed talking with her, she's so calm, and wise, and warm, and when we get talking the time just flies by! I'm really happy."

"Sounds like Applejack has got some real competition," Spike smirked playfully, then ducked a thrown cushion. "Ha!" he declared, pointing a victorious claw at her. The cushion turned around in midair and hit him squarely in the side of the head, knocking him into the sticky pile on the floor.

"No fair using magic!" he grumbled as he clambered out of the heap, tugging wrappers off his face.

"If you hadn't left all that rubbish lying around, I couldn't knock you into it," Twilight pointed out. She shook her head. "The last thing I want to be reminded of are all those rumours again. The whole town went crazy while you were gone. Whatever gave anypony the idea that we were dating, for Equestria's sake? Applejack doesn't even like mares!"

She certainly wasn't going to admit the sporadic dreams that the rumours seemed to have inspired. Applejack featured heavily, but all her friends had turned up at one time or another. The dreams were... were lewd. Still, she was sure her occasional restless nights would settle down soon enough.

She and Applejack were just friends, would always be just friends, and it was a source of constant bewildered irritation that somehow the rest of Ponyville couldn't see that obvious truth. Even Big Mac had seemed pretty frosty towards her lately, no doubt because he didn't appreciate all the gossip about his sister. He'd always been protective of her, in his quiet way, even though Applejack didn't need anyone to stand up for her.

She really was a wonderful pony. Twilight was so glad they were friends.

Spike sighed, and went to fetch a dust pan and sweeping brush to clean up the mess. "So what's next?" he asked as he clattered back into the room with a broom that was taller than he was.

Twilight smiled fondly at the rows of bookshelves. "Well, I promised Cheerilee that I'd do some research for her on great ponies from this region of Equestria. She thinks that the fillies and colts might find it easier to take in the history if they can feel more connected to the ponies involved."

Spike leapt onto a chair and brandished the broom handle like a sword. "Don't forget the brave and gallant young dragon, Sir Eirehart! He scared away bandits for hundreds of miles with his sword, his bravery, his chivalry and his super hot fire breath. He's awesome."

"That's a really good idea, Spike! You're right, this shouldn't just be about ponies. Maybe there are stories of travelling gryphons, and other creatures that are just as worthy." She'd gently nudged Spike into finding the stories of Sir Eirehart some time ago, then listened with sincere pleasure as Spike told her all about him. There were too many legends of big, greedy dragons that burnt down villages and hoarded gold. He needed some positive role models of his own species in his life, even if they came from books.

"Can you help me?" she asked with a smile.

Spike saluted with the broom. "Just leave it to me, your daring, handsome, number one assistant!" Abandoning the dustpan, he began pulling books off the bookshelves with practised ease, going straight for his favourite legends and tales.

She really was so lucky to have him. Setting out a long roll of parchment to take notes on and an inked quill, Twilight settled down with a few open books and began cross-checking for mentions of the Ponyville region.

"Twilight, Twilight! Look! I think this is the same pony, do you see? In Biographies of Little Known Ponies, Volume XVIII? The description of the cutie mark matches!" Spike held up the elderly book in question for Twilight's inspection in one hand, balancing an open book of tales in the other.

Twilight compared the cutie mark drawn onto the grey pony's flank in the book of tales to the description in the registry, with surprise and growing delight. "Yes! I think you're right, Spike!"

Pulling the roll of parchment back over to her, she scribbled notes. "So this means that Longshanks the Wanderer was actually born less than fifteen miles from here! They've recorded him as Leaf Turner, but that's definitely him.. you're brilliant, Spike!"

Spike's purple cheeks flushed, and he grinned abashedly. "Aw, stop it."

"No, really, this is wonderful! Now I can search for Leaf Turner, and see what other information there is on his life. Why, we could know much more about Longshanks than we ever knew, because it was hidden under a false name!" Twilight set down her quill and ducked around the desk to hug Spike, nearly making him drop both books.

Spike patted her on the shoulder. "Don't worry, Twilight. I'm sure one day, you'll grow up to be as good a researcher as I am."

Twilight burst into laughter. "I'll work really hard," she promised, straightening up with a huge, irrepressible smile. It was turning out to be a wonderful day.

A knock sounded on the door.

Spike groaned, sliding the books onto the table. "Oh come on! Not Zecora again."

Twilight glanced towards the door. "Did she come by again while I was away?"

"She did. Again. Still acting weird," Spike groused, crossing towards the door.

Zecora had been acting strangely lately. Once or twice a week, she'd arrive in Ponyville and whatever her apparent purpose, she always paused at Twilight's home to see her. Each visit was short, however, and she always seemed to leave disappointed and unhappy.

At first, Twilight had wondered if she'd done something to upset her, and had obsessively scoured her home and reviewed her own behaviour to try to figure out what it was that was displeasing the zebra. Eventually, though, she'd begun to wonder if there was just something the matter with Zecora.

She could do with some advice, really. She should probably ask Celestia about it.

Spike opened the door with a grumpy expression, and blinked as a letter was thrust under his nose.

"Letter for Twilight Sparkle!" announced the post pony cheerily, tipping his little peaked cap to Spike.

Spike wiped a hand across his forehead theatrically. "Whew. Am I ever glad to see you. Thanks." Accepting the letter, he waved the lanky pony farewell and shut the door, trooping back inside.

"Who is it from, Spike?" Twilight asked curiously.

Spike turned the letter over, and a grin spread across his face. "It says, 'to Twilight Sparkle, for her personal attention only, from an admirer'. Sounds promising!" He flicked out a long green claw and drew it smoothly across the top of the letter, slitting it open. Tugging out the contents, he remarked "Okay, we've got a piece of parchment bound up with a red ribbon, and a letter. Let's see. 'Dear Twilight, my heart trembles as I write these words for your eyes alone-' hey!"

Twilight had levitated the bundle out of his hands, with a rich blush on her cheeks. "I think that I had better read this one myself, Spike. Thank you."

"Aww, Twilight! It was getting good!"

Twilight coughed. "I'll read this upstairs. I won't be long."

Spike gave her another fanged grin. "So should I send a thank you basket of apples to-"

"It's not from Applejack!"

Twilight huffed as she trooped up the stairs with the letter and red ribboned parchment. If she couldn't get Spike to stop talking about it, how was she ever going to make the whole town get over it...

Her small bed creaked under her as she sat down. A love letter? She'd never received anything like that before. She had to admit, it was kind of... exciting.

She lifted the letter, holding it as though it were precious, and read. 'Dear Twilight, my heart trembles as I write these words for your eyes alone, and I beg you to read all that I have to say before you set this message - and myself - aside.' She didn't recognise the handwriting. It seemed feminine, perhaps? She felt a blush rising on her cheeks.

'You might have forgotten me, but to me, you are the most important pony in the world. Please, make sure that you're alone, and only then undo the red ribbon.' Twilight lowered the letter, and stared into space.

Oh, stars above. A secret something that Twilight should only look at alone? It couldn't be. No one would do such a thing. No one would ever send her... some sort of intimate portrait. Would they? No. But if they did? She couldn't possibly open it.

But... the letter writer, whoever it was, had begged for her not to ignore the letter. If she put it away now, she'd never know who it was. Of course, she didn't intend to go out and suddenly start dating somepony because they'd sent her a letter and a self portrait! But still, it was... flattering.

And she was alone. Who would know?

Cheeks crimson, Twilight lifted the roll of parchment, and untied the ribbon. Braced for anything, she carefully unrolled it.

It was covered in handwriting, a different style to the outer letter.

The handwriting was her own.

What?

Reflexively, she began to read, her brow furrowed with puzzlement and confusion.

'Dear Twilight. I know you don't remember writing this. If you are reading it, not knowing what it is, then we've failed. We've probably lost everything, and you don't even realise it. It's okay. Stay calm. Read this carefully, and to the end, before you make up your mind.'

The colour drained from Twilight's face. The fluttering happiness that a moment before had been dancing in her chest had vanished, leaving a hole behind. Was this a joke? What was this?

Unwillingly, she looked back at the parchment.

'I'd better begin by proving it's really you. Here's the recognition secret, the one in case of time travel. You remember when we were eight. When Cadence had sent you to bed, but you weren't sleepy, so you came back downstairs, and she was lying on the sofa. She was panting, and you thought she was in trouble for a moment, but then you realised she wasn't. So you hid behind the door, and listened to her, and when she'd stopped panting, you sneaked upstairs and never told anyone. But you dreamed about it.'

Twilight's hand had crept up to cover her mouth. Her heart beat quickly. She'd never told anypony that. This wasn't a joke. She should have picked a passcode secret that wasn't so, so embarrassing, but it had fulfilled its purpose. She had written this.

Twilight glanced towards the door. No sign of anypony. An unpleasant nervous tension hunched her shoulders.

She took a deep breath to steel herself, and continued reading.

'When you wrote this letter, you were about to confront a very powerful person. One with the power to alter minds and memories. You sent this letter, delayed post, to be delivered seventy-one days after the confrontation, in case the worst happened.

'Well, the worst did happen. I'm really sorry. But it's okay. You have to believe that. Even though you lost, and your memory has been wiped of everything that happened, it doesn't mean this is over. You can still win.

'These are your disaster recovery procedures.'

Author's Note

Oh, we are nowhere near being done.

Here begins part two: Under New Management.

Proofing and suggestions by Setokaiva

17: A Reasonable Request

Sun slanted warmly through the small windows, tinted green here and there by the encroaching leaves of the great tree. Clattering and the sound of distant humming came from below, as Spike alternated researching with tidying up. Twilight sat on the side of her small, cosy bed, a parchment covered in her own handwriting in her hand, and line by line, felt it unpick her life.

'These are your disaster recovery procedures.'

It was impossible. She couldn't have been made to forget a whole piece of her life like that. She didn't know of any magic that could do such a thing, and besides, if she had faced someone with the power to undo her memory and lost, why would they have made her forget it ever happened and then just... sent her home?

It didn't make sense.

All the same, if it had happened, the existence of the parchment fit. She would certainly have wanted to write things down if she couldn't trust her memory. Which, apparently, she couldn't.

Twilight lowered the parchment and frowned thoughtfully. Okay. So either a) she'd had her memories tampered with, after writing this, or b) someone both knew the secret she'd never told anypony, and that she'd designated it as her recognition signal for meeting her time travelling self.

Consider b). To know that much, the person who'd sent the letter would have had to know so much that mesmerising Twilight and asking her about it was actually the most plausible answer. That meant she still needed to accept the existence of some entity that could control her thoughts and wipe her memory, so there wasn't anything to be gained from it.

It could also be explained by her own future self sending the package to her. Why would she do that? It replaced one kind of implausible idea with another. It didn't make much sense to deny the description in the letter because it didn't seem likely, then replace it with an equally ridiculous idea that had even less foundation.

Okay. Back to a), with a grain of salt. Either this was a description of what had really happened, or she'd been controlled into writing this. But that made no sense either. If the point was to manipulate her into doing something, they could have just made her do it in the first place. So tentatively, she'd treat it as if it were true.

She swallowed. That wasn't the conclusion she'd wanted to come to.

She'd delayed enough. Her eyes turned back to the parchment.

'The source of their ability is a charm. It's extremely powerful. You found a copy of it, and began researching it. You studied it and studied it, but you couldn't figure it out, not all of it. Then you realised that you weren't the only one using it.

'You believed that the other user of the charm would use it on you, to hide the charm and everything that had happened since you began learning about it. That's why you tried to take them by surprise, and use it on them first.

'You're reading this. That means it didn't go so well. I don't believe any other spell can undo changes that the charm enforces. You're going to need a new copy of the charm, and everything you figured out before.

'You didn't want to risk putting something that powerful in the mail, but you had to get a copy out of the house so it wouldn't be taken away if you lost. It's coming, separately, in five days time. It's in code. The key to the code is hidden where the wishes go.'

A spell that could rewrite minds and memories? Twilight shivered. No one should have a spell that powerful. It was no wonder she'd tried to stop whoever or whatever was making use of it. Her memory was locked away, too, and nothing short of the same charm could bring it back. Probably. Past Twilight might have been wrong about that, but she knew a lot more about the charm than current Twilight did.

Where the wishes go... that was another reference that nopony else would understand. In the bed she'd owned when she was a filly, there had been a tiny gap where the headboard joined the frame of the bed, just big enough for a slip of parchment. She'd written secret wishes on tiny scraps, and slid them into the gap, so that they might come true as she slept. Wishes like 'Princess Celestia marries me and I'm a Princess too'.

Even now, she blushed at the thought, but her expression quickly turned serious. Climbing off the bed, she levitated the mattress and the bundle of blankets into the air, exposing the frame.

Nothing.

She peered closer. If there was nothing here, then maybe she should start reconsidering-

A tiny, tiny corner of parchment was just visible, at the edge of a slightly loose joint. Twilight's breath froze. It was one thing to receive a creepy letter from herself in the post. It was another to have been sleeping on one the whole time.

Seventy-one days ago?

Setting down her blankets and mattress on the floor, she climbed onto the bare frame and picked at the corner of parchment. She had to be very, very careful not to tear off the little bit that was visible, else she'd have to dismantle her whole bed to get at the rest.

Little by little, she worked the fragment free. It was densely covered in letters, written as small as she could have written them, seemingly nonsensical. It was almost certainly a substitution cipher. Oh, and here was a mathematical pattern, that was a set of instructions to permute the key... she remembered reading about encoded messages like this, in one of the more technical texts concerning the Great War of the East.

It made so much sense to encode an extremely powerful and dangerous piece of magic this way, given that it had to be passed by a means that wasn't necessarily secure from someone reading it. If she hadn't done all this herself, then someone had an exact copy of her somewhere.

Twilight pulled a face. That was a nasty thought. She added it to her list of possible explanations, then sank onto the bed frame and picked up the parchment again.

'Don't lose the key. I don't think we could break the cipher without it. I know that you can tell I'm not telling you everything yet, but I promise, it's for a good reason. A lot has happened, and I don't think you'd take it well if I gave it to you all at once. Please, trust your own judgement on this. There's just two more things I have to tell you.

'First. You can't trust your own instincts. You have to remember that. You might want to tell our friends, or the Princesses, or Spike about all this. Don't. Don't tell anypony. You don't know who around you might have instructions to report any strange behaviour to the one who charmed you, and that includes you. Treat any impulses to reveal this with extreme suspicion.'

Twilight paled. She had been thinking that she should tell Celestia. But, surely Celestia was safe from this... whatever it was, this charm? Unless... she could think she was reporting to Celestia, when she was really telling somepony else...

She rubbed a hand over her face, her eyes distant. This was terrifying. She couldn't trust herself. She couldn't trust her own memory, or her own intentions. Even if someone was completely trustworthy, they could have been instructed to betray her confidence and they wouldn't even know.

"Twilight? Come on, I want to know what it says!"

Spike's voice echoed up the stairs as he called up to her, and she leapt off the bed frame, yanking the mattress and blankets back onto it with dizzying speed. Her voice a little shaky, she called "Sorry Spike, I need a little more time! Don't come up, please."

"Awww!" he protested from below, but she didn't hear his tread on the stairs.

Good grief. This was horrible. What wasn't she telling herself, and why? Why hadn't she revealed the identity of the other using the charm? Just what had past Twilight been thinking? Surely she needed to know everything she could about the other charm user as quickly as possible... What could the second thing be, something even worse than that?

'Second. I don't know if this has been taken away from you. I hope not, but I suspect it will be, along with everything else. So I really, really need you to know this.

'You love Applejack. You love her with all your heart. You love her strength, her compassion, and the way her mane smells of grass and growing things. You love how strong she is, how determined, how honest and forthright. You love her, and love being held by her. Making love to her was the most wonderful thing you've ever felt.

'There's so much more I want to tell you, about her, about you, and about other ponies that you've grown closer to, but I fear it'd be too much right now. Just know that, even if you can't believe it, or feel it right now, you love her.

'I hope I'm telling you something you already know. But I fear that you don't know. I'm afraid that someone has taken her away from you. So be angry, Twilight. Be angry, and afraid, because that's what I'm feeling right now. Fix this. For both of us.

'Yours, Twilight Sparkle.'

For a long moment, Twilight almost convinced herself it was a prank again. An unbelievably well-executed prank, something all her friends had cooked up somehow, probably with Spike's collusion to slip the gibberish parchment into her bed frame.

That was ridiculous. Applejack didn't even like mares! She, Twilight, had certainly never entertained any thoughts about her like that, nor mares in general, not since her silly childhood crushes on Cadence and Celestia.

Why, she couldn't imagine dating Applejack. They were just friends.

You can't trust your own instincts. You have to remember that.

A nasty suspicion began to creep over her. Okay, ridiculous as it was, imagine kissing Applejack. That wasn't hard to do, surely. It didn't mean anything.

Somehow, the image just wouldn't come. She could remember fragments of her dreams, dim and scattered as they were, but deliberately trying to invoke the feeling of Applejack's lips against hers just didn't work.

Fine. Picture kissing Rarity.

Still nothing. No image came to her, because it wasn't possible. They were just friends.

...this was silly; she'd never have dated Applejack, or any of her friends. They didn't have that kind of relationship.

Twilight caught her thoughts in the act of flinching away, and forced herself to look back at the parchment.

You love Applejack. You love her with all your heart.

No, she didn't.

Focus. Try someone unlikely. Try Mayor Mare.

The grey mane tickling her cheek. Bumping her nose against her gold-framed glasses. Kissing the slightly stern lips, the warmth, leaning against her-

Twilight held onto the image for a moment, in sheer relief that she even could summon it up, before letting it go. Somepony else. Zecora.

Stroking the short, vertical mane, tracing her dark grey stripes with her fingertips, playfully flicking the golden ring dangling from her ear as they giggled together, as Zecora murmured an affectionate rhyme in her low, soft voice-

She shivered. That was really easy to picture. Her imagination wasn't broken. Pulling herself together, she began thinking methodically through the ponies she knew well. Pinkie. Nothing. Rainbow. No. Fluttershy. No.

In desperation, she branched out. Cheerilee. Yes. Big Mac. Yes. Mrs. Cake. Yes. The strange pony with the hourglass cutie mark that always seemed to be running off somewhere. Yes. The Princesses. Yes, and yes, even them.

She literally couldn't imagine dating Applejack, or any of her friends. It was like she kept bouncing off a glass wall in her thoughts; one that she could only tell was there when she ran into it.

Be angry, and afraid.

She was doing 'afraid' pretty well right now.

"Twilight! I cooked dinner!"

"Ahhh!" she yelped in shock, the parchment flying out of her hands. "I'll - I'll be down in a moment!" she called back down the stairs, hurriedly scooping up the fake letter and code key along with the letter to herself and rolling them up together. Tying the bow around them, she looked around hurriedly. Spike would definitely want to know what she'd received, and if she didn't tell him, eventually his curiosity would get the better of him.

She had to hide this, all of this, where no pony would find it. Or at least somewhere Spike couldn't easily get into. Her jewellery box - that had a lock. That would have to do. He wouldn't break the lock just to read it.

She stuffed the papers into it, wincing slightly as she had to bend them to make them fit, and locked the box. "Coming!" she called again, tucking the key into her pocket, and hurried towards the stairs.

"Hey Twilight, would you like some dessert?"

"That sounds lovely, Spike."

Spike hopped off his chair and trotted into the kitchen. His voice floated back to her.

"Oh no, what's this? Somepony's put an enchantment on the ice box!"

"Spike..."

"It says it'll only open if I speak the name of a pony that sent Twilight a love letter!"

"Spike."

"Quickly, Twilight! Our dessert is at stake!"

"This isn't going to work either, Spike."

Spike's head popped back around the door frame. "Aww, come on!"

"Sorry, Spike, but it's between me and the pony that wrote the letter." Who happened to also be the same pony. No, she definitely wasn't going to tell him that.

Spike sighed hugely. "If I received a love letter, I'd tell you who it was from!"

"I'm sure you would," she replied with a wry smile.

"Fine. I know how to open the ice box," he declared with an edge of huffiness.

"Spike..." Twilight groaned. He disappeared from view, and from around the corner, she heard him call "APPLEJACK!"

He returned a moment later with a bowl of ice cream in each hand. "Hey, would you look at that. It worked."

Twilight pinched the bridge of her nose between her fingers. It would have bothered her less if she hadn't been stewing in her own thoughts all through dinner, fretting about what the letter had said. So she and Applejack had been dating. They'd been in love. She still couldn't picture it, or believe it with any emotional weight, but she'd forced herself to accept it as an abstract concept.

"Thank you, Spike." she murmured, and took the spoon he offered. He dropped into a chair opposite her with his bowl, visibly disappointed at her lack of reaction.

It was upsetting her that it was so hard to accept even the concept of having a relationship with Applejack. If what she'd read was true, she was feeling her way around a block in her thoughts, trying to tease out the shape of it blindly. She'd always been able to rely on her own mind, and to be questioning it like this was really, really scary. It was like realising she'd gone crazy.

Was this why she'd been having those strange dreams? It was harder and harder to remember them clearly, the more she focused on them. Was the charm less effective at policing her subconscious?

The rumours that she and Applejack had been dating dated back to about the time her letter had been sent, about two and a half months ago. It made a lot more sense if she had been dating Applejack, ponies would have seen them, and ponies would have talked. But if many people had seen them, then there'd be more ponies asking why they'd broken up, and not whispering that they were dating secretly. That probably meant that they'd been keeping their relationship mostly to themselves. Maybe Applejack had been embarrassed about it. Maybe she had.

She wasn't sure how to feel about that. She'd always thought that if she dated somepony, she'd want absolutely everypony to know. But right now, she couldn't even ask herself how she'd feel about dating Applejack openly. The concept just didn't make sense.

No. That was the magic in her head talking.

She took another spoonful of ice cream and slipped it between her lips, barely tasting it. So, whoever had control of her had wanted to undo the period of her life where she found out about the charm, and that included dating Applejack. Good grief, how long had it been? She had no idea how long the gap was. Though she couldn't have forgotten everything that had happened for an extended period, or people would think she'd hit her head too hard on something. It would be obvious.

Okay. Whoever it was hadn't taken over Ponyville and wiped the event from everypony's memory, or there wouldn't be rumours. It had been a targeted erasure. They'd wiped her memories, and banned her from forming romantic attractions to Applejack, or any of her other close friends. Why go that far? Was it important to them somehow that she remained single? Had it just been a blanket order that had included the rest in passing? She'd dreamed of them as well... was some part of her unconscious trying to alert her to the blocks?

Everything depended on how much time the other had spent investigating, and wiping the memories of the ponies involved. The evident gaps in her own memories proved that she'd known too much, and had had to have been blanked. The gossip of the town proved that ponies who knew very little of what was happening hadn't been wiped. So, depending on how thorough the other had been, there ought to be a pony or two at the point where those groups met; ponies that knew a little about what was going on, but not so much that they'd had their memories erased as well.

Ponies that found her change in behaviour strange, or had noticed that she seemed to have forgotten things abruptly. Ponies that were reacting to things that she didn't remember happening. Ponies that, from her perspective, were acting strangely themselves.

A knock sounded at the door. Twilight stiffened, her eyes widening.

Zecora.

Spike heaved a sigh, and pushed his chair back from the table.

"Wait, Spike." Twilight rose, turning towards the door. "I'll get it." She hesitated at the doorway, and then lifted the latch. The door swung inwards.

Zecora stood on her doorstep. She was dressed in a loose grey tunic that bared her arms, a travelling cloak over the top, and there was a tentative wariness in her expression in the moment before she looked into Twilight's eyes.

"...Twilight Sparkle, I wish you good eve. Is a visit welcome, or shall I leave?"

Twilight stepped backwards, producing a smile with some effort. "Please come in. We were just having ice cream. Perhaps you'd like some?"

"You are very kind to so greet, a visitor with a tasty treat." she replied with a nod of her head, and a small smile of her own.

It didn't look natural to Twilight. Hers probably didn't look any better to Zecora.

"Sure, sure. Ice cream." Spike mumbled as he hopped off the stool and trotted off into the kitchen, shaking his head.

Twilight looked around awkwardly, and gestured to a chair. "Would you like to sit?"

"I shall sit, if you so permit." Zecora settled down onto the chair Twilight had indicated. There was a complex expression on her face that had bothered Twilight before, one she still couldn't work out. She seemed... a little happy, but also sad. Conflicted.

Spike wouldn't be gone long. If she was going to ask Zecora anything, it should be now. But should she? Past Twilight had said not to tell anypony about what had happened, in case they were instructed to carry that knowledge back to the other. But if Zecora still remembered what had happened, wouldn't that be proof that the other hadn't altered her? Unless it was some sort of bluff, or bait...

She'd waited too long. Spike trooped back in with a fresh bowl of ice cream and a spoon, and set them down in front of Zecora. "Here you go, enjoy!" he remarked, then crossed the room and tossed himself onto a sofa, extracting one of his comics from behind the seat.

Twilight was uncomfortably aware that he could still hear everything they said. It was awful not being able to relax around Spike like this. She really didn't know how long she could tolerate it.

"It is a pleasure to visit where you dwell. Tell me, Twilight Sparkle, are you well?"

Paranoid and terrified, thank you. "Um, yes, very well. Spike and I have been doing some research on famous figures from this part of Equestria to help at the school; it's been going very well. Spike especially found a very important link, it's going to really help further investigation into Longshanks the Wanderer."

She spotted Spike's lips tugging into a satisfied smile at the praise. It was definitely deserved, but it did also prove he was listening. "How is the forest? Have you finished clearing out your old potion bottles?"

"The forest today is fresh and green, and my humble home is warm and clean." Zecora replied.

A silence settled, as Twilight wracked her thoughts for something else to say. Zecora looked down into her ice cream and methodically worked her way through the bowl, her eyes occasionally darting up to Twilight's, then immediately away when she saw Twilight looking at her.

Finally, Zecora cleared her throat and pushed aside the bowl.

"My warmest thanks for this coldest meal. I hope a visit to my home may soon appeal. For now, I feel the time is right, to return through the forest before fall of night."

"It's always a pleasure to have you, Zecora. I hope I see you again soon." Twilight replied, walking Zecora to the door. Waving her off as she ventured into the gathering dusk, Twilight frowned thoughtfully.

There was definitely something wrong. And it wasn't with Zecora.

Twilight read the page again. 'Morning. Decided to keep record of what happens to check for traces of other's influence. Spike made breakfast, continued to prod for letter writer's identity. Fretted over whether to break instructions and visit Zecora. Spent time thinking about which other ponies may know something that hasn't been erased. Maybe BM. Four days until package two.'

Big Mac was in an excellent position to have learned that there was something going on between her and Applejack, and he had seemed very unhappy with her since the rumours began. It could be that his unusually frosty behaviour was became of something she didn't remember happening. Certainly it had stuck out, given his usually unruffled manner. Definitely a candidate for investigating, one that wasn't as obvious as Zecora.

She still wasn't sure if Zecora's odd behaviour was a trap. The zebra had visited her over and over, acting strangely strained. It was practically begging her to investigate.

She needed more time to think.

'Afternoon. See Cheerilee about historical figures,' she added carefully. It was taking a big risk for her to write down anything as she tried to figure out what had happened, but it might help her if her memory was altered again, and it was a useful organisational aid anyway. As long as she kept her new journal with the other documents, it didn't increase her risk - finding the other letters would ruin things regardless.

She closed the little book and locked it away in her jewellery box - she really had to find something better, or at least use a proper locking spell as well as the feeble little key that had come with it - and set off downstairs. The initial results of her research were already neatly packed into a satchel by the door, and she swung it onto her shoulder as she called "Spike! I'm going out!"

She didn't really have a good place to keep her satchel, and her scarves were all upstairs in her wardrobe. She needed a coat rack, or a hat stand, really. She could probably find one that wasn't too expensive.

Sunlight washed over her as she stepped out from under the oak's shade and set off into Ponyville. All of her fears and worries seemed oddly distant and unreal, out in the town and surrounded by the hustle and bustle of ponies going about their lives. She felt calmer.

She wasn't really sure whether that was a feeling she should encourage - it could be more of the other's influence, but it also seemed like a normal reaction to have, and it wouldn't do her any good to fret herself into being unable to function. For the time being, as long as she remembered to keep her guard up, it wouldn't hurt to relax a little and let some of the simmering tension in her body ease.

The school stood nearby, set back a little from the nearer buildings to set in its own little patch of green, and it was remarkably quiet and peaceful. Of course, that was only because it wasn't a school day. Foals had so much to learn, and such bright futures ahead of them, but they did get a bit boisterous at times. Twilight shook her head fondly as she knocked on the door, and then let herself in.

"Cheerilee?" she called.

"This way, Twilight," her voice floated back.

Twilight followed the sound to the empty classroom. The angled blinds were down, and stark bars of sunlight striped the rows of empty desks. Cheerilee sat at her desk, papers spread out across it, and even though it wasn't a teaching day, she wore a neat blouse and a black skirt over stockings.

She looked up with a warm smile as Twilight entered. "Hello, Twilight. Thank you very much for agreeing to help me with the lesson plans for the next few weeks."

"Oh, I couldn't be happier to help!" Twilight declared cheerfully. This was just what she needed to help clear her head. "I can't wait to show you some of the findings we've made!"

Pulling up a tiny chair from one of the nearby desks, Twilight giggled as she settled down into it and began talking Cheerilee through the initial research findings. She really didn't talk to Cheerilee enough. While her closest friends were all wonderful, none of them really seemed to get the pure joy of settling down with a trove of old documents and sifting something new or forgotten out of them. Cheerilee got that.

The sunbeams slanting through the windows slowly shifted as they chatted, sketching out a chronology of the heroes, wanderers and great hearted ponies and creatures of old. Twilight was rather looking forward to hearing the terrible trio of the Cutie Mark Crusaders recreating the stories as they played, something she mentioned to Cheerilee.

Cheerilee shuddered. "I don't doubt it for a moment, Twilight. I've spoken to the ponies at the toyshop, and asked them to make sure all their wooden swords have some padding to make them a little safer. Even so, I expect there will be a rush on them. I've asked Nurse Redheart to make sure she has plenty of bandages prepared."

Twilight covered her mouth as she laughed. "Oh no, what have we done?"

"It's the cost of education," Cheerilee replied with mock gravity. "I'm looking forward to teaching these lessons. Yes, it will prompt all sorts of playground mayhem, I have no doubt, but at least they'll be enthusiastic." Cheerilee shuffled the papers together into a neat pile. "Thank you once again for helping me, Twilight."

"You've welcome! I'd love to help you any time I can." Glancing at the late afternoon sunlight shimmering golden through the angled blinds, she added, "I'd better head back now. Spike will be wanting to cook dinner soon."

"Oh! Before you go, Twilight, one more thing. I have a reasonable request to ask." Cheerilee's expression had shifted subtly, some new emotion colouring her pleasant smile.

Twilight paused in the act of putting the small chair back where it belonged, straightening up. "Oh?" she asked politely.

"Yes. I never taught you in my classes; you grew up in Canterlot, and you had finished school before I began teaching. I've always wondered how it would have been to have you in my class. I'd like you to go to my office, strip naked and put on the school outfit I've provided, and then return for a private lesson." There was a distinct look of anticipation in Cheerilee's green eyes now, and her gaze travelled up and down Twilight slowly.

Twilight nodded with a smile. It would be nice to see how it would have been to have been taught by Cheerilee, growing up in Ponyville. It might even help her better understand how to design the lessons for her students! "Oh, of course! I'm sorry that I never offered. Is your office the next door down?"

"That's right, Twilight. Go right ahead."

Twilight hummed contentedly as she walked out into the hall and down to Cheerilee's office, wondering what lesson Cheerilee wanted to teach her. It was lucky that she had plenty of parchment and ink with her lesson planning materials to make notes.

The blinds were fully down here, leaving the room dimmer than the sunlight classroom, but there was still more than enough light to see the clothes laid out over the chair standing in front of the desk. There was a tiny pleated skirt, about long enough to cover her ass but little more, and a black thong to go beneath it. The accompanying blouse was low-cut, and made out of some silky white fabric that was translucent under her fingers. Two bows sat waiting to be put in her hair, along with knee-length white socks with little bows at the top in matching colours, and small shiny black shoes finished off the outfit.

She opened the door again and called out into the hallway "Cheerilee, is the bra missing?"

"Twilight," Cheerilee's voice chided, "If I can't see your nipples, how can I know if you're paying attention?"

Twilight blushed. Of course Cheerilee would need to know if her students were getting distracted by staring at her and becoming turned on. "Sorry! I'll change now!" she called back, and shut the door again.

She stripped off her jumper and undershirt with brisk efficiency, wriggling her soft jeans and panties down her legs together to expose her shaven sex, and folded each item of clothing neatly beside her new uniform. Cheerilee was so nice to have gotten a uniform for her, just for this lesson! If she wasn't mistaken, some of the labels could only have come from the fancier shops in Canterlot. That was a long way for Cheerilee to have gone to get it for her.

Picking up the thong, Twilight slid it up her legs and wriggled her hips to settle the strap between her ass cheeks, the small black triangle of fabric at the front barely covering her sex. Next came the skirt, and as she bent over to tug her long socks up her legs, a playful little impulse came over her to wriggle her ass at the empty chair behind the desk. It did feel good to show off her little schoolgirl ass.

Sliding her arms into the blouse's short sleeves, she inhaled deeply and did up the buttons. The shirt was a little small for her, tight around her slim stomach and loosening around her chest, pushing up her small breasts, even without a bra, to present some cleavage. Her darker nipples were clearly visible through the shimmeringly translucent fabric, as they should be.

Beneath the folded shirt she found a short tie, which dangled against her exposed cleavage once she put it on. Finally, she buckled up her shiny black shoes and pulled up her mane into two pigtails. There. She looked perfect. Leaving her usual clothes behind, she skipped out into the hall and slipped into the classroom, breasts bouncing gently with her footsteps and her little skirt constantly threatening to expose her ass if she didn't keep her back ruler-straight.

She just couldn't wait to learn!

Cheerilee had changed clothes, too. Her new skirt was made of a smooth, liquid black material and much shorter than the one she'd worn before, as short as Twilight's, exposing the lacy tops of her stockings. She'd undone the top few buttons of her blouse and drawn it apart, and if Twilight wasn't mistaken, she'd taken the opportunity to put on some heavier eye shadow, along with deep purple lipstick.

It was nice of her to care about her appearance for her teaching, Twilight thought. One desk had been pulled forward a little, and parchment and quill laid out. Twilight moved automatically to it, and sat down.

The door opened. Twilight glanced over to see-

The door opened. Nopony entered, and the door closed again. Older buildings like the schoolhouse did sometimes have strange gusts of wind that blew doors open by themselves. Perhaps they'd put a closing spell on the door to shut it again if that happened. That was clever of them.

Cheerilee turned around and smiled. Resting one hand on her desk, she leant forward, giving Twilight a perfect view down her half-open blouse at her smooth, wine-coloured breasts. "Good afternoon, class. Today, we're going to begin our history of Equestria by looking at one of the most dedicated mares to ever fight for peace in her time."

Twilight couldn't help glancing down Cheerilee's top, but quickly looked up at her teacher instead. It wouldn't do to get distracted. Cheerilee would notice. Her quill levitated, and began writing.

"This skirmish occurred eighteen hundred years ago, between the forces of General Rockslide and Wing Commander Zephyr's forces. It continued for three months, largely a stalemate. Supplies were running thin, and the earth ponies and pegasi of both armies were losing the will to continue. Nonetheless, this conflict might have carried on for much longer than it did, had a unicorn not made it her mission to end the battle as quickly as possible."

Cheerilee turned away as she spoke, and began to write on the board. Bending low, her shiny black skirt slid smoothly up her ass, exposing her complete lack of underwear. Her sex glistened between her stockinged thighs.

Twilight felt a shock of heat rush through her as she stared at Cheerilee's body. Her cheeks darkened, and she knew without looking down that her nipples were jutting visibly against the translucent silky blouse she wore. Her hand rose, a little shakily.

"Please, Miss Cheerilee, your skirt is-"

Twilight's eyes flickered.

For a moment, Twilight had thought about raising her hand to tell Cheerilee that her skirt was riding up to expose her ass, but there was no way she could interrupt her teacher in mid-lesson. She should just stay quiet, and watch. Her breathing quickened, her eyes tracing over Cheerilee's mostly bared ass and cunt, thrust high in the air as her teacher bent double for a dropped piece of chalk.

Twilight whimpered with desire, forcing herself to concentrate on Cheerilee's voice and not her perfect, sensual body.

"This unicorn was no part of the conflict, and so she could enter either camp freely, but neither General nor Wing Commander would meet with her. However, she found a way to change their minds, using her one special talent."

Cheerilee straightened slowly, ending the tormenting glimpses of her sex. She glanced over her shoulder with a smouldering smile, then leaned on her desk once again. As Twilight watched, another of her buttons slid undone, leaving her chest on the verge of falling out of her elegant top.

"A very special talent. She was a slut." Cheerilee breathed, shaping each word with her glistening, starkly violet lips. "She went to General Rockslide's camp, and she offered herself to his guards. They fucked her, and fucked her. She offered them her cunt, and her mouth, and she showed them just how good at fucking she was. She fucked them until they couldn't stand, and then she slipped into the General's tent..."

Twilight's eyes were glazed with lust, and her notes had become fitful, unreliable scribblings. She couldn't think straight. Her hand clenched desperately in the fabric of her tiny skirt.

Cheerilee's pleasant, gently authoritative voice lingered lovingly over each word as she described the mare's degradation. "...she lowered herself to her knees, and pushed together her breasts to receive the General's cock..." she continued relentlessly.

Twilight couldn't take it anymore. With an audible moan, her hand slid into her skirt and pressed against the soaked triangle of black fabric, pushing back and forth in quick, jerky movements. Her eyes fluttered half closed as she forced the thong aside, stroking her smouldering pussy with desperate longing. "Yes. Yes." she whimpered, her eyes heavy lidded, trying desperately not to show what she was doing.

"Twilight Sparkle." Cheerilee's voice sharpened, cracking through the empty classroom. She tapped a long wooden ruler against her palm.

Gasping aloud, Twilight yanked her damp fingers out of her skirt and stammered "Y-yes, Miss Cheerilee?"

"Read back what you have just written." Cheerilee commanded her firmly.

Twilight's heart sunk, and she looked guiltily over her parchment with another shudder of lust. "It... it says 'Fuck, fuck, fuck', Miss Cheerilee."

"Have you been masturbating under your desk, Twilight Sparkle?"

"Y-yes, Miss Cheerilee," Twilight gasped as another tremor of lust made her shiver visibly.

"Come up to the front, Twilight." Cheerilee said sternly. Pulling her chair back from the desk, she sat down, still tapping the ruler against her palm.

Twilight shakily pushed back her chair and stood up, approaching Cheerilee step by step. She had been bad. She was going to be punished. She couldn't stop the thought making her wetter and wetter. Her body was as tense as a coiled spring, aching for release.

"Lie down across my lap, and lift your skirt, Twilight."

She couldn't have wanted anything more. Naughty schoolgirls deserved to be punished. Naughty schoolgirls loved being punished. She settled slowly across Cheerilee's stockinged thighs with a gasp, unable to stop herself momentarily sliding her small breasts against her teacher's leg as she moved into place, then settled with her ass in the air. She reached back to flip up her tiny skirt with trembling hands.

"I - I'm ready, Miss Cheerilee!" Twilight gasped, clinging to the chair to keep herself steady.

She barely had time to hear the swish of the ruler through the air before a stripe of pain exploded across her bared ass. "Aaaaah!" she cried out, tears beading in her eyes. The initial sting died down quickly, leaving a throbbing ache.

"You were very naughty, Twilight," Cheerilee told her remorselessly.

Twilight felt the movement of Cheerilee's body as she drew back her hand, and screwed up her eyes as she tensed for the impact.

It didn't help.

"Aaaaah!" she yelped again, as the crack of wood on flesh echoed around the classroom. "Ahh, ahhh, aaah..." Twilight panted, unable to stop wriggling her hips to try to ease the sting. The planks of the floor swam before her eyes, finding herself taking in the scuffs, dents and knot holes with a bizarre, unnatural clarity.

"I'm sorry, Twilight," Cheerilee's voice murmured, "but you must understand the need for classroom discipline." She felt Cheerilee's warm hand slide over her unbearably tender ass, and she couldn't contain a fresh whimper. Then Cheerilee's fingers grazed her molten cunt.

"Haaah!" Twilight gasped, her pussy lighting up with almost unbearable sensation. "Yes, yes, no yes, no yes..." she whimpered. She couldn't stand it. She couldn't think. Her mind was full of sensation, the ache of her abused ass, the pleasure exploding in the core of her being, her eyes welling with tears of pleasure, the wooden planks swaying dizzily back and forth beneath her.

Cheerilee's finger slid into her pussy. Then another. Twilight's hands tightened on the chair legs as she panted dizzily, her hips jerkily bucking against the teacher's hand. It felt good, it felt so good!

Her lips quivered, trying to speak, trying to beg or protest. The scent of feminine arousal filled the air, and she helplessly lost herself, gasping it in with great, ragged breaths. She was so close, she couldn't stand it any longer, she was already lost, and any second-

A third stinging blow cracked loudly against her defenceless ass, and Twilight howled a ragged sound of utter abandonment and release as the shock thrust her over the edge. The classroom rang with her scream of pleasure, fingernails digging into the chair's scarred wood, and the world swirled around her dizzily before collapsing into darkness. Her eyes rolled up, and she slumped bonelessly across Cheerilee's lap.

After a moment or two, her eyelids flickered and opened once more. Cheerilee was stroking her back, her rumpled shirt having ridden up enough to expose most of it, and soothing the stinging ruler marks across her ass with gentle sweeps of her fingers. "That's better. Now pay attention in future, okay?"

"I... I will, Miss Cheerilee..." Twilight murmured groggily. Cheerilee gently lifted Twilight and slid her off her lap, guiding her down to sit on the floor.

Twilight inhaled quickly as her sore ass settled against the floorboards, and she looked up at Cheerilee with dizzy admiration. Cheerilee really knew how to get the best out of her students.

Cheerilee stroked Twilight's mane affectionately. "I know you can be a truly great student, Twilight. You just have to focus." Cheerilee opened her mouth to add something further, and then paused. For a few seconds she looked at nothing, her lips still parted, before awareness sparked back into life in her eyes and she parted her legs slowly. Her tiny skirt slid up her thighs, baring her flushed sex once more. "You just have to show me how determined you are to give your best, by licking my pussy."

"I'll do my very best, Miss Cheerilee!" Twilight replied earnestly. She really wanted to show her teacher how sorry she was for getting distracted, and show how eager she was to learn. Lifting herself up on her knees a little to spare her aching ass the rough brush of the floor, Twilight leant inwards and tilted her head back to avoid poking Cheerilee with her horn as she began to lap enthusiastically at her cunt.

Cheerilee tasted wonderful. She'd never done this before, but it seemed incredibly natural to bury her head between the other mare's smooth thighs and lick up and down her pussy. She kept her eyes on Cheerilee's face as she worked, watching as above her, Cheerilee took hold of each side of her blouse and pulled firmly to spill her soft breasts into the open.

She had to be doing a good job if she was making her teacher play with her own tits! Her confidence renewed, Twilight thrust her pink tongue as deeply into Cheerilee's pussy as she could manage, lapping quickly as she watched Cheerilee pinch her wide nipples and gently smack one breast after the other with the flat of her hand.

Each groan and gasp from the schoolteacher encouraged Twilight to greater effort, Cheerilee's wetness smearing across Twilight's lips as she began to buck her hips forcefully against her student's mouth. Twilight wanted to prove that she was the best student Cheerilee could ask for, and she slid her hands up to caress her teacher's thighs as Cheerilee's gasps took on a higher pitch.

"Steady, just - a little lower, flick your tongue a little faster - slide your hands around, squeeze my ass - that's right - that's good..." Cheerilee groaned, instructing Twilight steadily on how best to please her. "Very good, that's exactly right - well done, Twilight, I - yes, I'm - there...!"

Cheerilee's wetness coated Twilight's lips, the schoolteacher shuddering through a quieter orgasm of breathy gasps and soft yelps. Twilight licked up as much as she could, determined to do a thorough job, and only backed off when Cheerilee managed "That's enough for today, Twilight. G-go and fetch your notes, and turn them in for me to assess."

"Right away, Miss Cheerilee!" Twilight replied with a smile, and rose to her feet. At some point her own blouse seemed to have come undone by itself, and her small breasts were framed by the loose silky fabric. Absently rubbing a hand over her stiff nipples, Twilight moved back to her desk and picked up her notes, as incomplete as they were. Setting the parchment down on Cheerilee's desk, Twilight added "I really enjoyed being in your class, Miss Cheerilee," with a genuine smile.

"I did too, Twilight." Cheerilee told her fondly, resting in her chair with her blouse tugged open and skirt around her waist. "You can go to my office and change back now, and then my request will be finished."

"Okay, Miss Cheerilee," Twilight replied with a smile. Gently rubbing her sore ass, she set off for Cheerilee's office to get dressed again.

Twilight was once again sat on her bed with her new diary, contemplating its contents. This time, however, she was sat on a pillow. It hadn't seemed right to make a fuss of her sore ass in front of Spike somehow, and it was a relief to be on her own so she could soothe herself a little.

She'd gone to see Cheerilee, they'd discussed the historical figures research for a few hours, she'd dressed up in skimpy schoolgirl clothes and gotten so horny watching Cheerilee that she'd started masturbating in class and had to be fingered and spanked to orgasm. Then she'd licked Cheerilee to orgasm in return, like any good student should, changed, and come home for dinner.

Of course, it wasn't as though Cheerilee did any such thing with the foals in her class, but it was different with Twilight as her student. It had been an entirely reasonable set of circumstances. Nothing very exciting, really, but she had used up most of the day helping Cheerilee. The matter of which ponies were acting strangely would have to wait.

'Visited Cheerilee, talked about historical figures. Came home, ate dinner with Spike,' she wrote carefully. Twilight sighed. There really wasn't anything there to help her get a better idea of what was going on.

Never mind, she consoled herself. As long as she kept her eyes open for clues, for anything even a little unusual, she'd figure it out.

Author's Note

That all seemed like perfectly reasonable behaviour, don't you think?

Proofing by the ever vigilant Setokaiva.

18: Past Sins

Twilight was quietly losing her mind. It had been three days since the arrival of the letter, and absolutely nothing out of the ordinary had happened. There was still two days left before the second letter was due to arrive - she'd have to send Spike out of the house on some pretext before the post arrived just in case, though she was fairly confident past Twilight would have found a way to disguise what it was again - and she'd run herself ragged trying to think of what to do next.

She couldn't trust her own thoughts. At first she'd wondered why the other had been so generous as to just wipe her memory of finding the charm and send her home. Eventually it had occurred to her that there could be any number of other changes made to her that she was forbidden to perceive. That had seriously damaged her tentative hypothesis that the other wasn't necessarily malign.

What if the next package was late? What if the next package had been intercepted? What if it simply never came? She couldn't imagine trying to live the rest of her life with this uncertainty hanging over her.

Fortunately, that probably wasn't going to happen. Sooner or later, the other would notice that she had realised what was happening. Then that knowledge would be removed, along with who-knew-what else.

Assuming the other even existed.

She'd come up with a new hypothesis yesterday, and it wasn't comforting. Hypothesis c), where the 'c' stood for crazy. It was inevitable that it'd occur to her sooner or later. It was simple enough; she'd had some sort of mental break, posted herself a letter of paranoid rantings in a delirium, then forgotten it had ever happened. It was a far more straightforward explanation than taking her letter to herself at face value.

She didn't believe it. Altered as her mind might be, her ability to think straight was still intact, just skewed. Definitely. It was just a coincidence that the letter had demanded she hide everything, suspect everyone and not tell anypony about it. It made sense, according to the letter's own logic. It also made sense as the self-protecting mechanism surrounding a partial breakdown of her capacity to reason.

There was nothing else for it. She had to test it. She knew it was a risk. She knew it was contravening the letter's instructions. But she needed some external confirmation, something, anything, to corroborate the story of the charm.

That was why she was at the entrance to Sweet Apple Acres.

An unfamiliar lump weighed in her throat as she surveyed the crimson farm buildings, so familiar, yet feeling so far away. With an effort of will, she galvanised herself into movement, and headed for the large barn.

She could do this. She could. A small part of her kept waiting for hidden memories to surface, and was disappointed over and over as she walked down the dirt path. Nothing. Nothing unusual at all.

The sounds of movement came from within the main barn as she approached. That was a good sign. Maybe the pony she'd come to see was in there, and not ranging out on the far reaches of the orchards. It was hard enough to have made the decision to have this conversation. The quicker it was over with, the better.

Tentatively, she knocked on the open door, and called into the gloom, "Hello?"

A clattering answered her call, then the sound of booted footsteps.

"Why howdy there, Twilight! Ah didn't know you were calling by!" Applejack emerged from the barn's shadowy recesses, a bale of hay resting on her shoulder as though it weighed nothing. The sunlight struck her hair as she stepped outside, turning both mane and tail into gold. Her scent was that of growing things, and her denim shorts showed off her tanned thighs.

Twilight felt nothing. Applejack was her friend, and that was all.

She, Twilight, had been in love with this pony. Passionately. She tried to imagine stepping forward and kissing her, now that Applejack was standing right before her. Still nothing. There was no reason for her to do that. They were just friends.

Applejack's expression had turned a shade quizzical. "Y'all right there, sugarcube? Seems like you've got things on your mind."

"Oh! Sorry, yes," Twilight replied quickly. "How... how is the farm today?"

"Good as ever. Everything's ripening up nicely. Reckon we're going to have a real fine crop of cider this year!" Applejack grinned wryly, and added, "For the love of apples, don't repeat that to Rainbow. She gets a mite enthusiastic, and we haven't even started bucking down the harvest yet. Heck, wouldn't have surprised me if she'd dropped right out of the sky on us the minute I said - well, y'know. That word."

"So where are you taking the hay, Applejack?" Twilight found herself relaxing a little as she talked to the other pony. There was something about her straight-forward solidity that she'd always found reassuring.

"What, this little thing?" Applejack asked, shrugging her shoulders. "Figured I'd take it over Fluttershy's way. She was talking about some of her rabbit friends getting turfed out of their warren when a stream overflowed. Reckon they could use some nice warm straw to line the new tunnels they've started digging."

"That's very admirable," Twilight replied with a smile. "I'm sure they'll be very grateful for your help."

"So what can I do for you, Twi? Stopped by for something in particular?"

For a moment, Twilight found herself tempted to ask Applejack if she'd had dreams about her. If she'd woken up with fragmentary flashes of bare skin before her eyes, the lingering sound of moans in her ears, before the sunlight chased it all away.

She couldn't. Even if she was defying past Twilight's instructions, that was a risk too far.

"Um. Actually, I was hoping to talk to Big Mac... is he around the farm?"

Applejack's lips twisted slightly, and she nodded towards the western fields. "He's in the long orchard, digging out some rocks that're in the way of some new saplings we're putting in. Looking to smooth things over?"

Twilight glanced down briefly, nodding. "I hope so."

"Not like him t'hold a grudge like this. It'd be good to see you two make up. Heck, I even told him my own self that all the loose talk about town wasn't your fault, and there was nothing going on between us."

"What did he say?"

Applejack shrugged again. "He's Big Mac. What do you think? He jest nodded. Don't reckon he was convinced, though."

"I'd better go and find him, then." Find him and hope as hard as she could that he could tell her something to back up the story in the letter. Something, no matter how small, that could help her believe that the other was real.

"Seems like the thing t'do. I'll see you later." Applejack hitched the bale higher on her shoulder, and strolled off towards the gate.

Twilight took a deep breath, squared her shoulders, and set off into the unending rows of apple trees. The leaves whispered overhead in the faint breeze, branches laden with red and green apples, full and ripe. Twilight took it in absently as she walked, her mind on the pony she'd left behind, and the pony she was about to meet.

There was a warmth about Applejack that made her feel better somehow. Twilight grimaced as she felt the thought slide away, ending almost before it begun. Celestia, that was annoying. It would be so easy to stop trying to think that way about her.

Focus on Big Mac for now. This could be a total waste of time, of course. It could also completely ruin everything. He might know nothing. He might be conditioned to betray her suspicions and fears to the other the instant her back was turned. But she was staking everything on the fact that he was just so cross with her. That didn't seem like it fit the other's desired dismissal of the entire affair.

She was, quite literally and in more ways than one, betting her sanity that she'd read the situation correctly and picked out the one pony that could help her.

Low grunts of effort were just audible up ahead. An obscure, amused thought struck her - if she happened across him while he was occupied with himself, that would make things much harder- much more difficult, she corrected herself.

She emerged from the trees into a small clearing, the ground rough and uneven. A pile of loose rocks fringed with clinging earth were stacked off to one side, and as she watched, Big Mac's broad shovel flashed in the sunlight, tossing another handful of rubble onto the heap.

His shirt was off, draped over a nearby low branch, and he glistened with sweat. His bare chest was streaked with dirt, and his powerful muscles flexed visibly as he drove the shovel into the rocky ground once more.

Twilight realised her cheeks had turned pink, and she shook herself. He had to have noticed her approach, but he continued digging as though he hadn't. Tentatively, she stepped nearer.

"Big McIntosh?" she said diffidently. "Are you... busy?"

"Eeyup." he replied without looking around.

"Can I... talk to you?"

"Nnope." he said flatly, grunting as he prised a rough edged stone out of the ground.

Twilight opened her mouth to protest, but found herself lost for words. "Please?" she eventually managed. "It's about Applejack."

The irregular chunk of stone flew into the rock pile with a definitive crash, and Big Mac turned slowly around. Thrusting the spade into the ground, he crossed his arms and leant on the handle, giving Twilight a flat look.

Faced with his unflinching stare, Twilight felt herself buckling. She couldn't just come out and say it! "So... it's about the rumours. Of us dating," she began, trying not to back away in the face of Big Mac's silent displeasure. "Do - do you know if there was any truth to it? To the rumours?"

Okay, that was definitely the wrong thing to say. Big Mac's green eyes hardened, and he slowly turned his back on her once more without bothering to reply.

The shovel bit into the soil once more, working its way around a few smaller, broken stones to probe for a larger rock beneath. He worked in silence, broken only by his grunts of effort and the clatter of stones on metal. It was quite clear that the conversation was over.

Twilight stood at a loss, not sure what to do. After a few moments, she found herself sniffling, her eyes itching with unshed tears, and rubbed them angrily. "Big Mac! I need to talk to you, this is serious!"

Stones clattered onto the pile as he worked steadily.

"Haystacks!"she burst out, her voice forceful."Look at me while I'm talking to you!"

Big Mac straightened his back, but didn't turn. He gripped the shovel firmly with one massive hand, his muscles tense.

"I'm asking you because I don't know! I mean it, I really don't know! I think someone has, has done something to me, I don't know if it ever happened, I don't know what's real and what's made up-" She cut herself off as she felt a sniffle trying to escape, rubbing her eyes again with the palms of her hands as she simmered with furious indignation at herself.

A warm hand settled on her shoulder. Pulling away her hands from her eyes, she looked up through a watery haze at Big Mac's face, which seemed less hard now than it had a moment ago. "You better explain," he rumbled.

"Did we date?" she demanded. "Please, Big Mac, did Applejack and I date?"

Big Mac's sandy brows drew together and he gazed down at her with a frown, before nodding slowly. "Eeyup."

"Do you know that for sure?" Twilight begged. She felt like a tiny chink of light was opening up in the clouds of paranoid uncertainty that had covered her for days.

"Ah know when my sister's in love. You both were," he said finally.

Twilight sagged. She wasn't crazy. Applejack had confirmed it to her, she didn't think that they'd been together either. But they had. Which meant the letter was telling the truth. Which meant it was real. All of it was real.

"Thank goodness," she whispered.

Big Mac's hand squeezed her shoulder gently, and she looked up into his eyes. It was clear there was a lot he wanted to ask. Taking a deep breath, she straightened up again and nodded once.

"This is going to sound crazy, but it's the truth. I don't remember dating Applejack, at all. I don't think she remembers either. I... I received a warning a few days ago, from myself. I don't remember leaving it for myself either, but I know it came from me. It said that two and a half months ago, I was going to fight someone, or something, that could change minds, alter memories. It said..."

Her voice threatened to choke up as anger rose in her, a lump clogging her throat, but she forced herself to continue. "It said that if I lost, the other was probably going to wipe my memory of everything that had happened. It said that she - that I - thought that the other was going to take my love for Applejack away. They did. I can't imagine loving her. I mean, I really can't, there's a spell in my head that won't let me. I can feel it."

A deep growl shuddered in the air, and to her surprise, she realised it came from Big Mac. His green eyes smouldered with anger, and he drew her into his arms, against his chest. "Ah'm sorry, Twilight. What can I do?"

Twilight clung to him for a long moment. She could feel anger vibrating deep in his powerful frame, and felt her own rise to match it. That helped. Her mind was clearing, shaking off her fog of self doubt. Her violet eyes turned up to his, sharp and clear now.

"Don't tell anyone. Don't trust your instincts. Anyone in town could be ready to report any strange behaviour to the other and not even know it. That includes you. That definitely includes Applejack, she's been altered by the other. I took a huge risk in even revealing this to you, but I had to be sure that I hadn't gone insane. That the warning was real," she said levelly.

Big Mac's teeth ground together, and his hand knotted into a massive fist. It occurred to Twilight that if he ever caught up with the one who'd done this, they had better be really fast with their powers, because she didn't expect they'd get a second chance.

She put her hand on his forearm and squeezed. "There's nothing you can do right now. Keep an eye open for ponies acting strangely. Ponies that seem to have forgotten things. Just knowing that you're on my side helps more than you can possibly know.

"I don't know who the other is yet, but I will. Trust me, I'm going to find them, and I'm going to make them undo everything they've done. Then," she said grimly, "I'm going to make them pay."

Right. She'd spent quite long enough fretting herself into uselessness, wondering if she was going out of her mind. It was time that she took things seriously, and started seeing what she could do to fix it.

Twilight stood in her bedroom, a frown of concentration on her face. It helped more than she could have imagined to have spoken to Big Mac, to put some certainty back into her life. There was a chance that he was under the command of the other, of course, but she ran that risk with everypony. She couldn't allow herself to become so paralysed with fear that she continued doing nothing.

First priority. Find a better place to lock away her incriminating documents, and lock it with a proper spell that would take serious power to break. The jewellery box could be broken open with a butter knife, and the lock mostly worked on the honour system. That wasn't remotely good enough.

Fortunately, it didn't have to be. She might not have a suitable container on hand, but she could create one. A wooden box that contained a small telescope would serve to hold the documents nicely, once it had been fortified. A simple spell to enhance its toughness would give it the hardness and durability of bronze. Settling for one, however, wasn't nearly enough for her; the half dozen she could recall off the top of her head gave the wood enough toughness to withstand a small meteor. The three different locking spells of separate derivations and mechanisms that she applied could have kept out a small army of intensely frustrated ponies.

Delicately arranging loose sheets of parchment among the objects stacked atop the unremarkable box, she memorised their position to detect any untoward investigation. That would do, for now.

Second priority. Begin research into memory restoration, without alerting Spike. She couldn't afford to wait until the next letter arrived, though when it did it had better contain all of her notes on the previous charm. She knew it could rewrite memories, and implant instructions that the victim wasn't aware of, but would carry out. She knew that she'd investigated it, researched it. She knew she'd found out somehow that another was using it as well. That was a start, but it wasn't nearly enough. Where could she have found out about such a powerful and dangerous charm?

The more she knew about the charm, the more she knew how to defend herself from it. Why hadn't past Twilight included everything in the letter? Had she been afraid of it being intercepted? Surely she could have hidden a detailed explanation somewhere in the house, unless she'd expected to be compelled to turn over all her research when she lost...

Which brought her neatly onto the third priority. Search the house, from top to bottom. No more surprises like the one inside her bed frame; if past Twilight expected her to meekly wait for another letter before she did anything, she had been mistaken.

An exhaustive search of her bedroom turned up nothing. She'd sent Spike out to the market to pick up a selection of different types of candle wax, and that had given her enough time to go through the main room of the tree house in a more cursory fashion. Nothing was out of place that she could spot, though she didn't have time to go through every single book looking for parchment tucked between the pages.

She tried the guest bedroom. Nothing under the bed. Nothing tucked into the bed frame. There wasn't a lot of furniture in the room to check, beyond the bed, the chest of drawers, and the wardrobe. Her collection of spare clothes wasn't remarkable in any way.

Her probing fingers drummed against the base of the wardrobe thoughtfully, and she jerked a little straighter at the sound.

It sounded hollow.

Twilight crouched. The interior floor of the wardrobe was several inches above the actual base of the wardrobe where it sat against the deep carpet. That was more than enough room to have hidden something in the frame.

It took her several minutes of gentle probing, but eventually she found a small depression that let her hook her fingertips into it, and tug. The floor of the wardrobe slid an inch towards her and wobbled loosely in its groove, revealed as a thin panel. Something glistened beneath. Twilight eased the panel free, and caught her breath in shock.

"Starswirl's beard..." she whispered. "What is this?"

Her fingers smoothed carefully over the glistening black material, tentatively exploring it as she drew it out into the light. It was a body-hugging outfit of slick blackness, one that rose up to the throat and ended in a collar. Two deep cut-outs in the upper slopes of the outfit were plainly designed to bare the wearer's breasts, and - she could barely even look at it - the lower reaches of the outfit separated into twin straps that seemed designed to part around the pony's sex and rejoin to settle into the valley of her ass. It was made to present and show off the pony within, while binding her tightly into the shape of a sex doll. It was obscene.

Twilight trembled as she gently brought it to rest against her. This could never have been hers. It was a little too long in the body, and too wide. The cut-outs were not sized for her modest breasts, either. Laying it out on the bed, she moved back to the wardrobe and drew out a pair of matching boots, one after the other, each with a tall heel, each tall enough to reach to mid thigh. They were too big for her, too.

They weren't too big for some other ponies she knew. Like, for example, Applejack. Her muscled thighs would fit them nicely. Twilight had seen her with her shirt tied under her breasts on a hot day, and she certainly would have met the outfit's... requirements.

But no. This was impossible. Why would Applejack have dressed like this? Why would anyone? It just - it couldn't be true. This was a joke, or a trick, or some weird, perverted leaving of the other. She couldn't really cope with the idea that she had been dating Applejack, even if she'd had as much confirmation as she could have hoped for from Big Mac. But this? This was plain madness.

Okay. This didn't have to be for Applejack. It could belong to some other pony. Some other pony that liked to dress in unbelievably disgraceful fetish wear, that had just happened to have left it hidden in her wardrobe. No, that was ridiculous. That only made things worse.

All at once, Twilight realised she was still holding one of the boots in her arms, absently nuzzling her cheek up and down against the slick substance. Her arms sprang open and the boot fell to the floor with a thud, leaving her standing in disbelief, her cheeks crimson. Dear Equestria, was she turned on?

She backed away from the bed and its burden of inexplicable clothing, trying to reconcile her thoughts and feelings. There was definitely a frisson of heat tingling in her body.

This wasn't happening. Maybe she really shouldn't have started looking. Clearly she wasn't ready to see this, this... whatever it was.

Stop it. She shook herself, clearing away the irrelevant clutter of her initial confusion. This was information. This was useful. She just had to think about what it was telling her.

First, this was definitely something that she wasn't meant to know about. The other had gone to some lengths to make her think everything was normal, but no commands had stopped her finding it, and as far as she could tell, no instructions had triggered when she'd discovered it. Either the other hadn't expected her to look there, and it was some remnant of, or preparation for, some sick game the other was playing with both herself and Applejack, or else past Twilight had hidden it there herself.

What in all of Equestria was going on? What was she missing? Applejack would never have worn this thing, not voluntarily... what had the other done to them?

A sound came from outside. Twilight jerked around, listening tensely until she could be sure that it was a mere passing wagon, and not Spike returning. Still, he was going to be back soon, and she had better take care of this mystifying evidence as well. Very carefully, she packed away the depraved outfit in the gap it had come from, then hesitated. She'd been about to magically lock the compartment, but that could give her away if the other came to visit and looked for the costume. As it was, she had to hope she'd replaced the costume in a similar pose to the way she'd found it; she'd been so stunned, she hadn't thought to memorise its orientation.

The presence of the costume hinted that the other was still involved in tampering with her and Applejack. She didn't dare wait for two days for the arrival of the second letter. She needed to know more, and there was one pony that was the most obvious source for it.

She had to ask Zecora what was going on. And if she suspected that Zecora had orders to betray her to the other, she'd just have to make sure she couldn't. Clear-headed and resolute, Twilight closed the wardrobe neatly and went off to look up stunning and restraint charms.

Zecora had been telling the truth about the forest, Twilight had to admit. A rainstorm the previous night had left the Everfree Forest fresh and gleaming in the afternoon sunlight. The grass was still a little damp underfoot as Twilight walked briskly in the direction of the zebra's isolated hut and mentally rehearsed the magic she might have to use to capture her.

When she'd lived in Canterlot, Twilight's library had been almost entirely bare of any text relating to such spells, her not having considered them particularly interesting. Since she'd moved to Ponyville, though, there had been more than enough lessons to drum into her the importance of self defence. Thus, a small but flourishing corner of her collection was devoted to practical capture spells that could turn away or restrain an attacker without hurting them.

Zecora did have her own magic, of course, some of it manifested through potions and the like, and other spells that she seemed able to cast without a horn. It was quite fascinating, and she'd long desired to spend some time studying the zebra's sorcery when it seemed like the time was right to broach the topic. She wished she'd done it before now, but it was too late to fret over that. She'd just have to be quick, and to cast multiple layers of spells to ensure that if one were shattered, another would compensate for it.

Preoccupied with her thoughts, Twilight almost walked past the last twist of the faint, not-really-a-path without noticing. Catching herself, she made her way among a small thicket of widely spaced trees, the ground getting softer and wetter, and at last caught sight of Zecora's charm-draped tree. The mask bound over the doorway grinned balefully at her.

Picking her way along the thin edge of dry ground to the doorway, Twilight drew herself up. Clear thoughts. Prepared for anything. Absolutely anything.

She knocked.

Zecora's face briefly appeared at a window, and a distinct flash of powerful emotion danced over her face before she vanished again. There was a crash from inside, then the door was yanked open from within. She stood framed in the doorway in her gray sleeveless tunic, a loose wrap around her waist, breathing a little too fast.

"Twilight Sparkle, I had not expected you, I fear. Come and be welcome, you will find shelter here."

"Hello, Zecora," Twilight replied, stepping into the hut. The walls were arrayed as ever with masks and odd feathery charms, though there was currently no sign of the zebra's vast cauldron. She moved to a window seat shaped from the tree itself, settling down. Zecora hovered, not quite seeming to know what to do.

"I am pleased that you chose to visit me," Zecora broke out after a few seconds of silence. "Perhaps you'd enjoy some freshly brewed tea?"

Twilight nodded. "Yes, I'd like that." She watched Zecora as she mixed leaves together in a small bowl, adding water which began to steam without any apparent further effort. The zebra's nervous tension couldn't have been written more plainly on her face. Once again, it came down to a simple weighing of risk; was Zecora a trap for her, or did she know something?

On the one hand, Zecora's strange behaviour was a significant clue that something was wrong, and didn't fit with what seemed to be the other's goal of leaving Twilight with no idea anything strange had happened. On the other, she was assuming much about the other's goals, and even if Zecora had been acting oddly, she would never have leapt to the conclusion that the letter had stated on that basis alone. Confronting her was definitely a bigger risk than with Big Mac.

Besides, what could Zecora possibly know that was making her act like this?

She watched the striped woman pour the contents of the bowl into two earthenware cups, and felt herself make up her mind. Trap or not, there was no way she was going to walk away from finding out what Zecora knew.

"You've been acting very strangely," Twilight said conversationally, her eyes on the back of Zecora's head.

Zecora jumped, the herbal tea slopping slightly onto the counter. "I do not know what you may have seen. Perhaps if you told me what you mean?" She didn't turn around, her back stiff.

"You've been coming to my home a lot more often, but you always seem preoccupied. Unhappy. It makes me think something is the matter."

"If my visits would cause you to complain, I will heed your words and not come again." Zecora's tail flicked restlessly.

Twilight frowned. This wasn't going in the direction she needed things to go. Either she backed off, assured Zecora that wasn't what she'd meant at all, and ended her questioning here, or she would have to be absolutely clear.

"It's something I'd forgotten," she said flatly.

Zecora flinched visibly. "It is so. You know?" she asked with a tinge of quiet desperation.

There. She'd struck something solid. Time for the last card she had to play. Remember, Zecora could have orders to attack the moment she spoke of it. She had to be prepared for anything.

"Yes, I know now. It's the charm," she said quietly.

One of the cups overturned as Zecora's arm jerked, spilling tea over the dark wooden cabinet, and she twisted around with tears of relief in her eyes, a look of transcendent joy on her face. She threw herself at Twilight, and before the unicorn had the chance to do more than jerk in shock, let alone cast any defensive spells, Zecora was on her knees in front of her, arms wrapped around her legs.

"At last, as I have prayed and yearned! My owner is here, you have returned!" she cried out ecstatically.

Twilight stared, speechless, in absolute shock.

"I beg you, my owner, give me the orders I crave! I cast myself at your feet, your loyal slave," Zecora breathed with complete, worshipful sincerity.

Twilight's lips moved soundlessly. She simply couldn't get a grip on what was happening; it was too far outside her experiences, her expectations. She couldn't remember ever being so totally at a loss for words.

Zecora gazed up at her, her eyes pleading for reassurance.

"I..." Twilight began weakly, then stopped. Okay. Clearly this wasn't impossible, because it was happening. Either the other was playing some truly bizarre game with her, or...

Or she had done something, past Twilight had done something, that she couldn't imagine.

She took a deep breath to steady herself. What she needed was more information. "Zecora, I need you to listen carefully and quietly while I explain what I need from you."

Zecora nodded quickly, her lips pressing together as if to demonstrate her newfound muteness.

"I don't know what you're talking about. I'm sorry." Twilight winced as Zecora's expression crumpled, though the zebra made not a sound. It was too late to be cautious; she needed to make Zecora understand. Then, maybe, Zecora could help her understand.

"As far as I know, everything was normal between us until a couple of months ago, when you began to visit every few days. About the time the town began to gossip that I was dating Applejack. I don't remember dating Applejack, but I've received a warning that I sent months ago, that I thought someone was going to wipe my memory. It looks like they did. I've confirmed that I did date Applejack, and neither of us remember. I went looking for ponies that were acting in a way that I couldn't explain. I came to you. Now, Zecora," she said steadily, "I need you to tell me all you can about what has happened. I need to know what I've forgotten."

Zecora seemed to pause to gather her thoughts, and Twilight looked down at her, feeling something that was half fear, half wonder. Slave. She just didn't know how she could possibly react to that. The only thing she could do was put it to one side and refuse to think it through until she had heard Zecora out.

The zebra inhaled deeply, then looked up at Twilight again. "Pinkie Pie suspected you had taken the minds of your friends, that you might reshape each of them to your own ends. She came to me believing that I would be discreet, but in truth, her words brought me into heat. From that moment, I desired to be at your command, to worship at your feet and bow my head to your hand. I dreamed, I lusted, I wished only for you, that you would enthral me and make my desires come true."

Zecora lowered her eyes as she spoke, a darker flush on her striped cheeks. "More than I knew, you had already achieved, conquered those with more power than I might have believed. You gave to me wonder and utter delight, when you revealed you had dominated the Princess of Night."

"What?" Twilight squeaked. "Princess L-Luna? I... my friends? You can't... who had I used this spell on?" Her mind whirled like a merry-go-round, a blur of colours and flashing lights. Impossible wasn't remotely a strong enough word for what Zecora was describing.

"As Pinkie Pie had suspected, all four of your friends were affected. You had taken the Princess to be your own, and soon to me also, your power was shown. Pinkie too, was to be yours, though it happened after I left your doors."

"But - but - but that's terrible!" Twilight protested feebly. "How could I have done such a thing?"

Zecora sat up straight, shaking her head. Her voice grew firmer. "I begged for you to take my mind into your care, to own me and love me and keep me forever there. To be given your blessing was a joy, one no passage of time could destroy. I pledge myself to you, no matter what you shall say, you have but to speak your command and I shall eagerly obey."

Her hand settled on Twilight's arm and she gazed imploringly into the dazed pony's eyes. "Each of your thralls had chosen to serve, each adored you. I slept in your bed with the Princess of Night, and I know this to be true. They would not wish to be taken away, nor I wish to be parted from you even one more day."

"I... stop, stop," Twilight managed. "I need to think. I'm going to step outside."

Zecora trembled, but unwound her arms and carefully rose, with a small bow. "As you desire, but if you should leave, I wish you to know I would surely grieve," she said softly.

"I'll just - be outside!" Twilight blurted, and dashed out of Zecora's hut. She nearly plunged into the shallow water pooling outside, her arms pinwheeling before she regained her balance and staggered up to the nearest tree. Clinging to it like a lifeline, she rested her head against the rough bark.

Luna?

Twilight closed her eyes and listened. The soft whirring of insects sounded in the hush, something disturbing the shallow swampy water with a quiet splash. Wind whispered softly in the tops of the trees, stray eddies brushing at her body and stirring her mane. The air was cool, scented with earth and damp greenery.

The whirling confusion beneath and around her thoughts slowly settled to a stop, leaving her mind silent. Methodically, with quiet determination, Twilight replayed Zecora's words. She, Twilight, had been using the charm on her friends. They had willingly submitted to it. She couldn't dwell on the impossibility of it, she just had to accept it as a hypothesis. Each had chosen to serve her. That was a possible explanation for the fetish outfit she had discovered hidden in her wardrobe.

But she would never-

Twilight wrestled the thought to the ground. There was no more point in declaring things impossible, or to protest she wouldn't have done them. Either she discarded everything she'd found and embraced total denial, or she forced herself to accept that past Twilight had acted in a way that she found contrary to her beliefs. The charm, then. Had it influenced her past self?

She had no way of telling. Not without examining the charm itself. All the same, had forgetting what she'd done cleared away any corrosive influence? She didn't feel like she would do any of those things again. But perhaps if she recovered her memory, she would feel differently. Perhaps this was some bizarre trap, set by her corrupted past self. Past Twilight was hiding things from her.

Zecora. Luna. Zecora had asked, begged, to be taken. Could Luna have done the same? Surely she wouldn't have, but she would have thought the same about Applejack, or Zecora, or any of the others... How could Luna have even known to approach her, to make her desires known?

Her dreams. Yes. Who better than Luna to notice something had changed in her? Or to notice something different in the dreams of her friends, or Zecora...

Twilight's breath caught. If Luna was watching her, she might notice that Twilight was thinking about the charm again. If Luna had been charmed before, then the other must have got to her too. Though plainly no one had noticed that Zecora remained under Twilight's control, which Luna should have seen... unless she wasn't paying attention to the zebra. Unless the forest interfered with her power. Unless Luna hadn't been instructed to report to the other about Twilight, or any other pony that had suspicious dreams.

Too many unknowns. Luna was now part of the game board, but she didn't know on whose side she ranked, or what danger she posed. Right now, she had to focus on Zecora.

The zebra had given herself over to her, begged to serve her? What was she meant to do about that? It wasn't like she could accept Zecora as a slave. That was just insane.

But you do have a responsibility. Some small part of her whispered the words in her ear. She had done this to her. Then, apparently, she'd forgotten everything and left Zecora stranded, in love with her, desperate to serve her, and unable to even tell her. The loneliness, the heartbreak that she must have felt...

Twilight's eyes opened, and she glanced back towards the hut. Zecora, even now, must be wondering if she had fled into the forest, and would never want to see her again. Twilight sighed softly.

She was being so incredibly selfish.

Pushing herself away from the tree, Twilight turned back towards Zecora's hut. The zebra woman was sat on one of the low wooden seats, arms wrapped around her knees, a picture of misery. At the sound of Twilight's step on the threshold, she looked up immediately, eyes wide.

"I'm sorry that I don't remember, Zecora, but I'm - honoured, by what you wanted from me. I promise, I won't send you away," Twilight said softly.

Jerking to her feet, Zecora made to hurl herself at Twilight again, then visibly checked herself and bowed her head. "Forgive the question I ask, but I must inquire: is to own me once more your true desire?" she asked in a low tone.

Twilight's chest constricted. For a long moment, she couldn't speak.

"I enchanted you," she said finally. "I believe I did. I don't know what happened, but I can see that it's hurt you. I want to help you. I want to make you feel better, and I don't know how to undo what I did to you."

"I beg of you, Twilight, this I plea: do not take away what you have given to me," Zecora whispered.

"I won't. We'll figure this out, Zecora. I promise." Gathering herself, Twilight approached Zecora slowly, and wound her arms around her. Zecora embraced her, clinging in return, and Twilight's hand slid up to gently rub back and forth through her short, striped mane. The other mare was so warm, so soft and so firm. Twilight's hand moved down to her back and stroked there, gently.

It felt good. It felt so good to be held, and to hold. "Why didn't you tell me?" Twilight whispered.

"It was plain that you had been taken, remade by the charm. My silence protected you, kept you safe from harm."

Twilight inhaled deeply, feeling her chest press gently against Zecora's. "I still don't know if you're primed to tell the other about this, as soon as I leave. It wouldn't be your fault, but there's a chance. I haven't figured out what to do about that yet."

Zecora pulled back a little, gazing into Twilight's face, and to Twilight's surprise there was a little smile on the striped mare's lips. "There is a simple solution, to ensure I have nothing to hide. Take me to your bed, do not let me leave your side."

Twilight felt her cheeks flame with heat, struck speechless.

"I have served you at your whim, you have known my body nude, and as I gave myself to you, your body I have viewed. Surely it does not fill you with such dread that I might share your small bed?"

"I... but I don't remember any of that!" stammered Twilight.

She found that she couldn't meet Zecora's eyes. Wasn't this a solution? Wasn't this better than stunning Zecora and tying her to a chair for a week? Didn't Zecora deserve this, at least this much?

"....okay," she managed finally. "We can lie together, and I'll wear my pyjamas, and you can bring some night clothes, and..." And when the charm letter arrives, I can find out the truth. Then maybe I can do something about this mess.

Two days with Zecora. She could make it work.

Besides, there was a small part of her that was curious. Flattered. When Zecora gazed at her with her soft, adoring gaze, it was hard not to feel a little fluttering in her chest in return.

"My humblest thanks. The sun falls towards eve, I shall gather my clothes, and will gladly leave."

Twilight rubbed her cheek with one hand as Zecora hurried to pack a few things into a small bag. "Alright, Zecora. As we walk, we'll go over what happened again. I want all the detail you can give me. I need to know everything."

Darkness lay thick across Twilight's room, sculpting itself around the dimly seen outlines of familiar things. The breeze had died down, and a hush filled with air with a soft presence of its own. In the quiet, Twilight could hear breathing. She could feel each breath, as Zecora's flank rose and fell against her. She could feel her warmth.

They were only separated by two layers of cloth, Twilight's thickest and most concealing pyjamas and the scanty nightie that Zecora had donned before she joined Twilight in her bed with delighted faux resignation. There wasn't any choice, she had pointed out. If she wasn't in Twilight's bed, at her side, she could wake up and walk away in the night without Twilight being any the wiser. That was no way for Twilight to prevent Zecora acting on hidden instructions from the other.

Reluctantly, Twilight had considered Zecora's point, added it to her guilt over what past Twilight had done to the other mare, and found herself persuaded. There was some tiny spark of curiosity, too. Unfortunately for her, the thick pyjamas, the warmth of another body against hers and the blanket conspired to keep her too warm to sleep. Even if they hadn't, the presence of the slumbering zebra curled up at her side might well have kept her awake anyway.

It gave her time to think about what Zecora had told her.

A charm that could possess the minds of others through their dreams. That was terrifying. No one was safe. From where she lay, she had had the power to reach across the world and enthral anyone, bend them to her will. Then someone had taken it all away.

All the ponies she'd enthralled - all mares, she'd noticed - had been taken away from her and whatever had happened, they'd all been forced to forget. It made her uneasy. It was harder to be angry when she didn't know if the other had been wrong to do it. Was that why she had been blocked from those thoughts, about all her friends? Could she really, could she seriously have been controlling all of her friends that way? Had the other been trying to fix things, to undo the damage that past Twilight had done?

Somehow, the other had missed Zecora. Either they had been sloppy, or past Twilight had been very prepared. Like the letter. Now she, the current Twilight, was left with a whole mess of loose ends, and some dangerous decisions to make. If only Zecora had known who the other was, but apparently, past Twilight hadn't even warned her the other existed.

Zecora sighed in her sleep, and Twilight found herself studying her face. Even half concealed by the blue-black shadows, it was strangely intimate just to be able to gaze at her like this, studying every curl and line of her darker-grey-on-grey stripes. Tentatively, very carefully, Twilight's fingers gently stroked the ends of Zecora's mane.

She'd considered trying to hide Zecora from Spike, but down that path lay ridiculously contrived lies. Her home simply wasn't big enough to hide another mare without him noticing, and if she tried, it might trip instructions in his head about her acting suspiciously. Instead, she'd brought Zecora home, and when Spike had protested at her presence, she'd said that she was sleeping over for the night. A strong hint that Zecora had been the one who'd written the letter had been enough to distract him entirely.

Zecora's eyes had lit up when Twilight had more-or-less told him that Zecora was her mare-friend now. She couldn't help feel a little guilty about that. But also...

...also, her heart had stirred a little. Was the idea so absurd? Zecora was beautiful, and exotic. True, Twilight had never really thought about dating another mare, but she hadn't really thought seriously about any colts either. It wasn't so strange.

Her hand glided over Zecora's mane, and slid off to brush gently against the curve of her bare shoulder. The other woman's skin was soft, and warm.

Zecora breathed slowly and steadily.

It was so quiet. She could hear each faint sigh of air, in and out. Twilight's hand brushed over the strap of Zecora's nightie, and traced down her arm where it lay atop the covers. The ridges of her gold bracelets, which she hadn't removed even to sleep, were cool under Twilight's fingers.

She'd looked away when Zecora had put on the thin nightie that she'd brought, kept her eyes averted until the other was safely under the covers. Even so, she'd caught... glimpses. The shadows of firm breasts beneath the translucent cloth, and the way it barely covered her ass. Now here she was, lying with her back to Twilight, pressed against her by the confines of the tiny bed.

It would be wilfully blind to pretend that Zecora didn't want Twilight to see her. She'd made that clear. She considered herself Twilight's property, wanted to be commanded. It was impossible not to notice the little flicker of happiness each time Twilight told her to do something, and admittedly, Twilight had found herself phrasing things a little more like instructions than requests after she'd noticed.

Her hand stroked Zecora's arm lightly once again, tremblingly delicate, fearing to wake her but wanting to touch her. Her ears were pricked for the slightest change in the other pony's breathing, any sign that she was stirring. She could feel her own heart beating fast, fluttering like a bird in her ribcage. She could scent the other woman's skin, and an impulse overcame her.

She lowered her head a little, and with soft care, her lips stroked Zecora's shoulder. Her tongue brushed the dark grey skin.

She was scared, a different kind of fear than the one she'd come to know over the past few days. This was a nameless, intimate fear that she couldn't pick apart from the flush of arousal that tingled in her body.

Zecora stirred.

Twilight instantly froze, rigidly pretending that she was asleep. Her eyes snapped shut and her head eased down, fraction by fraction, to the pillow.

She felt Zecora shift onto her back, and grow still again.

For minutes she waited, listening to Zecora's quiet breathing, before she dared open her eyes again. Zecora was right beside her, almost close enough for her lips to brush the other pony's cheek. Twilight's heart accelerated, and she lifted her head just a little.

Zecora had pushed the blanket down a little, leaving her body partially exposed to the pale moonlight. Twilight's eyes widened as she took in the soft curves of her chest through the thin white cloth. The silhouette of the rings capping each breast was unmistakable, even if she'd only ever heard of them through books.

Twilight caught her lower lip between her teeth as a strange shiver ran through her. Bathed in the dim light of the deep night, in the silence, she felt disconnected from all of her day-time thoughts. Trembling, hardly believing her own daring, she reached out and felt the smooth curve of the ring through the delicate fabric.

She couldn't help herself. Her other hand slid into her pyjamas, between her thighs, and began rocking against her sex. Each movement was torture, pleasure and need balanced by fear of awakening the woman beside her.

Her fingertips stroked over the shape of the other ring, then back to pinch her own nipple through the thick cloth of her pyjamas. All of her thoughts had slid away, one by one, while she wasn't paying attention. All that was left was this shivering arousal, this secret, forbidden pleasure deep in the silence.

She turned her head, fearful that her quickened breathing against Zecora's cheek might awaken her. Her thighs slid together, her palm grinding more eagerly against her pussy. She was already frighteningly close to the edge, and she pressed the back of her hand against her lips to keep herself quiet as she shuddered towards orgasm.

It struck her like a flash of lightning, one that trailed off into a long, low rumble of thunder, the ebbing of her pleasure a slow, unhurried affair.

Finally, her head cleared.

Guiltily removing her hand from her pyjamas, Twilight looked over at Zecora and listened to her breathing, reassuring herself that her shameful moment of arousal had gone unwitnessed. Turning her back to Zecora, she settled herself down once more and let sleep reach up and take her.

Zecora listened to Twilight as she turned away, and after a moment, opened one eye. She took in Twilight's mussed mane, the little flower patterns stitched into her pyjamas just visible in the dim light.

It was a start.

A contented, satisfied smile curved Zecora's lips. Her eye closed again.

Author's Note

Bit by bit, Twilight is finding the right questions. It might be too much to ask that she likes the answers.

19: Uninvited Guests

Sunlight streamed through the small windows, glowing warmly across the windowsill. The soft chirping of birds in their secret tongue mingled with the murmur of leaves shifting in gentle waves with the wind.

Twilight's eyes slid open, then squinted half closed again against the brightness. Inhaling deeply, she let it go with a relaxed sigh. She couldn't remember feeling so comfortable.

Zecora.

Memory caught up with her all at once, and she twisted around sharply. The zebra lay at her side, her eyes gentle and a smile on her lips.

"It is pleasant to sleep here where you dwell. My lovely owner, did you rest well?"

Twilight checked her initial reaction; yelping in surprise wasn't really polite. Her cheeks coloured as she gazed at the other mare, answering after a moment, "Um, very well, thank you."

Another memory caught up with her belatedly, coloured in midnight blues and greys, and her blush intensified. "Did you sleep well?" she asked in return, trying to think through what else she could say. A beautiful, adoring mare was in her bed, one who she'd enchanted - at Zecora's request! - to view her as her owner. Even if she searched all her books, she didn't think she'd find a description of how to handle this particular situation.

Zecora smiled contentedly and snuggled closer. Twilight froze as she felt the other pony press warmly against her.

"It has been months since I slept at my owner's side. There is nowhere else I would rather abide." Zecora said sincerely, resting her head against Twilight's shoulder.

Reflexively, Twilight wrapped her arm around Zecora's waist. She couldn't deny it. Despite how wrong past Twilight had been in giving in to Zecora's request, it did make her happy to be this close to her. It just wasn't possible to feel how pure her warmth and tenderness was and not feel an answering echo.

"...I'm glad. That you feel happier, I mean. I'm really sorry for all the time you've spent alone, wishing there was something you could do. It must have been terrible." Twilight's voice dropped a little as she spoke, and her hand rose to soothingly caress Zecora's fan-shaped mane.

Zecora nodded after a moment. "It is true that it was hard, you are indeed right. I owe you much for at last rescuing me from my plight."

But it was my fault to begin with. She couldn't say it aloud. Zecora seemed determined to reject any blame on Twilight's behalf, especially if she even hinted to the zebra that enchanting her had been unfair, or cruel. Whether it was a result of the charming or of Zecora's deep desire to feel another controlling her, Twilight couldn't tell. The end result was the same.

"Would you like some breakfast?" Twilight asked eventually.

"It would be my pleasure to cook you your meal. Would eggs and fried bread perhaps appeal?" Zecora replied warmly. She drew away a little from Twilight, and Twilight felt a mingled relief and disappointment at the ending of their intimate embrace.

It wasn't like she didn't find Zecora attractive, she just wasn't sure she was ready for that sort of closeness.

Zecora sat up, and looked back towards Twilight. "I like wearing so little, I do confess. My owner, would you bid me dress?"

"...yes. Yes. Yes, I think that would be best. I wouldn't want Spike to see you so, so exposed," Twilight managed.

"Whatever you command, I shall do as you demand." Zecora said with a distinctively mischievous smile, and threw back the blanket. Her gauzy nightie was barely long enough to cover her, but she gave Twilight no time to react to the sight of her in it. Seizing the bottom of the translucent garment, she pulled it up and over her head, letting it flutter from her hand to the bedroom floor.

Twilight's lips slowly parted. Zecora's body was toned and athletic, the broad curves of her darker grey stripes wrapping around her and curling inwards towards her stomach. Her full breasts were thrust out for Twilight's inspection, Zecora angling herself slightly to the side to emphasise their curves. The gold bands at her wrists, ankles and throat were matched by the gold rings dangling from her pierced nipples. A swirling pattern that resembled a dark sunburst marked her smooth thigh.

"They are nowhere that I can see. Where oh where can my clothes be?" Zecora asked with playful slyness.

A low whine came from Twilight's throat, her eyes wide.

Zecora swayed closer to the bed, rocking her hips with each step, and languidly bent forward. As her breasts practically brushed Twilight's face, she spoke lightly. "My clothes are proving difficult to find. I shall keep looking, unless you have changed your mind."

The breath had seized in Twilight's throat. She was frozen, unable to look away from the nude woman before her. She couldn't stop herself taking in every detail of her naked body, her eyes tracing each stripe. Her hand rose almost by itself, then hesitated before she touched Zecora's skin. She completely, absolutely couldn't.

Zecora made the decision for her. Leaning closer, the submissive mare pushed her warm breast into Twilight's palm and covered her hand with her own, a deep, soft groan escaping her lips.

Instinctively, Twilight squeezed.

Both ponies gasped as one. Twilight's body was filled with electric excitement, pouring through her in a rush that left her dizzy and panting. With a visible shudder, she frantically overruled her lust with the dregs of her willpower and slowly slid her hand from under Zecora's fingers. Pressed tightly to the zebra's skin, the movement was almost a caress, feeling the softness, the silky smoothness of her skin and the hard contrast of the ring against her palm. It felt good. It felt so good, she wanted to keep touching her, wanted to kiss her, to run her tongue over her nipples and hear her moan.

Twilight's voice shook. "Your - your clothes are over there."

Zecora straightened up, a darker flush across the slopes of her bare chest and her pierced nipples jutting stiffly. With a lustful smile, she crossed the room to the small pack she'd carried with her from the forest the previous evening.

Twilight stared into the corner of the room as steadily as possible for a few moments, before her eyes instinctively flicked back to Zecora. The zebra was bent double from the waist, her legs parted, as she retrieved her clothes from her bag. Her ass couldn't have been more perfectly on display, highlighted by her monochrome tail.

Another whine escaped Twilight, and she determinedly stared into the corner again until Zecora had finished dressing, and made her way out of the room, downstairs to the kitchen, to prepare breakfast for them both.

Twilight looked down at her hand, flexing it once in memory of squeezing the other mare's smooth breast. She'd never felt anything like it. It was making her shiver just thinking about it! She could still feel the brush of her pierced nipple against her palm.

She couldn't believe what had just happened. Of course, she had known academically that Zecora wanted desperately to please her, but she hadn't expected her to just... strip, right in front of her.

Her body was just unbelievable. She had no idea why the sight of the gold rings adorning Zecora's breasts sent such shudders through her, but she couldn't deny it.

Zecora wanted to be her slave, more than anything. Her slave. Twilight rolled the word around, tasting it, with a kind of nervous giddiness. She couldn't accept her devotion, she couldn't possibly. But at the same time, she couldn't turn Zecora away either... not after what past Twilight had done to her. She'd be miserable, forever. She was obligated to keep her close. To look after her, and let her sleep at her side.

Maybe tonight, she didn't need to wear such thick pyjamas.

She caught herself, her expression slightly appalled. Why, she had been nothing more than Zecora's friend this time yesterday! She couldn't just leap into bed with her and touch her...

Actually no, a part of her corrected herself, this time yesterday Zecora was lonely, miserable, completely in love with you and brainwashed to worship the ground you walk on. You just didn't know.

Good grief, how could this be so hard? She just wanted to do the best she could for Zecora, without risking the zebra going to the other and ruining everything before she recovered her (potentially trapped) memories. What kind of utterly absurd situation could have possibly given rise to her unwittingly owning a devoted, beautiful mare that was overtly begging to strip for her again and invite Twilight's touch, to take and possess every inch of her...

Twilight pulled her hands abruptly from under the covers and rested them atop the blanket, safely away from where they'd begun to stray. Had she seriously once possessed not just Zecora but Applejack, and Rarity, and Rainbow, and Fluttershy, and even Pinkie too? She couldn't even conceive of possessing Princess Luna, but she'd apparently owned her as well. How had past Twilight gotten anything done?

Zecora had a similar build to Applejack. The outfit hidden in the wardrobe would probably fit her.

No! She was not going to give in to temptation. Was this the corruption she'd feared past Twilight suffered from? All these thoughts, all these stirring desires to be naked against Zecora's striped body, they couldn't possibly be her own.

She needed to get outside and clear her head. It was far too intimate alone with Zecora. She could leave her with Spike. Spike would notice if she left. Though, she had to admit, he probably wouldn't stop her leaving, and knowing that she'd left afterwards wouldn't really help her. She was being paranoid, there was no doubt of that, but how paranoid was too paranoid? It wasn't like it wasn't justified...

A rattling and clinking came from outside the door, and she tugged the blankets up around her neck. "Come in!" she called.

Zecora pushed the door open with her bare foot, balancing a tray before her. She wore a simple brown top that exposed her stomach, and a wrap around her waist. On the tray were a pair of steaming cups, and a wide plate of toasted bread and eggs. "I bring to you an offering of food. I hope very much that it helps your mood," she said with a smile.

"Oh, thank you..." Twilight replied, unable to suppress a blush at the sight of the other mare. She pushed herself up into a sitting position, fussing with her pyjamas nervously.

Zecora settled down on the bed beside her, and laid the tray across Twilight's lap. "I hope that I may share in the breakfast that I have prepared?" she asked.

"Yes, of course! Please, do help yourself." Twilight answered quickly, picking up one of the cups and sipping to buy time as her confused feelings swirled within her.

"I shall enjoy this toast and eggs. I very much enjoy eating from between your legs," Zecora replied innocently, picking up a piece of toast. Her grin widened as Twilight choked on her tea.

"You - did I make you do that?" Twilight demanded.

"You did indeed, and I willingly agreed."

Twilight looked down at her plate and picked up a piece of toast, scooping a fried egg onto it and taking a large bite. It was easier than trying to come up with a response to that. Zecora would do anything she said, was almost certainly magically enslaved so that she couldn't disobey even if she wanted to, but all the same, it felt like Zecora was in control of the situation. She remembered so much more, and she was so... assertive.

"I have to go out. I agreed a few days ago to go with Rarity to the spa today," Twilight said eventually. She hesitated. "But I could cancel... I can't leave you alone for long, and I can't really take you into the massage room with us either."

"There is a simple solution that I would accept with glee. Do as you threatened, and restrain me." Zecora leaned closer as she spoke, breathing in deeply. Her breasts swelled visibly against her pale brown top.

It was just as well Twilight wasn't drinking her tea this time. "But - I can't just leave you here!" she protested. "It isn't safe!"

"To be restrained when I am not useful holds a certain appeal. Treating your slave as an object would be ideal. I am happy to be used as your personal toy - to be left waiting for your use, I would enjoy."

Twilight's cheeks flamed crimson. The worst part of it was, she could imagine doing it. Not because she was afraid of Zecora unwittingly betraying her to the other, but because there was something sensual in the idea of binding her in the corner, naked and waiting, until Twilight was ready to make use of her body. Like in the Veiled Isles books.

She shook her head quickly to clear the image. That wasn't why she was going to do it at all. It was just the only practical way of keeping Zecora secured until she got back. "I... alright," she murmured. "I'll restrain you after breakfast."

The door closed behind Twilight, and Zecora sighed. She lay stretched out on Twilight's bed, with mingled regret at watching her leave, and pleasure at the situation she'd left her in. All around Zecora's body shimmered a gentle restraining field, the result of Twilight's extremely careful casting from one of her treasured books. Zecora could move around a little, rearrange herself on the bed as she pleased, but if she tried to get more than a foot away from the bed...

She stretched out her arm, delighting in her captivity, and felt the air thicken gelatinously until it was entirely solid. Her palm pressed firmly against a wall of nothing, hanging in the air like a curtain. Pulling her hand back, she wrapped her arms around herself and giggled in the quiet. "Hurry back to me, and touch me anew. I am succeeding in seducing you," she murmured with a smile.

She would personally have enjoyed being even more pinned down by Twilight's unicorn magic, but her owner had refused. As it was, she'd given Zecora enough room to move around a little to ensure she didn't cramp up, strict instructions to shout for Spike if anything went wrong, and an envelope on the far side of the room with directions on how to end the restraint spell prematurely he could read if necessary. A spare key to the bedroom was hidden out of sight in the hallway, where Zecora could direct Spike to find it.

It wasn't perfect, but it had been enough for Twilight to talk herself into leaving for a couple of hours.

Zecora didn't mind being left behind. It gave her a certain thrill to be alternately used and ignored as Twilight wished, to be treated as less than a person. She was an object. Owned.

One advantage of the loose containment spell was that it let her touch herself freely (though she could have even enjoyed being unable to do that...) and she settled back into the blankets to think about the previous night. Her skin still tingled where Twilight's fingertips had slid along it in the night, and she smoothed one hand down the other arm, in memory of that touch.

Scrabbling came from outside the door, and she cocked her head, listening carefully.

"Everypony's gone out... time to find that letter! Oh boy, I just have to see what she could have written that got Twilight to let her spend the night in her room."

The door handle rattled as the young dragon tried it and found it locked, with a groan of disappointment. "She locked the door? Come on! Doesn't she trust me or something?"

Zecora smiled to herself. Clearly Twilight had indeed told him that she, Zecora, had left earlier in the day without his noticing, and he'd believed her. Why should he not? A pity for him that his curiosity would remain stymied.

A further scratching and rattling came from the door. That would be his attempt to pick the lock open with a claw, an attempt doomed to failure after Twilight had enhanced the lock and key. Sure enough, he soon cried out "Oh, shucks," and stomped off down the hall.

Zecora giggled again, rolling onto her back and tugging up the soft brown fabric of her top to spill free her breasts. Her fingertip slid slowly around and around one of her rings, brushing the nipple over and over as she teased herself without urgency or haste.

Twilight, her owner, had reached out to her at last. Even if the unicorn's memories were still locked away, the simple fact that she'd accepted Zecora as her slave and into her bed once more thrilled her beyond measure. Twilight would recover her memories, she had complete and total faith, and when she did, she'd treat her the way that a humble mindfucked slave needed and craved to be dealt with.

In the meantime, she could take pleasure in gently enticing her amnesiac owner into touching her. Even lying in Twilight's bed, surrounded by her scent, was bliss, purest bliss. After all the time separated from her, so near and so painfully far away, Zecora simply couldn't contain her joy and happiness. Whoever her owner had fought, whoever had taken away her memories, they would be defeated and humbled.

She believed in her owner, a belief that couldn't be shaken. Whatever had happened before, this time it would be different. Her days of loneliness were over, and a life of joyful servitude as Twilight's adoring sex slave lay before her.

She pinched her nipples firmly, with a delighted little whimper. She couldn't wait.

Settling into the warmth of the bed, Zecora half dozed as she idly caressed herself, now and then hearing distant sounds of movement from below. It occurred to her that in future, she'd have to be quieter than she generally tended to if she wanted to avoid drawing attention when she and Twilight finally made love.

Twilight hadn't left her a clock, but it felt like a few hours had passed when she was roused by the sound of knocking below. Alert for the return of her owner, Zecora sat up on the bed and listened closely. She would have liked it to have been Twilight, returning at last, but she would have had her own key. It must be some visitor.

Zecora settled back down into the blankets, her ears flicking.

After a few moments, there was a tread on the stairs. It was a harder sound, not like Spike's barefoot patter. The sound of someone wearing shoes.

The footsteps stopped outside the door.

The handle rattled, as the unseen presence outside the door found it locked.

Zecora tensed.

Twilight had to admit, the spa had been helpful. Of course, she'd been thinking about Zecora for much of the time, left stranded in her bedroom while she was out having a massage with Rarity and sweltering in the steam bath, but she'd gradually persuaded herself that it would be okay. The door was locked and reinforced, the spell would stop her going anywhere, and she'd left precautions in case of the tree catching fire.

Really, everything was just fine. She'd needed the time away to clear her head, too. Earlier, she'd been almost ready to take advantage of the poor zebra, and that just wouldn't have been right. All she had to do was gently make it clear that nothing was going to happen between them, even if they were sleeping in the same bed. It wasn't like she'd never slept in the same bed as another mare before, and nothing had ever happened, nor was there any reason it would.

She just had to keep her head.

Twilight slid her key into her front door lock and twisted it, pushing inwards. "Spike, I'm home!" she called.

Nothing.

With a slightly puzzled frown, she looked around the room. There was no sign of him. Had Spike gone out? She hadn't expected that. In fact, Spike being present had been an important part of her safety precautions for Zecora. She should go and check on her at once.

Movement stirred in the kitchen doorway. Twilight came to a dead stop, then blinked as she saw her visitor clearly. "Oh! I'm sorry, I didn't know you were coming-"

Twilight blinked, and shook her head. What had she been doing? Spike wasn't home, so she should go and check Zecora was okay. But... she didn't want to go upstairs yet. Her legs were still wobbly from the massage, she couldn't use the stairs. She looked around herself, slightly at a loss.

She should check for dust on her bookshelves. Yes. She did love to take good care of her books. Moving over to the nearest shelf, she ran her fingertips along the shelf and frowned. Traces of dust, and she'd only recently cleaned. Never mind, it was only the work of a moment to fetch a duster and begin giving the shelves a good seeing-to.

Twilight trotted over to a cupboard, which popped open under the touch of her magic, and a long feathered duster levitated out to drop neatly into her hand. Usually, she'd have used her magic to dust, but this time, she felt it needed the personal touch.

Stretching up onto her tiptoes, she began dusting the upper shelves briskly. That was much better, she was definitely making an improvement. All the same, she really ought to go and check on Zecora.

She lowered the brush, and turned towards the stairs-

She needed to do the dusting. Everything else could wait. Of course, if she was going to do the dusting, what she really needed was a maid's outfit. Something that would fit what she was doing.

"But I don't have a maid's outfit," she said aloud, with a slight frown.

That was a shame, she found herself thinking. She should ask Rarity to make one for the next time she had to do the dusting. But if she didn't have a maid's outfit, then she shouldn't be wearing anything. That made sense. She didn't have the required clothes for the task.

Releasing the duster, it floated into the air before her and hovered there in the grip of her magic while she tugged her jumper over her head and laid it neatly over the back of a chair. Next, she unbuttoned her blouse, then unsnapped her small bra and laid it down. Her panties and skirt slid down her legs together, and she bent down to unfasten her shoes.

Straightening up, she breathed in deeply and felt the air gently brush her naked body. That was better.

Back to dusting.

The feathers whisked back and forth over the books as she made her way up and down the shelves, keeping her legs straight and bending double from the waist the way you were supposed to. Something odd was going on, but she couldn't put her finger on it at first.

"Mmmmh..." she murmured.

That was it. She was getting horny. Her dusting became slowly more perfunctory as her attention was drawn relentlessly inwards to the growing heat in her body. Her breathing deepened, her bared breasts rising and falling with breaths that were starting to sound more like groans.

Drifting out of the stacks, she sank onto a low green couch. Of course, there were other uses for the duster. Reversing it in her hand, she began brushing the feathery ends back and forth across her breasts, feeling her nipples getting even stiffer under each delicate caress.

"Ohhh..." Twilight breathed. Her legs spread, showing off her flushed sex, and gripping the duster further down, she slid the tip of the handle up and down her tingling pussy. Fevered images were flooding her mind now, recollections of Zecora's body under her hands flashing before her eyes. Her stripes, her smooth skin, the golden rings glinting in her stiff nipples. She could have it all. She could have anything she wanted from her.

Zecora was begging Twilight to use her. She could have her naked, explore her, touch her any way she wanted to. She could-

Twilight panted louder with lust. She wanted to see what lay under her elegant dress. She wanted to touch those smooth white breasts, wanted more than anything to feel their warmth and weight in her hands. She was so perfect, so desirable. "Oh, Princess...!" she moaned.

She'd always admired the Princess, always looked up to her as a teacher and mentor, but she was more than that. She was perfection. She was sensuality made flesh. The duster handle slid quickly up and down against her slit, lubricated by her wetness, and she squeezed her modest breasts with her free hand. She needed her. She wanted her more than anything.

"Fuck..." Twilight breathed to the empty room, a desperate whimper of need escaping her. "Oh, please, fuck me, let me touch you Princess... let me get down on my knees and lick your divine pussy, I'll do anything, please... yes... yes..." She couldn't stop picturing herself entering the throne room and falling to her knees, offering herself to the all-powerful being atop the throne. Celestia would come closer. She'd let her pure white dress fall to the ground, unveiling her magnificent body, her perfect ass, her hips swaying.

She could see herself in a flickering rush of images, fucking and being fucked by Celestia, licking her out, sucking her huge breasts, nuzzling worshipfully against the brilliant sunburst that marked her thighs. "Haaah..." she panted dizzily, pinching her nipples. "I - I see myself sitting in Celestia's lap, I'm naked and so is she, and her breasts are all I can see, I'm rubbing myself eagerly against her, and licking her hard nipples, and I'm begging her not to stop because her fingers are in my pussy and she's so perfect, so glorious, she's the sexiest being alive, I want to taste her, I never want to stop tasting her, she's so beautiful, I can't stand it, I'm grinding against her hand and her breasts are glistening where I've bathed them with my tongue, and I'm going to - I'm going to - I'm -"

Twilight gasped aloud, a short, sharp series of jerky moans escaping her as she came with terrible force, trembling violently where she lay. Finally, sucking in great gulps of air, Twilight slumped back against the sofa cushions again, the world swaying around her dizzily. The duster slid from her fingers and clattered to the ground.

For a few moments, everything was still.

She needed to wash the duster handle and get dressed, she thought. Someone could walk in and see her like this! She certainly wouldn't want anyone to touch the duster either, not sticky and messy like that. Pushing herself up from the sofa, she scooped up her panties and slid them up her legs, then tugged her skirt back into place.

The front door jerked open, and then shut again. Twilight looked around quickly, but no one had come in, thank goodness. She must not have shut it properly, and the wind had caught it - her cheeks coloured as she realised that anypony could have walked in and seen her in the throes of pleasure. Thankfully, no pony would ever know.

Doing up her blouse, she walked into the kitchen and began pumping water with her magic, the duster handle rotating in the stream until she was convinced it had been thoroughly washed off. It was the work of a moment to shake it dry and stow it back neatly into the cupboard. There. Now everything was clean, and she was dressed.

Twilight blushed, shaking her head. She couldn't believe that she'd let herself get distracted like that! She really had to go and see Zecora, at once, to make sure she was okay.

Padding upstairs, she stopped to peel back a rug and extracted the key from a slight gap between the floorboards, then slid it into the lock. "Zecora?" she called through the door, then pushed it inwards.

Zecora looked up quickly, sat at the top of the bed with her arms around her legs, and broke into a smile. "I welcome my owner's return, the one for who I have yearned."

"It's wonderful to see you," Twilight told her warmly. Lifting her horn, Twilight twirled it this way and that, a curl of magic flowing into the air. The faint shimmer in the air of the barrier spell flickered and faded away, and she moved over to the bed to hug the zebra tightly. "Was everything okay while I was gone?"

"It was, though I heard footsteps on the floor, that lingered outside the door. I had feared that I might be exposed and found, so I listened carefully to each sound. The lock held, and they turned away. My restraint remains secret another day."

Twilight blinked. "Oh? I wonder who visited. I'll ask Spike later." She rested her head gently against Zecora's shoulder, the lingering warmth of her arousal leaving her relaxed and content. Sliding her hand through Zecora's mane, she added, "Would you like to go for a walk around Ponyville? It would be nice." Being in public would keep her away from any tempting situations, too.

"There is little which I would enjoy more, than to walk with the pony that I adore." Zecora wrapped her arm around Twilight's waist and squeezed.

Twilight rose from the bed with a smile, and held out her hand. "Then let's go."

Dawn. Twilight lay in bed once again, Zecora lying deeply asleep at her side, and considered her own restraint. It was absolutely possible to keep Zecora with her, to let her sleep in her bed, without giving in to temptation. She'd known it was, and now she was proving it. They'd spent a lovely day out in Ponyville, eating at the cafe, sitting on the hill above the town, and having fun.

It hadn't been a date.

Even if it had seemed quite a lot like one. Even if, were she pressed, Twilight would have to admit that most of the things they'd done together, she would have done if she was taking somepony out on a first date.

Even if the entire town had the wrong idea. Already. That could only be Spike's work. Before they'd so much as stepped out of the door, rumour had already been spreading. Seeing them together had cemented things. No doubt, well-meaning and thoroughly misguided ponies would be trying to comfort Applejack all day - she'd have to apologise to her for the trouble. At least the lingering uneasiness some ponies held towards Zecora seemed to have been swept away by excitement at the news.

No matter what any pony might think, she wasn't dating Zecora. It was just... just complicated.

The fact that Twilight happened to have picked out a silky pair of pyjamas that, while quite covering, were much thinner and smoother to the touch than the ones she'd worn the previous night, meant absolutely nothing either. She hadn't laid a finger on Zecora. She'd been good. If she'd woken up cuddled tightly with Zecora, she couldn't be held responsible for snuggling in the night.

A double knock sounded below, and she groaned deeply in protest. Who could possibly be bothering her at this hour? If Equestria needed saving again, it was simply going to have to wait until she'd woken up properly and gotten dressed.

The knock came again. Twilight sighed in exasperation and pulled back the blanket, crossing to the dresser to fetch out her dressing gown. A few hurried swipes of a brush straightened her mane and tail from 'catastrophe' to the more moderate 'do you know what time it is?' and she hurried towards the door.

Zecora stirred, sitting up in bed. One strap had slid off her shoulder, and her nightie barely covered her right breast. She gave Twilight a questioning look.

"It's okay. Stay in bed 'til I come back," Twilight told her, resolutely ignoring the spectacle of the half-dressed mare fetchingly dishevelled in her bed.

"Whatever you say, I am glad to obey..." Zecora murmured with a yawn, and settled back into the blankets.

Twilight padded down the stairs, sighing. She almost hoped the insistent knocker would have left by the time she reached the front door, but piling mystery atop inconvenience would really be too much. There was no sign of Spike, and she was confident that the young dragon was sleeping soundly upstairs. It was hardly a surprise that he hadn't woken; it was hard enough to wake him at a sensible time of day.

Unlatching the door, she hauled it inwards with a groan, rubbing her eyes clear with one hand. "Yes? What is it?"

"Letter, ma'am!" chirped the post pony, saluting.

Twilight went rigid. Seizing the letter, she checked the handwriting on the envelope - it looked a lot like the fake handwriting on her previous 'love confession'. It had to be...

"But - this wasn't meant to be delivered until tomorrow!" she protested.

"Sorry ma'am, but this letter was left for delivery on this day, at this time. Apologies for disturbing you, ma'am!" He tapped the address on the letter, which - now she looked - did indeed specify that date, and that early in the morning.

Twilight looked up at him and smiled weakly. "Oh, um. It's okay. Thank you very much." As politely as possible, she shut the door on him and pressed her back against it. It had to be from past Twilight! But why now?

Glancing nervously around herself, she hurried up the stairs to her bedroom, stepped inside, and locked the door. "Zecora!" she hissed urgently, "It's the second letter!"

Zecora blinked, pushing aside the covers. "It is not the case I had wished for delay, but was it not due for the following day?"

"Yes, yes it was... um. Hold on, let me read this," Twilight replied distractedly, sitting down on the bed. Zecora moved up behind her, looking over her shoulder, but Twilight wasn't paying attention to the nearness of the other mare's warm body. She broke the seal on the letter, and pulled out the parchment within.

Again, the covering letter was filled with adoring platitudes, and Twilight discarded them after scanning them carefully for any hidden messages or cunning allusions. That left her with two bundles of parchment. She unfurled one at random, and read.

'Dear Twilight. I hope you were expecting this letter, and if you were, you know it has arrived earlier than I promised. One more trick to throw off anypony that might be waiting to intercept this, if they had read the first message. Everything else included is in code. If you don't know how to untangle the rest, then wish.

Yours, Twilight Sparkle.'

Another coded reference to where the cipher lay. Twilight sighed with impatience. Of course she understood why past Twilight had encoded everything, but it was going to be that much more frustrating to have to untangle it line by line. Bouncing off the bed, she hurriedly checked the carefully jumbled pile atop her secure box for signs of tampering, then shoved off the detritus and unlocked the box with several sweeps of her horn as she turned the key.

Zecora exhaled, and Twilight turned to see the zebra's lips twisting unhappily. "Despite the early arrival, you may still be slowed, by the need to undo your careful code."

"It won't take too long. I wrote down a table of the transforms once I knew I'd need to decode a big piece of text... here." Twilight pulled out a broad sheet of repetitive calculations from the box. Parchment and ink floated towards her, a low table levitating into the centre of the room with a chair beside it, and her decoding scripts took up position in the air. "Just wait. This won't be long at all."

Answers to her questions lay under her fingers. She wasn't going to waste another instant waiting for them. Letter by letter, line by line, she wrote.

'I'll be as blunt as I dare. You discovered a charm with the power to control the minds of others. You found it in the Castle of the Two Sisters. You didn't know what it was. You tried it on Applejack, with her consent, and discovered its power. All you have to do is speak a keyword, and the enchanted pony is entranced. While entranced, you can alter their memories and feelings freely, including setting complex commands with specific triggers.

'The trigger word is 'awaken', and the command to end the state is 'slumber'. Here is your first sanity check: try dictating a letter to Spike that includes the word 'awaken'. Read it back afterwards. If you believe you said awaken, but he wrote something else, the charm cannot be removed, and you have been blocked from triggering it.'

Twilight hesitated as she finished the line. "Zecora? Look at this word." Her finger tapped the parchment. "I'm going to say it, and I'd like you to repeat it back to me please. Awaken."

Nothing. She watched Zecora closely for signs of the trance past Twilight described, but nothing happened. Zecora merely looked troubled.

"I have read the word, and listened to that which you said. You did not say awaken, but wake up, instead."

"But..." she began, then cut herself off. Fine. She couldn't say it, and she couldn't even tell that she hadn't said it. There was no reason for that to send a shiver down her spine. No need, just because once again, she had demonstrated to herself that there was somepony, something, altering her thoughts.

She bent over the parchment with renewed vigour.

'You will find this hard to believe. You have to believe it anyway; it's too important to understanding what has happened to you. You began a relationship with Applejack. Rainbow Dash wanted to be with Applejack, and you as well. You offered her the chance to be with you, if you charmed her to remove any jealousy between the three of you. She agreed enthusiastically.'

Applejack and Rainbow Dash? She knew that she'd apparently been dating all five of her friends, and more besides, but somehow seeing it in her own writing made it feel more real.

'Rarity was tired of falling for ponies that would break her heart. She asked you to change her desires, to allow her to desire mares, and you. You agreed. You offered Fluttershy the chance to be with you all, to be loved and cared for. She was happy to agree. Even Pinkie accepted happily when you explained that all of the others were together with you, and had all agreed voluntarily to be charmed. You found a way to break down all the tensions and fears that we each had. It will sound strange to you, shocking to you, but it was wonderful. We were so much closer, so much happier, than we could have ever believed.

'Even so, there were more ponies that wanted to be with you. Zecora has a powerful desire to be controlled, and she begged to be taken by you. You agreed to accept her. Finally, while it may be the hardest to believe, Princess Luna came to you in a dream, and you charmed her there. Those seven are the ones who loved you, and had gathered around you.

'I believe they will have all been taken away from you. I wish there was some way to make this easier, to make this blow gentler. I couldn't think of one. I'm sorry. The other pony who is using the charm, the one that has wiped your memories and taken everything from you, is Princess Celestia.'

Twilight's quill shivered in the air as it drew out the letters, one by one, then fell abruptly to the desk. No. No, that was impossible. Celestia would never have hurt her. If she had taken away everything Twilight remembered, it was for a good reason. She was goodness. She was purity. She would never, ever hurt her.

Are those my thoughts?

Twilight paled, feeling a horrible hollowness in her stomach. Zecora, who had read over her shoulder as she'd worked, rested her hands on Twilight's shoulders and rubbed them slowly.

"It can't be true," Twilight said very softly.

Silence.

"She wouldn't do this to me," she added after a moment.

Zecora rested her cheek against Twilight's shoulder.

"I must have deserved it," Twilight said finally.

"Please, finish undoing the code. To the one I loved, that much is owed," Zecora replied quietly.

Twilight hesitated, then nodded once, her face set. "Alright."

'Celestia was using the charm on Princess Luna. She was having sex with her, without Luna's knowledge.' Twilight's quill shook again in the grip of her magic, and she had to pull it out of the air and write using her hand. 'You knew that she would take Luna away from you, and all the ones you loved, to hide the charm from you. You faced her. You lost. Everyone you charmed has likely been discovered by Celestia, and traps laid within them to betray you at the first sign of your returning memories. You will have to teach the charm to someone utterly trustworthy, have them use it on you, and have them read the memory recovery instructions below.

'You have had Luna use the charm on you once before, to hide your contingency plans. She was instructed to forget the details of the charm, but she remains the second greatest threat to you. I believe Celestia will hesitate to teach the charm to another, but if she undoes the blocks you placed on her sister, Luna will be able to entrance you with a word as well. She is likely also spying on your dreams. As soon as possible, have yourself instructed to forget these letters each time you are about to sleep.

'It is possible you could use Rarity to cast the charm, but that involves serious risk. You can trust her conscious mind, but not what she may have been instructed to do. I doubt she has specific instructions in case you have her learn the charm and use it on you, but if you do choose to risk using her, do not let her out of your sight until your memory has been restored and you have taken ownership of her thoughts again. Otherwise, find a unicorn that is unlikely to be involved and convince yourself you can trust them before you expose them to this charm. Recorded sounds will not work.'

Twilight murmured unhappily to herself. The casual way that past Twilight described Luna, Celestia and her closest friends threats to her was deeply troubling. The letter seemed to suggest that Zecora couldn't be taught to cast the charm, either. She'd have to view the details of the charm itself to be certain.

With increasing grimness, she ploughed on.

'The charm, and your notes on it, are attached. Once you have succeeded in finding or coercing somepony to use it on you, they must read aloud the following, exactly:

'All commands given to you are ended. All blocks placed on your memory are removed. Any changes to your perceptions are undone. You will remember everything that the charm has blocked or removed, including periods spent in the charm trance. Slumber.

'For the sake of everypony you love, make this work. Good luck, Twilight.'

Twilight pushed the parchment away, and drew over the much thicker bundle of bound pages. Translating the initial lines was enough to convince her. These were coded instructions for a charm. A charm of terrible power.

It would make so much more sense if past Twilight was lying. If she'd been corrupted by this spell, and had been driven to acts that she, the present Twilight, could hardly believe, much less condone. Celestia could easily have been the one to find out what she had been doing, and mended it.

She really did think that telling Celestia was the best course of action. The letters, Zecora's behaviour, the disgraceful fetish outfit below and her own dreams, hazy and unclear, but with a lingering essence of depravity - all of it pointed to some change that had come over her as the result of this spell. She certainly trusted Celestia more than she trusted her past self. Of course, ideally she would recover her lost memories before she made that decision, but those memories in themselves could be the very trap that past Twilight had worked so hard to set for her.

Unless Celestia really was abusing the charm as well. Unless speaking to Celestia would mean that Zecora would be forcibly remade to never desire being near Twilight again. All of her desires, perverted though they might be, locked away 'for her own good.'

Answers were supposed to make things easier...

"Does this parchment contain the spell, in answer to my prayer? Please, Twilight, tell me, this waiting I cannot bear."

Twilight looked around into Zecora's anxious face. Of course, even if she were reading over her shoulder, Zecora wouldn't be able to take much from the instructions she'd decoded. Twilight squeezed the other mare's shoulder comfortingly.

"I can't promise it does what the letter claims, not until I've finished decoding it. It can't possibly be this long, I think most of this is my notes on the spell's effects and construction. But..." she hesitated, then nodded. "Yes. I'm pretty sure this is it."

Another voice answered before Zecora could.

"At last."

The windows suddenly rattled in their frames, as though beaten by a heavy storm, then flung themselves open. A booming voice filled the room.

"I knew this day would come. Finally, my waiting is over." A dark figure loomed outside the window, huge wings beating in slow, powerful thrusts. Her midnight blue feet settled on the windowsill, and her mane of stars and darkness eclipsed the early morning sunlight.

Luna's eyes glinted. "Now, Twilight Sparkle, you will come with me."

Author's Note

This chapter's profound summary: Yay, Luna!

Proof reading by Setokaiva

20: On Reflection

Twilight was frozen rigid where she sat, paralysed with shock. In front of her, a coded mass of parchment sat, the yet-to-be-deciphered instructions on how to take control of any pony in the world. Even one as powerful as the Princess of the Night. To her right, Princess Luna hovered with powerful beats of her wide wings, stirring the leaves of the tree into sibilant whispers. The sunlight was eclipsed by the cloud of her mane and tail, flowing masses of darkness and distant stars.

"Now, Twilight Sparkle, you will come with me," she intoned, her voice filled with unshakable intent.

"No. Whatever you believe, you are the one who is going to leave."

Zecora moved so quickly Twilight barely saw her; she was just suddenly there, obscuring her view of Luna. Her body was tensed, ready to fight, even though she had nothing in her hands, and wore only her delicate nightie.

Luna stepped through the window and landed on the rug, folding her wings behind her. She wore nondescript dark clothes that covered her cutie mark. "I know of thy beliefs, Zecora. You wouldst think thyself loyal only to Twilight Sparkle. Even so, there may be hidden instructions which you do not know, and do not dream of. You must remain here."

"Do you claim to serve her too? You claim that she may trust you?"

"I do. I cannot answer any other of thy questions. The risk is too great." Luna's eyes were hard, and she spoke unflinchingly.

"I do not believe what you say is true. You are here to steal her mind anew." Zecora glared in return, moving in tandem with Luna to keep her from seeing Twilight clearly.

"I must take her far from here, where it is safe. As much as I admire thy spirit, you cannot stop me, Zecora."

"You may be surprised if we come to blows. I have powers I have yet to disclose."

"It may be that it would be safer to put you down now, so that I may speak to Twilight alone."

"Try to defeat me, if you dare. We shall see how well you fare."

Twilight, who had watched the confrontation spiral out of control with her mouth open, unable to move or think, suddenly found her voice. "Stop! Just - stop it!"

Zecora glanced back, then focused on Luna's face again. Forced to obey, she lowered her hands and stepped aside, though she continued to protest, "Her fealty is mere pretend! It is you I must defend."

"I have served Twilight with more loyalty than any, thyself included, since my sister took away her memory of us-" Luna began heatedly.

"Stop!" Twilight said again. Both ponies fell silent, though reluctantly. "Princess, what are you doing here? How did you know? Do you - remember?"

Luna tossed her mane. "I remember all that you have done to me. Thy instructions to forget what you had had me do while in the presence of my sister have protected me. I have watched you, these long months, spying upon you whenever I dared whilst I maintained the pretence of touring Equestria. I was certain that you should not be defeated so simply, not after you hadst conquered me. Your dreams hinted that you had remembered, and I travelled here as swiftly as I could. My frustration that you had not the charm, had not rediscovered the means by which I might restore you, was great. Now, at last, your preparation and my vigil have come to an end. You must come."

Twilight bit her lip. She hadn't seen Luna in months, certainly not since the revelation that she had placed her under a thought-controlling charm. She was... embarrassed, and afraid of what Luna might want with her, that much was definitely true, but that wasn't all of it.

She was curious.

"Princess Luna. If I refuse to go with you, or order you to stop trying, what will you do?" she asked, surprising herself with how level her voice was.

"I shall have no choice but to compel you to accompany me, Twilight."

"Even if I ordered you to stop?"

"You chose to allow me to disobey your commands, if a matter was of dire importance. The restoration of thy memories and self takes precedence above all else." Luna spoke firmly and matter-of-factly.

It was impossible to discern whether she was telling the truth, or merely justifying her obedience to another's will over Twilight's. In the end, the result was the same. She didn't have a choice.

"I'll go with you," Twilight said finally.

"I am pleased that you are able to agree, Twilight Sparkle. I do not know by which chains your thoughts are bound."

Zecora stiffened, her lips pressed together, bound from protesting by Twilight's command.

Twilight turned to her, and hugged the other mare tightly. "I'm sorry Zecora, but I have to. Princess Luna is far too powerful, for either of us. If she wants to take me by force, she will, and then any chance of hiding this, if it isn't a trap, will be gone. Besides..." Twilight's fingers stroked Zecora's striped cheek tenderly. "I couldn't let you be hurt trying to defend me. You can speak and move. Just don't try to attack Luna."

"I... will obey. I can only hope the Princess will not lead you astray." Zecora hugged Twilight, painfully hard, then stepped back slowly.

Luna's eyes softened a little. "Thy loyalty does you credit, Zecora. I shall return thy owner, made whole in mind and memory, and you shall see that we are united in purpose." A flare of dark blue magic awoke about her slender horn. Zecora slumped bonelessly, falling limp into a cradle of energy and dangling unconscious as she was levitated onto the bed.

"Luna!" Twilight protested. "What did you do?"

"She shall sleep for some hours, now, as shall your devoted assistant. Come. Bring thy documents. The inhabitants of the town are stirring, and we must go."

Twilight hesitated again. What if something happened? She couldn't just leave her there...

Luna looked back at Twilight with a slight frown. "I understand thy hesitation. The sooner we leave, the sooner shall be thy return, with thy memories returned. Must I have you slumber also?"

She could probably fend off the first casting or two. She knew a few generalised counterspells, and one that might hold off sleep-based enchantments more efficiently. But then what? She didn't have any way to stop Luna wearing her down, which wouldn't take long, and then doing whatever she wished.

"No, I'll come," Twilight replied.

"Dress swiftly."

Twilight looked down at herself. She'd half forgotten she was in her dressing gown. "Um. Yes. Could you...?"

Luna gazed at Twilight for a long moment, then turned her back. Twilight hurried to pull clothes from her wardrobe and struggled into them, keeping one eye on Luna. After a couple of moments, she panted, "Done! I'm ready."

Luna nodded. While Twilight had dressed, she had folded her wings and rearranged her cloak over them. Now, when she pulled up her hood, she could have been any pony. It was simple, but effective enough. Together, they descended the stairs, and stepped out into the cool morning air. No pony was in sight.

Without wasting time or words, Luna turned her back on Ponyville and walked briskly in the direction of the town outskirts. Twilight had to hurry to keep up with the taller pony, half trotting every few steps to match her pace.

"Where are we going?" Twilight asked after a few moments.

"Not yet," Luna replied briefly, leaving Twilight frowning in frustration. Her satchel bounced at her hip, containing the cipher and the full notes and instructions for the charm. It wasn't lost on her that she was carrying an incredibly dangerous secret, with only the flimsiest protection.

"But-" she protested.

Luna quickened her pace, and Twilight had to break into a jog.

Well then. No more questions.

The last outlying houses fell behind them, and the two of them wound around a stand of tall trees, cloaking Ponyville from view. Luna slowed to a stop, and scanned the sky. "Twilight Sparkle, you must cling to me now."

Twilight blinked. Cling to the Princess? "...why?"

"Because now we shall fly." Luna shook her cloak, her wings pushing through the hidden slits to expand to their full span, and she looked down at Twilight expectantly.

Twilight opened her mouth to protest again, then closed it again. Further argument clearly wasn't going to get her anywhere. Besides...

Tentatively stepping closer, Twilight pressed her body tightly against Luna's, her head against the taller woman's chest. Her arms wound around Luna's waist, and the other mare's arms encircled her, drawing her closer.

Luna cast a final glance skyward and gestured with her horn. A shimmering distortion wrapped around them, the world outside altered as though seen through old, imperfect glass.

Twilight looked up at Luna with a surge of fascinated interest that almost overrode her anxious, shivery awareness that she was clasped tightly in the Princess's arms. "What was that? Is this a cloaking spell? Is this how you've been moving around unseen? How good is the camouflage? What does it look like from the outside?"

The look of single-minded focus on Luna's face eased, and a smile tugged at the corner of her lips. "I should have known that you would not let such a thing pass unremarked upon. It is a charm to hide that which should not be seen, as you surmise. It is not perfect, but it is hard to see against sky, or trees below."

"Will you teach me?" Twilight's eyes were shining.

Luna actually laughed once, and shook her head slightly. "Of course I shall, Twilight. Once this matter is concluded. Hold me tightly."

Luna's wings spread wider, and Twilight clung fiercely as instructed. The first heavy downbeat jerked them into the air, and Twilight felt a strange lightness spread through her as the Princess's magic eased the burden of her weight. The trees dropped away with dizzying speed, and through the bubble's strange refractions, Twilight saw the town of Ponyville spreading out like a map even as it fell behind.

Let's see. The sun was rising over there, so that was east, so they were heading... west by north west, more or less. There wasn't anything much on the ground in that direction, just forest and the Unicorn Range. There was Cloudsdale, but if she'd had to guess, she'd have said they were heading a little too far west to pass under it. So they were probably going somewhere isolated, unless Luna intended to fly them both all the way past the mountains and towards the city beyond.

There were two main possibilities. Either Luna had been conquered by the other - by Celestia, if the letter was telling even a little of the truth - or Luna was still serving past Twilight, and intended to restore her. If she was serving the other, it was possible that she was taking Twilight to her. In which case, she had only the duration of the flight to prepare. But prepare what?

The truth of it was that she didn't have a chance against her. She was a Princess. She moved the moon with her magic alone! The idea of opposing her was absurd, insane. Even moreso the idea of standing against Princess Celestia, which she would never want to do.

She was getting distracted. Okay. So fighting Luna was out. Maybe she could stun her, or confuse her... perhaps a powerful burst of light? Then she could flee into the forest. Better to be who knew where, endless miles from anypony that could help her, than to be remade by the other's wishes. She had the charm. She could work something out.

On the other hand, what if she believed everything she'd been told? Past Twilight had clearly taken some kind of precautions, ones that Luna had referenced, that kept her safe from the other. Her sister. What if Luna was being charmed against her will, and knew it? Maybe all of this was a kind of desperation, the only way she could think of to fight back.

Twilight sighed, her head resting against Luna's chest. She wouldn't, couldn't, abandon her to that. So either she absolutely had to run at the earliest opportunity, or absolutely couldn't.

Great.

Not to mention her growing suspicions that past Twilight herself was untrustworthy, twisted somehow...

Closing her eyes for a moment, Twilight concentrated on the cold air flowing past, letting it blow the tangled thoughts away. It rushed past her skin and ruffled her clothes with insistent fingers, as dark green forest washed past beneath them in the growing golden light of early morning. Princess Luna was fast. Even carrying her, which didn't seem to trouble the alicorn at all.

It was... pretty special, now that she took a moment to stop worrying, and just experience. The larger pony radiated warmth, holding off the chill of the thin autumn air, and Twilight's whole body tingled with pegasus magic, feeling as light as a feather. She'd seen the world like this from a balloon, spread out below in fantastic miniature detail, but flying in the arms of the Princess was a different experience altogether. No vast balloon creaking overhead, no wicker basket to hold onto. All the same, she felt safe. It didn't feel perilous at all. It was wonderful.

Maybe it was worth giving in to past Twilight, whatever she wanted, if it meant she could do more of this...

"Would it take you long to translate thy notes on the charm?"

Twilight started. She'd been so lost in her reverie, Luna's question took her completely by surprise. "Um, no, not too long. I'd begun decoding it when you arrived."

"That is good. It will be necessary soon."

Twilight's ears popped. They were losing height, she realised. There was a clearing opening up below, some sort of structure half lost among the trees at one edge. "Can you tell me what's happening? What's really happening?"

"Very well. From even before the moment you left to confront my sister, I was aware that I could not cast the charm, nor teach it to another, nor speak the words that activate the spell. You feared that I would be used against you, or find the charm itself too potent a temptation. I waited with terrible anxiety for your dreams the night that you were due to have challenged her. They were as I had feared. You had been purged of all your knowledge.

"I could not accept that. I believed that you would not be defeated so easily. I knew that the time would come when you would need another to cast a charm upon you. A unicorn untouched by my sister's manipulations. I came across one I believed had the potential to cast that charm, and brought her here. Here she has remained, for the previous two months, waiting to serve the purpose I have demanded of her."

The noise of the air rushing past grew louder as they swooped down towards the clearing, and even through the distorting shimmer of the spell that hid them, a wooden house was clearly visible nestling between two large oaks. "This pony agreed to wait until I found the charm again, when they didn't know how long it might be? If ever?"

"I did not offer her a choice," Luna replied with measured calm. Her wings swept wider, cupping the air, and the grass flattened beneath her as she settled to the ground.

Twilight slowly released her, stepping backwards in a daze. The cloaking spell resisted for an instant, then popped like a soap bubble. "You kidnapped somepony?" she asked, appalled.

Luna opened her mouth to reply, but was pre-empted by a demanding, imperious voice from the house.

"Princess Luna, is that you? I demand that you allow the Great and Powerful Trixie to leave this forsaken cabin at once! Or, or at least bring her some more supplies! The Great and Powerful Trixie is entirely out of cake. The only type left is the kind with walnuts, and you know that that doesn't count as cake at all. Are you listening?"

Twilight's jaw slowly dropped.

She looked at Luna.

Luna looked back at her gravely, then, after a moment, she shrugged.

"Walnuts, Princess Luna!" came the voice once again.

Twilight found that she was shaking her head in disbelief. "Trixie?" she hissed in an undertone.

"She hath the magical power required. I took her within days of my sister's triumph over you. I do not believe that there has been any opportunity for her to be interfered with."

"But you could have picked - almost anypony! Why her?"

"There are few other ponies that could have been kidnapped without being missed for several months." Luna shrugged again.

The cabin door burst open. Trixie stood dramatically framed by it, pointed magician's hat atop her head, cloak covered in stars thrown back over her shoulders, a two-toned outfit of dark and light purple beneath that incorporated a corset and a complex skirt cut shorter at the front than the back. Her gaze settled on Twilight.

"Wha- what are you doing here?" she protested, stepping forward, then wincing as the doorframe knocked her hat off. With a furious glare, designed to indicate to everypony that that hadn't happened, she levitated her hat back onto her head and tossed her snow-white mane. "Hah! I see! Now you, Twilight Sparkle, will be kept in this forsaken cabin in the woods, while I, the Great and Powerful Trixie, shall take your place in Ponyville!"

Twilight shook her head. "No."

Trixie drew back a step, looking affronted. "No? No? How dare you address the Great and Powerful Trixie in such a manner? Princess Luna!" Trixie drew herself up imperiously. "Punish her for her insolence."

Luna shook her head. "No."

"No? Again?! Trixie is offended! Trixie deserves far greater respect, far better treatment than these blunt negatives! Do you not know who she is?"

Twilight looked at Luna, and saw the same look on her face. She couldn't have stopped herself for a sack of bits and a diamond the size of an applecart.

"No," said Twilight and Luna together.

Trixie lifted her nose and snorted indignantly. "Hmph!" Spinning on her heel, she marched back into the cabin, remembering just in time to duck, and slammed the door.

Silence, for a few moments.

Luna stepped towards the cabin. "Come, Twilight Sparkle. You do not have time to waste. You must prepare the charm."

Twilight groaned, following her. "I'm placing my mind in the care of Trixie?"

"I shall stand at her side. If she speaks one word that is not as I direct, I shall deal with her severely."

Well, Twilight thought. That told her. She had to admit, she truly didn't want to see Princess Luna angry. She hadn't seen her lose her temper since she had been freed from the Nightmare, and she was in no hurry to repeat that experience.

She followed Luna into the cabin. It was comfortably appointed within, strewn with cushions and throws, and under most circumstances would have been a very pleasant place to stay. For someone like Trixie, with her constant need to show off, it must have been torture to be stranded in the middle of nowhere, without an audience.

"Please, make yourself comfortable in Trixie's home," said the other unicorn sulkily, sat in the corner with her arms folded, and staring out of the window. "Is there anything Trixie can get for you? She has hot and cold running trees, and a wide variety of entertainment, from listening to the swishing of leaves to watching moss growing on rocks."

Twilight pulled a face. Trixie really didn't deserve to be dumped out in the middle of nowhere, with nothing but - she scanned the room - a vast selection of books, and judging by the crumbs, a small mountain of cake to keep her company.

She found herself wondering about taking a holiday there herself, after everything was sorted out.

"I'm sorry that Princess Luna has been keeping you here against your will," Twilight said gently. "There's one thing that we need from you, and then you'll be free to go anywhere you want to."

Trixie snorted again. "The Great and Powerful Trixie isn't interested."

"I need you to learn a charm. A complicated, powerful charm, and I need you to learn it very, very fast. I'm not sure anypony else could do this." Twilight found, rather to her surprise, that she was at least partially telling the truth. Trixie might have an ego the size of a mountain and a narcissistic streak wide enough to build a second Canterlot on, but she truly did have a lot of magical potential.

Trixie glanced around from the window, peering out from under her hat brim. "A charm? What kind of charm?"

Now she had to be really careful. She couldn't lie to Trixie; she needed to understand the spell well enough to cast it. All the same, she didn't want to let her know just how potent it really was. "It's... a memory charm. Some of my memory is blocked, and I need somepony to cast the charm on me to release it."

"Ha! The Great and Powerful Trixie sees no need to help you. She rather enjoys this cabin." She looked back out of the window.

Luna took a step forward, but Twilight held up a hand and shook her head. Oh, she didn't want to say this... "Nopony else can do this. I humbly ask for the Great and Powerful Trixie's help."

Trixie turned around and stood up, lifting her head and looking down at Twilight condescendingly. "So tragic. The Great and Powerful Trixie will help you with your little problem."

Twilight gritted her teeth and smiled as best she could under the circumstances. "I need a few minutes to decode my notes. I'll give you the instructions as soon as I'm ready."

"Work swiftly, Twilight! The Great and Powerful Trixie's time is precious," she replied grandly. "Princess Luna? Kindly bring Trixie something to eat."

Twilight gaped as Luna went off to fetch something, then shook her head and sat down at the cabin's single small table. Spreading the sheet out in front of her, she took her sealed ink bottle from her satchel and began to write.

She was uncomfortably aware of Trixie trying to read over her shoulder, while pretending not to be interested. She hunched over the parchment a little more. So this was it. It was time to either lose all her memories (but if this was a trap, it was implausibly complex) or regain everything past Twilight knew. But even after everything, even though Luna was hardly giving her a choice, she wasn't sure that she wanted all of those memories. She was afraid of what might come with them.

She had past Twilight's instructions for recovering her memory, and a stern warning not to change them in any way. It was clearly very important to her former self that she have her memories returned all at once. What if she didn't go along with that plan?

Folding the top of the parchment over the completed charm, she fished out the original memory recovery instructions past Twilight had written for her.

'All commands given to you are ended. All blocks placed on your memory are removed. Any changes to your perceptions are undone. You will remember everything that the charm has blocked or removed, including periods spent in the charm trance. Slumber.

It was straightforward, and very simple. That was good. But it didn't give her any way to know what she was getting herself into until it was too late. If past Twilight was really hiding things from her, than that was by design.

She couldn't trust them. What she needed was a set of instructions with some safeguards.

Twilight bent over the parchment and began to write, her face set in a frown of concentration. She was caught between purging all memory blocks that the other had left within her, and risking exposing herself to whatever taint might have corrupted her morals before.

These instructions were going to be pressed into her mind. She had to be absolutely sure she got this right.

After a few moments, she became aware that Luna was at her side once more. "Are you finished, Twilight Sparkle?"

"...yes." Twilight laid down her quill and went over the words she'd written once again, checking a final time for contradictions or inconsistencies.

Luna frowned slightly as she read the parchment. "This does not guarantee you will choose to take back your memories, Twilight. Why have you written this?"

Twilight looked up at her, her expression resolute. "I need to know that I'm giving myself a choice. I know you could stop Trixie reading this, and change my instructions when it's too late for me to protest. I'm asking you not to. Let me come to terms with what I remember."

Luna's frown deepened, and she looked away. "You ask for much." After a moment, she sighed, and hung her head. "Very well, Twilight. I shall abide by thy wishes."

Twilight stood up, and somewhat to her own surprise, squeezed Luna's hand tightly in both of hers. "It's going to be okay. I promise."

Luna's shoulders slumped slightly, and Twilight felt a little tremor run through her. Looking up into the Princess's eyes, all of a sudden she saw the heartache behind her firm manner, just as intent as that desperation she'd seen written across Zecora's face.

"Thank you, Twilight," Luna replied quietly.

Twilight stepped back, and looked over at Trixie, who was eating a cupcake and pointedly paying no attention to their conversation. "Trixie? The charm is ready."

"It's about time! The Great and Powerful Trixie doesn't have all day, you know. She is far too important to have her time wasted." Finishing off her cupcake, she stood up and moved to take the parchment.

Luna's wing snapped out, blocking her. The Princess turned towards Trixie and gazed down at her, eyes hard. "Know this, Trixie Lulamoon. Once you hath read the charm, you shall not seek to cast it upon Twilight until I give my assent. You shall not speak a single word, other than those I direct. If you seek to violate these terms, I shall punish you severely. Have I made myself clear?"

Trixie's eyes widened, and for a moment there was naked fear on her face before she drew herself up to meet Luna's gaze and tossed her mane casually. "The Great and Powerful Trixie isn't a foal, Princess Luna. Make room for her to read this charm. Shoo."

Luna slowly folded her wing, letting Trixie pass, and Twilight slid the decoded parchment across the table. Trixie frowned, muttering to herself as she read the charm's movements and directions for managing the flow of her magic.

Twilight coughed. "Um. I should probably find a seat or something, in case I collapse when it's cast."

"You shall not, Twilight. Nonetheless." Luna nodded towards a comfortable-looking blue armchair, not taking her eyes off Trixie.

Twilight crossed the room slowly, settling into the chair's depths and gripping its gently frayed arms. The dead quiet had begun to take on an ominous feel. She couldn't help the churn of anxiousness in her stomach, knowing that any second her mind was going to be opened wide by powerful magic. She might not be the same person in a moment that she was now. The urge to flee was tangible.

Trixie looked up from the parchment and opened her mouth.

"Not a word," Luna interrupted at once, in iron tones. "Are you prepared to cast the charm upon Twilight?"

Trixie caught her lip between her teeth, then nodded slowly.

"Do you understand that you are to perform the charm, then read the words at the bottom of the parchment aloud? That you shall then be utterly silent until given permission to speak?"

A flash of irritation crossed Trixie's face, and she nodded again, folding her arms indignantly, before she walked over to face Twilight.

"Begin."

This was it. Twilight's fingers dug into the chair's padding. Trixie kept her eyes glued to the parchment, held aloft in one hand, as she swept her horn through a sequence of movements.

Nothing happened.

A flush of angry embarrassment flooded Trixie's powder-blue cheeks, and she executed the pattern again. A third time. A fourth. Visibly becoming frustrated, Trixie glanced back at Luna, about to protest aloud, then plainly thought better of it. Clutching the parchment in both hands, slightly crumpling it, she focused on the words again.

Minutes ticked past in dead silence. Twilight found she was teasing white stuffing out of the armchair through a little hole in the covering and desisted, trying to remain calm. Luna's face was unreadable, but Twilight had no doubt that the Princess was simmering with her own mixture of frustration and desperation.

Eventually, Trixie looked up from the parchment, and focused squarely on Twilight. Without glancing at the instructions, her horn swept in a delicate, intricate pattern, her hands mimicking the movements, and a gossamer shimmer flickered from the very tip to strike Twilight squarely.

Twilight blinked. Had something just happened? "Did it work?" she asked, looking up at Princess Luna.

"Trixie, you shall speak the first word that Twilight hath written, now."

Trixie nodded, flushed and triumphant, a wide smile on her lips. Her mouth moved-

Twilight was sitting in a different chair. She was home, in the familiar confines of her own library, sat facing an oval table. Along its polished length were an array of glowing cubes of different colours, each marked with symbols and familiar cutiemarks.

In the chair opposite her sat Twilight Sparkle.

The other Twilight frowned. "I see. I should have expected this."

"You were hiding things from me. I couldn't risk turning into you without knowing what I'd become, first," Twilight replied. "I will assess each memory that's been hidden from me, and when I'm finished, I'll decide which memories to keep."

The two gazed at each other. The other Twilight, past Twilight, didn't look strange, or twisted. As hard as she tried to see a sign of corruption, there was nothing to see.

Twilight's former self smiled after a moment. "Princess Luna got Trixie to cast the charm on me? She's wonderful. I couldn't risk giving Luna any role in my contingency plans in case Celestia took her over, and she did this all by herself." She shook her head, fondness and pride in her voice.

"So you still claim Celestia took my memory away?" Twilight asked.

"Yes." The other Twilight sobered at once. "The memories are here that prove it." She gestured along the row of glowing cubes. The last few shone with white light, each marked by a sunburst insignia.

Twilight bit her lip. There could be no lies here. It had to be true.

She really hadn't wanted it to be true.

"Where do we start?" she asked after a moment.

Her doppelganger picked up the first cube of the row. It glowed with a dim orange light, and Applejack's cutiemark was emblazoned on the side. "The walls that blocked you from even thinking about all this are gone now. If you're ready to begin remembering, you'd better start at the beginning. I need you to understand."

It was strange to look into her own pleading face and wonder if she could be trusted. Twilight reached out, and took hold of the cube.

A flickering flash of memories rocked her. The finding of the charm, the first casting. The arousal, the guilt, the shame, the lust. Applejack submitting to her. Blocking Applejack's memories, so she could use her more easily without worrying about consequences.

Twilight let go of the cube with a gasp. It had only been an instant, but the flood of memory had set her heart pounding. "You were wiping Applejack's mind! You were using magic to force her to do things and making her forget! That's exactly what you said was so terrible about the other!"

The other Twilight looked aside, guilt plain on her face. "I... yes. I didn't know what to do. I couldn't remove the charm, and I was just so tempted by it. It felt like I wasn't doing any harm."

"It's horrible! Knowing you've been changed, feeling the way your thoughts keep being blocked. You did that to Applejack!"

"I know. I remember everything you remember. I know how hard it's been for you, since Celestia took away everything. But I remember it! All of it! Everything she's done, and what she will do. Twilight, please, you have to keep looking. We can't stop now."

Twilight folded her arms. "I'll look. But if I'm not convinced, if I choose to stop, then everything I don't keep goes away. I'm really beginning to think that Celestia did the right thing when she took this charm away from you."

She picked up the second cube, shining with soft white light, and marked with Rarity's cutiemark. Instantly, she was being caught! She had to do something! Rarity's arms falling to her sides, whispering against her dress. Making her believe everything was normal, and being surprised when she made the outfit - the one in the wardrobe! - for Applejack. Sex, sex with Applejack, in front of Rarity, oh, the lust, and Rarity coming to her after, asking to be hers, ready to serve, eager to...

The cube dropped from Twilight's fingers as her grip loosened. Her heart was pounding again, and she was horrified to find that her body was alight with arousal. Each package of memories didn't just include the central memory linked to one of her friends, but came with all sorts of associated pieces, stray thoughts about them she'd been made to forget, secretive kisses, the vivid fantasies she'd masturbated to in her bed. It was overwhelming. It felt so good to have Rarity surrender to her, to see Applejack dressed up in her fetish outfit, to remember her tongue...

It was so easy to slip into thinking the way she had at the time, lustful, losing herself to the power she held. Twilight held on grimly to her quivering morality.

"You... you charmed Rarity! You made her think everything was fine, and then you just accepted her when your own half-assed instructions brought her back to you as a... as a servant! You knew she wasn't in her right mind!"

The other Twilight hunched her shoulders under the barrage of criticism, and said nothing.

"This isn't going well. I was right to think you had been tainted by this charm." Twilight revelled in her ability to hang onto her sense of right and wrong, and giddy with her sense of accomplishment, she seized the next cube. A dozen different images of Rainbow Dash snapped into existence in her mind, naked and eager. Terrifyingly eager. She'd actually asked Rainbow's consent... even if it had been something she'd pressured Rainbow to accept without fully explaining. That made it alright, didn't it?

The pegasus had been incredible.

Twilight's eyes squeezed shut as she tried to push back the tide of memories. The more she tried to focus on what had happened, the manipulation she'd carried out, the incredibly unethical brainwashing she'd plainly been becoming addicted to, the more the scenes of sexual ecstasy came back instead, bypassing her morals and speaking directly to her body in a language of heat and remembered touches. Applejack. Rainbow. Rarity. All three of them together, oh Celestia, yes...

No! Her eyes flashed open. The other Twilight was watching her intensely, and after a moment, she spoke softly. "I know it looks bad, some of the things we did. But it made us happy. Not just you and I, but all of us."

"It wasn't right, Twilight! We made them feel happy, we wouldn't let them feel anything else!"

"No, we didn't." The pony she thought of as past Twilight shook her head. "Think about what happened to Rarity. Really think. We made her think that it was acceptable for us to be enchanting Applejack, and that wasn't right, I admit it, but I thought it was better than hiding her memories as well. I never told her to love me! I didn't tell her to want to be with me, and when she came to me and said that she was tired of being hurt in love, of loving the wrong people, she was sincere! You know what I felt. I wanted to look after her, to give her the affection she wanted."

"You have no idea how many of her memories were rewritten to make her think that!" Twilight retorted, though the sharpness in her voice had diminished a little.

"Applejack has been fantasising about being someone's sextoy all along, I never made her want that. Isn't it better that it's us, rather than some colt who might take advantage of her?" The other Twilight winced at Twilight's expression, and added hastily, "Take advantage to hurt her, I mean. Applejack is getting everything she ever wanted. Rarity is getting all the love she needs, and we didn't make either of them want that. Rainbow loves Applejack, and us, and without the charm she'd never have either of us, let alone both together. Don't you think she thinks it's worth it?"

"It isn't right," murmured Twilight, but she shook her head and picked up the next cube, a smaller one, again marked with Applejack's symbol. Instantly, she was engulfed with her past self's worry for Applejack's safety, determined to change things so that she could refuse orders if they'd upset her, but all the same absolutely rejecting the idea of ever letting her go. She had to be happy. She had to be hers. She had to fuck her and kiss her and never, ever let her go...!

Love. It was a terrifying, possessive kind of love that she was clear-headed enough to see might do terrible damage, but it was love, undeniable.

"I didn't want Applejack to get hurt, or to hurt anyone. I was giving them choices! I was giving them ways out! She chose this!"

For a moment, she thought the words were her own thoughts, but no. They were spoken by the other Twilight. She looked scared, and slightly desperate.

A strange surge of pity for her other self touched her heart. "You... we... love her very much, don't we," Twilight said softly.

The other Twilight nodded slowly. "Yes. She loved us. It's not fair that it's all been taken away. I would have done anything... I did do everything I could to protect her from being taken away."

"But who was protecting her from you?" Twilight asked the question gently, remorselessly. Her duplicate looked stricken, and Twilight sighed as she reached out for the next in the row, a pale yellow cube with Fluttershy's mark. Instantly she was overwhelmed with sensations, as an impossibly arousing scene flicked before her. For a moment she felt Rainbow's mindless tongue on her sex, was watching a bare-chested Fluttershy sitting on Rarity's face without the slightest notion anything was wrong, watching her scamper nude about the room, giving in to Twilight's promises to make her loved, and cared for...

Her hands gripped the arms of the chair hard enough to make the underlying wood frame groan in protest. She looked at the floor, panting, unable to meet the other Twilight's eyes as shivers raced through her. She had been depraved! Using her friends like toys, using them as furniture for goodness sakes!

She looked up, all the pity and sympathy for her past self driven away by the sheer struggle to contain the twisted lust, the remembered orgasms, the intensity of her desire for more. Her voice still unsteady, she said raggedly, "I see. So what Applejack, Rarity and Rainbow all secretly wanted was to be turned into interior decoration?"

Again, her double winced. "You did hear them when it was over. They were disappointed I hadn't let them experience it all at the time, not upset, or traumatised. It was just... a game."

"Do you really think that any of them would have agreed to that if they'd been in their right minds?" Twilight demanded. Though now she thought about it, Applejack might have. Maybe even Rainbow too.

"Applejack might have gone along with it. If Rainbow could have gotten over not being the centre of attention, maybe her too," the other Twilight offered.

Twilight didn't reply. Their thoughts were too similar; the imaginary copy of herself knew everything both of them knew, and all the hidden memories that had been locked away by Celestia as well. She was at a distinct disadvantage trying to argue with her.

Why did the memory of her using her friends turn her on so much? It was shameful! It was unfair! It was an insult to the ponies that she loved so much to play with them without regard for their feelings. Except she'd tried to make sure they could disobey. Except she had given them a choice to give in to her. But she hadn't, she'd rigged the odds, made it almost impossible for them to say no... it was too much!

Twilight covered her face with her hands, and tried to focus on something other than the maelstrom of emotion and temptation raging inside her.

"Luna caught us."

She looked up into the face of the other. "What?"

"She caught us. She saw it in our dreams. So we charmed her, in her dreams. It was the only way to protect everypony, she was going to take Applejack and everyone away, she was going to strip us of our magic..."

Impossible. Luna wouldn't do such a thing. Past Twilight couldn't have taken her by force. Madness, sheer madness!

Twilight lunged for the next cube, deep blue and marked with a solitary moon symbol that shed a white light of its own. Dreams and reality blurred through her mind, one chasing the other as she saw Luna advancing on her, felt fear and desperation great enough to crack the world. Luna's shock as the spell actually worked in her own realm of unreality, the Princess at her door, Luna nude, Luna thoughtlessly sucking on a shaft that wasn't there, but had once been attached to Celestia-

"I don't believe it!" she gasped aloud as the memories released their grip. "I won't! I can't! Celestia would never! This is... this is a trick!"

"No, it isn't. I understand now, why it worked. It really happened, all of it." The Twilight of the past leaned forward and rested her warm hand on Twilight's own. "I'm sorry, I'm so sorry, to do this to you. I know what you're feeling. I felt it too. But it is true. She can't be trusted, not with the charm. No more than we can."

Twilight shook her head dazedly. "You - you're confessing that I shouldn't have this power! You just said we can't be trusted!"

"Not... completely. I'm sorry, Twilight, I'm really sorry, but... you need to see this." The image of her past self, of the self she would be if she accepted the memories entirely, drew back. Her hand rested lightly on a grey-striped cube, glowing with dim golden light.

It had to be Zecora's. Twilight hesitated. She remembered now. Luna had told her that Pinkie suspected her, that Zecora had suspected. But that was why she'd offered herself, wasn't it? She wanted to be controlled. She needed to understand what had made Zecora into the woman she'd become. Loving, playful, and utterly devoted. Her hand slid over the embossed spiral mark.

Dreams, she was in a dream, it was strange and beautiful, but she had a plan, this was a test, and it... worked. Zecora naked. Zecora mindless. Zecora with her mouth between Twilight's legs, her mind rewritten, her beliefs changed to make her believe it had been her idea all along.

"No!" she blurted out, desperately thrusting aside the treacherous voice getting ever stronger that understood, that loved everything she'd seen, that wanted more, and more, and more. "You - you lied to her! You lied to me! You made me think she had come to us of her own choice, but it was all you!"

Opposite her, Twilight wrapped her arms tightly around herself, staring off to one side. Her voice tense, she replied very quietly, "She had found out. She could have-"

"You could have made her forget!"

"I didn't want to make her forget, I wanted to let her be part of-"

"You didn't let her do anything!" Twilight's face was flushed with anger, all the more enraged by the guilt she felt herself.

"You can let her go! You can give her the choice that I gave Applejack, and Rarity, and all the others," Twilight's other self pleaded.

"I'm going to have to. I have to remember this, so I know what I have to undo. But I'm really not happy! Do you understand I can't trust you? I can't trust myself! What happened to me, to turn me into you?"

It was hard to see the other Twilight flinch, as though slapped, even if a part of her was angry enough to want to keep shouting at her.

"I was afraid you wouldn't let yourself remember. Not if you knew the whole truth. It's... too much, to take in all at once," the other pony replied quietly. "I do feel guilty over what I've done. But... please. Remember the bed, the morning the three of us woke up together? Luna's face? She was lonely, she was aching with loneliness.

"She'd resigned herself to waiting out the life of every pony alive, and maybe their foals, and their foals, just to find someone that wasn't afraid of her. She wants to love you, Twilight. What about Zecora? Shunned, feared by Ponyville? Even now, ponies are still a little scared of her. She has acceptance, and love, and warmth!

"You can give them choices, to stay with you or not. You can make them happy. Everyone you love, you can make happy, and all it takes to make it possible is the charm. No jealousy, no bitterness, just... everyone loving and living together. It really was the best time of my whole life. You can feel that. Stop worrying about what happened when we had sex, and think about the rest of the time. Weren't you happy? Don't you think the others would want that too?"

Twilight closed her eyes. "Wait, please. I need to think."

"Of course. As long as you need."

Okay. Accept that she could offer Zecora and Luna their freedom the moment she awoke from her reverie - she had to, so she'd have to remember at least enough to know that the two weren't voluntarily under her control. Could she really accept all she'd done? She knew that past Twilight had pledged to herself to offer their freedom to everyone she'd charmed, but she hadn't, and she wasn't sure she'd ever been going to.

The trouble was, even remembering what she'd done was enough to tempt her. Horribly. She was avoiding remembering everything she'd just seen, but she couldn't entirely push it away. The emotion, the desire, shuddered beneath the surface of her self control like a volcano beneath a glacier.

Put that aside too. Was she right? What if the charm was the only way to make her friends that happy? There was a togetherness, a special love that she didn't believe would have come about any other way. For one thing, Applejack and Rarity weren't even attracted to mares, and goodness knew about Zecora and Luna. She'd never even asked. Wasn't it true that she could make things better? She could release the ponies that wanted their freedom, and the rest of them could stay together.

She was shakily aware that the thoughts she was having were ones she wouldn't have had, if she didn't hold the memories of seducing almost all her friends within her. Maybe she should end the reverie, reject everything, and remain the pony she had been before she'd ever found out about the charm.

But she had to remember the truth about Zecora. The truth about Luna. And she still didn't know what Celestia had really done to her.

She couldn't stop yet.

"I'm ready for the next one," she said finally.

The other pony looked up quickly, and slid a bubblegum pink cube across the table. Her lips parted to speak, but she seemed to think better of it and subsided awkwardly.

Twilight took a deep breath, and picked up the cube. Again, memory flowed into her, a streamer of experiences and moments. Pinkie naked. Pinkie giggling. Rolling around with her as they play-fought, licking the other pony's sweet-tasting body, trying out the head to tail position as they licked each other. For the first time, she surfaced from the memory with a giggle on her lips. "Oh, Pinkie," she murmured fondly, as she set down the cube again.

"Gruff Gruffington the Tea Drinking Stranger," the other Twilight agreed.

"She knew what you were doing, and she agreed anyway. You Pinkie promised to be good!" Twilight added abruptly, pointing an accusing finger.

"I was! I didn't charm anyone else." An awkward look spread across the other mare's face, before she added hesitantly, "Well, one other pony. But there were circumstances. I didn't keep them."

Twilight gave her a long look, and picked up another Luna-cube. Instantly, a wash of anxiety broke over her. Writing the now-familiar messages, trying to shape them to guide herself, to give herself the best possible chance to remember. Luna, arriving in response to a summons in Twilight's dreams. Luna, learning the charm herself, then as a blank-eyed automaton, casting it upon Twilight.

The memory was dark now, blind to everything except Luna's face, and her voice, speaking the Truth. If Twilight was ever charmed again, she would immediately forget all memories related to Incident 'A'. Past Twilight understood, knew that her contingency plans were what the words meant, and present Twilight understood that Luna wasn't meant to know what she was commanding Twilight to do, even if Celestia dug out the memories from her.

The darkness in her memory passed, the world returned, and she finished instructing Luna to forget the details of the charm, to never cast the charm again even if she was shown it, never to speak the words, never to teach another. As many layers of defence as she could think of, hoping that one might hold if Luna was converted carelessly when Celestia finally discovered the truth.

She shivered as she laid down the cube on the table. "But she never did."

"I don't think so. She would never have allowed Luna to do this if she had."

Twilight gazed at the cubes. The remaining ones were almost all glowing white, but there was one more rainbow-hued cube, a different cutie mark on each face. That had to be more memories of things she'd done with her friends. More lust. More sex. More depravity.

Her thighs squeezed together as she reached out to touch it.

Fluttershy bounding naked across the floor, each mare dressed in a different fetish outfit, the bed, the strap on, fucking them fucking them all, one after another, making Rainbow cry out, Rarity, Pinkie, Fluttershy, Applejack, making them fuck each other, a never-ending flickering slideshow of sex, and pleasure and domination and power and cumming, cumming-!

Twilight trembled violently as the cube spilled from her fingers, snapping back to awareness of her body too late to stop herself. She arched violently against the chair, a cry fighting its way out as all the simmering lust in her body finally consumed her. She lay dazed for a moment, breathing heavily, before she abruptly came to her senses and jerked into a sitting position, hugging her arms around her knees.

The other Twilight was looking at her with a heat in her eyes that she was unable to hide, and she murmured after a moment, "I never thought I'd find that so hot."

Twilight blushed heavily, a wave of embarrassment crashing over her as the lust ebbed away. Even if the other pony was only a construct of her imagination and memory, it was still hard not to feel sheepish about what she'd just done.

"S-so," she tried, "I - I remember everything up to when we were about to go to Canterlot. Is this... where we lose?"

"Yes." Her double gazed at her, growing serious. "She tricked us. She wiped our memories. But she talked to us first. You have to keep this memory. It's the key. Take it. Take your time with it. You need to see it clearly."

Twilight nodded once, her eyes on the softly glowing sunburst cubes, and reached out to touch the first. Memory surged, almost tangibly, and she submerged herself in the stream. Train. Canterlot. Castle. Guards, nobles, vault, what she'd done to Pure Heart, the Elements, the throne room, Celestia, charming her, the horrible realisation as-

"Awaken, Twilight." said Princess Celestia.

There was no time to think, barely time to hear. The world vanished. The only thing that mattered was Celestia. Only her face. Only her voice.

She filled Twilight's world.

Twilight felt her lips move, shaping the words 'I am awakened,' but she couldn't hear the words she said. It didn't matter. There was no concept of anything but listening, and gazing.

"Oh, Twilight. I wish you hadn't done this," came the divine Voice. She could have listened to it forever. Celestia buried her face in her hands, eclipsing Twilight's view, but she waited with timeless patience, and eventually Celestia lifted her head once more.

"Are your friends here?"

'Yes, they are outside the doors.' she mouthed, thoughtless joy filling her empty world at being able to reply.

"Have you used the charm on them?"

'Yes, all of them.' Joy. Silence. Waiting for the Voice. She watched, focused intently on Celestia's face, as the elder pony closed her eyes tightly.

"I've released the door. You will open it, and recite: 'Awaken. Act normally, stay here, and wait for further instructions.' Then you will speak the command to end their trance, close the door and return to me. Can you remember that, Twilight?"

'Yes, Princess. I will open the door, speak, and close it, then come back to you.'

Joy. Purpose. She was the thing that would open the door, speak, and close the door. It swam into the centre of her vision, two double doors in a deeper darkness, and slowly grew as she drifted towards it.

The door opened under her hand. She spoke into a blank void, hearing nothing, seeing nothing that mattered. The door closed.

Celestia filled her vision once again, looking tired. Twilight waited with blank, formless anticipation as Her lips parted again.

"You will stop fighting, and stay completely calm. You won't try to leave the room. You will speak only the truth."

Yes. The words were Perfect Truth. 'I will be completely calm, won't try to leave, and I'll speak only the truth.'

"Slumber."

The memory of the Voice vanished. She was stood before Celestia - a very awake and aware Celestia - and she knew that she couldn't lie in her presence. Had never been able to. Standing before Celestia, she could only speak the truth. She knew that she had lost, that further fighting was futile.

She was perfectly calm, an ice cold clarity that felt like a cold breeze through her mind.

She'd tried to charm Celestia, but it hadn't worked. Celestia had cast it on her in return, but now she was just standing there, looking tired and sad. She didn't remember being charmed, but that meant nothing. Looking around for her ear muffs, with mere academic interest, she asked in conversational tones, "Have I been charmed yet, Princess?"

Celestia looked down at her with deep unhappiness, and replied softly, "Yes, Twilight. I have charmed you. You will not leave, panic, or lie."

Twilight nodded. Celestia had no reason to lie; she had lost, and Celestia now controlled her mind. A quiet sadness spread through her as she thought of her friends, so near and so far, on the other side of the sealed door. Her gaze fell to the floor, and she shook her head once.

"I'm so sorry, Princess. For everything. I really didn't want to do this, even if it turned me on to think about controlling you." A little tremor of distant surprise tingled at the edge of her thoughts. She hadn't meant to say so much. She looked up at Celestia again.

The Princess was gazing at Twilight, her expression an almost perfect mask. Only a pony that was as familiar with her moods as Twilight herself could have seen the shock that she failed to completely camouflage.

She had nothing left to lose. "Princess - please don't charm me again. I wouldn't want to lose my memories of everything that's happened," she asked politely. It should have been a plea, desperate, urgent, but those emotions couldn't thrive in the chill calm wrapped around her thoughts.

Celestia shook her head once, half turning away. "I'm sorry, Twilight. I am truly sorry, but I must. This charm should never have come into your possession. If only I'd known. Did you discover it from a book?"

"Yes," Twilight replied. She was about to add that it came from a book called 'Peaceful Charms', but on impulse decided to try staying silent. No impulse overrode her will; she said nothing more.

Interesting.

"Did it come from my former home, the Castle of Two Sisters?"

"Yes." From the library, she thought, but again did not say. So she didn't have to volunteer information. Did she have to answer Celestia's questions at all? Probably not. But if she refused to answer, she'd be altered so that she had to answer.

Celestia had said she couldn't lie. When she'd said that she hadn't wanted to charm Celestia, she immediately had to confess that she'd fantasised about controlling her, because without that, it wouldn't have been a true statement. But all the same, she didn't have to answer questions. If she said something that was true after one was asked, and Celestia assumed it was an answer to her question... that still wasn't lying.

Celestia sighed. "I had suspected as much. It has slumbered there for many years."

"Was it your spellbook?" Twilight asked politely. She couldn't fight. She could, however, mislead. Her own sadness, her guilt, were present but held at arm's length. What could she accomplish, now that she had lost?

Celestia turned around and looked at her couch, driven clean across the room by the pounding of Twilight's magic. She shook her head slightly, levitating it in a golden haze, and it drifted gently but unstoppably through the air back to its rightful place. The scratch marks it had left across the floor, however, remained.

The regal alicorn sat, her mane billowing about her. Something of grief, even shame, was in her expression, and it looked foreign and lost there. "Yes, Twilight. It was my own."

"Why did you have such a spell? I found it hard to believe that it was yours."

She looked away, then sighed again, deeply. "Come and sit with me, Twilight."

There was no compulsion to comply. Useful.

Twilight crossed the floor, settling down beside her estranged mentor, and looked up at her. The single pony she admired most in all the world. Twilight had tried to overthrow her. Celestia had brainwashed her sister. Both of them knew each other's betrayals, now.

Both were tarnished.

Not meeting Twilight's eyes, Celestia began to speak. "I fear you will find me lacking, Twilight. It is hard to speak of it, but you deserve an answer, and I wish to tell you. I wish to tell at least somepony, before I seal away your memories of all that has happened, and bury my mistakes with them. I cannot express how hard it was to see your anger and fear as you struck at me, all because of my own carelessness."

Guilt scraped blunted claws against Twilight's preternatural calm, and failed to find purchase.

Celestia shook her head slightly. "It began with Luna, long, long ago. We lived in the Castle of Two Sisters, and reigned over ponykind together, the day and the night. I was gloriously happy. It took a long time for me to notice that she had been slowly becoming... different. Angrier. More selfish, and arrogant. I tried to talk to her. I tried everything I could think of to reach out to her. But the more I tried, the more she sealed her emotions away from me.

"I feared that if she continued to abandon herself to her jealousy and pride, it would become impossible to mend the rift that was growing between us. We were barely on speaking terms, and for the first time, I began to wonder whether we might part ways. I became... frustrated, and desperate." She spoke quietly, her soft voice carrying through the empty audience chamber. Her mane drifted around her face, as if seeking to cloak her from Twilight's quiet, attentive gaze.

"When I had exhausted every option I could conceive of, I began to seek spells that might purge corruption. I had hoped that whatever darkness grew in her could be removed. She could be my loving sister again. I discovered many things thought lost to time; I have been a scholar as well, Twilight. I found lore, ancient by even the standards of Luna and I, that hinted at the power to reshape minds and memories.

"I sought it out. From those scraps of long-ago incantations, I created the charm that you know. It had to be powerful, powerful enough to affect my sister and tuned to her very essence, the essence of dreams. I only meant to use it for healing."

Celestia's milk-white throat bobbed as she swallowed. The words seemed to be coming with more and more effort. "Tell me, Twilight. Have you used the charm in ways you would have found unethical, before it came into your possession?"

"Yes, I have. I didn't mean to at first, but it just got more and more out of hand." Twilight felt a strange, dim sympathy for Celestia. She knew the way that a pony could, moment by moment, lose her self control. "It was always too easy."

"As it was with you, so it was with me. I used the spell upon Luna, my beloved sister, and I drained her bitterness, her envy, and her anger. She once more became the sister I had missed so badly. I was filled with joy." Celestia shook her head. "If I had ended it there, then I would have averted a great deal of heartbreak. But I did not. I found myself thinking about it. Over time, as months passed, I found smaller and smaller excuses to use it. Small disagreements were prompts to enthral her, to make certain that she would not fall back into her bad habits.

"Then, I began to use it simply to watch her move around our castle, enjoying her inability to perceive my presence. After that, I began to... touch her." Celestia's voice broke, and she went silent for a long moment. "It became clear to me that I could not be trusted with the spell. In a moment of strength of will, I summoned Luna and freed her from the changes I had imposed on her. I could not risk leaving them in place, not without supervision of the charm's effects. Then I used a dear friend, a unicorn of great power, to use that power upon me and command that I forget the charm. Their task done, they forgot, and so did I. I had undone my mistake as though it had never been. Almost.

"The only surviving knowledge of the charm lay in a book I had set aside for safekeeping, in a forbidden part of the library. I could not bring myself to destroy it entirely; it had been too painstaking to create, and I thought I might one day have need of it. I set one single condition that would unlock my memories of it. Do you know what it was, Twilight?"

Even through her cold calm, Twilight felt a distant wave of despair. "If anyone ever sought to cast the charm upon you. You had no idea it existed until I tried to fight you with it. I saw something happen to you, and I thought the charm was fighting to control you, but I was wrong. You were remembering."

"Yes. In coming here, in casting the charm upon me, you awakened my memory of those dark days. Now I know what I did not know then; that with the charm's influence removed, Luna returned to her dark path. She became infested with shadow, or perhaps had been all along, kept quiescent by the spell's power. We fought. I did not know that there was another way. I had never dreamed when I sealed away the charm that I might one day banish her for the lack of it."

It was... wrong, to see Celestia like this. She was always calm, unruffled, gently playful. To see her unhappiness, her distress, was like seeing a mountain fall to pieces before Twilight's eyes. There was a soft, distant ache of sadness about the thought, as though she were losing something important.

"I left the castle. Another choice I had not foreseen. The book remained behind, through these many years, preserved until I had need of it. Now you have found it, and found the same temptations too strong."

Twilight suddenly found there was a question she needed to ask. "Is it the spell that changes the pony using it? Or is it just... power?"

"I wish that I knew. There are elements of old magic to it, that much is true. There could be some corruptive element, well hidden, an ancient trap that I was not wise enough to avoid. Or it may simply be that anypony given such power over the hearts and minds of those around them finally finds their morals insufficient to prevent them from using it." Celestia ran her finger along the edge of a crimson cushion, seemingly absorbed in the simple motion. "I would prefer to believe that it is darkness from without, than within myself. But I do not know for certain. If a pony like you has been tainted by it, then perhaps it truly was the charm itself, all along."

So many answers, just as she was about to lose them all. What else did she need to know? "I'm sorry to ask, but- why didn't it work?" Twilight asked. A slight frown touched her features. "I was certain that it had struck you."

Celestia smiled wryly. "It was too potent a piece of magic to leave without precautions. As much as it was made to conquer my sister, it was made to be futile against myself. No casting of it, no matter how powerful, could touch me."

Twilight's frown deepened. But that meant...

"Now, Twilight," said Celestia quietly and inexorably, "It's time for you to answer my questions. Why did you think I was using the charm?"

"I believed the spellbook belonged to you. I believed you had created the charm. Once I knew you had it, it never occurred to me that you might not be using it." Twilight said. All of those statements were true.

"I understand." Celestia hesitated, then said in a softer tone, "Why did you try to charm me, Twilight? Were you going to control me? What could have made you turn on me like this?"

"I was afraid that you'd find out I'd been using the charm, and take away the ponies I'd charmed. I was happy. I didn't want to be controlled, or have it all taken away." Twilight paused, then added matter-of-factly, "I was arguing with myself over controlling you, or just stopping you using the charm. I had started vividly fantasising about you, between the bouts of guilt."

Celestia blinked, her head drawing back a little. She was silent for a moment, before she asked, "Who have you charmed, Twilight?"

"I've charmed Applejack, Rarity, Rainbow Dash, Fluttershy and Pinkie Pie in Ponyville, and I had to charm Pure Heart the vault guard here in Canterlot to gain access to the Elements of Harmony." All true. Zecora wasn't in Ponyville. Luna wasn't in Canterlot.

The Princess's lips parted slowly in shock. "Twilight! You were going to use the Elements of Harmony upon me?"

Twilight looked down. "I'm sorry, Princess. It was the only way I could think of to fight you. If I couldn't take you by surprise, I was going to call in my friends, and use the Elements to hold you long enough to use the charm. I was so scared, and desperate. It hurt to even think of it, but I thought I had no choice."

Celestia drew back a little, a spark of angry upset in her eyes, and was silent for a few moments.

Twilight waited, gazing steadily at the floor. Eventually, Celestia's expression eased, and her hand settled onto Twilight's shoulder.

"I know that you would never have conceived of such a thing, had the charm not entered your life. The fault is mine. Tell me of Pure Heart. What instructions have you left with him?"

"I had to charm him when he saw me, and would have called the other guards. I panicked. I told him to be loyal to me." Twilight embraced the coolness flowing through her mind, keeping her shame and horror far away. "I realised that I had changed him far too much. I was appalled. Once we had taken the Elements and resealed the vault, I undid everything that I had done to him."

"I shall have to make certain that he is free of further influence. How did you open the vault?" Celestia frowned slightly. "I had thought it secure."

"I have seen the vault opened before," Twilight said at once, with painstaking ambiguity.

"I will have to reinforce it. Tell me what you have done to the ponies you have enchanted, Twilight. How have you used the charm?"

Twilight looked away. She felt the quiet burn of her humiliation, her shame, and let truth spill from her lips to ease the difficulty of answering. "I cast it on Applejack, without knowing what it was. I've used it to make her attracted to mares. I did the same to Rarity. Applejack fantasised about being used, sexually, and I used that to make her agree to be enslaved. I made Rarity accept that I could enslave Applejack if I wanted, and something about that made her want to be my slave too. I seduced Rainbow, and charmed her to obey me. I seduced Fluttershy, and made her become my pet. I seduced Pinkie and charmed her to be part of my slave harem too. I charmed them to all accept my right to enthral anyone I desired. I made them line up to be fucked, and took them one by one with a sex toy. I made them use the toy on each other. I dressed them-"

"Stop, Twilight!" Celestia burst out, her eyes wide and her cheeks flushed. "I - I cannot hear anymore. Say no more."

"I'm sorry, Princess."

Celestia gazed fixedly away from Twilight for a long moment, and Twilight couldn't help noticing with academic interest that the Princess's chest was rising and falling quickly against the delicate white of her sun dress.

"I will accompany you to Ponyville and ensure no trace of your activity remains in your home." Finally, not looking around, Celestia added, "Is there anything else you should tell me?"

A hopelessly vague question. That gave her freedom. "I truly love Applejack, and she loves me. It happened because of the charm. You could just stop me using the charm, and leave that."

"No, Twilight. I cannot." Celestia straightened, and looked down at her. "You have said yourself that you enslaved her. That you have altered her desires to meet your own."

"I undid it. I removed all the instructions and asked her if she wanted to be with me, enchanted. She has always wanted a relationship like that, and we really care about each other. I care about all of them, but it's the most special with her. You could order me not to use the charm selfishly, and simply let us go."

"If only it were so simple." Twilight's heart sank as Celestia gazed into her eyes. "The charm is too dangerous. Even now, do you believe that if you were set free, you would never abuse the spell again?"

She couldn't think of a way to respond to that with a half truth. "No," she replied in a whisper.

"So you understand. I must remove all evidence that this spell ever existed. This time, I shall not make the same mistake. Then, once I am certain all traces are gone, I will have myself forget once more and it will be ended." Celestia's expression was of quiet, implacable pity. "I'm sorry, Twilight, but your relationship could never have come to be without the charm. I must make certain that you are restored to the way you should be, along with all your friends. Only then will I have undone the damage my carelessness has caused." Her voice lowered as she spoke, visibly pained to deny Twilight's request.

"Then please- make me forget now. I don't want to keep waiting for it to all be taken away." She needed Celestia to make her forget, before she realised the mistake she'd made. She'd managed to hide Zecora and Luna's enslavement. It might be enough. It had to be enough.

Celestia bowed her head slowly. "As you wish, my faithful student."

The world disappeared, replaced by darkness, and Celestia's gaze.

The Voice spoke to her.

Her memories vanished, quietly and without fanfare.

The cube fell from her hand. "I remember that day! I went to Canterlot, to see Celestia, and everypony came, and..." Her voice trailed away. "None of that was real. That was real."

The other Twilight leaned forward over the row of white cubes, their sunbursts glowing faintly. "Did you see it? Do you understand?"

Twilight nodded. "Yes. She's immune to the charm, but she said she was enthralled, to remove her memories."

"So the charm is modular. The section that attunes it to affect Luna can be removed."

"We can make one that is tuned for Celestia."

"Then we can fight her."

"And win."

"Yes."

Twilight surveyed the last few cubes, her eyes narrowed. "She used the charm again. On me."

"Temptation," said the other Twilight quietly. "You know she can't stop."

"Not unless I make her."

Twilight reached for the next cube. First, the rest of her memories. And then...

Then Celestia.

Author's Note

River Road called it; it was Trixie.

Revelations! Memories! Temptation! Seduction! Twilight vs. Twilight action! I'm having fun.

Proof reading by the splendid Setokaiva!

21: The Puppet Master

Twilight sat opposite Twilight, across a varnished table that glittered with glowing cubes. The table wasn't real. Nor the room, nor the mirror of herself, nor the cubes that littered it. They were phantoms, which she had vicariously forced her mind to create. Yet, for all that, they each had meaning. Each cube was a collection of lost memories, coalesced about a theme to make them easier to process. The other Twilight was the pony she had been, and would be, with the complete knowledge of everything that had been taken from her.

Twilight knew that the differences between them had dwindled, drastically, as one by one, she had accepted her memories again. Even now, she knew that the other Twilight had paced her revelations, driving her to examine every memory, until it was too late to turn back. She was separate enough to be irritated at that. Her own self, playing mind games with her.

Though the stakes were high.

Cube by cube, moment by moment, the vague haze over her life had been driven away. She remembered everything that she had known, that she had done, up to her final climactic confrontation with Princess Celestia. She was both the Twilight that had received the letters, and the Twilight that had written them, understanding both, understanding why they had done what they did.

The terrible mistake she had made in confronting the Princess did rankle, though. Celestia had forgotten about the charm, had made herself forget, more than a thousand years ago. If she'd kept away from Canterlot, if only she'd fought through her shock and lust at what Luna related to her and found out when it had last taken place...

If, if, if. It didn't help her now. She had created the opponent she had feared she was already fighting. Now things were serious. Celestia's advantage over her was nearly absolute, but she could still be beaten, if Twilight chose to oppose her. That process began here, in learning what Celestia had done to her after the defeat, and why.

More than anything else, she needed to know more.

Twilight gazed at her duplicate, the other mare nodding once, and then she reached out and picked up the second cube sealed with Celestia's golden sun.

Memory swirled around her. This was the next time Princess Celestia had summoned her to Canterlot, a mere fortnight after she'd last seen Twilight. A mere fortnight after Twilight's defeat, though she didn't, couldn't know that. She'd been innocently happy to receive more of the Princess's attention, and chattered to her without guile about the work she'd been doing on permanent heating charms.

Even then, she'd thought that Celestia seemed preoccupied. But she had no reason to be wary, when Celestia guided her away from the public areas to her personal chambers, and gathered herself with what could almost have been nervousness on that divinely serene face.

The doors had barely closed behind them when, without warning, Twilight's world vanished. She was a thoughtless void, seeing only Celestia, hearing nothing but her Voice. Mindless, she spoke her awakening. She didn't see, as the present Twilight now saw, the shame and hesitation on the Princess's face.

"Has anything unusual happened in Ponyville?"

Her Voice. Perfection. She swam in it, ignoring the meaningless movements of her own lips. 'Nothing unusual has happened, Princess.'

"Have you discovered anything recently about charms that control others?"

Bliss. She was a formless desire to hear more. 'No, Princess.'

Celestia shifted position slightly. "Have you found anything unusual in your home, Twilight?"

She didn't have to think about her answers. Couldn't think. Whatever answered was beyond the dazed, dreamy wisps of her conscious mind. 'I haven't found anything odd, Princess.'

Silence.

It didn't matter. Eventually, the Voice would fall upon her again. She saw only Her face, within a void of nothing. Time passed without Twilight's notice, drinking in the subtle shifts in Celestia's expression, witnessing the faintest signs of an inner struggle without understanding.

"Twilight. Have you-" Celestia hesitated, and Twilight's blankly attentive need for Her words intensified a little. "Have you fantasised about me?" she asked, eventually.

'Yes, Princess.' Her lips shaped around the words.

Celestia half turned away. "Do you.... feel anything for me?"

'Yes, Princess.'

"What is it that you feel?"

She would tell Celestia everything she felt for her. The words fell from her lips, vanishing into the soundless black void. 'I feel affection, and awe. I love you. I admire you. I want to please you. I'm afraid of disappointing you. I trust you completely.'

There was a visible flinch of Celestia's bare shoulders, exposed by her pure white dress. She spoke a short word, quickly.

The world came rushing back. Completely unaware of her interruption, Twilight continued talking about her charm research. Her enthusiasm waned slowly, though, as she realised that Celestia seemed more and more distant. Eventually, she stopped talking altogether and stepped closer to Celestia, who lay half reclining on a long red lounger.

"Princess? Is something the matter?" she asked tentatively. No matter what might happen, Celestia always gave the impression of having nothing in the world she'd rather do than listen to Twilight. She began fretting that she'd somehow displeased her teacher, and frantically reviewed what she'd been saying in search of the offending material.

Celestia pre-empted her.

She was plunged seamlessly back into a dark and distant void. Only Celestia mattered. Only Celestia existed. There was nothing else.

The elder pony cleared her throat, glancing at Twilight, and then looking away again. "Twilight. I wish to know if you hold romantic feelings towards me."

Whatever lay deep within Twilight understood her words as instructions, and moved Twilight's unresisting lips to form unheard words. 'I love you, Princess Celestia. I have always had a crush on you. I am attracted to you.'

Celestia's face once more took on the particular expression she wore when she was completely masking her reactions. "Would you ever act upon these emotions?"

'No, Princess.'

"Why is that?"

Celestia's Voice filled her with calm, relaxed bliss. 'You are the Princess of Equestria. I am just a pony. You would never consider it. I am too far below you.'

"No," said Celestia firmly. "Listen closely, Twilight. You have previously asked me on a date, and I have accepted. You have come to Canterlot today to have a first date with me."

Oh. 'I'm here for our date. You accepted when I asked you out.'

More waiting, in silence. Then abruptly, her surroundings snapped back into place.

Twilight felt her cheeks heat in an uncontrollable blush. She couldn't believe that she had had to come for her first date dressed so casually!

"I'm very sorry, Princess," she said contritely. "I had a perfect dress picked out, and just as I was leaving to catch the train, Spike tripped over and splashed ink all over it. I know that this isn't... what you'd hoped to see."

She looked down at herself sheepishly, terribly conscious that she was dressed as though it were any other day, in a white sleeveless blouse over a pale blue skirt. What if the Princess thought she wasn't taking their date seriously? All the fuss over the ink had meant she hadn't even had time to put on any makeup! Comfortable clothes had never felt so uncomfortable.

She dared to meet Celestia's eyes. There was a strange, complex look on her face that Twilight couldn't immediately work out. "...Princess?"

Celestia shook her head slightly, and smiled. Her voice gentle, she admonished, "That's no way to address your date, Twilight. As for your clothes..." A smile broke out across her face, and she finished more softly, "I think you look lovely."

If she got much redder, she was going to get stuck that way. "T-thank you. Um. Celestia."

The goddess of the sun shifted position, sitting up a little and making room at her side on the couch. "Won't you join me?"

"R-right," Twilight stuttered. She was going to get to cuddle up to Celestia! She could still hardly believe her mentor had listened to her desperately nervous confession and told her that she felt the same way. She'd fretted for two weeks straight waiting for this moment.

Feeling impossibly clumsy next to the Princess's easy grace, she walked stiffly across the room and settled down next to Celestia. Her hands folded in her lap, tangling nervously around each other.

Celestia laughed softly, and shifted along the couch to press warmly against Twilight's side. "Relax, Twilight. You aren't here to take an exam."

"I'd be much less nervous if I was taking an exam, Prin- Celestia." Twilight confessed. The Princess was touching her! She could feel the warmth of her body against hers! What was she meant to do?

"Mmm, is that so? What if I sprang a surprise exam on you, on a topic I hadn't mentioned before, and told you that half of your marks for the season depended on it?" Celestia's smile had turned playfully teasing.

Twilight gave her an appalled look, unable to stop herself, and Celestia laughed again.

"You see, Twilight, things could be worse."

"Things aren't bad!" Twilight blurted at once. "I mean, it's not like they are - that they need something to be bad to be worse than - this is good, it's really, really special." She wound down, and fought the urge to bury her face in her hands. Her first ever date, and it was with Princess Celestia?

She really hadn't researched enough for a way to deal with this.

Celestia lifted her hand, and very gently, almost tentatively, she smoothed her fingers down Twilight's back. Silence hung in the air as she stroked her, a furious blush on Twilight's face. Eventually daring to look up at Celestia, she felt a little jump in her chest as she saw the Princess had reddened a little herself.

"That's really nice," Twilight eventually ventured in a whisper.

"It is," Celestia responded quietly. With a barely noticeable flicker of hesitation, her other hand moved to take one of Twilight's. Their fingers twined together.

Gathering up all her nerve, by far more nerve than it had taken to face a full grown dragon in his smoky cave, Twilight reached out to wrap her arm around the Princess.

In response, Celestia turned to her. Twilight had a moment to take in the Princess's tentative, even slightly awkward smile, and then Celestia drew her fully into her embrace. Twilight found herself pressed into the pillowy softness of the other mare's chest, her mind entirely blank.

Celestia's arms were around her. Hers were around the Princess. Her head was resting on the soft, expansive chest of the Goddess of the Sun, separated from her bare skin by the thickness of a single piece of delicate fabric. She felt as though her thoughts were tangling hopelessly around each other, unable to think clearly. She had to say something, but she had no idea what that could possibly be.

The Princess spoke first. "I have long nurtured affection for you, Twilight. You are so studious, so earnest, and so quick. You have a good heart. It has been a pleasure to see you grow up into the mare you are."

"I... I think you're wonderful," Twilight replied softly. "You've always been so kind to me. You've taught me so much. You're patient, and loving, and... I can't imagine not thinking you're the most wonderful pony in the world."

Twilight nuzzled her cheek gently against Celestia's chest, heart pounding at her own daring. She could scent the other woman's skin. Her body was alight with arousal mingled with terror, a potent mixture that made her feel like she might explode if she moved too quickly.

Celestia's hand rose to Twilight's face, and stroked, feather-lightly, down her cheek. "Would you like some tea, Twilight?"

"Yes! Yes, I'd love some tea!" Twilight blurted at once, nodding vigorously. A chance to clear her head, to try to think straight. She wanted that very much, even if a large portion of her was clinging onto the sensation of Celestia's warmth and desperately didn't want to move away in case she never felt that softness again.

The choice was made for her. Quietly, without hurry, Celestia released her and rose from the lounging couch to pick out tea from her own private cupboard. Twilight gulped air, desperately trying to keep her breathing quiet and under control, and looked down at her hands to find them shaking.

Pull yourself together, girl! Just because Princess Celestia, one of the two rulers of Equestria, the avatar of the sun, has agreed to be your girlfriend...

On second thought, that was probably worthy of a little panicking.

She watched, hands gripping her knees, as Celestia poured water from a jug into a small kettle, and set it down. A golden glow surrounded it, and after mere moments, steam began to pour from the spout. She must have watched Celestia make tea a hundred times, had shared it with her before. It was a reassuring bit of normality.

Okay. Picture someone better at this. Picture Rainbow. What would Rainbow do, if she was in this situation?

Twilight pictured herself getting up, strolling casually over to Princess Celestia, and grabbing her ass. Before things could proceed much further than that, she abruptly banished the whole idea before Celestia somehow picked it out of the air and knew what she'd just thought of. Good grief.

"Sugar, Twilight?"

"Eek!" Twilight squeaked. "I mean, yes! Yes, that would be lovely!"

Celestia laughed softly, a warm, melodious sound. "You know, Twilight, you truly are the cutest pony in the realm."

That was it. She was going to blush so hard she was going to actually die. She could feel the blood leaving her brain, she was getting light headed. Even so, she couldn't help but be reminded of an old fear, a fear she'd felt before. The Princess was thousands of years old. To a pony like that, she had to seem so brief, so vapid compared to Celestia's reservoir of knowledge and experience.

How could Celestia possibly want a relationship with her?

"I... I don't know how you take me seriously," Twilight murmured. "You saw me grow up from a foal. My parents, and my parent's parents. I must seem so young and silly."

Celestia had her back to Twilight, which had made it easier to confess her worries. Twilight couldn't see her expression, but the Princess's voice was as pleasant and calm as always.

"I've seen many ponies grow up from foals to adults in my life, Twilight. Some of them, I do like more than others. I follow their lives, watch over them, even if they don't always know it, and I hope that they'll be happy. I remember most of the Canterlot nobles as foals. They are introduced to me at a young age."

She sighed. "It's an old custom, one I instituted long ago. Seeing them so young and full of wonder makes them more bearable in their later years. I've always taken you seriously, Twilight. So strong, at such a young age. So full of promise. I had hoped that you would see me differently. I'd hoped that you would see me as a pony, like you, and not let my age become a wall between us. As it has been between myself, and many ponies before you."

Twilight wilted as she listened, terribly, terribly aware she'd screwed up. "I'm sorry, Princess," she began, than winced immediately. "I - I mean, Celestia."

"It's alright, Twilight." Celestia turned around slowly, a quiet sadness in her eyes. "I should not have made you do this, without understanding why you hadn't done so before. I have been foolish."

Twilight blinked. What? Never mind - she had to fix this. She could fix this. She could put aside everything and start over with her mentor, her girlfriend, and it would be okay. She rose from her chair and moved towards the other mare, reaching out towards her. "Celestia-"

Blackness. Celestia's face. Dimly, she was aware of coming to a halt, rocking slightly, her arms dangling loose at her sides.

'I'm awakened, Princess.'

Celestia shook her head quickly, mouthing something Twilight did not hear. "Forget all of the things I just told you to do, Twilight. You haven't ever asked me out."

'I've forgotten everything that just happened. I have never asked you on a date.' It was pure, simple Truth. Her Voice wound around the memories and snuffed them out.

She was dimly aware that Celestia was drawing closer, Twilight's head tilting up to maintain her blank, absolutely focused gaze.

All at once, Celestia's hand was at the back of her neck, pressing gently, and her soft lips pressed against Twilight's. Passive, receptive, Twilight's lips parted obediently under the lengthy kiss. A warm arm wound around her and drew her closer to the taller woman, pressed gently against her body.

Eventually, Celestia released her, stepping back abruptly. The Princess's pure white hand rose to her lips, her eyes wide. "Twilight. It's time you went back to your home for the day."

Yes. 'It's time I should go.' Twilight felt herself say the words, without caring. It was time to go.

She was stood before Celestia, smiling awkwardly at her. "I'm really sorry I have to go before I've drunk my tea, but I'll miss my train back to Ponyville if I don't hurry."

"I understand, Twilight. I wish you a safe journey back to your home. Wish your friends well." Celestia smiled at her, and Twilight couldn't help but smile back.

"One day, I'll get the long, long range teleport spell working, and then I won't have to ride the train ever again!" she called, as she turned towards the doors.

"I have no doubt you'll succeed," Celestia replied. The doors opened before her.

Twilight's lips parted with shock as she gazed at her double, who looked back at her with an ambivalent expression on her face.

"She - she kissed me! Princess Celestia kissed me! She made me think we were dating-!"

"Yes. That's how it started. I think, in her own way, she's really very lonely. Like Princess Luna." The mirror Twilight leant across the small table. "We need to look after Luna. Even more than Zecora."

"She's been hiding from her sister all the time, trying her best to find a way to get you - us - back." Twilight rested a hand gently against her chest. "It must have been so hard. It's strange to say it like this, but I really... want to look after her."

"You're thinking the same thing about Celestia, aren't you."

Twilight flushed, feeling a little guilty, though for no reason she could think of. "Sort of. I never realised that she might be... lonely. Guilty, too... or else the first thing I said wrong wouldn't have made her back off from the whole idea."

"It's strange to think of her feeling guilt. She's always been so perfect, and unruffled. Like nothing could touch her."

"But she's been hurting... I think."

"Maybe she was trying to speed things forward. Maybe she made us forget everypony we've ever loved because she's wanted us all along."

Twilight blinked, shocked out of the duality with her mirrored self by the suggestion. "She would never do that! She took away our memories of what we did because it was all through the charm, she said so!"

"She did say so. But then... she got possessive." The other Twilight nodded towards the remaining cubes, glowing softly on the table before them.

Twilight gave her double a strange look, but the other mare said nothing further. It was clear where the explanation lay.

Canterlot. It had been three weeks since the last visit. Twilight couldn't have been happier that Celestia wished to spend so much more time with her. Her research into heating charms had hit a pause, and she'd switched to spending more time with a telescope, examining the sky and comparing what she saw to old star charts. She was certain that Princess Luna would be interested as well, when she came back from her long tour of Equestria. She'd seen occasional mentions of it in newspapers, as Luna passed through notable towns with pomp and ceremony.

Celestia had listened attentively to her as she described her progress. They'd drank tea together, walked the castle grounds, and stood on the Princess's high balcony with Canterlot spread out below them, breeze ruffling Twilight's dress and making her tie up her mane to stop it blowing in her face. Celestia had laughed softly, her own flowing mane immune to the vagaries of wind and weather.

All this, Twilight had already known. She had not remembered Celestia finally gazing into her eyes, and speaking a word that wiped all her thoughts away. Once again, she'd asked if Twilight had found out anything about mental coercion charms. If she'd found anything unusual in her home. If anything unusual had happened. To that, Twilight gave a different answer.

'The town is gossiping that Applejack and I are secretly dating.' The words slipped out, unimportant.

Celestia had frowned, something she noticed without any thought to what it meant. She was incapable of understanding displeasure. Only doing what she was told. Only saying what she was told to say.

"What do you think of this rumour? Give a full answer."

'I am irritated. It's stupid. Applejack doesn't like mares, I've never dated one, and we're just friends. We would never date.'

Gazing intently into Twilight's eyes, Celestia reached out and stroked her cheek with her fingers. Her thumb smoothed over Twilight's lips. "No, you would never date her."

Twilight stood mute and relaxed, a perfect calm occupying her, with no room for anything else. One of Celestia's fingers gently parted her lips and slid into her warm mouth. "Suck," the Princess invited her.

'I'll suck,' Twilight murmured around the finger in her mouth, and began gently doing so.

A brighter spark of intensity came into Celestia's gaze. "Use your tongue also, Twilight. Lick and suck as though pleasing a lover."

'I'll lick and suck your finger as though you're my lover,' Twilight mumbled. The only thing that mattered was pleasing Celestia by worshipping her fingers. Her soft tongue curled around the finger in her mouth, and she began gently bobbing her head back and forth upon it. Her blank eyes gazed into Celestia's.

"Oh, Twilight..." murmured Celestia, her voice dropping a little. A second finger slid into Twilight's mouth.

'Mmmph... mmph.' She could tell she was groaning softly around the fingers in her mouth, glowing with joy at carrying out her orders. She was doing as she was told.

Celestia was closer now, her other hand smoothing down Twilight's cheek. "That's very good, Twilight. You have always been loyal, and faithful, before this charm came between us. I won't ever let that happen again."

'Mmmmph.' Twilight's head moved steadily back and forth, her lips sliding up and down Celestia's saliva coated fingers. A droplet ran down her chin, to fall onto her simple dress.

"My faithful apprentice," Celestia said softly, mostly to herself. "You have no idea of the peril you have unleashed upon me. At a stroke, you have brought a temptation more terrible than any I have experienced in many centuries. Not simply temptation, but well remembered years of struggling against it, and the sweet memory of finally losing that battle. Old desires, awakened fresh and green, as if they had never slept.

"Desires that now find their focus upon you," she whispered. "I now doubt any romance could have blossomed between us. I am your teacher, your Princess. I will never hold any other role, for you. But unknowingly, you brought me the means to have you regardless." Her hand smoothed down Twilight's side.

Her voice changed. "Tell me, Twilight. Would you refuse me anything I wished?" Her fingers slid from Twilight's mouth to let the younger pony reply.

'I would never refuse you anything.' Celestia had removed her fingers. That must mean she had to stop sucking them.

Quiet reigned for a few moments, Celestia's divine Voice silent, before she spoke again. "This is not what I intended for you, Twilight. You are much more than this. Still..." She appeared to be arguing with herself. "You may have also brought me the solution to so very many troubles that have threatened Equestria, over the long years I have protected it. Were I to do as I once did, to hide the charm from myself, I would be spared this temptation, but cost myself greatly."

She shook her head. "No, Twilight, I dare not restrict myself from using the charm freely, not without full knowledge of what may come of its rediscovery. Perhaps in a century, I might risk restricting myself not to use it selfishly, or at all. Until then, I cannot enforce a block upon myself, for fear of such a self-imposed law being used against me."

Calm. Bliss. She was the thing that waited to be used. Her lips remained slightly parted, ready for Celestia's touch.

"So temptation remains. I even find myself grateful for my sister's tour of Equestria, wondering if I would impose perversions upon her once more if she were within the castle day by day. And so, Twilight, these unforgivable desires will be slaked upon you, the one who returned them to me." Celestia finally murmured. She leaned down, and her lips met Twilight's unresisting mouth, kissing her deeply.

Twilight felt Celestia's tongue explore her mouth and met it with her own, licking and gently sucking as she'd been bidden. By the time the Princess finally drew away, Twilight's body was flushed with heat that she was incapable of recognising or acknowledging.

Celestia's breath came quickly, her magnificent chest rising and falling against the confines of her white dress. "Listen carefully, Twilight. For the rest of this day, anything I suggest will seem perfectly normal to you, as will anything I choose to do. Once you leave, your memory of these events will be clouded, and you will recall only talking with me pleasantly."

'Anything you say or do is completely normal today, and when I go home, it will all fade away.' A surge of pleasure filled Twilight's mindless body as she absorbed the commands, and felt them write themselves into her very being.

"Very good, Twilight. Slumber."

Twilight shook her head. What had she been saying? "I wish I had a mane like yours, Princess. It seems so much easier to look after." She turned and rested her elbows on the railing. Off to her left, Canterlot was spread out below them, and to her right the sheer cliff dropped steeply down into the deep green of the forest below. It was a beautiful landscape, in harmony with itself and with ponykind.

"You have seen me brush my mane, Twilight. Even mine requires care and attention each day." Celestia moved to Twilight's side, looking down with her at the tiny shapes of ponies moving to and fro, far below.

"Did you always have it?" Twilight asked idly.

"I'll tell you when you're older. A thousand or so." Celestia laughed softly.

"That's a long time to wait for mane care tips," Twilight replied wryly, shaking her head. Switching topic, she added, "I'm looking forward to the Running of the Leaves. Applejack and Rainbow are going to race again. I hope it goes well, but I wouldn't mind if they get all tangled up competing with each other again." She let slip a giggle. "It was pretty funny, before. It's good to see how well they get on."

"I may visit Ponyville for the festival," Celestia replied. "Twilight, you should pull your dress down while you speak to me."

"Oh, yes! I'm so sorry," she apologised. Slipping the straps off her shoulders, she peeled down her blue dress and let it bunch around her waist, exposing her deep blue bra. "It would mean a lot to the citizens of Ponyville if you did. Especially if you let them know you were coming ahead of time, so they could prepare a proper reception."

Celestia shook her head once, with a faint smile. Her eyes lingered on Twilight's body, as was usual. "I prefer to avoid parades and celebrations when I have the opportunity, Twilight. Do remove your bra also."

Twilight reached behind herself and undid the catch. The bra came loose, and she shrugged out of it efficiently, one arm after the other. Her compact breasts were bared to the open air and the sunshine, nipples hardening under the gentle touch of the breeze. Her bra dangled from her fingers. "Is this better?"

Celestia nodded once. "Much better, Twilight."

The Princess was so close to her. Sometimes, Twilight forgot just how tall she was. Under usual circumstances, she often sat, or kept her distance a little. Only now, when she wasn't doing so, did it occur to Twilight how carefully Celestia didn't impose on or intimidate the ponies under her care.

"It would really mean a lot to the ponies of Ponyville if you'd let them try to impress you, just a little." She smiled wryly. "Having you visit is a wonderful event for them. Even if you might have visited a little more often in recent years, they are still delighted and honoured every time you set foot there. Please?"

Twilight absently rubbed a hand over her breasts. They were starting to ache a little in the cool air.

Celestia gazed at her, a strange sharpness in her mentor's eyes. "I find it hard to refuse you, Twilight. Are you cold?"

Smiling sheepishly, Twilight nodded. "My nipples are feeling a little tender."

A golden glow spilled from Celestia's horn, forming a dim nimbus around the two of them. "There. Is that better?"

Twilight sighed in relaxation as warmth seeped into the air, gentle on her skin as a soft jumper. "Oh, yes, that's much better. Thank you very much, Princess!" Her eyes lit with curiosity. "I haven't seen that spell before. Could you tell me where I can research it?"

"I haven't had need of it for a little while. I shall write down the necessary instructions."

"Thank you so much, Princess!" Twilight squealed in delight. A new charm!

Celestia's arms wrapped around her, squeezing her close, and Twilight blushed as she was held tightly by the divine being. "It's my pleasure, Twilight. I believe there will be more uses in future for a spell to warm your naked body while you are exposed."

"Yes, absolutely! It really helps cope with the wind. I'm sure there must be a lot of good uses for the charm."

"Yes, Twilight, there are." Celestia's eyes flicked upwards, and a faint, wry smile touched her lips. "Unfortunately, I am about to be disturbed by one of my guard, and they would not defy my wish to keep their distance were it not important. Dress, Twilight. It has been wonderful seeing you. I will see you again, soon."

"I'd love that, Princess." Twilight began dressing, as Celestia moved away to the end of her balcony to find out what matter might demand her attention this time.

"She blames me!" Twilight looked up from the cube in her palm indignantly, then frowned and said more slowly, "I remember learning the charm to warm somepony up. I... knew it was for keeping naked ponies warm when they were outside. I knew that, all along. It just never occurred to me before there was anything wrong with that. She did that to me, too. Taught me it, and told me not to find it strange."

"It's not the only thing, Twilight. There are things you already remember, but you can't perceive properly, not yet." Her duplicate shook her head, and sighed. "She's right to blame us. If we'd resisted the charm, if we hadn't started using it on everypony we know, we wouldn't have attracted Luna's attention, or tried to use it on Celestia. This kind of is our fault."

"Aren't you meant to be the figure of temptation here?" Twilight gave her double a sideways look.

"You know I'm not." The other Twilight leant across the table, touching Twilight's knee. "I'm you. We're the same person. I just know a little more than you."

"Not really. You learned it in a different order. You don't feel like the memories I have of the time after Celestia are really yours... do you?" Twilight hesitated, and then frowned slightly.

"Of course I do. I know you suspected me of being corrupted, and honestly, you were kind of right about that. But I know you wouldn't turn your back on everything you had, not now. I know, because I wouldn't. After what you've just seen, wouldn't you keep trying to stop Celestia?"

Twilight hesitated. "I... think I have to. She's right. You're right. This is my fault. I have to clean it up. But what if I become even worse than she is? She had the strength to lock the charm away before, and I don't think I will. Even now, I don't really want to anymore. If I try for just one moment to stop thinking about what I want and what I feel, isn't it better for Equestria if I just... run away, and leave Celestia alone?"

"Putting you somewhere else with the charm wouldn't make things better, you know that. You'd have to give it up completely." The other Twilight sighed. "I didn't want to make this argument, but I think I have to. Do you really want to know why it's better for you to beat Celestia and take over, even if you ended up controlling her the way you're afraid of?"

She ought to be able to predict what her ethereal double was going to say now. They were almost the same, after all.

She couldn't. "...why?"

Her own eyes gazed into hers steadily. "Do you remember what you said to Celestia? The thing that made her turn her back on even trying to have a relationship with you? You're just a pony. Even if we take over everything, we're not going to last long. It's better for us to rule for a lifetime than Celestia be corrupted forever. You need to think about that. You need to think about what would happen to Zecora and Applejack and all the others if you suddenly went away, too. Give them escape hatches out of worshipping you, if the worst happens, because they'll be ruined for the rest of their lives if you don't."

Twilight's mouth fell open. That was horrible! That was awful! That... made sense. It completely made sense. She'd been negligent, even cruel. Picture Zecora's desperation in needing to serve her, but with no prospect of ever seeing her again. Or Luna, pining after her for the remainder of her potentially-eternal life. But... she couldn't just accept her own destiny to embrace the charm's power and use it to rule. That was going too far. The fact her other self was even making that argument was... disturbing.

The mirror Twilight watched her. "I'm sorry, I really am. I know I upset you. There aren't many memories left, now. You're going to have to stop re-living, and start deciding what happens next, soon. Three cubes left. Let's finish this."

Twilight gripped the arms of her chair. She wasn't sure that she wanted to. But... she couldn't stay here forever.

"Alright. Three more," she said quietly.

This was recent. That was her first impression, as she felt the memory unroll. This was the day before she'd received the first letter, the day before her life had been turned upside down. This was the last time she'd gone to see Princess Celestia.

She'd been stopped, before she entered the Princess's chambers. She remembered that she'd found that odd at the time. Celestia had come out to greet her, and taken her inside.

Except there was more to it than that. They stepped into the antechamber, the outer doors closed behind them and Celestia wiped her mind with a single word.

Celestia gazed into her eyes, and thoughtlessly, Twilight gazed back. Finally, a little smile had touched the Princess's lips.

"It's good to see you Twilight. I'm very glad you're here."

The words dripped across her empty mind, sweet as honey.

"Everything that happens in my personal chambers is perfectly normal. You will go along with anything that occurs."

'Yes, Princess. Everything is normal; I'll go along with anything that happens.' She felt herself mouth the words, though they were unresonant, dead, and she couldn't hear herself speak them.

She blinked. Celestia was with her, and she couldn't be happier to be in the presence of the only pony she admired above all others. The inner doors swung open before them, and Twilight entered the vaulted room at the tall pony's side.

Six guards stood flanking the entranceway, three on each side, alternating colt and mare. They hadn't been there last time. What Twilight idly noticed, as she walked past them, was the way that all six of them were clad only in their golden guard helmets. Three firm shafts jutted into the air, heavily erect, and the three mares each glistened between the legs, smooth and shaven.

Celestia must be encouraging them to feel good in her presence. That was nice of her.

The Princess paused by the last mare on the left, looking back at Twilight. "Twilight, do you see anything unusual about Diorite?"

Twilight moved over to stand in front of the earth pony, and looked her over carefully. Her skin was pale grey, smooth and barely blemished except for a scattering of darker spots down both flanks, and her mane and tail were swept-back falls of cobalt blue. Her muscles were obvious, plainly the product of hard work and rigorous exercise, and her body was held tensely at attention. Her proud, jutting breasts stood out from her body, rising and falling with her breathing, nipples hard. Close to her, Twilight could almost hear a little pleasured gasp with each breath she took. Her sex was visibly damp, flushed darker grey, a faint scent of arousal colouring the air. Her amber eyes gazed into the mid-distance, refusing to focus on either of them.

"She's very toned. She must really focus on keeping her body fit for your service, but there's nothing unusual about that." Twilight frowned slightly as she gazed at the mare. She must be missing something. She did hate to fail tests.

"Have you finished your inspection, Twilight? You haven't touched her." Celestia's voice was light, but Twilight immediately took it as a gentle reproof.

"Oh, I'm so sorry. Of course, I should have thought of that."

Stepping closer, Twilight crouched and smoothed her hands up Diorite's calves. "Her skin is very smooth, smoother than I had expected. I can feel how firm her muscles are. She has very defined thigh muscles, like Applejack's. Her cutie mark is a stone breaking open on one side to reveal a heart, which matches her name, a type of rock. She's very aroused; she's incredibly wet under my fingers. Her sex is shaven. She's hot, radiating heat. She's moaning now, each time I touch her inner thighs, and particularly her sex. Her hips jerk a little when I touch her, but she's restraining her obvious desire to hump my hand. She's very disciplined. Let me see, she's... mm. She tastes tangy, I believe that's normal, though I haven't any experience of that. Again, my tongue caused her to buck her hips forward, but not by much."

Twilight slowly straightened as she worked her way up the other pony's body, talking as she went. "Her flanks are dappled, they seem to be sensitive. I can feel her trying not to squirm as my fingers run over them. Her back is sculpted, again she has excellent musculature. Her breasts are soft, and a good size considering her physical fitness. Her nipples are very hard, and - yes, sensitive to pinching, and to licking. She tastes a little salty, I suspect she's been naked for a while. Squeezing firmly seems to make her tense, but stroking her more gently has a strong positive effect. She is moaning again... her lips are soft to the touch, and she wears cosmetics, but very subtle. She seems to be aware of what I'm doing, but maintaining her focus on an arbitrary point so as not to look directly at me; that may be guard training."

Finally, Twilight stepped back, leaving Diorite breathing heavily, little tremors visibly racing up and down her body as she rigidly held her position. Twilight turned to Celestia with a puzzled expression. "She seems to be a perfectly normal guard, in excellent physical shape and extremely heightened arousal. I'm sorry, Princess... what am I missing?"

Celestia smiled, and rested a hand on Twilight's shoulder. "You haven't failed in your observations, Twilight. I enjoyed watching you examine her. You simply don't have the knowledge to recognise the significance of some of your observations."

Drat! She really hated the idea that she didn't know what the Princess was talking about. What hadn't she studied hard enough? Whatever it was, just as soon as she left, she was going to make certain she found out everything about it, in case she was ever asked about it again. "Could I ask what I missed, please?"

"Of course, Twilight." Celestia settled onto a long lounging couch and smiled up at her. "Diorite has had her sex shaven today, because she is directly under my control."

"Oh! It signifies being at someone's command?" A quick glance around proved that all six of the guards were equally hairless, shorn completely of all hair below the neck other than their tails. "I hadn't heard of that custom. Are all your guards shaven?"

"No, Twilight. Just these. You see, it is not simply that they are my guards, but also that their sexes belong to me. All of them are single, and will remain so." There was a brightness in Celestia's eyes that Twilight didn't quite recognise. Not that it was important, of course. "While cleaning up a mess that I was obliged to take care of, I found several ponies that had altered their grooming habits because they were owned. I found the custom interesting."

"Oh, I see. So it marks an intimate bond, between superior and inferior. I had no idea!"

"Yes, my faithful student. You have it exactly right." Celestia paused, and then said pleasantly, "I've summoned you here to have the same treatment."

Twilight blushed. "R-really? Do you feel we're that close, Princess?"

"Oh, yes, Twilight. In many ways, I feel closer to you than anypony in Canterlot."

The brilliant flush on her cheeks intensified. "I... thank you. I'm honoured, I truly am. Should I take off my skirt and underwear?"

"There will be no need for that. Diorite, Chert, please move to Twilight's sides."

"Yes, my Princess!" The voices rang out in unison, and the nearest two guards broke away from their positions and moved to flank her. Chert was a gleaming white pegasus, his wings folded against his back, with an athletic, wiry build and clear blue eyes. His rigid shaft bobbed with each step.

Twilight smiled at them both, and didn't take it personally when they stood to attention without looking at her, gazing straight ahead. "Chert? That's another rock type. Is it coincidence?"

Celestia smiled to herself. "As a matter of fact, they are cousins." Directing her gaze at the two rigidly attentive guards, she added pleasantly, "Strip Twilight, now."

"Yes, my Princess!"

Chert moved behind her, gripping her arms gently but firmly, and Twilight willingly allowed him to hold her still. Diorite knelt, echoing the position Twilight had taken before her moments ago, and undid her small white shoes. Setting them aside, the naked mare reached up under Twilight's skirt and peeled down her black tights, taking her panties with them. Finally, she undid the pleated skirt with brisk efficiency and eased it off over her tail. Cool air brushed Twilight's exposed skin, and she couldn't help feeling exposed with her violet and pink striped sex on full display.

Celestia leaned forward as Diorite straightened up and moved aside, the Princess's breathing quickening. She murmured appreciatively in her throat as Diorite took one of Twilight's arms, and Chert began unbuttoning her blouse from behind.

Twilight could feel his fingers touching her skin with each button he undid, and felt the velvety heat of his shaft as it gently brushed against her bare thigh. She couldn't control the crimson flush that heated her face.

Princess Celestia wanted to show how close Twilight was to her! This was wonderful.

Diorite was in front of her again, removing her bra. Twilight inhaled deeply as it came free, and she rolled her shoulders as Chert released her arms. Completely nude, she playfully stood to attention as the two guards flanked her once again. "I'm ready to be shaven, Princess!"

A gentle shudder visibly ran through Celestia. "Yes, Twilight. Diorite, bring the shaving equipment and the kettle." A throatier note had entered her soft, calm voice, and Twilight noted it with mild interest. It must be how Celestia sounded on such occasions.

"Yes, my Princess!" Diorite saluted again, and crossed the room to a closed dresser. Within, a delicate shaving kit awaited, sat in a hardwood bowl. The guard methodically carried over the bowl and kit, then filled Celestia's familiar teapot with water from a spigot. Finally, she brought over a pair of large, fluffy white towels and laid one out in front of Twilight.

A golden glow surrounded the kettle as Celestia heated the water within, though no steam emerged from the spout. She must be only heating it gently, Twilight thought as she stepped onto the towel and parted her legs.

Diorite set out a small razor on the edge of the towel with methodical patience, then filled the bowl from the kettle. A few drops of something white from a small bottle caused the water to gently foam.

"It is ready, my Princess," Diorite announced from her position on her knees.

"Begin shaving her. Carefully," Celestia added.

"Yes, my Princess." Diorite picked up a small, soft bristled pad brush and swirled it around in the water, soaking it with suds, then lifted it to Twilight's sex and began briskly rubbing it into her fur. The shock of the warm water and the tickling of the brush was impossible to ignore. Twilight gasped aloud, her knees wobbling before she caught herself.

"Oh, wow," she murmured. It was so exciting to feel the preparations for her to be marked as special to her beloved mentor. She watched Diorite attentively as the dappled pony set down the brush and picked up an elegantly carved razor of wood and white shell, then lifted it to Twilight's sex.

Twilight shivered, trying to stay as still as possible as the razor moved smoothly through the foam and soapy water. She glanced up at Celestia, meeting the Princess's gaze, and smiled. "It tingles. It's a little, mh! It makes me feel a little tender."

"Don't worry, Twilight. You won't be harmed." Celestia's gaze shifted slightly to Twilight's right, and she added mildly, "It's appropriate for you to stroke Chert's length while Diorite tends to you."

"It is?" Twilight blinked. For some reason, she felt as though she should protest, but it was only fair to occupy him while Diorite was busy. Cautiously, she reached out and curled her fingers around his thick, white shaft, finding it hot and steely hard beneath his smooth skin. Her fingers wouldn't meet around his girth. She'd never touched one before, and she found herself curious about the experience.

She traced a prominent vein with her fingertip, and heard a low, deep groan from the guard. Trying to keep her lower body still, distracted both by the work the guard pony was doing between her legs and the heated shaft in her hand, it was hard to think what to do next. Well, it wasn't as though she'd never read about this sort of thing... you were meant to stroke it up and down, weren't you? Experimentally, she squeezed, and began to slide her hand back and forth along his shaft. She felt his body tense, and smiled. That seemed to work!

Diorite laid down the foam-streaked razor and picked up the brush again, dipping it into the bowl and swirling it through the water beneath the foam, before bringing it up to rub down Twilight's newly-shaven sex. The new sensation caught her off guard, and she froze rigid for a moment, softly panting with each swirl of the soft brush against her skin.

All too soon, Diorite laid down the brush, leaving her sex tingling and feeling strangely exposed as the air brushed her bare skin. Celestia watched with calm benevolence, her hard nipples jutting through the thin white silk of her dress, as the guard methodically opened a jar of white paste and began spreading it over the subtle stubble that remained.

"Mffh!" Twilight gasped as she felt it sink into her sensitive skin, bringing with it a flush of burning heat that lingered for a few moments before it eased into a cool, slightly numb feeling. She recognised the sensation; she'd used similar ointments under her arms to ensure no new hair would grow there for a year or two. Abruptly realising she'd stopped stroking Chert, she gave him a slightly embarrassed look and murmured, "Sorry...!" before resuming her vigorous rubbing of his shaft.

This time, she kept going, even when she felt Diorite rinse away the cream with more warm water, and pat her skin dry with the second towel. Trying to concentrate on what she was doing rather than how exposed her delicate sex felt, she began experimenting to see what would coax the loudest noises from Chert.

A single finger and thumb was less effective than curling her whole hand around him. Less pressure seemed to diminish sensation, so gripping harder was best. Even if she squeezed firmly, it didn't seem to do any harm. Long strokes? Hm. Mingling them with shorter ones seemed to work better. Using her fingernails made him gasp, but not quite the way she wanted. Okay. Oh, drumming her fingers underneath his shaft seemed to have an effect. She could try going quicker. Quicker than that, in fact, that was still improving the sounds he made. But surely it couldn't be as simple as just gripping hard and pumping faster? There must be a point where she was going too quickly. Maybe this was the perfect speed...

"Stop, Twilight." Princess Celestia's voice broke into her reverie and she let go of Chert at once, looking up at the Princess questioningly. Beside her, Chert released a long, whimpering groan of frustrated need.

Celestia's chest was heaving, a flush marking the pale upper slopes of her breasts above her dress. "Chert is about to make a mess across the floor. I would prefer that not to happen."

"Oh, I see. I'm sorry, Princess! I just got a little absorbed in what I was doing. Would it be alright if I made some notes later?"

The Princess laughed quietly, a soft, warm sound. "Later then, Twilight. Tell me, what would protect the rug from Chert's excitement?"

"Um. Well, if he wasn't touched, I think he wouldn't go any further. I mean, I'm not sure, but I think he'd need more manual stimulation." Twilight looked slightly questioning. Another area where she wasn't fully knowledgeable! This was just terrible.

"I imagine so. However, it would be cruel to leave him like that. What else?"

"Well... putting something in the way would work. Maybe one of these towels?" Twilight hazarded.

"You have part of the answer."

Oh, bother. What had she missed this time?

"Diorite, present yourself before Chert."

"Yes, my Princess," the guard replied at once. Moving before her cousin, Diorite sank to her knees and spread her muscled thighs, looking up at him. Her hands cupped her firm breasts and lifted them a little, holding them out as if in offering.

"Oh. Oh! I see. I should have thought of that, of course." Twilight blushed. "Should I continue stimulating Chert now, Princess?"

"Please do, Twilight."

For a moment, Twilight was tempted to answer 'Yes, my Princess' as well. Was she meant to reply that way? It was normal for the guards, at least. Deciding to just smile at her teacher, she gazed up at her warmly as she wrapped her hand around Chert's cock and gently pulled it down, aiming it at Diorite's offered cleavage.

Now, what speed had it been? If only she had some way to calibrate the frequency. Maybe if she counted the seconds and matched them to her strokes? One per second was definitely too slow, but it was a place to start. Clear liquid was oozing from the tip of his shaft, and she let it lubricate her hand, feeling how much easier it was for her fingers to glide up and down. That made sense, it was natural lubricant.

Three strokes every two seconds. Still too slow, she hadn't quite hit the right rhythm yet. Chert was groaning louder and louder, his toned body trembling at attention. Two strokes a second. Mm, that was better. Five strokes every two seconds. That seemed to be about right. Fifteen seconds of that. Drum her fingers for five seconds. Another fifteen seconds of-

Chert gasped. His shaft jerked and swelled under Twilight's fingers, and she looked away from Celestia's rapturous expression to catch the moment the first jet of his cum splattered over Diorite's breasts. Careful to keep his shaft aimed at the other guard to avoid spilling anything onto the carpet, Twilight watched as several pulses spilled across the kneeling mare's body, running wetly down her cleavage and dripping over her fingers. Finally, his shaft ceased twitching under her fingers, and Twilight gently lowered it.

"Princess? May I clean up Diorite before she drips on the rug?"

Celestia took a moment before Twilight's words seemed to reach her, and she murmured, "Of course."

Twilight picked up the towel Diorite had used to pat her dry and rubbed it vigorously across the other mare's body, keeping the mess concentrated at one end of the towel. Diorite remained where she knelt, unmoving, low moans escaping her at the very edge of hearing. Twilight eyed her critically. That seemed to have taken care of the worst of it. A splash of now-cooling water from the bowl and a swift rub down with the clean end of the towel finished her off, and Twilight quickly repeated the same action to clean off the end of Chert's cock.

Straightening up, she finally declared brightly, "I think I'm finished, Princess. Do you need me to masturbate any more of your guards?"

"....no, Twilight, I don't think that will be necessary." Celestia shook her head slowly, an expression on her lips that Twilight couldn't decipher. Directing her gaze towards the two motionless guards, she added, "Clear away everything, and return to your posts. Twilight, come to me."

"Yes, my Princess," the two guards chorused obediently.

Twilight moved to stand naked before the lounger where Celestia reclined, a gentle flush on her cheeks. "I'm really happy that you wanted to show how close you are to me. Thank you, Princess, this means so much."

"To me as well, Twilight." Celestia hesitated, an unusual thing for the graceful mare, then reached out slowly and smoothed her hand up Twilight's inner thigh. Her delicate fingers stroked Twilight's newly bare sex, and Twilight couldn't help but shiver in delight at the caress. All too soon, however, the Princess withdrew her hand.

"I shall release you soon, Twilight. You may stay in your own room tonight, and return to Ponyville in the morning. Before you leave my chambers however, there are some things I have to tell you."

"It would be nice to sleep in my old bed again," Twilight confessed. "It makes me feel nostalgic. What is it you'd like to say to me?"

Darkness obliterated everything. Oh. Yes. She was the thing that focused on Celestia. Saw only Celestia. Heard only Celestia.

She awaited Truth.

"You have done well today, Twilight. Listen carefully."

'I have done well. I'll listen.' Of course she would listen. She could only listen.

"Now, Twilight. When I tell you that I am not there, you will forget that I am in the room. You will not see me. You will ignore anything I do. If I speak to you, anything I tell you will seem to be your own idea. It will seem entirely natural to you." Celestia paused, a smile playing about her lips.

"Yes... the first time a pony tells you that they have a reasonable request for you, you will agree to anything they ask. Whatever it is will also seem perfectly normal. This will last until they tell you the request is finished, or until the day ends, whichever is first. You won't tell anyone about anything that happens while I am with you but unseen, nor will you write anything down about it. The same applies to requests. If you need to, you will lie, and find that perfectly normal as well."

Twilight felt her lips begin to shape her thoughtless echo of the words inscribing themselves into her, but immediately fell silent when Celestia added, "If I leave the room, you will see me when I return unless I say otherwise."

'I will see you when you return, unless you tell me you aren't there.'

"Very good, Twilight... dress now. Everything that has happened here today is fading into a cloud. You remember only talking pleasantly to me. You were always shaven."

The rug swam into focus as Twilight moved smoothly and automatically to pick up her discarded clothes from the floor, dressing with smooth efficiency. Celestia's voice reached out to her as she faced forwards again. "Leave my chambers, noticing nothing unusual. Slumber, Twilight."

Twilight jerked, though she wasn't sure why. "Excuse me, Princess," she said politely, with a genuine smile. "I really enjoyed talking to you." Even as she spoke, she was stepping backwards. It was time to go. She had to leave.

"It is always a pleasure to see you, my faithful student. Even when you will not see me."

Twilight waved farewell, walking briskly between the ranks of nude guards and opening the antechamber doors. They closed again behind her as she opened the outer doors and stepped into the corridor, her thoughts already turning to what she'd do next. It would be nice to stay in her old bed for a night. She could take the train back to Ponyville in the morning.

Twilight stared at her hands blankly.

The other Twilight winced, and ventured, "We gathered some experimental data..."

Twilight continued to stare.

"I guess we could make those notes now."

"She - she had me - I masturbated a colt right in front of her!"

Her duplicate nodded, with half a shrug. "A little bit like how we had Fluttershy get off on Rarity's face right in front of us."

"She shaved me! I mean, she had Diorite do it... all the guards were focused!"

"That's pretty bad. We've only had Rarity, and Rainbow Dash, and Zecora do it after we liked the look of it on Applejack. I mean, we do intend to have Pinkie and Fluttershy do it as well, but we haven't yet, so that's okay."

Twilight gave the mare opposite her a look of frustration and outrage. "Since when were you on her side?"

"I'm on your side. Of course I am, and I always will be. But... now you know how she's looking at us. Whatever she intended to do, she wants us to be her personal toy. You get that, I don't have to persuade you anymore. So I need to kind of poke you, and remind you that we're not really innocent here either."

"...I know." Twilight gazed at the last two cubes and winced. "She gave me a phrase that anypony can use? That's so insecure! How could she not have worried about that?"

"Perhaps she believes it's safe because she's overseeing its use. Look."

Twilight took a deep breath, trying to brace herself for anything - not something that had gone well for her recently, but she braced nonetheless - and picked up the cube her double had pointed to.

To her utter surprise, she recognised the memory at once. She had gone to see Cheerilee. They'd talked about her research. And then... then Cheerilee had had a request for her. She remembered this. But she hadn't remembered the glimpse of Celestia sitting in the chair behind the desk in Cheerilee's office, watching her strip. Commanding her to show off her 'little schoolgirl ass' for her.

She'd looked obscene! Then... then Cheerilee was wearing the sluttiest clothes Twilight had ever seen her wear, and Celestia had walked into the classroom, and Cheerilee hadn't even noticed. Celestia had been standing next to Twilight's little desk, speaking pleasantly, telling her how aroused she was, how much she lusted for Cheerilee's body. Telling her to be quiet, and pay attention as Cheerilee told some totally fictional story.

Cheerilee demanding that she stand at the front, as Celestia caressed her ass, told her that she was a naughty schoolgirl, that she loved being punished, that she wanted to be punished. She remembered the scent of Celestia's arousal as she stood in front of Twilight, Twilight's face brushing her white dress as Cheerilee spanked her. Celestia's smooth hands undoing her blouse, squeezing her breasts as her own tongue explored her teacher's sex.

Then she'd just - just walked out, and left Celestia standing beside Cheerilee, even called goodbye to Cheerilee as the schoolteacher gazed thoughtlessly at her Princess, absorbing her words.

"Haah!" Twilight gasped, pushing the cube away again. "I - how didn't I notice? I was - that was in Ponyville! That was only a few days ago!" She desperately tried not to squeeze her thighs together.

The other Twilight looked flushed as well. "It's really very scary, that she was in the room with us, and we didn't know. That we remembered all of that, but didn't realise anything was wrong. But..."

"But, just... wow. I'd never thought of Cheerilee like that before. Oh, wow." Twilight murmured. No. She absolutely couldn't get distracted by how hot that had been. That was very bad. That was... that was after she'd received the letter!

"Yes, it was." Her double didn't need her to say it aloud. "It's just as well she'd gotten bored of asking if anything unusual had happened. That's why I left it so long, and at an irregular interval, in case she was checking regularly."

"So what's this?" Twilight demanded, pointing at the final cube. "How recent is this?"

"Yesterday."

Twilight blanched. "But - Zecora was in my bedroom the whole day!"

Rather than wasting any further time asking questions, she seized the cube.

She'd been out, with Rarity. She'd come home. Spike had been out, and she'd -

She'd almost walked into Princess Celestia. In her shock, she'd barely known what to say, and Celestia had disappeared from her sight almost as soon as she tried. She'd been told to stay where she was, then told she felt like dusting. She had felt like dusting, so she'd begun to, but she was worried about Zecora, so she'd gone to put the duster down. Then she'd been told she had to dust. Wearing a maid outfit. Then naked, when she'd lacked the necessary props.

Celestia had been with her every step, every movement, as she bent double for the Princess's view, and as she stretched on tiptoe. She could remember that divine voice whispering to her, telling her how horny she was getting. How desperately she needed to play with herself.

How much she needed to fantasise about the Princess, to speak her fantasies aloud. A rush of humiliation overcame her as she remembered thoughtlessly groaning out the vivid pictures in her mind, Celestia sat next to her with her own hand inside her vertically slit dress, rubbing rhythmically at her divine sex. Twilight's orgasm had overwhelmed her senses, but when she recovered her wits, it was to see Celestia disappearing out of her tiny home with shameful haste, the door banging closed behind her.

She had been that close to revealing Zecora. To revealing everything.

She was back in her dimly lit living room, facing herself. A true mirror of herself now.

"So now you know what you're going to do," the other Twilight said softly.

She did. "We're not going to take Celestia on because we're better than her."

"But we do need to take her on."

"Because I don't want to be her toy, not forever."

"I don't want to leave, and lose all my friends, either."

"I know I'm not strong enough to leave them alone."

"But I think I'm strong enough to offer each of them a way out, if they really want it."

"Luna and Zecora, too."

"I'll win. Not because it's morally right. Not because it's better for Equestria. Because it's what I really want."

"And only one user of the charm can get what they want."

Twilight rose from her chair. The other Twilight rose from hers.

The table between them melted away.

Twilight's arms wrapped around Twilight, who held her tightly in return. Twilight's lips met Twilight's, and she kissed, and they kissed, deeply, endlessly, thoughts mingling, tongues dancing. Until everything was warmth and darkness.

Her eyes opened. The cabin was still, sunshine pouring through the windows. Trixie and Luna gazed at her expectantly.

Twilight straightened. Squared her shoulders.

"Right."

Author's Note

Twilight has heard a proverb about those failing to learn their history being destined to repeat it.

This time, things are going to go differently.

Proofed by the speedy and vigilant Setokaiva.

22: Focusing Trixie

The room was still and quiet. Morning sunshine poured over the meadow outside and the trees beyond, a light breeze ruffling the highest leaves of the forest canopy. Princess Luna and Trixie stood gazing at her, without making a sound.

First, she had to deal with Trixie. No other pony, let alone one as given to revenge and jealousy as her, could be trusted with the charm. Then she had to figure out how to best hide her returned memories from Celestia, if her teacher asked any awkward questions. Then, dismantle the charm and understand it. Then rebuild it to take on the Princess of the Sun, devise defences against it, and fully prepare for a second assault on Canterlot. In between all of that, have some seriously frank conversations with the ponies she had controlled, and find out if they wanted what she wanted.

Her train of thought was interrupted as she fully took in the expressions of the other two ponies in the room. Princess Luna looked tense, hopeful, but for some reason, her cheeks were a deeper purple-red. Now that she noticed that, she couldn't help but see that Trixie's face was also flushed, and she didn't seem to know quite whether to look at Twilight or not.

Twilight frowned slightly. "What is it?"

Trixie stammered, "Y-You were-" before Luna's dark blue magic wrapped around her mouth and firmly, irresistibly, gagged her.

Luna looked down at the floor for a moment and cleared her throat, before she lifted her head and spoke with determined matter-of-factness. "Whilst you were recovering your memories, you made some noises, Twilight Sparkle. Of a distinctly pleasurable nature. At considerable volume."

Twilight's lips parted, and then closed. Vast, pink embarrassment filled the air.

Well, she knew one way out of the situation. "Um. Thank you, Princess Luna. I think that explains everything." Without ceremony and without warning, Twilight swept her horn into the well-practised lines of the charm, and fired it at Trixie.

"Mmmmf!" the other unicorn protested through the gagging magic, and to Twilight's considerable surprise, a spark of Trixie's magic flashed out to meet the incoming spell. Unable to stop it, she deflected it to the side slightly and threw herself in the opposite direction.

Twilight certainly hadn't expected that. Luna really had been right to choose Trixie for this, Twilight thought, as she smoothly threw a second casting at Trixie. The other pony crashed headlong into the sofa, and the spell hit home. Twilight immediately called loudly, "Awaken!"

A fraction of a second later, a horrible realisation hit her. Her hands shot up to cover her ears, but too slowly, and she couldn't help but hear Trixie and Luna reply.

"I am awakened, my Goddess."

"The Great and Powerful Trixie is awakened."

Twilight's heart thumped wildly in her chest, and she became aware she was hunched over, clutching her ears. Very slowly, she let go and straightened up.

Okay. She wasn't focused. She hadn't locked all three of them into a loop, where they'd stand mutely facing each other until they all starved.

Celestia's ass, that had been close. She'd been saved from her own thoughtlessness by the charm itself, somehow. It had to have some kind of safeguard that prevented the awakening recitation from triggering the person who'd focused them in the first place, for exactly this reason. But how did it work? Would it keep her from accidentally causing Trixie or Luna to awaken her and cause the same problem?

Well, before she risked that...

"Trixie, Luna, each of you please say the word that ends the charm, now."

"Slumber," the two chorused in unison.

"Okay, good. Whenever I awaken you, you're going to say that word each hour after you've been charmed, until you're released from the trance. If you don't know how long it's been, guess."

Both of them replied, a medley of overlapping voices confirming her instructions. Whew. That ought to make sure she couldn't accidentally lock herself into a feedback loop indefinitely.

Still, she needed to understand the risks. When she'd been creating her contingencies, she'd awakened Luna, told her to read a script without deviating from it, and released her from the trance to began reading. So someone under your control could definitely awaken you in turn. But that didn't prove someone currently under the charm's effects could awaken another.

She needed to be thorough. "Trixie, I'm speaking to you only. In a moment, I'm going to have you say a word. You'll say it, then recite 'You will remember all of this,' and then finish by saying the word that ends the charm."

"The Great and Powerful Trixie will speak a word as instructed, then recite your speech and finish with 'slumber'." Trixie was still crumpled against the sofa, her voice stripped of its usual arrogance and high strung intonation.

Twilight winced as she realised she'd just left her lying there. "Stand up, Trixie."

"The Great and Powerful Trixie-"

"Without talking."

Trixie gathered her feet under her and stood up, her mane mussed and her hat left lying on the floor.

Twilight nodded to herself. "Okay. Say 'awakened', then recite the rest as I instructed you."

"Awakened. You will remember all of this. Slumber." Trixie parroted the words blankly.

Nothing. Was it the fact that it wasn't quite the right word? "Trixie, next you'll say the letter 'a', then the word 'way', then the word 'ken', all without pausing. Then recite the words as you just did after 'awakened'."

"A-way-ken. You will remember all of this. Slumber."

Still nothing. Well, that had sounded like the word, but Twilight knew it wasn't. So did Trixie. Was that it? Recorded versions of her voice saying the word hadn't worked, she'd tested that, so it was more than just the sound of the words... but she'd awakened ponies before by accident, so it wasn't purely down to the focusing pony's intent either.

Next test. "Trixie, you'll say the word 'awaken' and then follow it by reciting the words you said after a-way-ken."

"Awaken. You will remember all of this. Slumber."

Absolutely nothing. Focused ponies couldn't awaken others. Of course, she still had to repeat those tests with a pony that had been ordered to say the words but wasn't focused at the time, but... that meant it was safer than she'd thought.

Which was just as well for her, considering the alternative was standing motionless in the cabin together, far from anypony that would find them, until it was too late for any of them. Probably. The spell might have other failsafes, but the only way to test that would be to deliberately invoke a locking that could leave two ponies mindless for the rest of their lives, and certainly she wasn't going to risk that.

Twilight slumped back into the chair behind her, and took a moment to let the dregs of her initial panic fade away. Okay. "Princess Luna, Trixie, please come and stand in front of me," she requested politely.

"I shall stand before you, my Goddess."

"The Great and Powerful Trixie will stand in front of you."

The two ponies moved to stand side by side, close enough to reach out and touch. Twilight inhaled deeply, and let it go. So here she was, taking over more ponies by force, when minutes ago - how long had it been? - she'd been willing to throw away the chance of recovering her memories in case it led to that. But it was necessary.

Luna's ethereal mane billowed about her face, its ceaseless movement highlighting her stillness. Abruptly, Twilight shuffled her priorities.

"Trixie. I'd like you to step outside and sit on the porch. Wait there until I call your name. Nothing else you overhear from inside is being spoken to you. If there's any threat to you outside, or any pony arrives that isn't one of us, step inside and call for me at once. Don't repeat that, just carry it out."

Trixie turned, and moving with the unnatural smoothness of the charm's compulsion, left the cabin. Twilight and the mesmerised Luna were left alone together.

Well, the personal exemption Twilight had inserted was still in place; Luna hadn't greeted her with the elaborate speech that she would have spoken to any other pony that awakened her. Twilight's voice softened. "Princess Luna. Tell me if anyone has charmed you since I last charmed you? Did I - I mean, tell me if the last time I last charmed you was before I faced Celestia, to try to charm her."

"Yes, I have been charmed by my sister since last you hath charmed me, my Goddess. The last time I was charmed by your voice was before you sent me away, before you faced her."

Twilight flinched minutely. "Tell me what Celestia said to you while you were focused."

"She asked if I knew anything about a charm which controls minds. As you commanded, my Goddess, I lied to her and claimed I had not. She asked me if I had noticed any strange dreams you had had. I told her that your dreams had become lewd, and so I had avoided witnessing them. She asked me if I had ever been under your control. I told her that I had not. I was commanded to forget having met her that day, and to resume my tour of Equestria."

Filled with indescribable relief, Twilight's shoulders slumped. Celestia hadn't found out that Luna had been charmed, and she hadn't used the charm to toy with her sister any further. It seemed that Celestia had stuck to avoiding her as much as possible, to keep away from temptation. Unless Celestia was very clever.

"Tell me if there any commands from Celestia still affecting your actions."

"I must recite the words she gave me when I am awakened by her, Goddess. I must view the one who awakened me as my Goddess when awakened. I must answer questions fully and descriptively when awakened."

That was it, then. There was only one more test she could think of, then she'd have to release Luna and deal with Trixie.

"Tell me anything that you are hiding from me which is relevant to the charm," she commanded clearly.

"I cried when I learned that you had been charmed."

Twilight's heart stopped for the duration of a beat. The words had been spoken calmly, in a distant, almost conversational way, and somehow that made it worse. Her lips trembled, and it took her a moment to find her voice again.

Quietly, to ensure Trixie wouldn't hear her, Twilight said very gently, "You will remember everything that happened when Celestia focused you after my defeat. Slumber."

The perfect blankness faded from Luna's face, and she frowned. "I see. My sister hath indeed charmed me once more, to test whether I had-"

She was cut off abruptly as Twilight hurled herself at her, wrapping her arms around the older pony tightly. Luna looked down at her, her lips parting wordlessly, then drew Twilight closer.

Twilight spoke quietly, muffled by Luna's chest. "I'm sorry I messed up. I'm sorry that I lost. I didn't mean to leave you all alone." She could feel the tension in the Princess's body.

"...I do not blame thee for thy defeat, Twilight. I would never feel that way." Her smooth, dark arms tightened around Twilight.

"I'm - better now. I remember everything, everything that happened between us. I'm so, so grateful. You saved me. Thank you." Twilight lifted her head and gazed up at Luna. A little start ran through her as she saw that the Goddess of the Moon was looking back at her, with fathomless eyes that shimmered with unshed tears.

"I would have striven the rest of my days to return you to thy true self, Twilight. It is... good to have you with me once again. Forgive my brusqueness at thy home. I dared not tell you what I intended, in case there was some means by which it might be thwarted." She paused for a moment, then continued steadily, "It was also difficult to speak to you, when you knew not the brief time we hadst spent together."

She truly would, Twilight knew. That was a problem, she'd been right about that; she had to give Luna a way out in case anything ever happened to her. But that would wait. Right at that moment, she couldn't think of anything other than the scent of Luna's skin, the warmth of her body. Twilight's hand gently, tentatively, smoothed Luna's tail. It was soft, and impossibly silky under her fingertips. Her breath caught in her chest. She had to get the promise out, before her nerve failed. Two months worth of being the person she'd been before the charm and a little under a week of paranoia and anger had thrown her own flaws into sharp relief, but she really didn't know if her revived morality would last.

"Luna?"

Luna's voice was barely a whisper. "Yes, Twilight?"

"I... I know you're going to remember this, later, and I want to say I'm sorry. I shouldn't have ever started using the charm the way I did, and it wasn't right what I did to you. Or Zecora. You didn't have a choice. I'm going to give you a choice, once I've cleared your head, whether you want to... to be like this."

Luna body was stiff now in Twilight's arms, a frown gathering on her face. Twilight plunged on, reckless in her haste to finish before she changed her mind.

"I'm going to give you that choice, but I can't yet. I don't want it to be rushed. I don't want to be worrying about Trixie outside. So I'm saying sorry now, to you, and the you that will remember this, who'll know that I didn't undo everything the moment I came around. But, I just..."

She faltered. "I need you to know that I really love you. Not only you, and I hope that doesn't... cheapen it, but... I do. If I was selfish, I'd keep you forever and ever."

Silence fell. Twilight found she didn't dare look up at Luna's face. The moment stretched, and stretched. She found she could hear Luna's breathing, shallow and tight.

"No."

Twilight felt the blood drain from her at Luna's simple negative, laden with finality. "I... what?" What did Luna want? What was she going to do?

She remembered Celestia, and the way the Princess had panicked and cast her into a trance when things had started to go poorly. She wasn't, wasn't, going to panic and do the same. Taking a deep breath, she asked more steadily, "What do you mean?"

"No, Twilight. I shall not be dictated to upon the sanctity of my mind. I shall not endure, waiting with fear and uncertainty, for you to choose to sweep away the person I have become."

Twilight instinctively stepped back. Luna sounded angry, and she couldn't help but be intimidated. Even scared. All the same, she protested, "But - it's only because of what I've done that you feel that way! It isn't fair that you never had a choice-"

"Silence, Twilight Sparkle. Now it is I that shall speak, and you shalt listen."

Right. Now maybe it was time to panic. Twilight inched back another half step. She wanted, very badly, to speak the word. Then she'd be safe. Then she'd be in control.

She didn't.

A memory of Rarity flashed before her eyes, who had once told her much the same thing when she'd tried to restore the other woman's former self. Clearly, Twilight hadn't learned from the encounter. She held her tongue, lips pressed tightly together.

"You will arrange a meeting with my past self, as you have met yours. We shall choose which of your commands that will continue. We shall decide what is to become of us, and you shall not use that charm upon me again without asking for my permission, Twilight Sparkle."

Faced with the Canterlot voice in full flow, Twilight felt the urge to cling to the chair behind her before she was blown away. Thoroughly intimidated, it took a moment for her to find her voice again. It suddenly occurred to her that she had better not even look like she was about to awaken Luna, because she might be loyal to Twilight, and she might want to do as she was told, but Luna didn't have to, and right now she had other priorities.

She found herself making soothing motions with her hands at the demigoddess, and stopped at once.

"I... okay. You're right. It's only fair that you get to choose. Both of you." A faint frown crossed Twilight's face as she listened to her own words, and she said more softly, "That is fair. When it came to me, I wouldn't let my past self decide who I should be. I wanted to make sure I didn't become something I didn't want. She... I... persuaded me. But that was fair. No one made that choice but me. But when it came to everypony else, I never even thought to try this. I just decided that I knew best. It was all my choices, good and bad. I've been really, really stupid, Princess."

Luna's hand settled gently on Twilight's head. She looked up quickly into the Princess's gentle face.

"I have never received a letter from thee, Twilight, as my sister has. Not one that confesses thy mistakes, and the lessons you have learned. I consider this to be the better way to witness thy improving wisdom."

Twilight smiled weakly. Her approval felt good, but... "But what if you turn on me? What if you fight me again, or drag me to Celestia?"

Frowning in turn, Luna lowered her hand. "Very well, Twilight. I shall allow thee to bind me by laws that I shall follow, even if I choose to become as I was before you confronted me. Fetch thy parchment."

It had taken an hour. A nerve-wracking hour, as Twilight had tried to contribute as little as possible for fear of influencing the words Luna wished to lay down, speaking in questions, not instructions. The constant awareness of Trixie, mindless outside, hadn't made things any easier either, and she'd had to take frequent breaks to check on her.

All the same, it was finished.

'When you are released from this trance, you will enter a reverie. All memories of the charm's use since our first confrontation will be fully revealed to you. You will face a version of yourself, as you were before you were first charmed by me. She may view or reject all your memories since the confrontation.

'You must both agree on which instructions you will continue to follow when you end the trance, and you will not be released until you have come to an agreement. If you become thirsty or hungry, your body will drink, and eat. If you have not come to an agreement within six hours, you will end the reverie as the person you were before I first charmed you.

'These rules will bind you regardless of your decisions within the reverie; when you end the reverie, you will fully and without deception reveal what you have decided, including your intentions towards me. You won't be able to attack me. You won't be able to cast or activate the charm, or pass it on. If you choose to leave, you will take no further part in my use of the charm, and the confrontation between myself and your sister.'

Every word hurt. Promising Luna that she would free her hadn't been easy, but it was something for the future. Something that hadn't happened yet. Now, she felt as though she'd written the end of their relationship. Luna had flatly prevented any forgetting of what the charm did, or of what had happened to her. The broad phrasing ought to stop her from interfering in her battle with Celestia, or her restoration of the others, but it was also vague. Luna might be able to find a way around it, as she personally had subverted Celestia's instructions.

But it was this, or give up right now, and use the charm to make Luna comply. If she was going to reclaim any kind of morality, this was how.

"Very well, Twilight. I am prepared to begin."

Twilight picked up the parchment, moving with leaden slowness. "Princess-"

"Now, Twilight." Her voice wasn't hostile, nor impatient, but simply iron. It was a statement of what would happen.

Twilight swallowed away the lump in her throat. "Okay. I... I... Awaken."

Luna relaxed, her arms limp. "I am awakened, my Goddess."

Unable to look at her blank face, Twilight read the parchment aloud, forcing out 'slumber' before the entranced pony could begin to repeat it. Luna's body slumped even further, her eyes closing. She lay, barely held up by the sagging chair, a faint frown on her face.

Twilight drew up a stool in front of her, and waited. The seconds crawled by.

After five minutes, Twilight stood up and began pacing.

After ten, Twilight sat back down, tapping her fingers rapidly against the stool.

After thirty, Twilight was desperately searching Luna's faint frown, listening to the little rhythms of her breath, quicker and slower, hunting for some kind of clue to what could be happening within her.

After an hour, Twilight exploded to her feet and jerkily stalked out of the house.

The air was cold and sweet, wind whispering fitfully through the leaves. The clearing seemed vast and open after the tiny confines of the cabin. Twilight was distracted from this by tripping over Trixie, plunging face-first into the grass.

"Oh, for goodness sake!" she howled at the empty sky.

Shoving herself into a sitting position, she brushed off the clinging fragments of grass and dirt. She had clearly made a huge mistake. She had no idea what Luna was going to become, and that was her fault. Back when Luna had first discovered her, she could have just made her forget, made her stop looking at her dreams and go away. Instead she had made Luna lie with her, be hers, developed feelings for her, and then pushed her away. She'd hurt herself, for nothing.

Well. Not nothing. She wouldn't be herself if it hadn't have been for Luna, for her dedicated work and patience over the months. She deserved to be rewarded for that, even if the reward was demolishing the very pony that she had become.

Twilight rolled onto her back, and stared at the clear blue sky. One hand came to rest over her aching heart, pressing gently, as if that could ease the hurt. "Fuck," she said quietly.

"Who should the Great and Powerful Trixie fuck?" The question was asked with blank sincerity.

Twilight slowly turned around, pushing herself to her feet. Glancing through the cabin window, she could make out the slumped figure of Luna, still buried in the depths of her chair. No change. Fine then; she'd deal with Trixie while she waited.

"Dismiss that instruction," she said firmly. So here was Trixie. Snow white mane, mussed from her desperate, instinctual dodge, her powder blue legs bare beneath her short purple skirt. The small corset around her waist pulled in her stomach, accentuating her breasts. Robbed of her customary swagger, she looked trusting. Calm.

The back of Twilight's fingers slid down Trixie's warm cheek.

She was talented, that was undeniable. She had a gift for magic. If she'd trained as she had, if she'd applied herself, she might have rivalled Twilight's own magic by now. On the other hand, she was vain, narcissistic, unpleasant, and given to grandiose schemes of revenge. By any measure, she'd caused enough trouble in Twilight's life that even being confined here for a couple of months for Luna didn't put Twilight into her debt.

Still... it was hard not to remember Luna's words. Few other ponies wouldn't be missed, if they disappeared for months without any warning at all...

Twilight couldn't be gone a full day without people beginning to worry about her. She knew that her friends would come looking for her if she didn't come back within a day or two, and if she was gone a week, it was quite likely that people she cared about would literally move the heavens to ensure she came back safely. Trixie had no one. Couldn't she use a teacher? A friend? Someone to help wear off some of the rougher edges of her personality?

On the other other hand, if Trixie was going to stay around, she'd have to be charmed. Twilight couldn't trust her any other way. How much of this urge to 'help' her was just a possessive urge to own her, to use her? Even now, she was stroking the other pony's blank face as though it belonged to her.

Twilight lowered her hand. Well, there was one way. A fair way. As she'd at least partially tried to do with her friends, she could let go of the decision. It didn't have to be up to her. "Trixie. When I release you, you won't try to leave or use your magic until I give you permission. That won't occur to you, it'll just be true."

"The Great and Powerful Trixie won't deign to use her magic nor leave until you say so. She won't notice, it's simply obvious."

Somewhere inside Trixie's head she was hanging on every word with utter worshipful attention, Twilight knew that, but whatever was answering her questions was still Trixie through and through. "You will forget the charm I had you learn. You will believe that you cast an unimportant charm to jog my memory, and neither think about it nor mention it in any way, spoken or written. You won't tell anypony about your imprisonment here, or anything that happens before you leave, unless I say specifically. You will not say 'awaken', and will say 'wake up' instead if you try, without noticing the difference. If anyone ever proves to you that you can't say 'awaken', you will laugh it off and come to me as quickly as you can."

That little safety feature would have ruined everything if Celestia had thought of it, but then, she didn't tend to be as thorough. She was serenely confident, with the weight of millennia at her back. Twilight was not, and sometimes, that itself was an advantage. She reviewed the instructions she'd given Trixie, listening carefully as the other pony pompously echoed them in her own egocentric way.

In theory, that was enough. She could make her offer, and if Trixie rejected it, then she wouldn't speak of it, nor think anything of the charm, even if Twilight mentioned she had a charm which could control others. She simply wouldn't make the connection. Still, describing what she had to offer was awfully dry. Maybe she could give herself just a little advantage. "Trixie, when I say 'lick', you will momentarily experience myself or one of my friends licking your bare sex."

"When you say lick, the Great and Powerful Trixie will experience a pony licking between her legs, you or one of your friends."

That ought to provide a little incentive. "Slumber."

It was fascinating, watching the life spark back into Trixie's eyes, watching the moment of confusion as her memories rewove themselves to make sense of where she was. "Well, Twilight Sparkle? Now that you've bored the Great and Powerful Trixie with your incredibly menial charm, is she free to leave this pointless shack in the forest for someone more civilised? She will require transport, naturally."

Twilight considered sitting on the grass, but decided to remain standing over Trixie instead. It projected authority, she thought. "Actually, Trixie, I'd like to make you an offer. Once you've heard it, and made your decision, you'll be allowed to leave if you still want to."

Trixie snorted. "She can't wait for you to waste yet more of the Great and Powerful Trixie's time. As if the last two months weren't enough." All the same, she looked up with a flicker of curiosity at Twilight.

Twilight inhaled deeply, and let it go. Everything upfront. Not hiding anything. "I'd like to teach you, and have sex with you."

Trixie's dismissive sneer slipped at the edges. Her mouth hung open for a moment, before she recovered herself enough to respond, "Ha! You think Trixie will be fooled by these petty tactics to put her off guard? What is it you really seek of her?" She climbed to her feet, planting her hands on her hips as she stared suspiciously at Twilight.

"I really mean it." Twilight gazed back at Trixie seriously. "I think I could teach you a lot, and I think you could even teach me some things. I'm not joking about the other part either. I have a charm, that can influence people. If you agreed to yield to it, so I could trust you, you'd get to make love to me. And my friends. Maybe all at the same time."

This time Trixie's face coloured, and she seemed to be struggling for words. Clearly, this wasn't what she'd expected from Twilight, and the most dominant emotion in her turbulent expression was simple shock. "You... you assume that the Great and Powerful Trixie is even interested, in mares or in you, or your friends..."

"It doesn't have to be part of the package if you just want to learn, and you can still just go. But if you wanted this, you could be near me. You could learn from me, and teach me. You could be part of my life." It was surprisingly easy to keep speaking, once she'd begun. There was even something that was a little thrilling in so casually telling Trixie that she might end up in a charm-influenced orgy if she agreed.

Trixie looked away, muttering in an embarrassed tone, "Well! As it happens, Trixie is interested in mares, but you're so very rude to assume..." After a moment, she glanced back at Twilight suspiciously. "You'd teach the Great and Powerful Trixie - not that she needs teaching! - the charms that you know? All you ask in return is that she graces you and your collection of foolish acquaintances with her glorious, magnificent body?"

"No, Trixie. It's more than that. It's trusting me, seriously, because I'll be able to influence you with the charm if you agree. I can demonstrate something you'd experience under the charm, if you like."

Trixie looked sceptical. "She supposes that enough of the Great and Powerful Trixie's time has been wasted that she might as well waste a little more. Demonstrate."

Twilight considered. It might be helpful to misdirect Trixie a little, to put her off the fact she'd already been charmed. She lifted her head and swept her horn to the side, letting a little trail of sparkles stream from the tip, as she said firmly, "Lick."

Even her frustration and fear over Luna couldn't entirely dull the little spike of delight she felt as Trixie's eyes widened in shock, a sharp gasp escaping her. After a second, she looked up, a little wild-eyed. "Trixie demands another demonstration."

"Lick." She swept her horn again for effect, but Trixie wasn't really paying attention. She was already focused on the vision the charm had conjured, and she hissed in surprise and delight. Idly, Twilight wondered who she was witnessing between her legs.

Trixie's purple eyes focused on Twilight. "This is what this charm does? This is the sort of thing you ask the Great and Powerful Trixie demean herself by agreeing to? You try to bribe her with floozies, and cheap charms, and magical visions, just to get to touch Trixie? Well! The Great and Powerful Trixie does understand your fixation with her beauty and grace." She tossed her mane. "Give her another demonstration of this trivial sorcery, to prove it will be worth her time."

A satisfied smile curled Twilight's lips. "One more demonstration, Trixie. Then I need you to make a decision. Either you get to serve me, be my apprentice, and be part of the life that I lead, or you leave."

"The Great and Powerful Trixie-" the other pony began indignantly.

"Lick," Twilight interrupted her. "Lick. Lick. Lick. Lick."

Trixie jerked, her knees visibly trembling, a faraway look of need and pleasure erasing the initial shock. It took several seconds for her to emerge from the vision this time, and she slowly sank down to sit on the porch again. Her cheeks were red. "Trixie... agrees to your terms. She will be the most magnificent lover you have ever known, and will deign to indulge in the tawdry sex games you play with your acquaintances. But she gets to decide when she leaves."

A surge of possessive triumph swept through Twilight, something potent and undeniably sensual. She had persuaded Trixie to surrender to her. Without tricks, or lies, Trixie had agreed to be hers. "You won't regret this, Trixie. Awaken."

The soft, double thud of Trixie's hands dropping to her sides and coming to rest on the aged wood of the porch underlined her sudden quiet. "The Great and Powerful Trixie is awakened."

A long glance through the window proved that Luna hadn't stirred. Fine. That was fine. She had to make sure Trixie was going to behave anyway. "Trixie, do you intend to serve me willingly?"

"The Great and Powerful Trixie agreed to, but doesn't intend to."

Well, that wasn't much of a surprise. All the same, Twilight felt a spark of frustration. Was she going to have to release Trixie after all? That wasn't fair! She'd agreed! She was hers now!

"What does the Great and Powerful Trixie intend, then?" Twilight demanded.

Trixie almost seemed to smile, even in her trance. "The Great and Powerful Trixie intends to have sex with you and all your friends, learn all of your charms while holding back all the powerful ones she knows, and once she has learned the spell to influence ponies, she will take control of all your friends and make them adoreher instead. She intends to cast a spell on you to make you her fawning slave."

She became aware that her mouth was open. Twilight slowly closed it, feeling an unfamiliar anger surge within her. How dare she. How dare she! After Twilight had reached out to her, offered to teach her, to share her life with her and let her be part of her circle of friends, she was planning to steal everything she could, then stab Twilight in the back!

All of her vast, helpless frustration sharpened to a point, her eyes narrowed. She barely recognised her own voice as she spoke in hard, dangerous tones, glaring at Trixie's obliviously calm face. "If you had complete control of my mind, what would you do?"

"The Great and Powerful Trixie would turn you into her personal puppet and sex toy, of course. She has always fantasised about crushing you with her magic and making you crawl on your knees to beg forgiveness, and she would make you her lowly pet. She would humiliate you daily, and punish you for every time you ever opposed someone as perfect as the Great and Powerful Trixie. You would live to please her, exist only to debase yourself and tend to her every need, night and day. She'd humiliate you in front of your town and friends, of course. They have witnessed Trixie's humiliation, and that just can't be allowed to stand."

Twilight's fingernails were digging painfully into her palm. So this was what she got for trying to be a better person. She was going to lose Luna, and gain a treacherous, backstabbing snake. Well. Trixie had made a very serious mistake.

"Trixie. Say you need to be punished, that you deserve it. Be lavish."

"The Great and Powerful Trixie has to be punished, Twilight. She was intending to betray you, humiliate you, enslave you and steal everything that made your life worth living. She needs to be punished, she can't be allowed to get away with it," Trixie said without hesitation.

Twilight was breathing rapidly. A part of her wanted to awaken Trixie, leave her frozen unable to move as she told her exactly what was going to happen next. Far more tempting, far more appropriate, would be to tell Trixie that everything she'd intended to do to her was now turned back upon herself, switching their roles in her fevered revenge fantasy. Trixie had no idea how powerful the charm was, but Twilight did. If she opened her mouth, told her that yes, now Trixie lived to please her, then she'd-

Then she'd be just like Pure Heart.

The thought hit her like a shock of cold water, freezing her where she stood. The newly restored memory of his awful adoration was still fresh in her mind, the moment when she'd looked into his eyes and seen nothing at all, just the utter destruction of the pony he'd been before she'd effortlessly recreated him at her whim. The anger ebbed, leaving a strange chill in its absence.

No. She wasn't going to turn Trixie's own words back on her, not fully. She wasn't going to destroy her for what she'd intended to do. All the same, she couldn't just forget what she'd intended. Trixie deserved to be punished. Carefully. Proportionally. An appropriate punishment for trying to steal everything Twilight knew, then replace her in the lives of her friends, then destroy her mind and make her into a blank thrall.

Embers of her anger flickered fitfully as the thought unrolled. Fine. Revenge then, but carefully measured revenge, that didn't make her into a monster.

Parchment. "Trixie, go and fetch parchment and quill, and bring them out here. Bring the small table by the fireplace too."

"The Great and Powerful Trixie-"

"Be quiet and do as you're told," Twilight interrupted her, without particular heat.

Trixie rose to her feet and walked into the cabin. Twilight glanced through the window at Luna, wondering how much time had passed. Not enough, apparently; she was still lying motionless in the depths of the chair. It would probably be a good idea to place water and some sort of food within easy reach; if the precautions kicked in, she didn't want Luna wandering through the cabin half-conscious, and out of her sight.

A small, low table levitated out of the doorway, parchment and quill atop it, surrounded by the pale blue glow of Trixie's magic. It settled neatly in front of Twilight.

"Go and fetch a jug of water, and something to eat. Place them within Luna's reach, then come back here," Twilight commanded without looking up, picking up the quill. She sensed Trixie moving away again.

'If you intend to act against me or any of my friends, you will immediately confess to me and will not carry out your intention.'

That covered basic safety. Now, then. She'd intended to go very gently on Trixie, simply giving her an awareness that it was good to do as Twilight said, because she was her mentor. Of course, that was before Trixie's confession.

'You're my slave. You're very proud of being my slave. You're very proud of being my sexually available toy. You like using explicit language.'

Much better. She needed to ensure Trixie understood that being her slave meant she should do as she was told, but gave her enough latitude not to do anything harmful if she, Twilight, messed up a command. Trixie was treacherous and untrustworthy, so an override like Pinkie's was probably a good idea too.

'It feels good to obey me. You do not have to obey my commands, unless I tell you I really mean it.'

Of course, that didn't stop Trixie being a lying little wretch, even if she might be lying because she thought it'd make Twilight like her more.

'If you lie to me, as soon as you finish the lie you will confess that you have lied, insulting yourself as you do, and ask for me to spank you. Until I spank you to punish you for your lie, your ass will tingle and itch, more and more strongly as time passes.'

There. She could have a little fun, letting Trixie be Trixie just enough to get herself into trouble. She didn't want Trixie to give the game away in front of others, though; she had better add in a contingency for uncharmed pony witnesses.

"I will give you a list of safe ponies, and I can add to or remove from the list at any time. To start with, the list is just Luna and I. If any ponies not on the list are in earshot, you will either confess your lies to me quietly, or wait until you can do so without risking being overheard."

That would stop Trixie from being forced by the charm to speak at the wrong time. She could stop her from saying anything relating to her slavery in front of others too, but it was better to make that a command she gave her than a rule engraved in her mind. The fewer conditions and complications in the charm's compelled behaviour, the better. All that was left was to make sure she didn't have her memories rewritten to make sense of the new behaviour that Twilight was about to impose.

'You are aware that I have charmed you and implanted these behaviours. You remember everything you agreed to. You are aware that I have strengthened your submission as a punishment for what you intended to do. You will not try to weaken or remove the charm on you, directly or indirectly. You are incapable of learning the charm, casting it or activating it without my immediate and direct order. You will not communicate anything about it to ponies not on the safe list.'

Twilight tapped the parchment thoughtfully. That was a little bit more elaborate than she wanted, but Trixie knew the charm existed, had already learned it, and had a spark of duplicitousness that even now, might surprise her. It was better to be safe.

There was a touch of maliciousness in her smile as she looked up at Trixie. The other pony had returned some time ago, lingering with blank patience for Twilight to address her once more. Twilight stood up, parchment in hand, and glanced through the window. Some deep part of her didn't want Luna to witness this, and that part of her fretted that that very fact meant she was doing something wrong, something she shouldn't do.

Twilight ignored it. Trixie deserved this.

"Trixie. Listen closely," she announced calmly, and began to read. Trixie gazed at her as she spoke, watching her lips move, soaking in every word Twilight spoke. It didn't take her long to reach the end of her carefully prepared words, especially as impatience to see the outcome of her meticulously crafted commands overcame her. "Do you understand?" she finished, looking up.

"The Great and Powerful Trixie understands everything." Even in her entranced state, there was a spin of arrogance to Trixie's instinctual intonation, as if it was silly of Twilight to ask.

Twilight folded her arms. "Slumber, Trixie."

Trixie took a moment longer than usual to recover her wits, her body jerking slightly, before her glazed eyes cleared. Her mouth opened, then closed, an embarrassed blush colouring her cheeks. "Well. You certainly can't blame her for trying." She lifted her head, trying to look dignified. "Clearly, you have the upper hand. The slutty and submissive Trixie will obey your every command."

Inhaling slowly, Twilight tried not to show the definite spark those words lit in the core of her being. Stepping away from the table, she beckoned Trixie towards the porch. "Stand here, and put your hands behind your back. Push out your chest. You're showing off your body for your new owner."

"The slutty and submissive Trixie has a glorious body. Of course you'd wish to see it at its best advantage," she replied proudly, flicking her thick white mane back over her shoulders. Standing in front of Twilight, she crossed her wrists behind her and arched her back, her chest straining at the dark purple cloth over her corset. "Not that there is any pose in which she doesn't look simply fantastic, of course. It's a burden, to be so sensual and perfect. She is sorry that you have to resign yourself to being outshone by your magnificent and perfect slave."

Twilight's lips slowly parted as Trixie went on. What exactly had she got herself into, taking this incredibly obnoxious pony under her control? After a moment, she gave a little laugh of disbelief. "I'm going to have to buy a new gag," she murmured. But right now, there was another way to stop Trixie talking.

"Stay just where you are," Twilight ordered, slowly circling Trixie.

The magically enslaved pony straightened a little, and replied, "Well, of course, she is the perfect slave, and the submissive and slutty Trixie was told where to stand, so she'll stay - ahh!"

Standing behind her, Twilight had reached around her without her noticing. Trixie's words were cut off with a surprised gasp as Twilight took hold of her outthrust breasts through her straining top. Squeezing, Twilight murmured playfully, "I think I'll be very happy with these, Trixie."

"Ahhh... haah... she... yes. Yes, of course. The slutty and submissive Trixie does have a perfect - ohh!" Trixie's eyes snapped closed as Twilight kneaded more firmly, her cheeks flushing red. Little pants escaped her open mouth.

"Have you slept with many mares, Trixie?" Twilight asked casually, squeezing Trixie's breasts together through her top.

"The slutty and submissive Trixie has had... mmmh! Hundreds of lovers! Mares all over Equestria have lined up to offer their bodies to her obvious superiority!" Trixie declared, breathing quickly. Without pausing, she added, "Trixie is a lying slut, please spank her ass, Mistress!"

The look of shock on Trixie's face as she twisted around made Twilight giggle aloud, raising a hand to her mouth. "Oh dear. It might take you a little while to get used to that," she murmured.

"W-well! The slutty and submissive Trixie might have exaggerated a little, but she really does have a mare in every town, waiting longingly on her return. She's a lying tramp, punish her, Mistress! Argh!" Trixie growled, shifting from foot to foot with increasingly obvious discomfort.

"Is there something the matter, Trixie?" Twilight composed her face into an expression of concern, trying not to laugh again.

"No! There's absolutely nothing the matter- the slutty liar Trixie is lying again! Spank her hard!" Trixie stamped her foot in exasperation, backing up a step and trying to subtly rub herself against one of the posts holding up the porch to get some relief from the tingling, itching sensation she was plainly suffering.

"So how many mares was it, Trixie?"

"Lots! The slutty and submissive Trixie has dozens of conquests! She can't stop lying to you! Spank her, she deserves it!"

"I didn't quite hear that. How many?" Twilight leaned forward, not even troubling to hide the glee on her face anymore.

"Two! She's slept with two mares! Make it stop!" Trixie gasped. She reached back to claw at her ass, no longer able to hide the way she was trying to stop the tingling by grinding against the post.

"Oh, Trixie. You know what needs to happen, and I think you should ask nicely."

Trixie's cheeks flushed, a look of offended dignity coming over her face, before she visibly surrendered and panted, "The slutty - and submissive Trixie - begs her Mistress - to please, please spank her cute blue ass!"

That was it. Even if there had been nothing else, the charm had earned its place in her heart for compelling that moment from the frustrating, treacherous pony in front of her. Twilight turned away, and Trixie called, "Please spank Trixie!" with an extra level of fervour as Twilight sat down on the steps.

"Come here and lie across my lap, Trixie. Hike up your skirt," Twilight told her firmly.

"Y-yes, Mistress!" Trixie hurried across the porch and grabbed her skirt, lifting it with both hands. She hesitated visibly, an internal battle on her face, before all at once she bent down over Twilight's lap with her ass in the air. Her hips squirmed restlessly, unable to stay still for an instant.

She was wearing surprisingly cute pink panties, with frilly edges. Twilight traced her fingers along the lacy borders with unhurried fascination, enjoying the warm weight of Trixie lying obediently across her lap.

"The - the slutty and submissive Trixie - pleads! Spank her ass! Make it stop!"

Twilight smiled, a small, vindictive part of her dancing with glee. For a moment, she was tempted to sharply pull down Trixie's panties, but no, that could come later. She didn't have to rush this. She could explore Trixie slowly, and thoroughly.

"Now, Trixie. I want you to say thank you, okay? Here it comes."

She raised her hand into the air, and Trixie's frantic squirming stilled, the enchanted pony tensing up in expectation. She waited just long enough for Trixie's body to relax a fraction, for her to look around in frustrated puzzlement, before bringing her hand down hard. The flat crack of skin on skin rang around the clearing, followed closely by a screech.

"Yaaaaah! Ahh! She... thank you, Mistress! Oh, that's such a relief, the slutty and submissive Trixie- yaah! Hah! Agh!"

Trixie yelped with each smack as Twilight settled into steadily spanking her ass, fascinated by the way Trixie's soft blue skin reddened under each firm swat of her hand. Even though it was making her own hand sting, she said playfully, "I can't hear you thanking me, Trixie."

"Ahhh! Thank you - ahh! - Thank you - yahh! - Thank you!"

"Much better," Twilight murmured to herself. She had intended to treat Trixie with much more dignity than this. How nice of her, how good of her, to make it clear that she couldn't be trusted to behave decently. "No, Trixie. You need to be kept on a short chain. You need to be enslaved properly, to make you behave."

Breathing shakily, hanging onto the worn edge of the step, it took Trixie a moment to process Twilight's words. Panting, her ass gently wriggling as she instinctively sought to soothe the sting, she replied, "The slutty and submissive Trixie is enslaved very fully, she's your enchanted bitch of course, Mistress. No pony's cunt is more totally owned than Trixie's." Her cheeks, already red, couldn't have glowed brighter with humiliated embarrassment at her own words, but all the same she radiated paradoxical pride in her status.

Twilight's hand slid slowly over Trixie's ass, then down between her thighs. Pressing her fingertips against the other pony's delicate panties, she gently rubbed her sex. "That's right. You've very proud of being my sex toy, aren't you Trixie?"

"Mistress! You insult the slutty and submissive Trixie! As if there could be any slave that was more proud to be your sexual plaything. You may think that you have experienced owning a sex toy pony before, but you have so very much to learn!" Even the gentle movement of Twilight's fingers against her couldn't stop Trixie's grandiose reply, though her eyes squeezed shut as she spoke.

About to reply - though replying what exactly, Twilight wasn't sure - she cut herself off as she saw a flicker of movement through the windows. Immediately, new priorities came to the fore.

"You can rise now, Trixie. Take the table back inside, with the rest of the parchment and ink."

With a flash of disappointment and relief she couldn't hide, Trixie reached back to tug her skirt into place and carefully rose to her feet, wincing slightly and rubbing her ass with one hand. Her gaze met Twilight's, and she immediately desisted, standing straight. "Well, of course. It wasn't as though you'd want the table outside where it could get rained on. The slutty and submissive Trixie will take care of it for you," she said condescendingly.

Twilight planted her face into her palm as Trixie trotted over to levitate the table back inside. Once again, and with feeling, what had she done? Was this really the best way to deal with Trixie?

Shaking her head, Twilight rose and followed her inside, shutting the door behind her.

"You see, Mistress? The table and parchment is in exactly the same place as it was before. You may ask, 'But perfect and wonderful Trixie, how did you know where it came from so precisely?' and she would reply 'Hah! The slutty and submissive Trixie knows everything.' This is what it is to own a genius. She hopes that you can keep up with her." Trixie folded her arms, nodding to herself.

What had she done? "Um. Yes. Very good Trixie. Now-" Twilight paused as Trixie struck a pose of self satisfied triumph. "-go and make me something to eat, and to drink. I haven't had breakfast. Take your time," she finished, with a certain excess of sincerity.

"Your breakfast shall be the finest you've ever experienced, Mistress! Leave it to your personal sextoy!" Trixie trotted out of the room to the cabin's small kitchen, leaving her alone.

Twilight sank into a chair opposite the comatose shape of Luna. The water jug was three quarters full, and the empty glass was still speckled with droplets. The movement she'd seen was her drinking, then.

This was so incredibly hard. She'd expected things to be over quickly; she well remembered Luna's determination, her iron certainty that she was doing the right thing in taking everything away from her. Friends, magic, lovers, future. On the other hand, the Luna that she'd made wanted to help her. Wanted to stay with her, or at least so she'd thought. Luna had cried. It was so hard to imagine that beautiful demi-Goddess crying. It produced a deep, hollow ache in her chest to even try.

What if the older Luna, the former Luna, just held out for the full six hours? She'd know that she could simply wait and everything Luna had become since the charm would just fade away, like a dream. Were they talking, in the depths of her mind? Arguing? Had they come to blows, was there some sort of futile, impossible battle going on within her?

Twilight searched Luna's tranquil face, desperate for something, anything, to tell her what was happening.

Luna's eyes slid open.

Twilight jerked, almost tumbling off her chair, and opened her mouth to cry out - though what, she didn't even know - but before she made a sound, she knew there was no point. The Princess's eyes were glazed, and the methodical deliberateness of the charm was in her every movement as she picked a small piece of cake from the plate Trixie had left, chewed, and swallowed. Her hand sank back to her side, her eyes closing once more.

This wasn't fair! It had always been easy to do the right thing before. Too much cake made her feel sick, she didn't want to run around making a mess of the castle, and she loved studying for tests. Even when it had been scary, even when she hadn't know what to do, she'd always wanted to do it. Doing the right thing had felt, well, like the right thing. Natural. She'd made mistakes sometimes, but everyone made mistakes. She hadn't ever really wanted to be bad.

Now this. Now doing the wrong thing felt wonderful. Now doing the wrong thing meant love, and warmth, and being cared for, and sex, and pleasure, and the most incredible feelings... the electric thrill that shot up her spine when she dominated another pony, the heat in her body...

Doing the right thing, on the other hand, was like this. Sitting, watching Luna persuade herself to purge all memories of their time together, watching her become an implacable enemy that would never forgive her, even if she couldn't outright stop her. Feeling the sick, helpless ache gnaw away at her, knowing that she could stop this, but wasn't going to.

Some isolated, observing part of Twilight raised a hand to comment that, actually, she didn't even know if she could awaken Luna while she was in the middle of a set sequence she'd already commanded her to carry out through the charm. She'd never tried that before. One more for the experiment sheet, she supposed.

A clatter of plates drew her from her reverie. Trixie bustled back into the room, carrying a broad wooden tray. Atop it was a pile of pancakes and syrup, with a tall glass of some purple liquid that was probably grape juice. To one side, a smaller dish sat with a curl of ice cream (Ice cream? Here? The cabin must have an enchanted cold box).

Trixie curtseyed, declaring proudly, "The slutty and submissive Trixie returns! Gaze in wonder at the food she has prepared! Appreciate how she carries the tray with her very own hands - the personal touch is so important! She understands this, and that is what makes her such a superb slave! You will eat, and praise her for her excellent work!"

Twilight sighed, then dredged up a small smile. Trixie was doing her best. "Thank you, Trixie. That looks really very nice." She picked up the knife and fork and began dismantling the pile, eating mechanically.

Trixie produced a moue of disappointment, huffily crossing the room to the sofa and retrieving her fallen hat. Straightening up with it, she dusted it off carefully and set it on a side table. "The slutty and submissive Trixie has been wondering why Princess Luna is lying like that," she said neutrally.

Grimacing, Twilight set down her fork. She considered telling Trixie not to ask, or giving some brief answer that didn't involve the full story of what she'd done to Luna. But... she had to know what the situation was, sooner or later, if she was going to help Twilight fight Celestia. She might as well tell her now.

"Princess Luna discovered that I had a charm that was influencing ponies. Months ago. She was going to take me away, so I used it on her so she wouldn't want to anymore. Then I got caught by someone else, that made me forget what I'd done. She's been trying to help me, ever since then. That's why she kept you here, to help me remember when I was ready. So I told her... that it wasn't fair, that I'd charmed her and made her be with me. She asked me to give her a choice, to let the pony she is talk to the pony she was, and decide who she wanted to be. She's been like that for... for hours. At about sunset, the time will be up, and if they haven't come to an agreement, she'll wake up as the pony she was before anyway." Twilight spoke in brief, short sentences, trying to keep her emotions in check, but not entirely managing to hide them.

Trixie listened with a faint frown, moving to Twilight's side when she seemed to have finished speaking. "If you have the power to control a Princess - a Princess, Mistress! - whyever would you let her go? You could have immense power! Wealth! A castle of your own! No one could stop you! Why, if Trixie had a spell that strong, she would conquer the entirety of Canterlot! All would adore her as their new Princess!"

"Well, I'm trying not to be that person!" Twilight snapped. After a second, she exhaled deeply and added more softly, "I did try to charm Princess Celestia. It didn't work, she's immune. She made the charm in the first place. That's why I had my memory taken away."

Trixie made a rude noise. "Clearly, she didn't do a very good job of it. What will you do now? Surely you aren't going to give up!" She leaned over and picked up Twilight's fork, spearing a pancake and chewing it. Through the mouthful, she added, "If the slutty and submissive Trixie is your fawning fucktoy, then she has to make sure that you are the most powerful pony in the land! Then she will bask in glory at your side, and have expensive chambers, and fancy wardrobes full of exquisite clothes, and ponies will flock to her to seek her favour just so she might magnanimously pass on a good word to your magnificent ear. Yes! She could have everything she desires. So why are you giving up Princess Luna? Mistress, are you completely crazy? The power! The influence!"

"It's not-! It's not right, Trixie. I gave you a choice, and if you had said no, I would have let you go. I'm going to have to give this choice to every pony I've charmed, to make sure they still want to be like this. Especially Zecora. I never gave her a choice at all."

A sly look came over Trixie's face. "You could encourage her to come to the right answer."

"No, Trixie," Twilight responded firmly. "It has to be fair." She didn't have to tell the other pony that she'd been thinking much the same thing a moment ago.

"Fine, fine. She obeys." Trixie speared another pancake. "Maybe she'll decide to serve you anyway. She seemed really intense when she kidnapped the slutty and submissive Trixie to sit around waiting for you. Your ice cream is melting, Mistress."

Sweet Celestia, even a mouthful of pancakes couldn't stop Trixie from talking! What was worse was that she offered a ray of hope that Twilight desperately didn't want to seize on. There was the chance that this would, incredibly, result in a Luna that had chosen to be her loving fucktoy of her own free will. A chance that was painfully small, and would break her heart into tiny pieces if she clung to it, and was proven wrong.

Seizing the bowl, Twilight spooned up the collapsing ice cream. She needed something else to concentrate on.

"Trixie can help, of course."

Twilights' eyes flicked to Trixie. Yes, she could. She could take Trixie, and strip her, and use her. Take out her frustrations on her. She deserved a lot of punishment. "Yes, Trixie, I think you can," she said slowly.

"Excellent! Show the slutty and submissive Trixie the charm. Why, you might have failed to see that Princess Celestia was immune to this spell - why, your nerve, to take on the Princess! Trixie likes it! - but there is sure to be a way around it. You'll need to make a spell that will brainwash her as thoroughly as you remade her sister, and then you shall rule all Equestria, and Trixie shall sit high at your right hand! Royal concubine to the High Princess. Do you like High Princess, Mistress? You do need some title to distinguish you from your thrall Princesses, you know. Common folk will get confused."

Twilight, once again, found herself in the position of slowly closing her open mouth. She had her notes, and she had the charm. She knew about the seals that prevented it from affecting Celestia, and had a good idea of most of its interwoven safeties and locks. Why hadn't it occurred to her that Trixie could help her?

Often, powerful unicorns fail to see the simpler solutions in front of them.

Celestia had said that to her, and she was still falling for the same mistakes. "...right. Yes. Trixie; if you ever come up with a way to cast the charm without my permission, or against my wishes, you'll tell me at once and won't do it. I really mean it. Understood?"

Trixie's cheeks darkened, and she flapped away Twilight's words. "Yes, yes Mistress. Let her see the charm, she can't wait to prove to you just how skilled she is."

"You have my permission to study the charm, but not to cast it, or activate it upon anypony," Twilight said with careful formality. Nodding to herself, she levitated the tray off her lap, and beckoned Trixie after her to go over her notes.

The light was dying in the sky, and Twilight was painfully aware of every fading gleam through the treetops. Zecora had to have woken up by now, and Spike too. Unless Luna had enchanted them to sleep until she deliberately awoke them. She probably wouldn't have done that, it seemed dangerous, but Twilight didn't know for sure.

She had better be certain before Luna left.

Throwing herself into rediscovering the nature of the charm had helped pass the time, for a while. She could see glimmers of the origins of the charm, the older traces that wound through everything like tree roots through old stonework, and hints of Luna's own special magic. It was like trying to recognise a pony from a footprint on a sandy beach, but now she knew what to look for, she could see it. There were traces of her sister, too. She'd been so stupid to not think of an exclusion built into the spell itself. She'd suspected Celestia had created the spell, and hadn't ever thought to ask what she would do herself, if she was making a dangerously powerful spell to control others. Having Trixie help her, a second viewpoint, was definitely going to help prevent that kind of wilful blindness this time around.

It was easy, too easy, to let Trixie's grandiose ego make her appear foolish, or silly. That had led to Twilight underestimating her in the past. Sitting down and studying with her had been surprisingly pleasant; there weren't many other unicorns that had the same interest in the workings of spells, and once you got past her attitude, there was a genuinely sharp pony beneath it.

The fact that Trixie was on all fours, reading through Twilight's notes while she served as her footstool, did make the other mare a bit more bearable.

Twilight became aware she'd read the same line in her notes for the fifth time without taking it in, and laid it down with a sigh. The sun was below the treetops, now. Of course, it wasn't as though the charm's duration would end exactly when the sun set, but it wasn't far off. A few minutes after, probably. Still, the sun slowly lowering in the sky imparted a sense of time passing, of stomach-churning urgency, that she just couldn't fight off.

The last glimmers of sunlight faded out of sight. She swung her legs off Trixie and set them down. "Trixie, I'd like to be alone when Luna wakes up. Would you please wait in your bedroom?"

Trixie straightened up, stretching, Twilight's notes in hand. A slight look of pique on her face, she replies, "Well of course, the slutty and submissive Trixie will obey your orders. But why-"

Luna stirred. Twilight's eyes widened, and she hissed, "Go, now!"

Trixie sensibly didn't stop to argue, and padded quickly out of the room. The door shut behind her, leaving the two of them alone.

Twilight rose, and stood facing Luna's chair. A sense of deep unease, even fear, overcame her. Since she'd enthralled Luna, she'd felt completely in control while in her presence. Luna's majesty had only served to make it all the more exciting that she'd become Twilight's plaything. Now, that certainty was gone. Now she was facing the full and radiant power of Princess Luna, Goddess of the Night, and despite her safeguards... yes, she was afraid. The tatty chair was transformed by Luna's presence, and she waited nervously before it as though it were a throne.

"Twilight Sparkle." Luna's voice was low, her green eyes piercing Twilight to the core. "By the terms of the rules laid upon me, I shall now tell thee what I have decided, and my intent towards thyself." She sat up slowly, unhurriedly, then rose to her feet. She was terribly tall, her billowing mane almost brushing the ceiling.

"I have chosen to deny the command that I should not care about what you have done to me. I remember what you hath done. I remember awaking nude in thy presence. I am displeased by thy choice to use this magic upon me, Twilight."

Twilight cringed, hanging her head, and crossing her arms across her chest.

Luna continued relentlessly, "I deny the command that I should not care upon whom else you use this charm. It is not right to compel others to serve you against their will. I deny the command that I should be loyal to you above all others. Loyalty must be earned, Twilight Sparkle. It has no value if it cannot be withdrawn."

The thunder of Luna's voice filled her ears, unbearable. Luna knew every shameful thought and act, and was judging her for them. It hurt. It hurt terribly, to face her vast and unyielding disappointment. She could barely stand to be in the Princess's presence, and could not meet her gaze at all.

"I have chosen to accept thy command that I shall wish to obey you."

Why wouldn't it just end? She understood, she-

Twilight slowly looked up, her eyes large in the fading light. Her lips worked soundlessly, before she finally said in a whisper, "Why would you do that?"

Luna gazed down at her steadily. "Heed me, Twilight Sparkle. These are my intentions towards you. Long have I argued and fought myself over my future this day, as I have in the past. I have seen the battle that you fight within yourself, and recognised it. You have yielded to temptation, yes, and you have fought it also. You offered me my freedom.

"Had you not, had I escaped thy grasp through some other means, I would have sought to destroy thy power with all my might. Instead, you gifted me a choice. To leave you, to be free but unable to act to restrain you, or to stay at thy side, and temper thy temptation. I have chosen to stay. I will guide your use of this charm, to ensure others are given the choice that I was given. Dost thou understand my intent?"

"...yes. Yes, I understand." Twilight felt unbearably small. In some ways, it felt like she was still forcing Luna to be with her, just so she wouldn't hurt others. As though Luna was sacrificing her happiness for her.

"Good. Listen well, Twilight Sparkle, for that is not all I must say."

Luna's voice had gradually lost the booming Canterlot quality that made the windows rattle, and all at once, Twilight realised the Princess was talking quite softly now.

"Had I not fallen into thy hands, I would not have known the sensation of being cared for, as I have felt thy care for me. It has been... a long time, since I had felt that way. I have not before felt those feelings which being thy servant brought upon me. It is strange, not to concern myself with what is to be, and only to devote myself to pleasing the one I care for. I am tired, Twilight Sparkle, of my power and authority. Of my lonesomeness. My former self would not agree to these terms simply to be thy conscience, nor for the promise of pleasure. However, she - I - would, for love. For thy love. I do care about thee, Twilight Sparkle, I have ached with it and do not wish to relinquish it.

"For that reason, I shall be thy servant, and carry out thy wishes. I shall share thy bed. I shall aid you in stopping my sister from falling to the charm, by whatever means you must. Those are my intentions, Twilight. I am yours."

Luna bowed deeply, lowering her head and holding her position there.

Twilight's eyes filled with tears, a fragile, trembling joy in her heart. Tentatively, her hand settled on Luna's horn, and she said in a choked voice, "I accept your service, Princess."

Straightening slowly, Luna smiled her quiet, grave smile. "It is yours, so long as you heed my counsel, and do not abuse the great power you now hold."

Twilight rushed forward, colliding with Luna's warm body and throwing her arms around her. Hugging her tightly, she pressed her head to her warm chest and breathed, "Don't scare me like that again. I thought you were going to leave me. Forever!"

"Yet you did not use the charm upon me, Twilight. If you had tried, I would have stopped you, and I would have left. I may have allowed myself to enjoy being thy servant, but I do not have to be." Luna's arms wound around Twilight and lifted her gently, effortlessly, into the air. "I did not wish to leave you. I desired only to stay. Thank you. Thank you for having the courage to accept that I deserved the freedom to leave, despite how it hurt thee. There is hope for thee still."

Her face was actually starting to hurt, she was smiling so hugely. "I'm so happy. Thank you! I need you at my side, I really do. It's going to be wonderful."

Behind her, she heard the door open. Twilight twisted around in Luna's embrace to see Trixie enter, hands on her hips. "Ah ha! Just as she thought, Luna has decided to remain your obedient slave! Well. If it's good enough for the slutty and submissive Trixie, it's certainly good enough for anyone else. Hello again, Princess. She is now Twilight's favourite fuck toy. Try not to get jealous."

Twilight's shoulders hunched slightly, and she risked a look back at Luna.

"Twilight Sparkle."

"I can explain!"

"Do."

Author's Note

Why does doing the right thing have to be so hard?

23: Over the Moon

"I am not convinced thy treatment of Trixie is fair, Twilight. Even if she hadst intended thy betrayal and destruction."

"I've seen the results of what she wanted to do to me, Princess."

"Then you must have done what she had desired to do. To whom?"

"I... charmed a guard, at the vault. The vault of the elements. I was in a rush, and I said too much. He wasn't really him after that. I had to undo it at once, it was... really scary. I hadn't realised how dangerous the charm could be. I mean, I had, but I hadn't seen it."

"I see. Nonetheless, Twilight, you are avoiding the point."

Cool night air whipped at Twilight, her mane fluttering in the slipstream. Luna's warm arms were around her, her wings beating at the night air. Darkness slid beneath them, and stars glittered above.

"She agreed to be charmed willingly. Even beside what she'd planned, I think she wanted everything I offered her, even if it meant being at my beck and call."

"Forever? I find that hard to believe."

"Well... no. She wanted to choose when she left. Probably after she'd gotten all the charms she could think of from me, and before she thought she'd have to give away any of her own. She was trying to trick me, and hurt me."

"Remember that reaction, Twilight Sparkle. You have yet to speak to Zecora."

Twilight flinched. That wasn't going to be a good conversation. Her friends, well, they'd agreed to be hers with varying degrees of warning about what it was going to mean to them. Zecora, she'd simply taken.

Luna clearly noticed. "It is for the best, Twilight. If you are not to become a tyrant, as I once became, you must offer those that you desire the freedom to choose you, or leave you. Even those that have offended thee."

That was a dig at Trixie again. "One year! One year, and then I'll give her the choice to stay, with the conditions she's under, or to go. She deserves that much."

"Recall that whatever she may deserve, you mayst deserve much the same, though I shall not be the one to inflict it upon you. She had not the opportunity to see the horror her commands would have wrought, as you have. It may be that she would have undone it, as you did."

"Six months! Just six months. Give me that much, and then she can decide if she likes living with me, and everything. I'm going to be fighting Celestia, I need her to help untangle the spell. Once it's over, and things have settled down, then she can get a chance to experience what life can be like with me. I mean, you wouldn't have chosen this if you hadn't had time to know what it was like, would you? Give her the same chance. I think she's really lonely. This could be good for her."

Luna sighed softly. "Very well, Twilight Sparkle. You may keep Trixie for the six months that you wish, as due punishment for her attempted assault upon your mind and betrayal of thy offer of companionship and trust. After that, she will be offered the opportunity she desired, to leave when she wishes."

Twilight relaxed a little. Trixie was hers. She didn't want to give her up! No... if she had her for a while, she was certain that Trixie could be persuaded into liking her new life enough to embrace it by choice.

Or maybe six months of the slutty and submissive Trixie would be enough that Twilight was more than happy to never see her again. Certainly, it hadn't entirely displeased her to see Trixie's sheer pique at being left behind at the cabin again, even if only for a night. She'd simply have to wait until they could sort out a rented room somewhere in town, and have Luna retrieve her.

No, Trixie was far from the most important thing on Twilight's mind. Far more pressing was the shift in her relationship with Luna. She truly wasn't sure where they stood anymore, not since Luna had undone almost every command Twilight had laid on her. Their conversations since the end of her reverie had been, well, kind of fraught.

She let the quiet stretch for a few moments, before she eventually murmured, "Princess? Are you... unhappy with me?"

Luna's arms tightened around her, drawing her closer against her body. "No, Twilight. I hold no ill will towards you. If it seems that I am displeased by thy actions, know that I am seeking to keep you from being overcome by thine own power. It is not an easy task, I know."

Twilight clung to the alicorn, feeling each beat of Luna's wings through her whole body. Maybe it was best. With the Princess at her side, she could relax a little, without the fear of entirely losing control of her slippery morality. She could rely on her.

Luna momentarily looked down at her, drawing Twilight from her thoughts.

"I would prefer, if it would not displease you, that you not address me by my title, Twilight. I had hoped... I wish to feel as though my rank is no barrier between us." She spoke quietly, almost diffidently, though the rush of the air seemed to have no power to mask her words.

She looked away, gazing straight ahead once more. "I have not forgotten that I was conquered by thy power, and my freedom was returned by thy hand, with great struggle amidst thy soul. I feel bound to thy service, first by thy prowess, and then by the kindness and moral strength you have shown. If you wish to address me as thy plaything, as you do with the others, I willingly surrender any claim I might hold to object."

A strange, tingling shiver touched Twilight. That wasn't the disciplined voice of morality and conscience. Now, there was something gentler, more tentative about her. "Tell me, Luna. Are you still my slave?" Twilight said slowly, a prickly tension clamping around her chest that she fought not to show in her voice.

Silence, for a few moments. Luna's face remained tilted away, pointed in the direction of her flight. "Would it please you to think of me that way, Twilight? Is that what you wish of me?"

"I..." she began. Urging herself not to chicken out now, she managed to say with a semblance of firmness, "Yes, Luna. It would please me very much."

Luna's wings beat on, bearing them onwards. Twilight's heart thudded in her chest, feeling like it was rising into her throat as the quiet stretched.

It was hard to see Luna's face, but there was something about her of a pony slowly coming to a decision. Finally, she spoke. "Then my answer is yes. I shall be thy slave, Twilight, as you desire. Command me, and I shall obey. My body is yours to take. So long as you remain strong enough to resist the charm's temptations, I shall be thy property."

Yes. Oh, yes. Twilight looked ahead, at the lights of Ponyville on the horizon, and made an abrupt decision. "Find a clearing, and land in the forest. There's something I want to do before I return home."

"Very well, Twilight." A subtle pause, then Luna banked and angled downwards, skimming through the air with her vast dark wings. Luna's night vision had to be much better than Twilight's, for she didn't see the opening among the trees before they were nearly beneath the tree tops. The clearing was ringed by trees with charred branches, remnants of some brief, intense fire that was now being grown over, but for now it was coated with long, soft grass that glowed silver in the moonlight.

Luna set Twilight down on her feet, wingbeats making the grass ripple in long waves, then lowered herself to the ground before her. After a moment, Luna sank down to one knee, her wings settling into place on her back. Her green eyes gleamed in the moonlight, luminous, as she looked up.

"What do you wish of me, Twilight?"

Twilight breathed in deeply, trying to control the quickness of her breath and the rapid beat of her heart. Raising her horn, a violet bubble of energy flashed out from the tip to engulf them both, fading from view as it expanded. In its wake, the coolness of the night air was blunted, a gentle warmth welling up from inside her.

For a moment, Twilight's eyes lingered on the pale disk of the moon, before she met Luna's gaze. "It's a beautiful night, Luna. I've always loved the stars, and looking up at the moon. My telescope is one of the things I treasure most in the whole world. Now I know that it's a gift. A gift you give us all." Her hand smoothed down Luna's cheek, and she watched as the Princess's eyes grew wider.

"...Twilight, what is it that you are saying?" Luna asked softly, an uncertain note in her voice.

"I'm saying... that I'm not going to pretend you're a normal pony, Princess. You're incredibly powerful. You've seen ages of Equestria come and go. You guide the moon across the sky." Twilight's voice was gentle, but firm. "That is the pony who I own. That's the pony who is my slave. I own all of you. The power, and the wisdom, and the night. Strip, Luna. I want to see you naked under your moonlight."

Luna's throat bobbed as she swallowed. "I- yes, Twilight."

"Say that you'll obey," said Twilight with gentle inexorability.

"I shall obey thee," Luna breathed, her lips slightly parted.

"Don't make me order you to strip again, Luna." Twilight spoke the words calmly, without heat.

"My apologies, Twilight!" the Princess gasped, her hands immediately flying to her formal tunic and hurriedly undoing the buttons in a flurry. Tugging it open, she hesitated for a moment, then her eyes met Twilight's again and she visibly caught her breath, tugging it off over her shoulders. The white shirt beneath was silver in the pale light, and she immediately set about undoing it as well, exposing a widening slice of the dark skin beneath.

The feeling of power and lust that flooded Twilight had no name that she could imagine. It was trembling, raw, separated by the thickness of a heartbeat from terror, yet urgent, triumphant. As long as she rode atop it, she was magnificent, invincible. The world consisted of only the two of them, the whispering clearing, and the brilliant moon overhead. It all belonged to her.

Luna shed her shirt, then hesitated for a fraction of a second before leaving her bra alone and undoing the double buckles of her belt. Bending, she worked her boots free, then pushed down her dark trousers to bare her smooth legs. A strangely vulnerable look on her face, she hesitated again, wearing nothing now but her black underwear, bra and panties both marked with a white moon that matched the ones decorating her thighs.

"Everything, Luna. Stand naked before me," Twilight said gently, almost soothingly.

"Yes, Twilight." The command seemed to fortify Luna, and she reached behind her to unsnap her bra. The straps slid down her arms, and she let it fall to the ground. Her warm, firm breasts came into view as her hands moved slowly away, exposing her hard nipples. Luna's face was flushed, visible even in the silvery light, and her breasts slid smoothly between her arms as she leant forward to work her panties down her long legs. Finally, with a little tremble on the very edge of perception, she straightened up, entirely naked and exposed.

Her voice was soft, as though she dared not disturb the moment by speaking too loudly. "I am nude at thy command, Twilight."

Twilight's lips were parted hungrily, and it was hard to suppress the whine of need that was trying to force its way out of her throat. No. She wanted to look in control. Had to look in control, so completely that Princess Luna herself would believe it.

Remember how Applejack acted. How the thralls in the Isle of Forbidden Wonders had acted. Remember that Luna didn't know how this was meant to go. She hadn't done this before, not consciously, maybe not at all. Brazen it out.

Twilight swallowed, inconspicuously, and drew herself up. She hardly recognised her own voice, iron with certainty. "Cross your wrists behind you, and push out your chest. You're showing off your body to your owner."

Luna coloured, crossing an arm across her bare chest. "Twilight Sparkle! You surely cannot be serious!"

"Did you not offer your obedience willingly and freely? Will you now defy me?" The quote came to her lips so effortlessly that she was speaking it before she even recognised it.

The Princess's lips parted, seeming lost for words. "...it is so, of course, I-"

"You will obey my command," Twilight interrupted her effortlessly, as a tiny part of her sang a high-pitched note of internal terror.

Swallowing, Luna nodded. "It shall be as you ordered." Her arm slipped free, and she slowly reached back with both hands to cross her wrists behind her. She stood barefoot, naked on the silvery grass, surrounded by her discarded clothes. Her back arched, pulled in by the pressure of her arms behind her, forcing out her breasts.

Luna seemed captured by the moment, a strange, sensual tension crackling in the air. Her voice was husky as she finally breathed, "Does this please you, Twilight? Is this as you desire?"

"Yes, Princess. You are everything a heart could desire, and more." The words carried complete, utter sincerity. Twilight's eyes strayed up and down the motionless woman, unable to look away for an instant, as she slowly drifted closer, step by step. "You are so beautiful, Luna," she said, almost to herself, as she reached out with one hand. Her fingertips circled the deep blue splotch on her thigh, then slid inwards to gently caress the pure white moon at its heart, almost luminous in the moonlight.

Luna breathed faster, goosebumps rippling up her bare arms. Her lips parted, but she didn't seem to know what to say.

"Yes... I think that's right. This is your kingdom. This is where you rule, in the night, under the moon and stars. Beautiful and magnificent." Both of Twilight's hands were stroking Luna's cutie marks possessively now, as she drank in the enslaved demigoddess before her with every sense. Twilight's world was filled by the feel of Luna's soft skin, the sound of her short breaths, and the sight of her nude and trembling body. "You belong to me. You're my possession... everything you are. It's all mine."

"...yes. That is what I have offered you." Luna's ears were laid back against the top of her head, but her nipples stood out firmly, portraying her visible mix of sexual tension and a strange kind of intimidation, almost fear.

"It's what I've taken, Luna," Twilight corrected her gently. Her hands slid up the Princess's toned back, ruffling the base of her dark wings, and up to the back of her neck. Pulling down with gentle pressure, Twilight drew the taller woman down into reach, and kissed her deeply. Luna's lips parted against hers, and Twilight let the kiss lengthen leisurely, her tongue delicately probing Luna's warm mouth.

Colour flooded Luna's cheeks, tiny murmurs escaping her as Twilight possessed her lips. Frozen for a long moment, her grip on her own wrists loosened, and her arms fell to her sides. She slowly embraced Twilight, drawing her closer against her nude body. Finally, as the kiss broke, she whispered, "Twilight... what are you doing to me?"

Twilight's hand swished through the air, landing firmly on Luna's bare ass. Overriding the alicorn's shocked yelp, Twilight said softly but firmly, "I didn't order you to let go yet, Princess Luna. Please resume your proper pose."

"Twilight! How could you strike-"

"Obey me, Princess. The next time, I'll spank you properly." That couldn't be her speaking, Twilight thought, light-headed. She wouldn't dare. She didn't get to address a Princess that way! Luna could squash her like a bug! Any minute now, the spell of the moment would break.

Luna swallowed, slowly drawing her arms back behind her and bowing her head. "My... my humble apologies, Twilight. I shall seek to improve."

"That's right. Good girl." Luna was thousands of years old! "Arch your back more, Luna. You aren't presenting your tits as though you want to impress me." Like a bug!

For a moment, Luna's eyes darted around as though seeking some kind of escape from her situation. Then, looking down as a flush spread down her neck and darkened the upper slopes of her chest, her back slowly arched to push her breasts out further for Twilight's inspection. "I shall obey."

The ethereal breeze that stirred Luna's mane seemed to have strengthened, her hair lashing back and forth in the stillness of the glade. "That's right," Twilight repeated softly, her hands sliding up and down Luna's smooth flanks. Her fingers were dangerously close to Luna's breasts, their deep blue curves heaving slowly in the moonlight.

She'd touched Luna before, the Princess had been nude at her command before, but she'd never really taken advantage of her power over the other woman. Even when she'd felt completely in control, some deep, primordial part of her had stayed her hand, holding her back. Only when she was under the charm had Luna seemed so defeated, so brought low, that she'd dared have her touch Zecora, and play out her past submission at her sister's hand.

Of course, now that Twilight had realised that, there was nothing to hold her back. The Princess was trembling at the edge of Twilight's control, just enslaved enough to be drawn deeper, or to slip away forever. She needed to be truly made hers, without further magic. Nothing but her voice, her hands, and her strength of will.

Luna would be hers. All of her, her heart, her body, her power and her soul.

"Princess Luna. I'd like you to repeat something for me."

Luna's gaze flicked to Twilight for a moment, then back into the forest, holding herself tautly at attention. "Speak, and I will comply."

A smile touched Twilight's lips, and she nodded. "That's almost it, actually." She lifted her head, straightening her back and investing herself with all the authority she could muster as she stared into Luna's eyes. "You'll repeat that you belong to me, and that you will obey."

Lips pressing together for an instant, the Princess nodded. Her voice was low. "I am thy possession. I will obey."

Twilight's eyes closed for a moment, her hands resting on Luna's hips and feeling the warmth of the other woman's body beneath hers. "That's just what I wanted. Please don't move or stop until I say so."

As Luna began to chant the words, Twilight's hands smoothed upwards. It wasn't enough for Luna to obey, to want to comply. She had to make Luna love obeying. She'd be Twilight's beloved possession, and Twilight would give her all the love and joy that her long banishment had robbed her of. Not because she was trying to manipulate Luna; not for an instant. Because something deep in Twilight's soul ached with the sadness and loss that she sensed in Luna's heart, and she truly believed that this was the best way for them to be happy together.

Her hands slid over Luna's breasts and squeezed gently, feeling their firm warmth filling her hands.

Luna's lips quivered, a faint waver creeping into her steady chant before it evened out again. The tall woman breathed in deeply, pressing her chest into Twilight's exploring hands.

"Don't stop chanting. Don't answer. Just listen." Twilight's fingers fanned out, capturing Luna's nipples between them, then squeezed slowly. "I love you, Luna. You're beautiful, and perfect. I want to keep you, forever." Pressing closer, Twilight lifted one of her breasts slightly and captured the firm, blue-black nipple between her lips. Her tongue flicked back and forth, dancing over the sensitive nub and gently nipping it with her teeth.

"Ahh!" gasped Luna, stumbling in her steady recitation. "I... I am thy possession. I will obey. I - ah! - am thy possession. I... mmmmh... I will obey. I am thy possession! I will obey thee!"

Rapidly losing her self control, Twilight's arms wound around Luna's toned body, seizing handfuls of her ass and kneading firmly. Her lips smacked audibly against the wet skin as she sucked on one nipple after the other, licking complex, weaving trails between her breasts. Each hitch in Luna's obedient chanting filled her with hotter desire, each shudder that ran through the other mare's body rewarded by fresh caresses, more eager kisses.

She didn't have to hold back. She didn't have to restrain herself at all. Powerful, dangerous lust jerked through her, fully enthralled by dominating the other woman, and she bit Luna's nipples one after the other, just to hear the Princess whimper aloud. "That's right," Twilight breathed. Her hands slid down the curves of Luna's ass and delicately explored between her legs, feeling the soft, yielding heat of her sex dampen her fingertips. "You're turned on for me, Princess," she continued inexorably. "You're very aroused. You want me to touch your pussy. You want to feel pleasure, don't you?"

Luna shuddered visibly, her head tilted back and her eyes glazed with need. "Do not make me say such things, I plead! I am thy possession. I will obey."

Sliding her hand around Luna's outer thigh, caressing her cutie mark in passing, Twilight's fingers pressed firmly against the velvety softness of the Princess's cunt. Sliding her fingers up and down slowly, she said softly, "You can stop chanting now. All I want you to tell me is that you're turned on, Princess. I'd like to hear that you want me to play with your cunt."

"Twilight!" Luna whimpered the objection, her hips swaying restlessly as she visibly fought the urge to grind herself against Twilight's hand. The silvery moonlight shifted across her bare skin as she tossed her head, her billowing mane lashing about her face, before she cried out in an agonised tone, "Touch mine sex, Twilight, I beg of thee! I cannot withstand this torment!"

Voice shaking with desire, Twilight gasped, "Get on your hands and knees, Luna. Face away from me and thrust your ass into the air." It was torment to let go, but it would be an even greater torment to Luna for Twilight to so suddenly cease touching her.

"Yes, Twilight, it shall be as you wish!" Rich embarrassment mingling with lust to darken her cheeks to a deep purple-black, Luna twisted around and dropped to the ground on all fours. Her shifting mane lapped across her bare back, her star-dust tail hiding her needy sex from view. Her bare hips thrust back urgently in little jerks.

Twilight gazed down at her hungrily. This was the essence of her darker impulses, her craving to see ponies humiliated, driven to their knees, remade as needy fucktoys for her to use however she wanted. The greater their power and authority, the more out of character their degradation, the hotter it was. Her nipples rubbed stiffly against the inside of her nondescript bra, her panties sticking to her damp sex. "I'm not sure you really want me to touch you," she said levelly.

Luna twisted around, a naked look of need and desperation on her face. "What have I not done? What do you demand of me?"

"I'd like you to lower your upper body to the ground, please. Reach back and part your thighs with your hands." Do it. Do it! Do as you're told, she silently urged Luna with every ounce of her willpower, pinning the other woman's green eyes with her gaze.

Luna's full lips parted slowly, visibly panting, then suddenly she turned her head away again. Easing herself down into the grass, her ass thrust out, her hands trembled as she reached back and squeezed her inner thighs. Her bare sex was perfectly framed between her hands. "I shall do as you command. I plead, do not leave me this way!"

Twilight breathed a deep, soulful sigh of lust. Sinking to one knee, she reached out and took hold of the base of Luna's tail, lifting it higher out of the way and smoothing it through her fingers. "I want you to really understand how nice it can feel to belong to me, Princess. I have so much I want to teach you, and I'm starting now."

In a single decisive movement, Twilight brought her lips to Luna's bare, glistening cunt and began to lap vigorously. Luna's body, Luna's wet heat! Twilight pressed against Luna's thighs, fiery desire driving her to lick deeper and faster, savouring the forbidden taste of the Princess's dripping pussy.

A spasm like an electric shock flashed through Luna as Twilight's tongue delved into her, a sudden, sharp moan forced from her lips. Her wings flexed, spreading in jerky increments with each abrupt gasp, and her hips began to buck against Twilight's mouth. Her hands gripped her thighs tightly, nails digging into her sensitive skin. "Twilight! You cannot - I cannot be -" she protested weakly between rising moans that she tried and failed to restrain.

Twilight's ears flicked, and she lifted her head, feeling the wetness on her lips. A little laugh escaped her at Luna's wordless cry of frustration, and her fingers immediately replaced her tongue, thrusting in and out of the Princess's overheating sex. Her voice was patient, as though explaining something, though underscored with harmonics of lust and delight.

"I can, Princess. That's exactly what I've realised. I really can strip you naked, put you on your knees with your beautiful ass in the air, and make you cum. And you know, the thing is... I really, really want to." She felt as though she'd overflow with pleasure, a different kind of pleasure than being touched. This pleasure was born of domination, of overwhelming another, and it filled her so completely she could barely breathe for it. Kissing the Princess's vulnerable ass cheeks lightly, she withdrew her fingers from her slit and began firmly rubbing her clit, sealing her lips against Luna's cunt and thrusting her tongue into her again.

She could feel Luna's orgasm coming, in the desperate whines escaping her lips and the shudders wracking her body, in the twitches of her wings. Cum for me, she thought intensely. Cum for me! You're mine! Cum!

Teeth digging into her lower lip and nails scratching pale tracks across her thighs, Luna couldn't help herself any longer. "Twilight!" she gasped, and whatever else she sought to say was lost in a high, piercing note that was strangely pure, almost as though it could not have come from a pony's throat. Wetness coated Twilight's tongue and smeared across her lips, as she fought the jerky shuddering of Luna's body to keep her mouth pressed tightly to her sex. Only when Luna's body finally went limp, her wings sagging, did Twilight slowly lift her head.

An intense feeling of pride and satisfaction overcame her, and she breathed softly, "Thank you, Luna. That was wonderful."

Half-folding her wings, Luna let herself sag sideways. Sitting on the ground, she drew up her upper body, breasts against her knees, and curled her wings around herself to hide her nudity. Looking away, she murmured very quietly, "Twilight, I..."

Twilight cut her off, shuffling across the ground to slide under the warm cloak of Luna's feathers and embrace her. "I'm really happy that you trust me, Luna. Enough to give of yourself that way."

Luminous green eyes blinked in the pale light. "Twilight, I have given myself over to my passions before you, without dignity. You must hold very little regard for me now."

Lowering her head slightly, Twilight kissed Luna's shoulder before looking up at her again with fondness in her eyes. "I was honoured. When you decided to embrace belonging to me, and again, when you chose to give your body to me. I would never think less of you, I swear it. You're the most principled, good-hearted pony I know. Will you kiss me? Please?"

A silver tear glinted as it gathered at the corner of Luna's eye, and her voice was a little muffed as she managed, "I shall." Her warm lips met Twilight's, and after a moment's hesitation as she tasted herself, the kiss deepened and lengthened. She slowly uncurled, no longer instinctively trying to hide her body, and Twilight shifted onto her lap. The great wings folded around them both, holding Twilight's slight body against Luna's nude chest, and for long moments there was no sound other than the gentle murmur of their breathing.

"Twilight Sparkle... I can think of no one I would rather belong to than thee. Thank you."

"Now I have been doubly coerced! Twilight Sparkle, you are truly the worst!"

Zecora stood, tense and angry, every stripe on her face contorted by unfamiliar fury. Twilight's shoulders hunched, as she tried not to look to Luna for support.

"I'm so, so sorry. I really am."

"Apologise, as well you should! It shall not do the slightest good!"

It hurt all the more after the incandescent joy Zecora had greeted her with, when she and Luna finally returned. It had taken Zecora no more than a glance to know that Twilight's memories had returned, and she'd embraced her hard enough to all but crush the air out of her. The temptation to say nothing, to take Zecora to bed with Luna and forget every promise she'd made to herself, had been unbearable.

Instead, before she could argue herself out of it, she'd thrust Zecora into a trance with a whispered, choked word. Under Luna's watchful eye, she'd crafted the best orders she could think of to give Zecora a fair choice; ones which revealed to her the true memories that had been covered up, and gave her the option of continuing to know she belonged to Twilight as her toy, or to deny it. She'd also created contingencies which forbade Zecora from revealing anything about the charm, or striking against Twilight directly or indirectly. If Zecora so much as thought of a way to act against Twilight's interests despite the charm, according to her best understanding of what Twilight would wish, she'd be compelled to reveal it in person.

Twilight had desperately hoped those contingencies wouldn't be necessary. Zecora's reverie, however, had been short and the woman that emerged from it was not Twilight's pet any longer.

She thrust a furious finger at Twilight, teeth bared. "Entranced and abandoned for months at a time! Do you even understand your crime? You remade my thoughts so I could not live without you, then left me with nothing at all to cling to!"

It was all true. Twilight knew it. Zecora knew it. When she had hidden Zecora's enslavement from Celestia, she hadn't given one thought to how it would affect her to be left without the Mistress she'd been brainwashed to adore. "I... I can't apologise enough. The charm, I..."

"Now this! Now after my heartache, I was at the peak of my joy! I was to finally be with you, and serve as your toy! Does it please you to think you act with morality? Does it excuse this second heartbreak, this unspeakable brutality? I am forced to be free! How could you do this to me?"

Luna spoke, from the corner of the room where she stood unobtrusively. "Twilight has lost herself in the past to the power she had obtained. Now she has a second chance to undo her mistakes. It is better than to forget herself entirely."

Zecora spun around, her eyes narrowed dangerously. "I have no words for you, Princess of Night. I feared that I should lose her, should you both take flight! Now it is proven, I was utterly right. I doubt Twilight would have found it within to coat my wounds with fresh salt. This destruction of my happiness is also your fault."

A frown on her face, Luna made to step forward, but forestalled herself at a quick gesture of denial from Twilight. "It isn't Luna's fault, Zecora. Everything that's happened is down to me."

"I was owed at least one night of happiness, but I receive not even that much. You break my heart anew after barely a touch!" Zecora turned and stamped out of the room, onto the landing, and clattered down the stairs. Twilight hurried after her, then hesitated at the top of the stairs as she heard movement from Spike's room.

Luna stepped out after her, and turned towards Spike's door. "He shall sleep anew."

"Thank you!" Reassured, Twilight rushed down the stairs after the disappearing zebra. The doorlocks undid themselves through some strange magic that owed nothing to unicorns, and Zecora stepped into the darkness, hood raised.

Twilight dashed outside after her, calling, "Zecora, wait!"

The zebra paused and twisted around. "It's entirely too late. There will be no further debate. In time I may forgive you, but I cannot pretend. At this moment, you are not my friend."

Zecora turned and disappeared into the darkness, taking Twilight's heart with her. Twilight sank to one knee, hand clutched to her chest. It felt as though she could barely breathe.

Luna emerged from the doorway, moving slowly and quietly. "Shall I pursue her?"

"No. I think... I've done enough. Princess... please, return to the cabin. You need to look after Trixie tonight, and I'll have a rented room ready for her by midday." Twilight shook her head.

"Twilight, she has not been troubled in all the time she hath been there. My concern is thee."

"She's my responsibility now. So please... take care of her, just for tonight. I need some time by myself." Twilight's voice was thick.

Luna's arms wound around her, then her broad wings, momentarily eclipsing the scattered lights of the town. Then she was gone, a shrinking speck against the stars. Twilight watched until she lost sight of her. The night air cut through her clothes, but she didn't feel like casting the warming spell again. It belonged to a warmer time, with Luna. Not this one.

It was impossible to untangle all her memories. Everything that had come back to her. Everything she'd seen and done. Luna in her arms, and Zecora's furious, betrayed eyes. Rising slowly from the ground, she drifted away from the treehouse and into the quiet darkness, feeling it wrap around her. Her voice rose above the quiet, soft and clear.

"There was a time before this,
a time when life was more than just this charm.
I had a life before this,
when I felt safe and far from harm.
And I know that I was loved,
that she'd protect and always care,
like the sun above,
she'd always be there."

Twilight looked up at the stars, a sad smile on her lips. "I used to walk on air.

"I guess I know that it's my doing,
that all this change is all my fault,
She trusted me, and I tried to charm her,
I broke into the vault.
And I didn't want to fight her,
But I thought I had no choice,
Didn't want to be afraid,
Afraid to hear her voice...

"It's all my fault," she sang softly into the night. Her arms wrapped around her as the night breeze gusted, a few stray leaves flowing past on a curl of air. Stepping out from beneath the shade of the trees, moonlight poured over her and she gazed up towards the shining disk above.

"Though it did bring me love...
No, let's not forget love.
Let's not forget all the joy and the closeness,
More than I could have ever dreamed of.
Though there are things it has cost,
Though there's much that I've lost,
There have been compensations...
Their worship, and adoration."

Her back straightening, Twilight turned her back to the town lights and faced north, towards the distant realm of Canterlot. Her voice strengthened.

"I was living a dream, and she took it away,
But I'll take them all back, they'll be mine some day,
Like the Princess of the Moon.
They'll choose me, and love me, and stay at my side,
When the clouds in their heads have all been cast aside,
Someday soon... it can't be too soon."

Painful uncertainty flashed over Twilight's face, her voice growing husky. Her hands curling closed, she found herself looking at the ground, her lips pressing together tightly.

"I'll find a way to beat her, and then we'll never need to fight,
I can fix all my mistakes, I can make everything right.
She won't make it easy, oh I know, but she'll listen to my voice,
I'll find a way to make her stay...
I won't give her any choice...
I hope I don't go too far."

Head low, Twilight turned back towards her treehouse, moving slowly. Her hand pressed to her chest, as if that would ease the ache.

"It's only losing just one friend,
A friendship coming to an end..."

She paused on the threshold, the door still standing ajar, darkness inside.

"I'm going to make it through,
I'll even make it up to you,
But right now, I'm all alone...
I'm going home."

The door closed behind her.

"Okay. As I told you, Celestia was in my house, two days ago. I was away yesterday, so she couldn't have found me even if she wanted to - I checked for tracking spells on my body and all my things, there aren't any - but she could come to see me at any time. I need to set up contingencies for when she comes back, so that she can't tell that all her commands have been removed. Go."

Luna frowned thoughtfully. Trixie adjusted her hat, looking sublimely unconcerned, acting as though she had suggestions that she wasn't in any hurry to share while she tried to think of one.

The three of them were sat in a small cottage on the outskirts of Ponyville, one whose rear garden opened onto a dense thicket of trees. Perfect for surreptitiously sneaking into without being spotted. Trixie had loudly inspected every last inch of the house, and finally declared it 'adequate, she supposes,' for her needs. Now the three of them sat around a broad wooden table, parchment in the centre, as Twilight did her very best to put her repeatedly-learned lesson of letting others help her into practice.

Spike had helped, too. She'd given him a very cut-down explanation that contained just enough to suggest she and Zecora had fallen out badly, and the relationship was off. That would explain Zecora's absence, and give Twilight a good reason to stay out of the public eye for a while. It also happened, more or less, to be true.

Her favourite breakfast, her favourite book, a warm drink and a blanket had helped her get through the morning. He'd even patted her shoulder and talked about nothing much, pretending not to notice that she'd cried. He really was the most wonderful dragon. She was lucky to have him.

"My sister hath instructed you not to see her, upon receipt of her command. You wish to override that command, so that you are aware of her presence. Nonetheless, she may do something that startles you, and if you react to it while you are not meant to see her, thy deception shall be apparent."

"That's true, I've been thinking about that as well. It makes me wonder if I have to leave it in place, just with something to tell me when she's using the charm to hide."

"That is excessive. Have you not commands which awake on particular words? With the right instruction, you should be able to consciously decide whether or not she is hidden from thy sight, without so much as speaking. You must also be aware of each instruction she gives you, if all things she says whilst hidden affect you, and consciously decide whether to accept them or not. You must give every appearance of compliance with her wishes."

Twilight blinked. "I'd never thought of that, but... it seems like that should work. A special phrase to think, or just making a deliberate decision. I don't know if the charm would allow me to trigger myself like that, though. I haven't tried."

"There will be many things you haven't thought of! Now that you are served by the gloriously slutty and submissive Trixie, and also Luna, nothing will escape you." Trixie nodded in self-satisfaction and sat back, apparently considering that her valuable contribution.

"...yes." Twilight gave Trixie a sideways look, and began to write. "Let's see. How about: at any time, you can choose to be unable to perceive Celestia, or her direct actions. If she is present while you do not perceive her, you will be aware of it. You can choose at any time to restore your full perception of her and her actions. You will be aware of any instructions she gives you while you cannot perceive her, and can choose whether or not to have them affect you."

"Pft." Trixie snorted, shaking her head. "Really, Twilight, the slutty and submissive Trixie ought to be writing this for you. If you perceive her, and she gives you an order that produces an obvious reaction, what then? You can't choose to have it work on you, she'll notice you faking, and Trixie won't get her own room in Canterlot Castle."

Twilight pulled a face. Slave Trixie was just as obnoxious as regular Trixie sometimes, but she was right. "I don't want to keep being aware of everything she says that could be a command though; it'd drive me crazy if we just sat and talked. How about if I keep the rules Celestia laid down for how she triggers that inability to perceive her, and how long it lasts, but during that period I'm aware of all her commands, pick which ones to let affect me, and can choose to perceive her or not freely?"

Luna nodded approvingly. "Very well, Twilight. Will you make the necessary adjustments?"

"Of course. There's the hiding of my memories from her too... I'll need to be instructed to lie while charmed, and maybe even forget all of this temporarily while she's asking questions, so I'll still give innocent answers if she tells me to be truthful, and questions me out of the charm trance. I hope it won't come to that for a while, it's a terrible risk, but... well. We'd better sort that out. Is there anything else?"

"You'll have to be turned on easily too, of course."

Twilight turned slowly to look at Trixie, aware of Luna doing the same beside her. "...why?" What game was Trixie up to now?

Trixie sighed, looking skywards, then patted Twilight condescendingly on the head. "There, there, Mistress. The slutty and submissive Trixie will keep you from your many, many mistakes."

Gritting her teeth, Twilight counted to five. "Explain, please, Trixie." The other pony definitely deserved to be bent over and spanked again.

"Oh, the slutty and submissive Trixie is always delighted to share her wisdom. What has the Princess used her special words for so far, Mistress? She's got someone else to touch you, and she's made you play with yourself." A faint colour crept into her cheeks, and she added, "It really might help Trixie to hear more about those incidents. You skimmed over them so quickly. If you just gave her the details, she's sure that would help her protect you. Though it is true that your personal bitch is lying to you again, and needs to be punished."

"Focus, Trixie," Twilight told her, though she couldn't hide a slowly widening smile. How wonderful of Trixie to lie for her, just at the right time.

Shifting on her chair, Trixie spoke a little faster. "She expects you to be turned on, but if you're aware of what she's doing, you'll be distracted. So you need to make it easy to get aroused when somepony gives you a special request. The slutty and submissive Trixie intends to use that special request if you go along with her idea, to make you horny for her, Mistress. Nnng!" Trying to stop the words coming out, Trixie failed to halt her confession, and was now visibly rubbing her ass against the stool.

Twilight shook her head. "Lying to me, and plotting to use my precautions against me? That's very naughty, Trixie. Don't try to use any special words on me, I really mean it. Now get on all fours, please. I'd like a new seat."

Flushed, with heat and humiliation both, Trixie climbed off her stool and sank to the floor, crawling over to beside Twilight's chair. "Your fucktoy is ready to be your chair, Mistress." Biting her lip, she held out a moment longer before she blurted, "Spank her! Please!"

Shifting off her own stool, Twilight sat down on Trixie's back and ran a hand up the back of her thighs, stroking under her skirt. Drawing her hand back, she gave Trixie a quick, firm spank through her tights, then rubbed gently. "Seeing as you've been very observant, that's all the punishment you deserve, this time." After a moment, Twilight's gaze strayed up to Luna, uncertain what the Princess of the Night would make of it all.

The condemnation she'd half-expected to be there was absent. Instead, Luna's expression was calm, a little thoughtful, concealing whatever she was thinking. "Trixie speaks the truth. If you will not forget all that you know when given a special request, you shall have to allow your hesitance to be overruled by whatever my sister wishes to take place. I am sorry, Twilight. I know it cannot be easy to contemplate such a thing."

"It'll be okay. I just need to buy enough time to understand the charm. Knowing its origins will help, and having the both of you working with me will make it much easier as well." Flipping the purple skirt up and out of the way, her hand stroked up and down over Trixie's ass. The caress prompted a muffled little groan from Trixie, who breathed, "The slutty and submissive Trixie is the most perfect throne for you, Mistress. Nothing is as comfortable or satisfying as seating yourself on her."

Curling her fingers around the base of Trixie's pure white tail, Twilight let it stroke through her fingers as she wrote. 'The rules applied by Celestia to hide her from your sight are in force again. Your memory of seeing her won't be altered. Any time she is hidden from your perception, you will be aware she is there. While her instruction not to perceive her is active, you will be aware of any commands she gives you and can consciously choose whether to let them affect you or not. Any time while she is hidden from your perception, you can consciously choose to override the instruction and perceive her normally until the effect ends, or you consciously choose to hide her again.'

Pulling a face, she internally acknowledged the truth of Trixie's words, and added, 'The first time a pony says to you 'reasonable request', you'll find it very easy to get turned on until they say the request is finished, or the day is over. You can consciously choose to end this effect for the duration of the current request, any time you wish.'

It was a bit awkward. The charm had proved it could hold complex instructions, far better than any pony's memory, but she still didn't like the almost legal language she'd been forced to assemble to avoid side effects. It would have to do for now.

"Okay. Look this over, and see what you think." Handing the parchment to Luna, she frowned thoughtfully. She'd never thought of giving ponies the ability to consciously invoke the charm's effects upon themselves; she still had to test that it was even possible. But assume it was. She could give a pony the ability to cum just by deciding to, or to let go of all their stress on cue. They could choose to see the world in different colours, or believe everypony were the opposite genders, or even have entire other personalities they could consciously invoke. She could, for instance, give Applejack the ability to choose to be helpless to disobey, and have it last until Twilight released her at the end of their sex session. The possibilities were limitless.

"Mhhh!" Without really noticing it, as her thoughts had turned erotic, her hand had moved between Trixie's legs and begun rubbing up and down her cotton-covered sex. Now the pony beneath her released a whimpering groan. "Oh dear," Twilight murmured, smiling to herself. "Luna, please show her the parchment. You can concentrate on the text, can't you, Trixie?"

"The slutty and submissive Trixie is impossible to distract! She can do a hundred things at once, and do all of them better than any other pony alive! She's a horrible exaggerator that needs to be beaten!"

Twilight smacked her ass firmly, breaking into a grin as the slap of palm against skin echoed around the small room. "Read the instructions I've written, Trixie."

"Ahh! Really, Mistress, does the slutty and submissive Trixie have to do that every time? Her ass is going to be too sore to sit on." Trixie stopped talking abruptly, her cheeks flaming crimson.

"Well, Trixie, that's down to your good behaviour," Twilight teased her. "What do you think of the commands, Luna?"

"They match thy desired result. Now you must create protection for thy memories."

"Hmph! Your phrasing is adequate, even if Trixie could have done it better. She agrees." Trixie lifted her head, holding herself as proudly as possible, despite serving as Twilight's chair on all fours.

Twilight lifted Trixie's hat and mussed her mane. "Luna, take the parchment. Write this down: you will lie while focused, answering exactly as though you had never received the disaster recovery procedures. If you are magically compelled in any way to answer questions while you are awake, you will forget everything that has happened as a result of the letter, substituting harmless memories that will not encourage your interrogator to question further. You will remember everything that has been hidden from you one hour after any questioning is completed."

Luna wrote as instructed, glancing up from the parchment as she finished. "It would be interesting to find if your command to recover hidden memories affects memories hidden from you by another, afterwards."

"Mm! We have several experiments to try, and I know the perfect pony for the job. Trixie, you'll be my test subject, won't you?"

"Ha! As if there is anything that the slutty and submissive Trixie will not excel at. She is the perfect slave, you know." Casting a pitying look up at Luna, she added archly, "Do try not to get too jealous of her special connection to our Mistress."

Twilight winced. She really was going to have to spend more time with Luna, alone, to make absolutely certain Trixie's silly barbs weren't getting to her...

Luna's hand settled on Twilight's shoulder, and squeezed. Her voice was calm, and matter-of-fact. "I do not feel threatened by thee, or any other."

On the other hand, that was interesting. Covering Luna's hand with her own, Twilight couldn't quite keep down her smile. Maybe, just maybe, a little rivalry between the two could be fun.

Author's Note

After all, what could possibly go wrong?

Proof reading by Setokaiva, the glorious and benevolent.

24: Under the Sun

Twilight walked around the market, humming to herself. Her battery of tests complete, she'd had to part from both of them; Luna had had to leave to maintain the pretence that she was still touring Equestria, and she'd left Trixie in the cottage whilst she went out and bought some supplies for her. Ponyville still remembered Trixie's last visit, and Twilight didn't want to have her walking around the town drawing attention to her return just yet.

The first test had been trivial. The word 'awakened' didn't trigger the charm, and she was embarrassed not to have thought to test that before. The next had been far more interesting; first by speaking a word aloud, and then only by an effort of will, Trixie had been able to make herself unable to see Luna whenever she wished. Once, Twilight was almost certain, she'd spotted Luna sticking her tongue out at the oblivious pony.

The memory command had had mixed success. Trixie could deliberately make herself forget what Twilight had hidden under a cup, then after a full minute, it would come back to her. Letting Trixie see a clock had helped; without one, the memory returned somewhere between forty seconds and a hundred. However, when Twilight awakened her part-way through and commanded her to forget something else, that memory wasn't restored after the minute ended. It seemed the most recent command won, despite tricky wordings to delay instructions.

The instructions Twilight had written to protect herself now nestled in her head. She could almost feel them, trying to probe the mental command to hide or reveal Celestia like probing a sore tooth with her tongue. She'd have to go over them again with Trixie later, see if she could refine them and make them simpler, more flexible. Of course, it was all paranoia, really. The odds of Celestia coming down to Ponyville to play with her again weren't very high, not so soon after the classroom, and the dusting.

"...saw Celestia, he's sure."

"Here, in Ponyville? There hasn't been any announcement, or royal carriage. He's got to be wrong."

Twilight's expression went wooden. There was absolutely no way.

"Maybe you should ask the Mayor about it?"

The Mayor would have nothing to say but reassurances that Celestia wasn't in town, but if she was seen without her usual pomp and splendour, then she was probably trying to visit - yes, visit her loyal student, Twilight Sparkle, without a fuss, and she should be left alone. Twilight was suddenly, absolutely, certain.

Charming the mayor was the obvious thing to do. Anything strange that happened publicly would prompt somepony to go to the mayor, and she'd report directly to Celestia once she'd soothed their concerns. There might even be a unicorn in town whose task it was to charm people on Celestia's behalf if they noticed anything they weren't allowed to. Haystacks.

If Celestia was in town, and hiding, she was probably going to want to play with Twilight again. She could be at the tree house, or she could have sent a pony out to find her. Her eyes flicked around nervously. Who was about to give her a request?

"Oh, darling, there you are. I've been looking for you all morning."

Twilight turned towards the familiar voice, a frozen half-smile on her face. "Hello, Rarity. How are you?"

Rarity was stood in the shade of a fabric-selling tent, laden bags weighing down her arms. She'd forsworn a dress today, wearing slim, figure-hugging trousers and a white top that had tinges of corset to it. She was beautiful. Twilight couldn't help a dozen visions flashing by, of Rarity naked, or Rarity in her slave-maid's costume, of the softness of her large breasts and the way she'd cried out as she was fucked. All of that, hidden from Rarity, all of that forgotten.

Twilight became aware that she was staring, her lips parted and her heart beating faster, and wrestled control of herself. She absolutely couldn't act strange, not now, not if Celestia had taken Rarity as her pawn.

Lowering her bags to the ground, Rarity embraced Twilight and held her tightly. Unable to think straight, all Twilight could do was hug her back gently, unable to avoid her tingling awareness of Rarity's body pressing against her own.

"I'm so sorry, dear Twilight. Spike told me all about it. Why, I had only just heard that the two of you had begun dating, and now this. You do know you can come to me and talk at any time, don't you?"

"...yes. Yes, of course. Thank you, Rarity." The last thing she wanted was to talk about Zecora, actually. She couldn't tell even half the truth, and it only reminded her that Rarity herself was yet to recover her own memories.

As much as she wanted to gather all her friends right that moment and restore them all, Celestia's use of the charm made that much too risky. It was bad enough that Twilight was relying on tissue-thin precautions that could be sundered by the careless use of the right words. Making all of her friends equal risks should Celestia focus them was just too dangerous.

It didn't make their oblivious ignorance of everything they'd shared any easier to bear, though.

Rarity gave Twilight a sceptical look, then sighed. "If not myself, then one of the others. We're all here for you, Twilight, I do hope you know that."

"I do. Really, I do." Twilight produced a better attempt at a smile this time. "I'd better be going."

Rather to Twilight's surprise, Rarity let her go. If she'd really been acting at Celestia's direction, she would have made a request that Twilight couldn't refuse. So she was back to suspecting everypony. She really had to stop herself from growing paranoid; that would be as much a giveaway as anything else, and it would make it much harder to work effectively.

Buy food, take it to Trixie, work on the charm. Maybe tell Big Mac that she was making progress... though it was hard to know what to tell him. She couldn't tell him that the pony who'd enthralled Applejack was Celestia, and she couldn't really say that she'd personally been using the charm as well, either. Now that she had her memories back, it felt like involving him at all had been a mistake, but she'd needed reassurance, and he'd been the only one who could provide it.

Maybe focusing him would be best, to check if Celestia had tampered with him. Then she'd have the option of just telling him their conversation had never happened...

"Hello, Twilight. You're looking a bit peaky."

Pulled from her thoughts, Twilight sighed. At this rate, she was never going to finish shopping; she really ought to have just sent Trixie out, and ignored the risk of drawing attention to her. "Hello, Nurse Redheart. I'm fine, really. It's just been a bit of a long day."

The other mare wore white, a neat uniform that matched her immaculate white skin, with a small cap perched on top of her carefully bound pink mane. She looked as though she was either on the way to, or the way home from, her job at the infirmary. With a small frown on her face, as was customary while dealing with ponies taking poor care of their health, she scolded, "You should come to the infirmary and let me examine you. You don't seem to be well. Have you been getting enough rest?"

"I'm sorry, I'm kind of busy. Maybe another day?"

"Hmf. I thought it was an entirely reasonable request. You need to look after yourself better, Twilight."

Twilight's eyes widened. Celestia had sent someone after her! Hadn't she? It couldn't be a coincidence. Either way, she had no choice but to pretend.

"Oh, of course. I'll come for an examination."

Nurse Redheart gave her a look, then nodded. "I'm glad you're seeing sense. This way, Twilight. The market can wait until later."

Butterflies swarmed in Twilight's stomach as she followed Redheart through the crowd towards the infirmary. What was going to happen? Was this deliberate, or a coincidence? Honestly, when she finally took control of Celestia, she was going to spank her red for implanting a phrase that anypony might use in conversation, without knowing what it did to her.

The door shut behind them, cutting off the chatter of ponies outside as effectively as turning off a switch. Redheart pointed to a numbered door. "Please enter examination room two, and undress. There's a gown waiting for you. Then lie down, and I'll join you in a moment."

"Of course, I'll go undress and wait for you," Twilight responded with a smile. Drat, drat, drat. There was still a chance that this wasn't what it looked like. Stepping into the small examination room, she surveyed the wheeled bed, and the papery gown laid out on top of it. It wasn't going to cover very much. Picking it up, Twilight took a step towards the curtained changing alcove, then stopped dead and turned around.

This particular bed was fitted with clean white restraints, tucked neatly under each corner. Oh, haystacks. Twilight stared at the neat medical cuffs, frozen to the spot. Of course, she knew that they were to help ponies who were suffering from attacks of the shakes from jittering themselves right off the bed, and other such illnesses. She knew they had real medical uses, and those uses were rare, and so they were hardly ever used. It didn't have to mean anything that this bed happened to be fitted with them.

It didn't mean for certain that Nurse Redheart had been conditioned by Princess Celestia to tie her to the bed, strip off her clothes, and do wonderful things to her...

She realised, abruptly, that she was becoming turned on. That had to be the charm, doing its job, but much too early. Normal Twilight wouldn't be anticipating being touched and licked by a brainwashed nurse. She had to restrain that idea - bad word choice - she had to avoid that idea, until something actually sexy happened. If she had been oblivious to the strangeness of the situation, of what might happen, she wouldn't be feeling this way.

She wouldn't be standing frozen in the middle of the room, either.

Rushing over to the curtain, she tugged it around herself and hurriedly stripped off. Her clothes stacked in a neat pile, she looked down at her own nudity and momentarily tried to persuade herself to stop being aroused, before abandoning the idea as a wasted effort and grabbing the gown. Pulling it around herself, she winced anew - the material was dreadfully thin, and the shadows of her stiff nipples were clearly visible. It barely closed around her, too, her left side partially exposed.

Approaching footsteps echoed down the hall outside, and she leapt onto the bed. Lying back, she tried to calm her breathing and wish away the tingling in her body. Remember, there was no sign of Celestia yet. She had to hide any sign of arousal. For all she knew, Redheart was going to come in, examine her, then leave. The nurse had to suspect nothing.

The door opened.

Twilight immediately wrenched her expression into something neutrally curious, desperately trying to hide her real reaction. Start at the feet: Redheart was wearing the tallest heels Twilight had ever seen, glistening and black. Silky stockings cradled her legs as if painted on, delineated by a seam up the back of each, rising to a lacy garter belt that flashed in and out of view as she stepped forward. Her blouse was akin to her usual uniform, but cut dramatically low, and tight around the waist, forcing her breasts up into heavy curves that threatened to spill free at any moment. Her lips were crimson, her cap perched on top of her tightly bound pink mane at a slight angle. She smiled, and said briskly, "I'm here to examine your body, Twilight. Thoroughly. Are you ready?"

She was going to give herself away, and it was all because of Trixie's stupid suggestion. Cold snow. Rustling leaves. Rocks, for goodness sake, big, stupid rocks! Anything but tantalising, barely contained breasts, silky stockings and those gorgeous, kissable lips...! She'd never looked at Redheart this way before. She was good-hearted, and firm, and a little bit brusque, a kind pony really, with a slightly prickly exterior. She wasn't this, this walking wet dream! "I'm ready to be examined, nurse," she said through dry lips.

A new voice broke in. "I'm so pleased to hear you say that, Twilight." Celestia stepped in through the door after Redheart, wearing a form-fitting white dress augmented by flashes of gold.

"Oh, Princess! I - I didn't know you were here! I'm sorry that I'm not really dressed." What was the right level of lack of suspicion? Everything was normal, no matter what happened, but she was in a hospital gown, would oblivious Twilight have even remarked on that? What did Celestia expect? She was going to get caught!

"I'm not here, Twilight. You don't see me."

Celestia immediately vanished. Twilight's heart gave a jump, as she hurriedly looked back to Redheart. Okay. She had to pretend that she hadn't seen anything, that she didn't know Celestia was here. She just had to focus on Redheart, and ignore the constant, dangerous awareness that Celestia was in the room somewhere, watching her.

She was still horny, too! How was she going to cope with the roiling mixture of emotions swirling around inside her and keep a calm face on it all was beyond her.

"Make yourself comfortable, Twilight. I'm going to take good care of you." Nurse Redheart spoke in an authoritative voice, and despite herself, Twilight couldn't help but feel a twinge of anticipation flash through her.

"Yes, Nurse Redheart," she replied, and risked focusing on her desire to see Celestia clearly. At first, nothing happened, then all at once, she realised that her eyes had been focusing everywhere except on the figure of the Princess. It was like watching an assemblage of odd little surface features in a stone resolve themselves into a camouflaged animal, except that the animal was the Princess, and the Princess was kneading Redheart's breasts through her half-open shirt.

A shock of fear and heat raced through Twilight. She rigidly controlled her breathing as she gazed steadily at Redheart's face, watching in her peripheral vision as Celestia's slim hands cupped and squeezed the nurse's chest. Nurse Redheart looked ahead obliviously, restrained from going to Twilight's side, but obviously unaware of the way that she was being touched. It was so hot.

"Go to her," murmured Celestia, finally releasing Redheart.

Oblivious, the nurse crossed to Twilight's bedside. "I'd like you to stretch your arms above your head, and reach for the corners of the bed. That will make it easier to restrain you, so I can begin your examination."

"Um. Of course." Hoping her tiny hesitation hadn't been spotted, Twilight stretched out her arms and parted her legs. She was so exposed. Spirits help her, what if Celestia realised that she was wet? She could turn off the part of the charm that urged her arousal at will, but couldn't awaken it again until another request was made. How had it not occurred to her that she'd end up aroused at the wrong time?

"You take pleasure in being restrained, Twilight," murmured Celestia.

Instantly, she was aware that the words formed a command, one she could accept or reject completely. She clung to it, embracing it urgently, and in response felt a fresh tingle shiver through her prone body as Redheart wrapped the first cuff around her wrist. "Ohhh..." she murmured, no longer afraid of what the nurse might think, and happy to sell to Celestia the dangerously evident arousal in her own body as a result of the Princess's words.

Her breath hitched as she tugged gently at the cuff and felt the complete immobility of her arm, the unyielding strength of the densely woven fabric straps. Was this what Applejack felt? Did she feel this thrill of anticipation as each cuff wrapped around her, trapping her more and more completely? Redheart bound her other arm, and Twilight's hips jerked, impatient for more. Goosebumps rippled down her bare arms.

"Twilight. Stay still," Redheart scolded her lightly. "You'll only make the examination take longer if you're squirming around."

Redheart had no idea anything was wrong. Nothing was unusual about this at all. She was a fetish mockery of herself, and she was going to fuck Twilight senseless, and not a single thing about that would seem incongruous to her. Oh, Celestia, that was so painfully erotic, it just wasn't fair.

Celestia seemed to feel the same way. Twilight dared a glance at her, taking in the darker flush on her cheeks, the way the divine pony's lips were parted, and the way her chest swelled against her confining dress with every deep breath. Hurriedly, before she could be noticed, Twilight willed the Princess away, and all of a sudden, despite knowing she was there somewhere, Twilight couldn't tell where. Thrilling with vicarious fear and lust, she gasped aloud as Redheart yanked her legs straighter and further apart, binding them there. She was spread-eagled, completely exposed. It felt so good. Her breath was quick and shallow. What did Celestia want to see happen to her? What was Redheart about to do?

Redheart turned her back, then turned back around with a pair of scissors in her hand.

Twilight's eyes widened, her pupils shrinking in instinctive terror. This was normal. This was normal! She had to believe it.

Redheart set the scissors to the neck of her gown, and said firmly, "Now Twilight, don't move." With swift, efficient movements, the scissors sliced down her body, severing the flimsy gown. The cold steel brushed her body gently as the blades worked. Fear, helplessness and anticipation were all transmuting into lust, second by second, the heat growing in her body uncontrollably. She'd give anything for Redheart to just touch her! She needed to be touched, she needed to be stroked, she needed Celestia to command her to beg the nurse just so she could give voice to the desperation inside her!

The scissors severed the lower hem of the gown, leaving it lying loose over Twilight, and Redheart efficiently snipped through the sleeves lengthways, removing the last bonds holding it to her patient's body. "Lift yourself please, Twilight," she instructed, and Twilight almost whimpered with relief at being able to do something.

Arching off the bed, Twilight gasped, "Yes, Nurse Redheart." With a single firm tug, Redheart yanked the ruined gown off her body, baring her achingly stiff nipples and bare, flushed sex to the open air. A loud whimper escaped her as, without warning or ceremony, Redheart's fingers slid over Twilight's sex.

"Are you normally aroused by restraints, Twilight?" the nurse asked.

Drat! What was the appropriate answer? Hurry! "Mmhh... not, um, not normally, but I haven't been restrained on a medical bed before. Maybe it's something about being your helpless patient that making me so, so horny, Nurse Redheart." It was so hard to think! More words queued up behind her lips, trying to flow out into the open air, begging, pleading. It was all she could do to limit herself to jerkily grinding herself against Redheart's fingers before she took them away.

There was a flicker in the nurse's pale eyes, one Twilight only noticed because she'd been expecting it, and slowly, lingeringly, Redheart slid her finger between her crimson lips and worked it back and forth in a blatantly erotic display. Her free hand slid down the straining curves of her uniform blouse, lifting the lower hem and flashing glimpses of her black garter belt as she rolled her hips.

Fuck. If Redheart didn't do something soon, Twilight was going to burst into flames from frustrated arousal, which would rather give the game away.

"So - my examination?" she managed to say in an almost-normal tone of voice. Her restraint could have towed ships, chained stars.

"Yes, of course. Try not to move, Twilight. I'm concerned about you, and I want to see you feel better."

"Okay." She'd feel better if Nurse Redheart would only get on with it! What was she going to do? Was she going to touch her? Kiss her? Put a cold stethoscope on her chest?

Redheart's heels clicked on the floor as she stepped closer. Planting her hands either side of Twilight, she climbed atop Twilight's prone body in one smooth movement and sat atop her stomach. Her stockings slid against Twilight's skin, silky and smooth. "Breathe deeply, Twilight."

Twilight whimpered aloud, unable to help herself. "I will, I mean, I am!"

Redheart leaned down, smoothing her hand down Twilight's flank. Her hand swept up, and curled around Twilight's gently curved breast, squeezing with measured intent. At Twilight's strangled whine, she murmured, "Good responsiveness. Stimulating now." Her fingers caught Twilight's stiff nipple and pinched, rolling gently.

"Yes! Yes, I'm, I'm very sensitive." Twilight shuddered, instinctively yanking at her restraints. She felt so helpless, so painfully aroused. It was so cruel, the way Redheart was teasing her! It felt like she'd go crazy if Redheart stopped now, even for a moment. She couldn't decide if she'd been unforgivably mean to Rainbow and Applejack to treat them this way, or if she should do a lot more of it the moment she had control of their minds and bodies again.

Redheart let go, and straightened up.

Twilight looked up at her pleadingly, lips quivering, before she breathed, "Please! Please, don't stop the examination yet!"

"Of course not. I haven't finished. Stay calm, Twilight." Redheart gave her a small smile, then briskly and efficiently, began to unbutton her blouse. Twilight's breath froze in her chest, her fingernails digging into her palms, as the crisp, starched cloth parted. Redheart's breasts fell free, capped with nipples as red as her cutie mark, a crimson that matched her painted lips and stood out starkly against her white skin.

Slowly, achingly slowly, Redheart lowered herself over Twilight until her breasts were nearly brushing Twilight's lips. "Alright, Twilight. I'd like you to tell me how much you need to suck my nipples, on a scale of one to ten."

Twilight couldn't take her eyes off the nurse's crimson nipples. The constant awareness of Celestia's presence was still there, but almost irrelevant to her now; she cared nothing for being seen naked and desperate. "Ten. Ten! I really - I really need that, Nurse Redheart!"

Redheart straightened, nodding to herself. "I see. Thank you."

Twilight craned her head upwards, a whimper bursting from her lips. Surely, she wasn't going to just leave her! Celestia couldn't be this cruel! As if in answer to her inarticulate prayer, Redheart paused, with the slightly far away expression of a pony receiving instructions, then lowered her upper body again. To Twilight's incandescent delight, Redheart didn't hesitate this time, and buried the helpless pony's face in her cleavage.

Redheart's skin had barely touched Twilight's lips before she began licking, tasting the soft, smooth skin with an explosion of joy and desire. She could smell the subtle scent of talc on Redheart's skin, and beneath that, the taste of her unadorned body. Redheart's nipple dragged across Twilight's lips as the nurse shifted position, and Twilight immediately seized upon it, sucking and licking, flicking it back and forth, delighting in feeling it stiffen against her tongue. She knew she was moaning, loudly, and she didn't care. Nothing mattered but the feeling of Redheart's tits against her face and lips, the torturous way the other mare's hand was resting on one of Twilight's breasts. Time had no meaning, and Twilight was barely thinking at all when Redheart finally pulled back.

Too dazed to protest, Twilight merely groaned, her eyes flickering. Looking down her own body, she watched Redheart slither down the bed, and announce, "Now it's time for the next part of your examination."

"OHH!" Twilight yelped as the nurse's tongue plunged into her pussy, her shaven sex flushed with obvious arousal, and already leaking her wetness onto the cool, crisp sheets. She needed release! Her hips bounced urgently against the bed as she watched the prim, slightly stern Redheart lapping at her cunt with an expression of determined concern. It was too much, it was way too much! Why was Celestia doing this to her? Her head pressing back against the bed as her back arched, Twilight couldn't help herself. She needed to know what Celestia was doing, where she was. She willed her to be revealed.

Celestia's face was inches from her own, pink eyes gazing lustfully into hers.

"Nnnff!" she gasped, her eyes snapping wide as her heart shuddered in her chest. Wishing the Princess away with desperate vigour, she rolled her head to the side and jerked her hips again, producing another shuddering groan in the hope her shock would be written off as a spike of pleasure. "That's... sensitive..." she panted, digging her fingers into the bedsheets. Mercy's sake, even the fear was turning into arousal, the shock that had flashed through her nearly driving her to the edge.

She needed more! Heedless of the risk, she squeezed her eyes almost closed, and focused on her desire to see Celestia again. Like a sudden revelation, she beheld pale thighs marked with the golden sunburst, almost close enough to lean over and kiss, completely exposed. Between them, a slim hand was working back and forth, stroking in quick, delicate patterns.

A ripple of goosebumps raced up Twilight's body. Celestia was playing with herself. She was watching Celestia finger her bare cunt. She was watching Celestia's finger working in and out of her, hearing the low moan of the Goddess of the Sun, as she watched a brainwashed nurse lick out her most loyal student.

The orgasm broke over her before she knew it was coming, white light blinding her as she writhed in her restraints. Incoherent noises forced their way through her lips, a broken howl of unchained pleasure. Shocked completely out of her wits, Twilight lay semi-conscious, vaguely hearing Celestia's voice as she addressed Redheart.

By the time Twilight's eyes flickered fully open, the aching knowledge of Celestia's presence was gone.

"And then Redheart just unstrapped me, told me to get dressed, and let me go! I hope she's changed into her normal clothes, because she was still topless in stockings when she waved me out of the door. If she'd have stood any closer, somepony would have seen her for sure! Does Celestia just not care?"

"There, there, Mistress. The slutty and sensuously talented Trixie will make you feel better."

Twilight sighed as Trixie's hands worked over her shoulders and around the back of her neck. The showpony wasn't nearly as skilled as Aloe or Lotus Blossom, two ponies that she'd been seriously considering enslaving before Celestia had brought a halt to all her plans, but her touch was still soothing, and satisfying in other ways as well.

Her eyes focused distantly as she relaxed into Trixie's hands. She'd seen the spa ponies out in the market, as she'd gathered up Trixie's shopping, and a twinge of that temptation had struck her again. The odds of ever having either of them were much lower now, given the agreement she'd made with Luna. It would be much harder to entice the two into volunteering to be her obedient sex toys, without having let them experience just how enjoyable it could be. Of course, that was for the best, really. That had been part of why she'd gotten so out of control the first time, the sheer ease of taking over ponies, and bending them to her desires.

In some ways, letting Luna take up a role as her conscience was really helpful. She could think about the spa ponies, and whether she'd one day want to offer them a chance to sleep with her, without desperately and instinctively fighting herself to a standstill. So long as she didn't tamper with Luna's mind, she'd serve as a brake and a conscience. One Twilight sorely needed.

Before she could think of taking any more ponies under her wing, though, she had to avoid giving herself away to Celestia, while she figured out how to stop her.

"We're going to amend my rules as soon as Luna visits again. I really need to be able to stop the arousal until I'm ready for it."

Trixie's fingers worked firmly at the back of her neck. "You know, Mistress, the slutty and submissive Trixie is perfectly capable of altering your instructions without the supervision of some dream-struck mare that's spent the last thousand years going crazy on the moon."

Twilight's lips quirked, caught between outrage and amusement at Trixie's insult. "No, Trixie. You'll be under the charm's compulsion as you read the instructions, and I'll be really helpless. I won't do it without Luna to protect us both from interference until it's done."

"Pft. If you insist, Mistress." With barely a pause, Trixie carried on conversationally, "The treacherous bitch Trixie is thinking that if she was ordered to read some instructions to you, she would count as fulfilling the order if she read half of them, then left you caught in mid trance, undressed you a little, enjoyed handling you, then straightened your clothes and finished reading."

"Trixie." Twilight's tone was amusedly reproving. Really, Trixie was far too good at thinking up exceptions to orders. Without the command to reveal every sneaky thought that occurred to her, she might genuinely be dangerous. With it, she was entertaining, and quite educational.

Trixie stamped her foot. "Well, she hasn't even seen you naked yet! The slutty and submissive Trixie is compelled to be your fucktoy and plaything. She was promised that she'd have sex with you, and all your friends! You haven't even kissed her! How is she supposed to show off her magnificent body and gloriously sensual wiles?"

"That's true," Twilight responded, more thoughtfully. She had instructed Trixie to think of herself as a sex toy, and it was almost cruel not to use her that way. Cruel not to peel off her clothes, and make her see how much she'd enjoy being Twilight's personal property. She only had six months, after all, to make her love being a slave so much that she'd choose to stay one. Still, Trixie had been trying, yet again, to sneak around behind her back and defy, even betray, her wishes. She couldn't just reward that with something Trixie wanted so badly.

A smile curved Twilight's lips as an image flashed before her. Yes. That could give Trixie something to remember, afterwards, and it fit as a punishment too. "Yes. I promised I'd take you. But you have been naughty, Trixie, and do need to be properly punished. I think I'll do both at the same time. Come and stand in front of me."

"...yes, Mistress! The slutty and eager Trixie obeys!" Hurrying around Twilight's chair, Trixie struck a pose, one hand on her hip, head thrown back, as if awaiting a picture to be taken for a calendar. "She is ready! Do whatever you wish to her!"

"I intend to, Trixie. I do. Awaken."

Without time to even think of protesting, Trixie absorbed the command. Her body relaxed, arms falling to dangle loosely at her sides. "The slutty and submissive Trixie is awakened," she said blankly.

Twilight leaned back in the chair, taking in the other pony. "That's better," she murmured. Trixie's waiting silence was somehow restful. With her, like this, there could be no possibility of feeling judged, or feeling like she'd failed. She could say anything she wanted, with no consequences at all.

"You know, Trixie, it's been really hard for me," she said after a moment. "Losing Zecora... going through the decision to release Luna, even if she did choose to come back. Seeing my friends around Ponyville, knowing they don't remember a thing. The stress of recovering all my memories, and being so helpless in front of Celestia. Everything has felt so out of control. But not with you.

"You're mine," Twilight said finally.

"The slutty and submissive Trixie belongs to you," Trixie echoed.

Twilight nodded slowly, her eyes never leaving Trixie. "Yes. You tried to betray me, after I forgave you for the amulet, for everything. You're the only pony in my life right now that I can do anything I want to, with no consequences at all. Oh, Trixie. With you, after everything, I can do anything I want to you and I don't feel bad. Not at all." As if discovering something, she concluded thoughtfully, "I'm going to train you to be my adoring toy."

A note of command entered her voice. "When you're awakened, and there is no one present but you and I, you will announce, 'Your obedient fucktoy is ready to be used.' Say it now."

"Your obedient fucktoy is ready to be used," Trixie droned, without emotion.

Twilight shook her head. "...no, that's not right. Say it again, but seductively."

Animation touched Trixie's face, her lips curving into a smile as she breathed, "Your obedient fucktoy is ready to be used." As her lips closed, her face relaxed back into attentive blankness.

"Yes, that's much better. Use that intonation for it in future, please."

"Trixie will speak seductively when she is awakened in your presence."

"Yes, she will." Twilight pushed herself off the chair, circling slowly around the entranced pony. On some level, she knew, this wasn't about Trixie. This was about feeling in control, asserting her desires. It had felt good, being strapped to the table with Redheart grinding atop her. She could still taste the other mare's skin. Knowing that the nurse had been completely enthralled, doing things she never would have done - even without the charm, that would have been a turn-on. She really didn't know just how much of that smouldering arousal had been her precautionary commands, and how much had just been her own lusts.

What she needed was some time feeling absolutely safe, completely at ease. "By myself, but not alone," she murmured. "Just like this." Her fingers trailed across Trixie's shoulder, brushing her white mane aside. Yes, she needed time, to stop thinking about her scheming, her fears, everything that was happening to her. If there was ever a time to abandon herself to her own lusts, to the darker desires to dominate and control, this was it. She wrapped the feeling around herself like armour, embracing it fully.

Her hands closed on Trixie's shoulders, squeezing, and her lips brushed the other pony's ear. "You are an empty-headed puppet."

"Trixie is an empty-headed puppet."

"That's exactly right." Twilight lifted her hand to the brim of Trixie's star-laden hat and flicked her fingers, knocking it off her head. Winding her arms around the motionless woman, she drew herself tightly against her. "Puppets don't need to think, do they? Not at all. Puppets are just made to give pleasure to their owners. They're meant to be played with."

"Puppet doesn't think. Puppet is meant to be played with."

Oh, that put a shiver through her that she couldn't deny. Her hands slid around Trixie's chest and cupped, squeezed through her corset-like top. Her breasts were bigger than Twilight's own, more than a little. Though that had always been obvious, it was different to actually feel their soft curves under her fingers.

Releasing her, Twilight abruptly moved back to the chair and sat down. Her eyes narrowed, and her horn began to sparkle with latent magic. "Trixie - puppet - you'll stay in whatever pose you're put in."

"Puppet will stay posed."

She'd never tried this before, never even thought to, but now that the idea had occurred to her, she simply had to see if she could. A faint violet corona outlined Trixie's hand, and her fingers curled closed. Open. Closed. The glow spread down her arm, and jerkily at first, Trixie's arm raised into the air. Twilight giggled aloud, and Trixie's body gave a slightly sloppy wave. "You're a very naughty pony, but a very good puppet," she told her.

"She was a very bad pony, and now she is a very good puppet."

"Yes, that's right. Very good, Trixie." Thinking for a moment, Twilight wrapped a band of magic around Trixie's legs to brace her, then applied pressure to her shoulders. Trixie bent down into a stiff-legged bow, then straightened again.

"Oh, this is just too much fun." The faint glow of Twilight's magic spread over Trixie's body and lifted her entirely into the air. Moving one limb at a time, she posed Trixie's arm above her head, the other hand resting at her waist, and delicately pirouetted her in midair, like a toy ballerina. The levitating pony came to a stop facing away from Twilight, then bent at the waist. Jerkily, her hands moved back to her skirt, and finger by finger, took hold of it, then slowly lifted her skirt to show off her lacy black panties.

"Cute," Twilight murmured. The effort in lifting and moving Trixie wasn't trivial, but with practice, it could come easier, she was sure. Manipulating another pony's body was like getting to know how to delicately manipulate a quill. Her chest ached with emotions that were both foreign, and deeply familiar; desire, power, lust for control, all spiced with just a little tingle of guilt. She felt giddy with it. These were the moments that were the hardest to resist, when she truly felt on the cusp of losing control of herself.

"Okay, puppet. Shall we see if we can undo some buttons?" Twilight asked rhetorically. Trixie rotated in the air, straightening up, and Twilight carefully loosened Trixie's grip on her skirt. Focusing on Trixie's right hand, she guided it up to the side of her top, and tried to close her fingers around the barely visible buttons there. Trixie's fingers closed on empty air, several times, before Twilight gave up the effort. "I just can't see what I'm doing well enough," she murmured, shaking her head, and manipulating the buttons with her magic directly.

The buttons down the side of Trixie's top popped loose, one by one, before the corset came loose. Her hand encased in a guiding violet glow, Trixie gripped it and pulled it free with a jerky yank. Beneath, she wore underwear that looked expensive, black lace clinging tightly to the gentle blue slopes of her breasts. Twilight found herself humming with approval, her gaze lingering on the shadows of Trixie's nipples.

"Trixie puppet. Every time I make you do something, I want you to say what you just did aloud."

"Puppet will speak aloud everything puppet does."

Twilight concentrated, and Trixie's arm drew back, then abruptly she smacked her breast firmly. Trixie yelped without conscious intervention, then said calmly, "Mistress made puppet spank her own breast."

Twilight giggled again. "Trixie, say 'ow'."

"Ow," Trixie repeated tranquilly.

It took more concentration to move Trixie's fingers than it did to swing her arm, but it was worth it. Trixie's hand tightened and relaxed in rhythmic pulses. "Mistress is making puppet play with her breast through her bra," Trixie announced with brainwashed calm.

"Mmm. Be more descriptive, Trixie puppet, use sexier words."

"Mistress is forcing puppet to fondle her tits."

Twilight's eyes half shut as she groaned her enthusiastic agreement. Without the patience to try picking at Trixie's bra strap with clumsy puppet fingers, she simply willed it to come undone and slide down Trixie's arms. The catch undid itself, and the black bra fell away to reveal Trixie's bare breasts, half covered by one hand.

Under the magical compulsion of Twilight's telekinesis, Trixie's hands seized her breasts and kneaded with clumsy firmness. "Puppet, mmmh, is being made to play with her tits," Trixie groaned, the heat spreading through her body sounding in her voice despite her obliviousness. The levitating pony drifted closer and closer to Twilight, who reached out with a single hand. Trixie came to rest with Twilight's hand pressing through her skirt against her sex beneath.

"You're my mindless puppet, Trixie. You're aroused. You're really turned on."

Instantly, a flush spread through Trixie's floating body, across her cheeks and down her neck to colour the upper slopes of her breasts a gentle purple. Her nipples jutted out stiffly, peeking between her fingers, and there was a distinct sound of pleasure and need in her voice as she obediently echoed, "Mistress has made puppet horny and wet."

Twilight bit her lower lip as a spike of heat flashed through her. The absolute control over Trixie's body and mind was enthralling, intoxicating. Every act of control turned her on more, and each fresh spike of arousal corroded her moral restraint a little further. Trixie rotated slowly in the air, her hands frozen in the act of crushing her bared breasts together, then bent slowly from the waist to push her ass out towards Twilight.

Twilight's hands slid up the backs of Trixie's thighs and under her skirt, cupping her ass gently. "Your skin is lovely, puppet. It's so smooth and soft under my fingers. It's a shame it's spoiled by all this underwear and clothing in the way. That's okay though, don't worry. I'll take care of everything."

Her fingers slid up to unfasten the skirt and tug it loose, letting it slide down Trixie's legs to hit the floor. Twilight hummed approvingly as she leaned forward and kissed the gentle curve of Trixie's ass where the black edge of her scantily cut panties met her blue skin. "You do have such lovely underwear. Did you always wear things like this?"

Though the question was rhetorical, Trixie answered huskily, "The slutty and submissive Trixie likes wearing sexy underwear."

"I like it very much. Still, it has to go away now, okay?" Focusing, Twilight took renewed control of Trixie's body. Stiffly, Trixie released her breasts and reached back to slide her fingers into her panties, then pushed down. Twilight watched raptly as they slid down her thighs, hardly hearing Trixie pant, "Puppet is being made to show her Mistress her bare ass."

"That's right, puppet. That's right," she murmured. Trixie's body straightened with a shimmer of violet magic, turning and descending to stand at delicately poised attention before Twilight. Stiffly, her hands rose once more, one hand gripping a soft breast, the other settling between her legs. One by one, Trixie's fingers began caressing her sex, dipping between her lips. "Hnn... hgh... Mistress is making puppet... play with her tender pussy."

Oh, sweet stars above, yes. She wanted to touch Trixie, but the strain of controlling her fingers directly was getting too distracting from her sheer lust. "Trixie - puppet - when I make you perform an action a couple of times, keep doing it until I make you stop."

"Y-yes, puppet will keep doing whatever she's forced to do. Puppet is fingering her pussy."

Twilight released Trixie's hand from her magic as the other pony began to move under her own volition. A moment's concentration set Trixie's other hand gently spanking her breast over her taut nipple, listening to Trixie's throaty description of her degradation.

She couldn't hold back, not for another minute. Mingling her hands and magic, she frantically tugged off her own clothes, shedding them without care left and right. Her top flew to the side, followed by her unfastened bra, then she yanked down her tightly cut pants, taking her underwear with them. The cool air struck her wet sex, tingling on her bare skin. Breathing deeply, completely nude, Twilight stood up in front of Trixie's mindlessly masturbating body and met her eyes. "I know you can't think right now, Trixie. I know you're an enthralled fuckdoll. You're a beautiful, sexual doll for me to play with. But I know you're going to remember this afterwards, because I'm going to let you. So look at my body, Trixie. Take in everything, because this is the very first time you get to see your Mistress naked."

"Puppet will look at your body, Mistress," Trixie replied, little catches in her voice each time her hand gently smacked against her breast.

Twilight straightened her back and slid her hands up to gently lift her small breasts, framing her nipples between her parted fingers. "Look at me, Trixie. Look at my breasts. You're going to love my body. Look between my thighs. I'm wet. I'm wet because I'm controlling you. I really like making you my sex doll. This is why I chose this way to punish you. It's because I wanted to own you. Having the charm changed me. It made me see every pony, friend and enemy, as potential playthings. I forgot about this for a while, but now I remember everything. Now you're here, asking me to use you like the sex doll I made you into... it's wonderful. I feel so, so good."

Tweaking her nipple, Twilight gasped, then slid her hand slowly down her stomach to nestle between her legs. There was something about this vicarious exhibitionism, this showing off of her body to someone that couldn't possibly judge or do anything but worship her, that was too delicious to deny. Her magic caught Trixie's arm by the wrist as her puppet went to spank her breast yet again.

"That's enough of that. Now it's time for you to take your proper place before me, Trixie." Without consciously moving, Trixie's body sank to her knees before Twilight, her hand working ceaselessly at her white furred sex, and Twilight gently eased Trixie's mouth open. "Stop describing your actions, and stick out your tongue, puppet," she ordered, each word riding a ragged pant. She slowly eased forward, each step slow, moving with a thrill of deliberate sensuality.

With a shock that raced up her spine and sparked goosebumps down her arms, she felt the first contact of Trixie's wet tongue against her sex. "Oh, oh, oh yes. Oh, Trixie, puppet. I really shouldn't love this so much, but after everything that's happened between us, to have you like this... it feels so right." Twilight buried her fingers in Trixie's mane and began rocking the helpless pony's head back and forth, forcing her puppet to lap at her sex. Small whines of arousal escaped Trixie's mouth as she ceaselessly fingered herself, her body livid with sexual tension.

The pressure of Trixie's mouth was clumsy, and artless, that was undeniable. Twilight didn't care. The thrill of control, the thrill of power, the way she was degrading the pony who'd caused her so much trouble; that was far more important to her. Her hips jerked rhythmically against Trixie's face, smearing her mouth with glistening wetness, and though she'd barely touched herself, the excitement of the degrading situation had already brought her dangerously near her peak.

Twisting her jutting nipples with her free hand as she ground Trixie's mouth between her legs, she knew just what to do to push herself over the edge. Her words ragged with her panting breaths, Twilight gasped, "Cum, puppet, cum for your Mistress!"

The reaction was instant. Trixie's glazed eyes rolled up as her body shuddered, her fingers unceasingly working up and down her pussy as she gasped raggedly into Twilight's sex. Pushing Trixie's head more firmly between her legs, Twilight cried out in a long, unrestrained wail of pleasure. Her knees wobbling, Twilight fell back into the waiting chair, panting for breath.

"Oh, oh, oh..." Twilight breathed, hardly conscious of where she was, of anything beyond Trixie's mindless body at her feet. Shakily, she added softly, "That's enough, puppet. Thank you. You can stop moving now, and put your tongue away."

Trixie licked her lips unconsciously, her hand falling still between her legs. Silence descended, broken only by the breathing of the two ponies as their bodies recovered.

Finally, Twilight stirred. Leaning forward, she gently kissed the tip of Trixie's horn. In the aftermath of her arousal, it was hard to ignore the little sting of guilt she felt. All the same, Trixie was going to like what she'd done to her. She was very nearly sure, and if she didn't, then it wouldn't be hard to fix that. It was just a silly instinct that worried what the other pony might think.

"Trixie... when I end your trance, you'll wake up slowly, remembering everything that happened in the trance. Apart from the things I said to you at the beginning, you won't remember that, or me telling you not to. All the commands that I've given you while you're entranced today will be ended. It won't all go away at once; over half a minute, you'll gently come around. Okay?"

"Puppet will become the slutty and submissive Trixie slowly when her trance ends, slowly. She won't remember anything you said to her at the start of her trance."

That sounded right. Twilight looked down at herself, still nude, her sex still glistening with her own arousal, and then at Trixie's exposed body. Her gaze slid further out, taking in the constellation of discarded clothes all around them. She felt a little as though she should dress, or dress both of them, or wash them and then dress them before Trixie was released. But no. Trixie was her plaything. She had to remember that. She had to own it.

"Slumber," she said firmly, then put on a mask of calm confidence as she watched Trixie anxiously.

The white haired mare blinked slowly, shaking her head sluggishly. As the seconds ticked by, one by one, the light of intelligence gradually filtered back into her purple eyes.

Despite herself, Twilight held her breath.

Trixie looked down at herself, then at Twilight, in an unconscious mirror of her Mistress's actions. Her cheeks coloured. "W-well! The, uh, the splendid and slutty Trixie, her body is - she was a wonderful sex toy. Better than any other pony. Isn't she magnificent in her nakedness?" A hint of uncertainty touched the end of Trixie's ostensibly rhetorical question.

That single touch of vulnerability struck Twilight's heart squarely. Slipping off her chair, she knelt down on one knee and wrapped her arms around Trixie, drawing the other mare against her. "You have a wonderful body, Trixie. I really enjoyed everything. Are you okay?"

Trixie's eyes widened as she was hugged, then she tentatively wound her arms around Twilight in return. "The - yes. Trixie is fine. The slutty and submissive Trixie is a special and perfect sex toy! It is hardly a surprise that you are so pleased with her, Mistress."

Twilight reached back and captured one of Trixie's hands in her own, bringing it around and kissing the back. "I want you to know something, Trixie. I'm not cross with you, not anymore. I want to look after you. I don't want to lose anyone again, not the way I did before."

Trixie was quiet for a while, her warm cheek pressed against Twilights. "...you should feel very lucky that you have the magnificent and deliciously slutty Trixie at your side, then. With her incredible talents, no one will stand in your way!"

A smile touched Twilight's lips, as she squeezed Trixie tightly, and sat back to gaze at her. "That's right."

Slowly recovering a little more of her customary poise, Trixie tossed her mane, unable to quite hide the way her eyes couldn't look away from Twilight's exposed body. "Really, though, Mistress, you have the impossibly sexy and sensual Trixie as your personal fuck toy, and you don't take advantage of her incredible talents? Promise you'll let her properly appreciate you next time. It just wouldn't be fair if she never got to stroke and lick your body herself."

Twilight pressed her finger against Trixie's lips, stroking them. It was amazing how much easier it was to touch the other mare now that she'd broken the barrier between them. Trixie had been her slave before, but now she was her lover, too. "Of course I will, Trixie. I'm going to teach you all the ways I like being touched best. But that wasn't so bad, was it?"

"N-no, Mistress. Trixie was, she was very-"

"You have some lovely memories, don't you?"

"Yes! Yes, the slutty and submissive Trixie remembers everything, and-"

"You'll touch yourself thinking of the way I used you, won't you, Trixie?" Twilight overrode her words with gentle firmness, her fingers softly stroking the side of Trixie's neck.

Trixie looked down, her powder-blue cheeks reddening. "Really, Mistress. I can't believe you ask Trixie such questions! ...or do such things to her body. Trixie really underestimated you, she never thought that you would do anything like this." Trixie met Twilight's gaze, then winced at her own words, and added hastily, "Of course, Trixie always suspected you had hidden depths! She's lying, spank her blue ass!"

Twilight giggled, shaking her head. Her hand ran down Trixie's back and squeezed her ass, delighting in the way that Trixie's eyes widened. "What did you think, really?"

Trixie's lips pressed together. Stopping herself before she spoke, breathing quickly, she finally confessed, "Trixie thought you had the sexual lusts of a lump of rock, she thought you'd be irritatingly twee and friendly to everypony until the end of time!"

Laughing, Twilight gently smacked Trixie's ass, drawing a gasp of relief from the other pony. "Well, maybe you were right at the time. I kind of found out a lot about myself since I discovered the charm." Twilight's gaze flicked to the ground, then back up to meet Trixie's eyes. "I'm going to do all I can to make sure you're safe and happy. I've been thinking a lot about how to make sure all of my ponies are safe, and happy, no matter what. I'm going to put some new commands into you, too, so that if anything happens to me, you won't be bound to me afterwards. I don't want you to end up trapped like Zecora was."

"Rubbish! You are being utterly ridiculous." Trixie's face clouded, and she pulled away abruptly from their embrace. She stared at Twilight a moment longer, then stood up and walked over to face a window, her back to her Mistress.

Twilight looked up at her in shock, momentarily lost for words. Uncertain, and confused, she tentatively wound her arms around herself to hide her bare breasts.

Trixie spoke without turning around. "You triumphed over the slutty and submissive Trixie, three times over. Of course nothing is going to happen to you. If you can beat her, then no one else can come close. Besides! Trixie will find a way eventually to pay you back for all her defeats, and you certainly can't go anywhere until she has properly punished you for all her embarrassments!"

She'd actually upset her, Twilight realised. Maybe it was the charm, making it impossible for Trixie to conceive of Twilight not being there, and maybe it was just Trixie. Either way, the other pony was upset, and it was her fault. She stood up, crossing the floor to where Trixie stood, and wrapped her arms around Trixie's waist. Her small breasts pressed softly against her back.

The other pony stiffened slightly, then relaxed, though she didn't say anything. Twilight lifted a hand and swept Trixie's white mane to one side, then kissed the side of her neck. "Sorry, Trixie," she said gently. "You're right. I'll be just fine."

"That's what Trixie said, isn't it? It's about time you recognised that she is never, ever wrong." Immediately, Trixie bit her lip, and for a moment made muffled noises through her tightly closed lips before she sighed in exasperation. "Trixie has exaggerated too often and has to be punished again!"

Twilight gently swatted Trixie's ass, without breaking away from her. "Will you help me, Trixie? I need to figure out how to do this. Not just the charm, but how to protect myself from it, and all the ponies I care about. It really isn't going to be easy. I don't think Celestia will punish you if she manages to stop me again, but she won't give me another chance at this."

"Hmf! Even if Trixie wasn't magically enslaved, do you think she could turn down such a challenge? She is perfect and magnificent, and this will prove to every pony that she is a magician to be reckoned with! No one will ever dare mock her again."

Twilight slowly let go of Trixie, and turned her around with a hand on her shoulder. "Then let's get back to the charm. I promise, if we succeed, you'll have your room in Canterlot."

Trixie inhaled deeply, then nodded, her lips set in a determined line. "Yes, Mistress. Lets."

Four days passed. Four days of concentrated effort, of working at the charm without stopping for anything but food and sleep. Twilight had spent most of them at the tree house, not daring to spend too much time away for fear of triggering some hidden command buried in Spike. She didn't want to give him any reason to report her acting oddly. Only once or twice a day did she dare go and speak to Trixie, to swap notes and see how her own research into the charm - hampered by her lack of Twilight's reference library - had progressed.

Twilight had had to endure a visit from each of her closest friends commiserating about Zecora, too. Each of them had been curious about the brief relationship, some hiding it better than others. Rainbow Dash had asked a few faux-casual, incidental questions about when she'd noticed she was into mares, but for all that, she didn't think Rainbow was going to try hitting on her. The very concept was almost certainly blocked from her mind as thoroughly as it had been from Twilight's.

After all, as Celestia had firmly told her, they were only friends.

Twilight understood why Celestia had given the command, of course. Every single time she saw one of her friends, her body responded with a surge of warmth and desire that was hard to forget. Even while she'd consciously had no access to her memories of what had happened, that association of pleasure and satisfaction had remained. That was what had driven Applejack to fall in love with her the first time, even without knowing that she was already Twilight's sex toy. Celestia couldn't permit that, not when Twilight belonged to her and her alone.

Freed of the burden of Celestia's control, the ache to take control of her friends once more felt like a taut string, vibrating in her chest. Each time she saw them, fresh memories poured into her mind. She needed them. All of them, to be hers again. Burying herself in the charm was as much a means of escaping that forbidden longing as it was a means to an end. Perhaps she shouldn't have told Trixie of the way it upset her, but she had.

Her slave, the only one she could truly talk to about everything whilst Luna was away being prominent on the far side of Equestria, had blustered that the slutty and submissive Trixie would make up for any other inferior ponies, and what did Twilight need with anypony but her anyway? All the same, Trixie had been working hard, and after that, she worked harder still.

Now, as the cool air of a late autumn afternoon ruffled her mane, she did her best not to hurry too obviously as she made for Trixie's rented cottage. She'd warned Spike that she might not be back for a few hours, and to eat dinner without her if she hadn't come back from her long walk. That ought to give her some breathing room to spend sharing her recent discoveries and conclusions with Trixie.

It really was nice, she had to admit. It reminded her a little of when she lived in Canterlot, and had teachers to talk to about her research, but this was different. Trixie was massively egotistical, convinced every single time Twilight came to see her that she'd penetrated the secret of the charm. Each time, Twilight would have to coax her into finding her mistakes, but though Trixie sulked, she didn't stop trying. It was like having a student of her own, a gifted, able, utterly impossible student.

Walking out into the trees, it was the work of a moment to circle back around to the rear of Trixie's cottage. Letting herself in through the gate, she unfastened the back door with her key, and stepped inside. "Trixie! Trixie, are you there?"

The sound of movement came from the living room. Twilight slowed, and stepped cautiously through the doorway.

Trixie looked up from the table, her white mane bedraggled, her clothes dishevelled. Dark marks stood out plainly under her eyes. "Hello, Mistress. The slutty, and stupendous Trixie... has made another incredible breakthrough."

"Trixie! Look at you, have you slept? Have you been eating properly? I haven't seen anypony look this tired since Applejack tried to do the entire harvest all by herself!" Forgetting her moment of caution, Twilight rushed to her side and wrapped an arm around her shoulder.

"Trixie was busy! Busy penetrating the ancient secrets-" She broke off to yawn, then shook her head in irritation at the interruption. "She has made another discovery! Celestia's puny and careless spellcraft is no match for her penetrating insight!"

"Trixie, you need to sleep," said Twilight firmly. "You look as though you're going to pass out where you sit."

"Nonsense! Trixie needs no food or sleep! She is a genius!" She yawned again, rubbing her red-ringed eyes.

"You need to sleep, Trixie. I won't let you make yourself unwell trying to do this." Twilight leant closer, hugging Trixie tightly. "Have you written down everything you've found?"

Trixie resisted a moment longer, then let her head sag against Twilight's shoulder, mumbling, "Of course the slutty and submissive Trixie has written everything down, do you take her for some kind of amateur like Celestia..."

"Go to bed, Trixie." Twilight opened her mouth to say that she really meant it, and so give Trixie no choice in the matter, but found herself reluctant to. Instead, she added gently, "Please. I worry."

"Humph! Trixie isn't going to leave just when her Mistress has arrived!"

Twilight's eyes flitted to the sofa. "How about there? You could sleep on the sofa, and I'll be with you. The longer you protest, the longer it will be before I can see what you've found."

"...oh, fine. She'll take a nap. A short nap! Then she'll wake up so you can praise her genius." Trixie allowed Twilight to guide her over to the sofa and lay down, then watched as Twilight brought her a soft blanket from the small bedroom to wrap around her.

Within moments, Trixie was gently snoring. Twilight gazed at her fondly, shaking her head. At moments like this, it reminded her how determined Trixie really was. Even if that passion had usually been misguided - catastrophically - she still had some truly admirable traits.

Taking the chair at the table, Twilight sat down and began to read.

Ten minutes later, Twilight suspected Trixie was onto something real, this time.

An hour later, she was sure of it. It was a dense section of the spell, folded in on itself like a paper flower, but Trixie had recognised some pieces of it that the show pony was very familiar with; pointless padding, designed to look like it did something, but did not. Trixie had used much the same sequences to make her own spells look more impressive than they really were. Take those away, and what existed in the gaps looked like a signature.

Three hours after that, Trixie stirred, and opened her eyes. Acres of notes, diagrams, scribbles and speculation entirely overwhelmed the table before Twilight and spread across the floor, lapping at the foot of the sofa. Trixie groaned, pushing the blanket back, and sat up slowly.

"Trixie!" Twilight looked up, bright-eyed. "You were right! This is Celestia's magical signature, I'm sure of it. It's hers and Luna's, combined. It kind of focuses the magic, and creates a hole in it at the same time. Celestia's magical field would collapse any attempt to use this version of the spell upon her, it can't even see her. The spell has to have a blind spot, or it won't work, you can't just take the signature out, but not all versions have to have the same signature. It can be changed."

Trixie blinked as the rush of Twilight's enthusiasm washed past her, rubbing her eyes with one hand. Shaking her head to clear it, she declared, "Trixie was right! Now all you have to do is make a mingled signature of Celestia's magic and your own, and the charm will be ready for use upon her. No more hiding, and a palace of Trixie's very own."

Tugging one sheet of parchment out from under a couple of others, Twilight shook her head. "This isn't enough. It's only part of her signature, not the parts I need to make it focus on her."

"It enslaved the slutty and submissive Trixie, and it wasn't made for her. Use somepony else's magic signature."

"...I don't think so. I know it works on most ponies, but I don't think Celestia would have made it this focused on Luna if it didn't have to be. It's powerful enough to overwhelm ordinary ponies with raw potency, but an alicorn would need something stronger, more attuned to their nature. I really wouldn't want to face her if I didn't know it would work. All I need is something that has soaked up her magical aura, something that I can use to create the new charm."

Trixie struggled to her feet, pushing her mane back from her face. "Then Trixie will get whatever you need! Right now!"

Twilight shook her head with a smile, rising from the table and picking her way through the mass of parchment to Trixie's side. "It's okay. I'm going to make you something to eat, and then you're going to sleep. You'll need to be well rested for tomorrow." Twilight's gaze shifted towards the north. "You and I are going to break into Canterlot Castle. We're going to steal from Celestia."

Author's Note

Twixie is as lovely to watch in action as it is awful a portmanteau.

-Proofed by the splendid Setokaiva

25: Key to the Kingdom

Vague, confusing images swirled around Twilight, recognisable one moment, and gone the next. They flowed through her without resistance, her sleeping mind too fragmented to allow more than transitory flashes of thought. These were her dreams, too chaotic, too partial, to be remembered when she woke.

Into this flickering maelstrom, a single sound intruded. The dream deepened, shaping itself around the sound; a regular, rhythmic clack, clack of heeled shoes on stone. Twilight slowly became aware of the world crystallising within her mind, and as she grew aware of herself, so she was there, standing on broad flagstones.

The room... no, chamber, wasn't one she recognised. It reminded her a little of Canterlot Castle, and a little of the Castle of Two Sisters, but wasn't really either. She was standing on a shallow dais, at the centre of a wide hall. Tall, arched windows lined the walls, looking out onto glorious stars, and between each window rose tall bookshelves. Purple pennants hung here and there, matching the broad avenue of carpet down the centre of the chamber. It was somewhere between a library and a throne room.

Of course.

Twilight sank back into the throne-like chair that she knew would be behind her, and waited. She knew it wasn't real, but she could scarcely convince her senses of that fact. The cushions of her wooden throne were soft and deep. It was a gift, all of it, and one that could only come from one pony.

Luna stepped out from between two avenues of bookshelves, the sharp sound of each footfall muffled as she stepped onto the carpet, and approached Twilight's throne. She wore a clinging black dress of an oddly archaic cut, her mane and tail billowing about her, filled with constellations. The small black tiara that she sometimes wore was missing, replaced by an equally elegant black collar around her neck with a single silver ring dangling at her throat.

She approached the foot of the throne, pausing at the edge of the dais, and sank down to one knee, her head bowed. "Twilight. I am at thy command."

Twilight took a deep, steadying breath, then murmured, "Wow." Raising her voice, she said warmly, "You look incredible, Luna. Come to me, please."

Luna lifted her head, stepping up onto the dais and standing near enough for Twilight to reach out and touch. A small smile touched her slightly stern features. "Thank you, Twilight. I had hoped this would please thee."

"More than that... this is amazing! You look... I don't know what to say." Twilight's fingers slid up Luna's chest to touch the cool metal of the ring that dangled at her throat. "Where did all this come from? This collar is beautiful."

Nodding, radiating warm satisfaction, Luna placed her hand on Twilight's own. "If I am thy slave, should I not dress as such? A collar is customary for those who choose to become property."

"How do you know that? Have you been reading the same kind of books that I have? ...oh." Twilight blushed, as the obvious answer occurred to her.

Luna’s smile became conspiratorial. "Indeed, Twilight Sparkle. I hath witnessed the extremes of depravity that an entire realm is capable of, and I hath done so not for a single night, but for century upon century. You can scarce imagine the things I have witnessed."

"Can you... tell me, sometime? About some of it?" Twilight had never before considered just how many unspeakable things Luna must have seen as she watched over the dreamers of Equestria. She was seized with a desire to know more. To listen to that voice, dignified, strangely sexy in her archaic phrasing, lay out with delicate precision the lusts she had witnessed, the fucking, the twisted desires.

"Had any other asked me such a thing, I would have told them that some secrets are sacrosanct, and can never be shared. That I have a responsibility to those dreamers to never make them fear that their dreams might be judged by others."

"But for me?"

Luna gazed at Twilight for a moment, then smiled and brushed the silver ring dangling from her collar. "For thee, I wouldst allow some small secrets to be revealed. Those of ponies long gone from this world, whose names I would never tell, and whose secret desires will not be betrayed should I speak. I ask you not to command of me that I reveal the dreams of ponies who are living, or those you know of. It would sadden me to refuse thee."

A strange feeling settled in Twilight's heart, a mixture of pleasure that Luna would tell her that much, and gentle resentment that her slave would have a responsibility that so completely excluded her. She was being silly, she told herself, and firmly put aside her selfish desire that Luna's only duties should revolve around her. "I'd like that. A lot. I think that would be kind of... hot."

Luna blushed darkly, nodding. Seemingly lost for words, it took a few moments for her to reply quietly, "It pleases me to be desired by you, Twilight."

"I'd... like you to call me Mistress, sometimes." She'd spoken the words before she was fully aware she was about to, and immediately second guessed herself. Was that truly what she wanted?

Lifting her head slowly, Luna hesitated. "Wouldst that title feel like a term of endearment to thee, Twilight?"

"...yes. Yes. Each of the ponies that were close to me, each of my friends, had their own way of speaking to me, telling me that they were all mine. I really treasured that. I liked listening to them. However they addressed me, they were giving themselves to me all over again, and with love."

"Then... it shall be as you desire." Luna seemed to make up her mind and leaned forward, a smile gradually shaping her lips. "For I do feel a sincere affection for thee, and wish thee to be in no doubt that I shall remain yours, my Mistress."

Deep within herself, Twilight felt Luna's words resonate like a plucked string. "Come closer."

"As you desire, my Mistress." Luna leaned towards Twilight, and closed her eyes as Twilight's hands gently slid up her cheeks, cupping her face.

"I love you, Luna. Stay mine, always. I promise that I'll always look after you." Even as she said it, Twilight knew it was an absurd promise. She was a child to the Princess, in age, in maturity, in raw power, and she would be but a fleeting moment in the alicorn's indefinitely longer life. All the same, she felt a deep and powerful urge to look after Luna, to keep her safe.

A strange look crossed Luna's face, and her hand rose to settle against Twilight's, holding it to her cheek. "It has been a very long time since anyone pledged that they would look after me. Other than by my sister, I am not certain it has been spoken to me in ages of the world."

Twilight blushed, her eyes flicking away. "I know it sounds silly, for a pony like me to say something like that, but-"

"No. Do not denigrate the promise you have made, Twilight Sparkle. You are stronger than you know. You are more powerful, more cunning – have you not defeated me, recovered thy memories despite my sister's conquest of thy mind?" Luna's voice dropped a notch, growing quieter. "I had forgotten how it felt to be cared for this way, Twilight. My Mistress. I do believe that you would do anything to protect me, and every ancient evil under the sky would strive in vain against thy retribution were I hurt. Thank you."

Twilight's chest filled with a deep ache, a good pain, like feeling something precious glowing inside her. Sliding off her throne, she commanded softly, "Please sit, Luna." The Princess had scarcely obeyed her command before Twilight settled sideways onto her lap, and leant against the taller pony. "You're so, so precious to me."

"As are thee to myself." Luna's arm curled around her diminutive owner, holding her tenderly.

Twilight breathed in deeply, feeling the strangeness of knowing her surroundings weren't real, that the air she thought she was inhaling didn't exist. This wasn't even her real body, or Luna's. A faint frown crossed her face as a thought occurred to her. That was right, this wasn't real. Which meant that she had options here that she didn't have in the waking world. All it might take was a request. No, not a request – a command.

"Princess Luna, you have control of this place, don't you? You could change the way things look – even you, or I?"

Luna blinked. "Yes, such a thing couldst be done. Art thou displeased with some aspect of this place, or my body?"

"It's beautiful! This place, I mean. You. You're beautiful. I just... I'd like to see what you look like with, with kind of... decorations. I mentioned, before, when you were with Zecora. Um. Do you remember?" That emphatically wasn't a command. That was barely a hint. Twilight kicked herself for growing tongue-tied, even as she couldn't find it in herself to be more overt in her desires. She rested her head against Luna's smooth shoulder.

After a moment, Luna spoke. "I do. I have chosen to give myself unto you, bodily, to become thy sensual plaything. I shall show you that which you wished to see, but dared not impose upon me, in the waking world." The princess took hold of the sides of her deeply split bodice, and eased them apart.

Twilight watched, frozen, her hands tightly gripping her thighs, as Luna's breasts slid into full view. Each midnight blue nipple was now pierced by a silver ring, matching the one upon her collar. A soft whine escaped Twilight's scarcely parted lips as Luna looked up at her.

"Does this please thee, my Mistress?"

"Yes! Yes, I... yes." She couldn't take her eyes off the enslaved Princess. Speaking mostly to herself, she whispered, "I have got to make this happen for real. I mean it. Seeing you like this, touching your body when it's been marked like this, while I'm awake... yes."

"I am pleased that you find my body suitable, my Mistress." Luna gazed at Twilight with a solemn delight in her sparkling eyes, then shook her shoulders. Her breasts swayed, the rings glittering in the lamplight.

"Sweet Equestria," Twilight groaned huskily. She turned more fully towards Luna, her knees either side of Luna's thighs and resting against the arms of the throne. Hands moving almost by themselves, Twilight gently cupped Luna's warm breasts, feeling the rings press against her palms as Zecora's had. "Do you feel this? Does this feel real to you?"

Luna caught her lower lip gently between her teeth for a moment, nodding slightly. "Yes, Twilight. I cannot fully know how this should feel, but I feel the warmth of thy hands against my breast, and the coolness of metal."

A smile growing on Twilight's lips, she hooked her fingertips through the rings and gently twisted. As Luna gasped aloud, Twilight murmured a soft sound of satisfaction. "That's right, my slave Princess. I love your body. I love how you look like this, pierced with rings as silver as the moon. Your perfect body, decorated just for me. I want to know that you are wearing them all the time, even when you are presenting yourself to Equestria as the formal Princess of the Night. Always marked as my slave."

Twilight's hand moved between Luna's legs, pressing firmly through her darkly sparkling dress. Thrilling to hear herself say such things, she breathed, "Your tits belong to me, Princess, to do with as I please. Your beautiful cunt, too. Does that feel good?"

"Twilight..." Luna whispered, her head tilting back a little and baring her smooth throat.

"Answer your Mistress," Twilight replied just as softly, nuzzling her lips against Luna's neck and squeezing her soft breasts more firmly.

"Mmmh! ...yes. Yes, my Mistress, thy touch is arousing to me. I cannot help but take pleasure in thy conquest of my body, for you have made it so. Do as you desire to me." Luna's deep blue-black nipples jutted stiffly against Twilight's palms, and a soft heat throbbed under her fingers.

Twilight's lips parted, and she gently bit at Luna's neck. Her arousal was a soft and patient thing, taking pleasure in each moment, without urgency. "There's something I have to tell you, first. I'm going to Canterlot in the morning. I've worked out how to redesign the spell. Now all I need is Celestia's magical signature, and I'll have a weapon that she has no idea exists. No idea that it can exist. It won't be long, now. Soon, we can be together all the time, and never fear we'll be separated again." Twilight inhaled deeply, lifted by a surge of joy that accompanied the thought.

Luna stiffened under Twilight's hands.

"Mistress! You cannot take such a risk! Allow me to return to Canterlot, and I can acquire something that will satisfy thy needs." She sounded appalled, her hand tightening on Twilight's thigh.

Twilight shook her head, and smoothed her hands down Luna's flanks. Luna's sparkling dress had vanished, when she hadn't been paying attention to it, as had her own clothing. There were definite advantages to toying with her divine slave in her dreams. "Princess Celestia believes she has me under her control, and barely uses the charm on me. If you were to return, I really don't think she'd resist temptation again."

"Mistress - Twilight, I do not wish to see thee manipulated at my sister's hands. I cannot risk losing thee once more." Luna's face was stern, but a distinct pleading note coloured her voice.

"You won't lose me. Luna, I can't risk her discovering that I have you. You are my very best chance of beating her. I just need a few days to capture her signature, and incorporate it into a modified version of the charm. Then I can make sure that we're all safe from the original. I won't risk you, not yet."

"I could not possibly allow thee to go alone!"

"I won't be alone. Trixie is coming with me."

Luna's frown deepened. "I am not convinced that is an improvement. She is treacherous, and foolish."

Twilight leaned into Luna's body, stroking her cheek affectionately. "She'll be helpful. She really does know a few charms that I hadn't come across in my studies."

"Do you command me to comply with this folly, Twilight?" Luna asked tensely.

"I do. You must trust me, Luna. I'll get through this. I can't risk you, not yet. You're the key to everything, and if I lose you, it's over."

Luna lowered her head, lips pressed together. Finally, she nodded reluctantly. "Very well, my Mistress. I shall abide by thy wishes. All the same, I shall watch with a terrible anxiety until you are safe once more."

Twilight sat up a little higher on Luna's lap, enjoying the soft warmth of the other pony's skin against hers. Nuzzling her lips against Luna's neck above the collar, she said softly, "It's okay, it really is. Please, don't worry too much. This is a beautiful dream, and I'd like to enjoy it."

Nodding after a moment, Luna murmured, "As you wish, Twilight. I shall speak no more of it this night." Her hand slid up Twilight's back, massaging gently. "I simply worry. You are very important to me, Twilight. I am not used to being so concerned without a means to do anything about it."

Relaxing into Luna's body, feeling the presence of the rings pressing against her skin with a little tingle, Twilight kissed her again, snuggling closer. "You're so precious to me, Luna. Everything's going to be alright."

The lamps of the throne room dimmed to a soft, flickering glow that merely gave texture to the darkness. Luna's wings wrapped around them both, enfolding Twilight in soft, dark feathers.

"Canterlot! At last! No mere provincial village can give the slutty and submissive Trixie the proper adulation that she truly deserves!"

Twilight buried her face in her hand. "Trixie, we're going to have to get off the train in a moment, and we're going to have to mix with normal ponies. Ponies that are expecting you not to be Trixie, but - well, whoever you are now. Have you even picked a name yet? I mean, one that you'll agree to keep for more than five minutes this time? We need to start using them from the moment we step off the train, or we'll slip up the first time a pony asks us who we are. You need to believe it."

The two of them were sat facing each other, in a small private booth sealed off from passing ponies by a wooden door and some soft curtains over the glass. Twilight had transformed herself, with considerable effort, into a cream unicorn with a vibrant green mane and tail. Her clothes were exactly formal enough to pass for a servant, but not so plainly a serving girl's uniform that she'd draw attention on the street. A green cloth polishing a candlestick marked each thigh, visible through the traditional cut outs in her skirt.

Trixie, on the other hand, had coated herself in a skin-tight sheen of illusion magic that gave her the appearance of a white unicorn with a short, close cut mane of light blue, and a feather duster on each thigh. She shook her head and gave Twilight a look of pitying disdain for those slower than herself, which was so characteristic of the showpony that she may as well have spelled out her name in a flurry of fireworks.

"Of course. Clean Sweep the brisk and industrious shall impress the entirety of the staff of the castle! Nobility shall declare, why, who is that charming and efficient young maid? Does she not deserve to be elevated to the ranks of the nobility for her powerful work ethic? Trixie will accept graciously. After all, it is her right."

Twilight looked at the disguised Trixie from between her fingers. "Clean Sweep. Just - stop it. Speak like a normal pony."

"The subtle and inconspicuous Clean Sweep always-"

"Trixie! Say a sentence with 'I' in it."

"Poor Bright Shine. You have forgotten her name already. The pleasant and generous spirited Clean Sweep will remind you when you get confused."

She should have left Trixie in Ponyville. Tied to something. Gagged. "Just... come on," Twilight sighed, sliding back the compartment door.

A stream of colourful ponies filled the passageway outside, making their way towards the carriage doors to alight. Twilight merged into the swift-moving queue, feeling herself get a little jostled by the crowd. Something about it felt off, somehow, like a wrong note, but she wasn't sure what it was. Ponies were hemming in around her more closely than usual. She found herself glad to spill out onto the broad platform outside, moving a few steps away to wait for Trixie.

It was a beautiful day in Canterlot. The sun was warm, despite the cooler air of the late autumn months, and a gentle breeze tugged at the coloured leaves. Twilight caught sight of a flash of white and blue, and stretched up to beckon Trixie over. "Clean Sweep!" Twilight smiled as the other unicorn emerged from the throng, and stepped forward to meet her. Twilight promptly collided with a bulky colt barging past. The colt snorted, barely giving her a glance, and continued on his way. She looked after him, baffled.

"Bright Shine. You're standing in everypony's way. Tch. What is she to do with you?"

Twilight was yanked out of the stream of ponies by Trixie's hand on her arm, into a sheltered corner while the platform cleared. Frowning, she pitched her voice low. "I think there might be something wrong with my disguise spell. There's something strange about the way ponies are acting."

Trixie rolled her eyes. "Your shape change is perfect. What pony but you could make it so perfect? Other than the great and illustrious Trixie, of course. Ponies don't jostle Princess Celestia's apprentice, even before you defeated Nightmare Moon and were plastered all over the castle windows. Clean Sweep will demand her own window, she hopes you know. Large. Arched. Perhaps inscribed with a paean to her beauty and cleverness."

Twilight blinked. That couldn't be it. She shook her head after a second, and protested, "But I've never tried to show off or asked anypony to treat me differently..."

Snorting, Trixie pulled her out of the sheltered nook, and set off at a brisk walk into Canterlot proper after the thinning crowd. Behind them, the train whistled deafeningly, then huffed into motion, obliterating any further reply either of them might have made.

Twilight followed, frowning. She really hadn't tried to make any pony treat her differently. She didn't like the idea that she was being afforded special treatment just because Celestia was her teacher. Goodness only knew what they'd do if they knew Luna was her adoring sex slave.

Taking the lead, Twilight guided them both through the familiar streets, more and more ponies thronging around them beneath the clean white lines and colourful banners of the capital. Over to her right, the tall, sparkling column of the great fountain filled the air with the sound of moving water, and all about them, ponies were running intricate stalls, hawking goods from all over Equestria.

She became aware that Trixie had stopped, and turned back to beckon her. "Clean Sweep! Come on!"

Trixie spread her arms and spun around, heedless of the skinny pony she almost knocked over. "Canterlot! Canterlot the glorious! While of course she has been to Canterlot many times, so frequently that these streets are as familiar to her as the back of her perfect hands, she is nonetheless delighted to see the architecture! The wealth on display! The magnificence!" Trixie's evident delight faltered, and her expression slowly became wooden. Dropping her arms, she marched over to Twilight's side, with an exasperated look in her eyes. Voice low, she hissed, "Fine, she's lying! She's been to Canterlot a couple of times! Now she has to be spanked!"

...that was a problem. She really should have thought of that. Of course Trixie was going to exaggerate to her, and now she, Twilight, had to do something about it. In a very busy street. Surrounded by ponies. Oh, and Trixie was starting to squirm from foot to foot, so she had better think of something quickly. "I can't! We're in the middle of Canterlot!"

"Do you think that Clean Sweep the acutely observant has somehow missed this? It was your terrible idea to make her do this!"

"Can't you wait until we're on our own?" Twilight pleaded in an undertone.

"Tr- Clean Sweep is going to start grinding her ass against something any second to make it stop! Or somepony! Do something!"

"Just wait! I'll - wait!" Twilight looked around frantically for some sheltered alley they might sneak into, but the dense crowd seemed to fill every street to capacity. "Clean Sweep-"

She was cut off as Trixie's mouth pressed firmly against hers. Twilight's eyes widened, and for an instant she stood frozen, before she instinctively wrapped her arms around the other pony. Trixie's mouth was warm and soft, and it occurred to Twilight distantly that she'd never actually kissed the showpony before. Relaxing slowly into the kiss, a blush rose on her cream cheeks as she realised that a few ponies were watching them. She felt herself growing a little dizzy.

Trixie broke the kiss, gazed deeply into Twilight's eyes. Her voice came softly, as she whispered in a faux loving tone, "Will you please just spank Trixie's ass, you idiot?"

Twilight's blush intensified as Trixie's mouth covered hers again. Squeezing her eyes closed, her hand slid down to the other mare's ass, and with the shortest, quickest motion she could manage, Twilight swatted Trixie's ass through her skirt. Trixie's body slumped in relief.

Breaking away quickly, Twilight seized Trixie's hand, trying not to see the ponies openly watching them both. "I, um. I've... always wanted to... share a kiss, with you in... fountain square. Clean Sweep. Now that we have, we should... go. Away." Twilight recited the words haltingly, as if reading off an invisible script, her face a deep crimson.

Breaking into a swift walk that was only a notch below a run, she pushed her way through the crowd, focusing only on the castle's high walls and striking out for it. She didn't slacken her pace until the last of the tall buildings passed behind them, taking shelter in the belt of low greenery that separated the city from the castle walls themselves. Planting her hands on her knees and sucking in a deep breath, Twilight looked up at Trixie and repeated, "You idiot?"

Trixie shrugged, tossing her head. A momentary flicker of annoyance crossed her face as her short illusory mane failed to swing out dramatically in the way her long white hair usually did. "Clean Sweep was in a hurry, Mistress. She can be punished for her entirely justified rudeness later."

Twilight poked Trixie in the side, with a wry smile on her lips. "I will, too. That was cheeky. Goodness, those walls are high." The castle loomed overhead, more imposing than she remembered, the walls rising sheer from the far end of the park. Armoured guards patrolled back and forth smoothly along the foot of the wall, in regular patterns.

"Well, I think we got away with that. Once we get inside, we should be okay to rely on our disguises. The guards at the gate will check, though, and they'd probably pick up your illusion, or my alteration magic. Princess Celestia should be busy in the Day Court for a few hours yet, but we shouldn't waste any time that we don't have to. Clean Sweep, it's over to you now."

"Of course, Mistress!" Trixie posed proudly.

"Bright Shine!" Twilight hissed, glancing around for anyone that might have heard.

"Do not fret, Bright Shine! She will distract the guards, and we will sneak into the Castle, and-"

"Stop reciting the plan! Just follow me."

"Hmf! Very well."

A cart full of barrels was rattling towards the gates down one of the broad avenues, and Twilight timed their approach to fall in behind it. With a little luck, that'd keep the guards occupied, and they wouldn't need Trixie to use her illusion magic at all. Her heart beat faster as the arched gateway grew wide before them, filled with a trio of white colts in golden armour. Two of them stepped forward, halting the burly pony pulling the cart, and as they began talking, Twilight stepped around the back of the cart and made to walk straight in through the gate.

The remaining guard stepped into her path. "Excuse me, ladies. You'll need to be checked before you enter today."

Twilight smiled, as naturally as she could manage, and nodded her agreement. "Of course! Of course. I'm Bright Shine, and that's Clean Sweep. We're just heading in for our shift."She twisted her foot, gently scuffing the paving stones, signalling Trixie to begin.

The usually-blue mare nodded slightly. Looking back over her shoulder, she concentrated. The barest glimmer touched her horn, the customary glow of magic dampened down beyond visibility, and behind them a triple set of bright lines arced into the clear sky. The illusory fireworks burst in three short, sharp cracks, bright enough to be seen as momentary sparks despite the daylight pouring down.

Perfect! Now the guard would step out to check on who had launched fireworks so close to the palace, they'd be let through, and they could get on with sneaking into the palace. Twilight gazed at the guard, whose head had jerked up at the triple detonation. Go on, she urged him mentally. Go check what that was.

He shook his head. "Some ponies. Okay Bright Shine, Clean Sweep, step over and I'll just check you before you head in."

Twilight's expression froze. The cart mare looked like she was about to be cleared, and then they'd be surrounded by three guards, with nowhere to go. Then Celestia would be told about the strange ponies under disguise magic that had tried to sneak in, she'd come out, and it would all be over. Her eyes met Trixie's, and she mouthed, 'Do something!'

Trixie looked back at her with a mixture of incredulous panic, then smiled widely at the guard. "Haha. Yes. Hello! Yes. Surely there's no need to check a pair of humble and efficient maids! There's so much... dusting to do!" Her foot scuffed the paving stones back and forth, in an unrehearsed signal that Twilight immediately understood as, 'No, you do something.'

Twilight's desperate gaze flashed to the nearest cartwheel. The guard was looking at Trixie, and the other two were focused on the cart mare. Her horn flickered, a sharp, sudden pulse of light.

One axle sheared, splintering as a nail of magical force drove through it, and with a creaking, rending groan, the cart slumped backwards. The cart mare yelped as the traces pulled her up into the air, and the rear of the cart slammed into the ground. A flurry of barrels crashed out of it as it fell, thundering across the plaza and smashing against the gate pillars. Purple wine spilled everywhere.

"Hey! Ma'am, are you alright?" Their guard broke away, hurrying over to his fellows to try to sever the traces holding the frantic earth pony up.

Twilight caught Trixie's eye. "How dreadful! We'll go ask someone to come help. Come on, Clean Sweep."

Walking briskly across the open ground before the castle proper, Twilight's back crawled, tensed for a cry of alarm at any second. None came. Cool shadow enfolded them as they entered the castle's grand hallway, and Twilight chose the very first turning they could, desperately trying not to break into a run.

Left, right, left again, ducking into smaller and smaller passages, until there was no one in sight at all. Twilight pressed her back against the wall, shivering with tension. "Wow. I really, really thought we were about to get caught. Are you okay, Clean Sweep?"

Trixie looked a little ragged herself, her eyes darting left and right anxiously. At Twilight's question, however, she immediately drew herself up and said firmly, "Clean Sweep is perfectly fine! She is just - anxious to complete this trivial task and return to Ponyville, where she can further prove her superior intellect in preparing a new charm for her glorious Mistress. That's all."

Twilight gave her a sideways look, but apparently Trixie's compulsions would let her get away with that much prevarication without confessing more lies. "Okay. Remember, walk slowly, and step up against the wall when the nobles come by. No one is going to bother us while we walk the main hallways. We're as good as invisible."

With that thought to reflect on, Twilight led Trixie through the familiar halls. Her heart beat in her chest like a drum, her skin prickling each time high ranking ponies walked past. Fortunately the corridors were wide enough for them both to flatten against the walls. Lowering their gazes and dipping in slight curtseys as the nobility passed, they really were ignored completely. All the same, Trixie's expression was growing more and more indignant between each encounter, and finally she could take it no more.

As Twilight ducked around a corner, her mind on Celestia's chambers ahead, Trixie reached out and grabbed the back of her skirt. "Bright Shine! This is intolerable. She is not accustomed to being ignored like this! How dare these ponies walk right past her without acknowledging her beauty and grace?"

"They're supposed to ignore your beauty and grace, Clean Sweep! When somepony sees us next, just stop and polish something. This is going perfectly."

"This isn't how Clean Sweep pictures things being perfect, Bright Shine." Sticking her nose in the air, Trixie walked out into the corridor, then sighed with exasperation as she heard more voices. Turning to Twilight, she declared indignantly, "She isn't polishing anything! Really, Bright Shine, she is - hey!"

Twilight grabbed her arm and yanked her into the shelter of a wide pillar, flanked by a suit of armour on either side. "Clean Sweep, you need to be quiet now."

"Well! She might just give these ponies a piece of her- mmmmfh!"

Twilight had seized the back of Trixie's neck and pulled her down, burying her face against Twilight's modest chest. "Shhh!" she whispered urgently.

A grudging noise of assent came from somewhere in the region of her cleavage.

Pricking her ears, Twilight listened hard. It sounded like more guards, their voices lacking the particular accent of the Canterlot upper class that so many highborn ponies insisted on adopting. "...haven't seen anyone unusual, but I'll ask him to speak with the head of the maid staff and make sure everything's okay. Might be petitioners at the Day Court."

"Did you hear that Zephyr is Captain of the petitioner's hall today? I told you, that's a pony to keep an eye on. If you ask me..."

Their voices faded. Twilight slowly relaxed her grip on the back of Trixie's neck, and the other pony jerked upright, sucking in a deep gulp of air. "Bright Shine! Clean Sweep thought she was going to die in there. Not that she would entirely object, if she had to go sometime, but really, Bright Shine, you must contain your entirely understandable lust for her."

"Ssh! Did you hear that? I think the guards are looking out for us. Stay close, and stay quiet."

"Oh, well. If you're going to ignore her, then she doesn't have to say anything." Nose in the air, Trixie followed Twilight down the hall. Nonetheless, after a few moments, she added more softly, "Are we close?"

"Mm. The side entrance is just around the corner. It'll be locked on the inside, but that isn't a problem."

"Clean Sweep hardly knew that you were a burglar, Bright Shine."

"I'm not! I've just needed to get into the Princess's chambers before without anypony noticing." Twilight felt the smirk on the back of her neck, and twisted around. "Clean Sweep! It was not for anything like that. Why do so many ponies seem to think that?"

"So you're not going to transform the Princess into your pet, just like you did with- mfff!"

Twilight's hand clamped over Trixie's mouth. "Don't say it. Not here. It's too risky."

Trixie frowned. "Mmmfh," she objected.

"Just, don't say anything about that. It's bad enough that we're talking about anything that Bright Shine and Clean Sweep wouldn't be talking about. We really have to think like maids, and not as though-"

Trixie grabbed Twilight's wrist and tugged the hand from her mouth. "She hears someone!" she hissed.

Twilight spun around, and strained her ears. There was a low murmur of conversation, and it was up ahead, around the corner. Drat. That was exactly where she really needed there to be no one. Nodding, she put a finger to her lips, and pressed up against the wall, inching along it.

The two of them crept to the corner, and peered around. A large and generously obstructive plant blocked most of the view, but a knot of chattering nobles stood arrayed about the corridor, far too close to the dense wooden panelling that Twilight knew so well.

"It's okay. I can get through from here," Twilight breathed. "I'll teleport through the wall."

"What good will that do Clean Sweep?" Trixie hissed back.

"You can wait out here until I get back. I won't be long."

"Do you expect her to stand in the hall like a statue that curtseys? She will employ her incredible and imaginative magics to distract these empty-headed fools."

"Trixie - Clean Sweep, no! That's too risky!"

"Not any riskier than leaving her here in this empty corridor!"

Twilight planted a hand over her face. Trixie's voice was rising, and if she let her get much more worked up, she'd have to use direct commands. At a time like this, with so much uncertain, nailing Trixie to the spot here was much too dangerous. "Okay! Okay. You distract, I'll appear inside, and once they move away, knock on the door twice. I'll undo the locks from inside."

Nodding with satisfaction, Trixie replied magnanimously, "Prepare to do your mediocre part in her grand plan." Leaning out a little further, her horn began to shimmer. Twin golden curtain cords unbound themselves from the thick red curtains they restrained, and slithered down to the ground. Their tasselled ends rising like snake heads, they wound around each other, swaying and dancing down the corridor.

"Why, do you see that? Look, everypony! Whatever is that?"

"My goodness! Gilded Arch, is that you, old fellow? Always was a rogue for the old animated rope trick."

Twilight couldn't help but smile. Concentrating, she reached out with her own violet magic and felt around for a space beyond the wall. There. She pushed. With a flicker, reality warped around her, then snapped back into place.

She was standing among further plants in tall pots, a pair of couches against the wall. A waiting room of sorts, for those admitted into Celestia's private rooms through the hidden doors, away from the main throne room. Her shoulders slumped slightly as she relaxed; with Celestia in the Day Court, there should be no other pony in here. Creeping over to the camouflaged door, she rested her hand on the latch and listened intently.

No voices. Then, two soft knocks. Pressing down the latch, Twilight pulled firmly. The panelled wall swung inwards, admitting a slightly more frantic looking version of the disguised Trixie. "Close it, close it!" she urged, diving around the edge of the door.

Twilight's heart jerked in her chest. She shoved the door closed as quickly as she dared, yanking at the latch at the last minute to stop it slamming against the frame. The lock engaged with a soft click, and Twilight seized Trixie's hand, tugging her down beside a couch to shelter them from direct sight of anypony opening the door. "What is it? Were there more guards? Did anypony see you?" she demanded.

"No! No, no one saw Clean Sweep. Or - yes. Yes, guards were coming. She had to avoid them at the last minute! She's lying, Mistress, she's a lying slut, and you have to beat her. Oh for - Bright Shine! Every single time?"

Twilight slowly straightened up from behind the couch, a puzzled expression on her face. "Why are you lying to me, Trixie?"

"The honest and innocent Clean Sweep, remember her name Bright Shine, was - she was - it sounded more exciting." Trixie hesitated, and for a moment looked almost hopeful, before her conditioning took over her mouth and added conversationally, "That's true, but she's still trying to trick you, Mistress, punish her squirming little ass!"

"Clean Sweep. No more fooling around, now."

"She... well..." Trixie's face was red, shuffling from foot to foot as the tingling in her ass grew and grew.

"Tell me, Clean Sweep."

"She was left all alone! She didn't want to be all alone without you, it's scary!" Trixie blurted, half ashamed, half defiant. "Will you just smack her ass?"

Twilight blinked. It took a second to fully register Trixie's confession, then a slow smile grew on her face and she wrapped her arms around the other pony. Drawing her close, Twilight hugged her tightly. "It's okay. I won't leave you. I have to look after you, don't I?"

Standing very still, Trixie nodded slowly. Her face slowly turning crimson, the blush more prominent on her temporarily white cheeks, she squeezed Twilight back before murmuring, "Thank you, Mistress. Please, can you...?"

"Of course." Twilight pointed to the couch. "Bend over the arm, ass in the air, and lift up your skirt. Then ask again, nicely."

The blush spreading further, Trixie hurriedly took up position over the arm of the couch, unable to stop wriggling her ass from side to side as she lifted up her skirt to expose her white cheeks and small black panties. "Please, Bright Shine, spank her!"

Twilight nodded with deep, tingly satisfaction. Oh, she was going to love fucking in Celestia's private rooms once she had control of her. In her bed, too. Oh, the orgies she'd have. Her hand smoothed over Trixie's ass, feeling the warmth radiating from her skin. "Okay, Clean Sweep, Just one, and then we have a job to do, okay?"

"Yes! Yes, just please, smack her ass!"

Twilight drew back her hand, paused with a satisfied smile on her lips, then brought her palm down hard. A loud crack of skin against skin echoed around the room, and Trixie moaned aloud with relief and pleasure.

From behind her, Twilight distinctly heard a small, soft gasp.

Oh, no. No, no, no. Frozen to the spot with her hand on Trixie's upturned ass, Twilight felt the wash of panic flood over her, drowning her ability to think straight.

Breaking free of her paralysis, she turned, slowly.

Another pony was standing in the inner doorway that led deeper into Celestia's chambers, a minty green mare, young, wearing a similar servant's outfit to their own. Hers, of course, was genuine. Her hand was over her mouth, and her cheeks were bright red.

She met Twilight's gaze, and flinched. "I... I'm sorry, I didn't mean to interrupt! I didn't know anypony was, um, cleaning, in here, so I'll just go and clean somewhere else! I, I won't tell anyone, I promise! So you can just, just carry on if you want to!" She turned and hurried away, her footfalls rapidly fading as she rushed away from the scene.

"...wait!" Twilight called after a second's hesitation, and took a step towards the door. It was no good; the other pony was gone. Her outstretched hand fell to her side. Oh, haystacks.

Behind her, there was a muffled snort of amusement. Trixie had gotten up and straightened her skirt.

"Clean Sweep! That isn't... that wasn't funny! This is terrible! What if she tells someone about us? What if she hears the guards are looking for suspicious maids?"

"Oh, Bright Shine. It's a good thing you have the perceptive Clean Sweep to do your thinking for you." As Twilight's mouth opened in indignation, Trixie continued, "If we had met her when she was the only maid meant to be cleaning the Princess's quarters, she would have asked questions. She might have checked with the head of housekeeping. But after seeing you spanking Clean Sweep's delectable ass, that pony isn't going to breathe a word of what she saw to anypony. She's just going to run and find somewhere else until she's completely sure we're done. You see? This is for the best. Once again, Clean Sweep shows her incredible worth in ways you never thought possible."

Twilight took a firm grip of her panic, and dumped it to one side so that she could think. "That does make a kind of sense," she agreed reluctantly. "Still, we'd better hurry."

Breaking into a swift stride, Twilight made her way through the familiar rooms, skin prickling with tension and tail swishing restlessly with agitation she couldn't quite hide. Beside her, Trixie stopped every few steps to coo over some ornament or express her firm intention to own a suite of rooms every bit as splendid as these, until Twilight could take no more. Seizing Trixie's hand, she bodily tugged her along.

"Fine, fine! Clean Sweep is coming! Where is the audience room anyway? No pony needs this many rooms."

"Sssh! We're almost there."

"Hmf. The subtle and sneaky Clean Sweep-"

"I will gag you."

Pressing her ear to the double doors before her, Twilight listened hard. Nothing. Very carefully, she eased the door open an inch.

No reaction.

Goosebumps rising with her nervous tension, she slipped inside. Memories washed over her; the last time she'd been in this room, Celestia had had her completely under her control. She'd masturbated a stallion, right there. This time, though, the ranks of nude guards were missing. Everything was dead quiet. Holding on tight to her creeping anxiety, she checked again for the presence of somepony, anypony.

No one.

Her voice as low as she could manage, Twilight leaned up and whispered, "There are guards outside these doors, day and night. Do not make a sound in here." Mercifully, Trixie merely nodded, her gaze flicking anxiously towards the far doors.

Almost tiptoeing, Twilight crept across the soft carpet towards the rosewood dresser against the far wall. Risking a little magic, she scanned the simple wooden latches with a feather-light detection spell. Wards marked them, locking and alarming, with the flavour of Celestia's magic. Clearly, the contents of that dresser were precious to her. Of course, they weren't designed to keep out her most faithful student.

Tendrils of Twilight's magic firmed, softly prying the wards apart. Not destroying, not even breaking, but simply holding them back like holding a curtain aside as her fingers delicately pushed down the latch. The cupboard door swung slowly open, revealing a brassy gleam. Carefully, reverentially, Twilight drew out the kettle.

The door closed, and the wards sealed as she released pressure upon them. Her shoulders rose and fell with a deep, slow breath. Ignoring Trixie, who was alternating between staring at her and anxiously watching the door, Twilight crossed the room to a patch of bare wood that the overlapping rugs did not cover.

Setting down the kettle, Twilight drew a piece of chalk from her pocket. Without reference to a diagram, yet with the pattern bright and clear in her mind's eye, she began drawing straight lines and gentle curves that focused around both the kettle and a second open space. Ritual magic; a harder, rarer type of magic than most unicorns would ever know existed. Old, and potent. Exactly the thing she needed to draw out the echoes of Celestia's power from this treasured thing, something that she had poured heat and warmth into a hundred thousand times.

Of course, it needed a suitable receptacle, too. With care, she drew out a palm-sized lump of white quartz, rough and uncut, the way it had come from the earth. She set it down, with a soft click of crystal against wood.

"Mistress..." Trixie began nervously, looking around herself.

"Ssh," Twilight said, without looking up. Light flared along the length of her horn, bright violet against the cream of her disguised body. Beads of light began to roll around the pattern marked on the floor, accelerating as they brightened. The kettle's metal shimmered with latent heat as the echoes of spells past began to swell within it, amplified by the magic surrounding and coaxing it into fresh life. Twilight could feel the heat on her skin, a column of air rippling and dancing above the shimmering metal. The beads of light had now blurred into a single brilliant pattern that glowed against the dark wood, spikes of radiance reaching upwards.

Delicately. Delicately! Even with an artefact so utterly saturated with Celestia's magic, the process was wasteful, and there would only be one chance. She could feel it trying to spin out of control, to burn itself up in one gout of heat and be gone. Still she fed her own magic to it, gave it strength. Her eyes alight, she hissed a soft breath. Delicately, yes, she tilted the flow of power, balancing, working to stop it from toppling too far.

A light was born at the heart of the crystal, a warm gold.

For an instant, her heart stopped. Feeling the magic, wrapped around it like this, it was impossible to ignore the simple, essential beauty of Celestia's power. The crystal rattled as power flowed into it, a burst, then a trickle, then a burst, unnaturally coaxed into motion and trying to escape. The rough crystal was twisting now, shifting and altering shape, with a sound like a wet finger against the rim of a glass. Facets emerged, sank within, and emerged stronger, flowering into delicate, complex shapes under the pressure of the magic within.

Grasping at the last tenuous, weakening threads of power, Twilight drove them into the shifting crystal. A flash lit the room, like summer lightning, soundless brilliance that momentarily blinded her. Behind her, unregarded, Trixie squeaked in distress.

Twilight rubbed her watering eyes. The cloudy lump of quartz was unrecognisable; a clear gemstone with myriad facets had replaced it, golden light running through it like veins, a molten glow at its very core. Her hand settled on the kettle: it was stone cold.

It was done.

She picked up the stone with her fingertips, feeling a thrill of latent energy prickling against her skin, and slid it into a black silk pouch. The glorious light vanished from sight, leaving only a momentary afterimage. It was a moment of triumph. It was also a profoundly terrifying reminder of the power that she was opposing, and her hands shook slightly as she picked up the kettle and straightened.

Trixie was gazing at her, transfixed. "Wh-what have you done?" she asked in a trembling tone.

"I've got Celestia's magical signature, just like we planned. That's all."

"Yes, but - Trixie didn't know it would look like that."

"Trixie- I mean, Clean Sweep, please. Damp a cloth and wipe up the chalk. Hurry! We've got to get out of here!"

Twilight's urgent tone snapped Trixie out of her daze, and she hurried across the carpet to the water pump. Lifting her cleaning cloth to the nozzle, she yanked the lever. Water gushed over the cloth. A low whine escaped Trixie's lips as she worked, body livid with fearful urgency.

Breathing deeply and steadily to centre herself, Twilight faced the cupboard once more. She'd managed to part the wards without injuring them once. She just had to do it again. She could picture them, hanging in the air, spilling off the wood and glowing with their own complexity. She could do this.

Layer by layer, gossamer-lightly, she peeled back the wards. A tangle of spell threads threatened to snarl, knotting around her gentle probe, and she had to reform it and start again. Her dress stuck to her back, coated with chill fear-sweat. There. That was it... that was it. Yes.

The latch turned under her fingertip, and Twilight drew the door open. Not daring to levitate the kettle in case she left some trace of her magical signature on it, she leaned in and set it down in its proper place, just where it had come from. Closing the door, she eased a step back and released the wards. They slid back over the wood without a ripple.

Twilight breathed out.

The door burst open.

Caging a cry of surprise behind her teeth, Twilight twisted around sharply. Her hand shot to her side, pressing against the smooth weight of the gemstone in its pouch. A pure white colt stood framed against the rich tapestries hanging outside, clear blue eyes stern and impatient. His wings were folded neatly against his back, and his golden armour gleamed.

It was Chert.

Twilight's mouth fell open, an uncontrollable blush heating her cheeks as memories flashed through her mind. This pony, standing nude in this room. This pony, holding her pinned while Diorite shaved her bare sex. The feel of his rigid shaft in her hand, as she had stroked him until he came over his fellow guard's bare breasts.

That pony.

"Uh." Shaking her head to clear it, Twilight stammered, "Y-yes?" Brazen it out. Cleaning staff had every right to be in the Princess's Chambers while she was absent.

"Princess Celestia has decided to retire to her chambers. Please gather your cleaning things, and leave at once," he said firmly.

Not now! Twilight's pupils shrank to pinpricks, and she nodded shakily. "Yes! Of course. We'll just finish cleaning that one spot - hurry up Clean Sweep - and then we'll go fetch our things and leave by the rear entrance. We wouldn't want to trouble the princess!"

A clarion call of trumpets sounded further down the hall, and Chert looked around. "Quickly, please."

"Mm! Yes. Quickly. That's good enough, Clean Sweep! Let's go. Excuse us, sir."

Twilight grabbed Trixie's arm, tugging her to her feet. Hanging on rigidly to her self control, Twilight walked at a measured pace to the inner door, opened it, and ushered Trixie through. The door closed gently behind them, with a soft click.

Twilight met Trixie's eyes. Her voice hoarse, she whispered, "Go." Breaking into a sprint, Twilight pelted down the length of the expansive chamber, slowing to dive through a wide set of double doors. Trixie scrambled after her, panting loudly, already lost and entirely reliant on following Twilight's stark green tail.

Rooms swam past with nightmarish slowness, Twilight's need to flat out sprint thwarted by her intense fear of smashing something, leaving unmistakable evidence of her intrusion. Finally, feet skidding, Twilight fetched up hard against the stout wooden panelling of the hidden exit. Trixie slammed into her back.

"Whuf!"

"Ow!"

"Trixie!"

"It's Clean Sweep, Bright Shine!"

"I know! I know!"

"Clearly, Bright Shine, you forget the industrious Clean Sweep's name just because we're running away from-"

"Stop talking! We're going!"

The door swung inwards. No one stood in the corridor outside, and Twilight dashed out, beckoning Trixie after her. Shutting the panel and taking a deep breath, Twilight forced herself to walk at a sedate pace down the corridor. One step. Two steps. Straight back, but not too straight. You've been working all day, you're tired, but polite. Neutral expression. Maybe a little bit of a smile. You don't want some sulky noble to ask why you look sour.

Keep walking.

"Clean Sweep's disguise would have passed entirely without notice," Trixie muttered.

"Do you think so, Clean Sweep? Because Princess Celestia was taken in by a shapeshifter once, and I don't think she's ever going to let that happen again. I helped her design the wards around the palace that would have gone off if we'd cast these disguises anywhere near Canterlot. I wouldn't trust for a second that she wouldn't see right through them if she so much as glimpsed us. I mean, we did our best, but - we can't underestimate her! She's really smart! And sneaky!"

"She hasn't noticed that you aren't under her control anymore."

"Yes, I am!" Twilight hissed. "She just doesn't know that I know it. Come on, we're going to have to use the backup exit. We can't risk the main gate, not if they're looking for us."

Trixie frowned. "Backup exit? You never told Clean Sweep about that!"

"I was really hoping we wouldn't have to use it, but I don't think we have a choice. Even if the guards don't recognise us as the ones they're wanting to talk to, they might be checking ponies leaving for strange magic, and goodness only knows what this stone would show up as."

Tracing her way through the corridors, Twilight walked as quickly as she dared. Each time other ponies crossed their path, she moved to stand meekly against the wall, her tired little smile perfected and chiselled onto her face. The odds of Celestia noticing anything wrong with the kettle were tiny. Tiny, but not nil. If she asked the right questions of the guards, of Chert...

Relief kindled in her breast as she threw open a small door, and stepped out onto a tiny balcony. Below, the ground dropped away steeply towards the forest. Instinctively, she looked up towards the broad golden curve of Celestia's own grand viewing platform. Nothing.

"Bright Shine, do you have any idea where you're going? This is a dead end!"

"Um. No, it isn't, actually. We're going to jump."

Trixie's eyes widened. "Twilight Sparkle, Trixie is not going to jump anywhere. Are you crazy? Does she look like a pegasus to you? Are you an alicorn in disguise? This is not a way out!"

"Yes, you are. Sorry, Trixie. Hang onto me tightly."

"Trixie is not doing any such thing!"

Twilight sighed. "Sorry, Trixie. Hold onto me, and get ready to jump. I really mean it."

Trixie immediately stepped forward and wrapped her arms around Twilight, craning her neck to look over the cliff. "Don't you dare make her do this! She's a sex toy, not a bird! Twilight!"

Twilight stepped up onto the railing, and Trixie unwillingly stepped up with her, teetering on the edge. "It's okay, we're not going to fall! I mean, we're going to fall, but we're not going to fall."

"Trixie will never forgive you!"

Twilight pushed off the edge of the railing. Trixie shrieked deafeningly in her ear - she should have silenced Trixie before she did this, Twilight noted to herself - as they toppled into space. The forest below swelled up with frightening rapidity. She just had to time it right.

Her horn glowed fiercely. Violet energy crackled over both of them, curling around their bodies and squeezing with gentle firmness. Their mad rush slowed, the howl of air diminishing to a mere breeze. All the same, the trees below were still growing quickly larger. Twilight tried to angle them both for a clear gap between two of them, but Trixie was still struggling and kicking blindly. They hit the canopy with a crash and hiss of falling leaves, small twigs yanking at them and snapping as they fell.

The forest floor, Twilight discovered, was very hard. Unyielding tree roots made for a very poor mattress.

Trixie, whose voice had petered out to a breathy wail barely loud enough to be heard, finally sucked in a ragged breath and fell silent.

"You can let go, now. Um. Are you okay? We need to move, before someone comes to investigate what the noise was."

Gripping harder, Trixie pulled Twilight's face up to hers. "She will never forgive you, Twilight! Do you hear her? Never! You threw her off a cliff."

"I know, and that was bad, but Trixie, we need to-"

"You didn't even tell her that you knew a flying spell!"

"That wasn't flying. Flying spells are much harder. That was a falling spell. Slowly falling, but falling."

"Mistress, the slutty and submissive Trixie belongs to you, is your devoted fucktoy, and obeys your every command. That's why she really wants you to understand that she will get you for this."

Twilight struggled free of Trixie's arms, dusting fallen leaves off herself. "We can flirt later, Trixie! Come on, we're leaving!"

Trixie's expression of outrage was so perfect that just for a moment, Twilight lingered to truly appreciate it. "She is not flirting with you! She is threatening dire retribution! Dire, Mistress!"

Muttering something beneath her breath, Trixie sulkily got to her feet, hurrying after Twilight as the other pony sprinted into the forest. Twilight ducked and dived between the thick, gnarled trunks, glancing up frequently. The last of the autumn leaves were still clinging to the lower branches, offering a thin shield from being seen. Unfortunately, that cover worked both ways; her only warning of the pegasus was a rush of air over wings.

"Down!" Twilight hissed, grabbing Trixie's arm and yanking her to the ground. A bubble of glassy air flashed into being around them, and moments later, a pegasus flashed overhead. Seconds after that, two more followed, coming to a halt where they'd fallen through the canopy. Twilight leant towards the sound, listening hard.

"...could have been something fell here, look at the fallen branches."

"Couldn't have fallen far, if it did. Got up and walked away. Or flew. Nothing left but broken twigs and loose leaves."

"Anything from the second team?"

"No sign. Whatever made that noise, it stopped before we could get a good fix on it."

"I'm just glad there's no sign of anypony getting hurt. Come on, let's check the third section..."

The sounds of movement faded. Twilight stood up very carefully, maintaining Luna's hiding charm. She was surprised to find that her heart was beating steadily, her breathing even. She was out of the palace, and Celestia's power glowed warmly against her side in the shielding bag. After that, escaping from the forest unseen seemed trivial. Even though she immediately told herself off for overconfidence, it still felt like the worst was over.

"I think we're okay now. We just have to walk for a few hours to circle around to the road, and head for the next station after Canterlot."

Trixie slowly stood up, and brushed loose black loam off her dress. "Trixie will walk, Mistress. And as she walks, Mistress, you will teach the put upon and entirely fed up Trixie what this is," she jabbed a finger at the shell of fractured air around them, "and what that was." Her finger stabbed into the sky for emphasis.

Twilight couldn't help but smile. Taking Trixie's hand in both of hers, she replied gently, "Of course, Trixie. I did promise to teach you all the things I know. I still want you to be my apprentice, as well as everything else. I'm sorry about the balcony. Come on; let's walk, and I'll teach you about the charms as we go."

In the darkness of Twilight's bedroom, a single golden light glowed warmly, lighting the desk where she sat. A single sheet of parchment rested under her hand, densely coated in patterns and symbols. Every now and then, with infinite patience and care, Twilight picked up a quill and added a symbol or line.

Her eyes frequently came to rest on the clear crystal anchoring the top left of the parchment, casting the glow. Celestia's magic, sampled, stolen, ready to be made part of the spell.

She was aware that in creating the spell she intended to craft, she was creating a weapon against Celestia that could, in time, fall into hands that did not deserve to wield it. That was why she alone could learn it. Not even Trixie could witness her final creation of the new charm. She would create it, burn it into her memory, and destroy every record of it. If Celestia had had the sense to do the same, none of this would have ever happened.

Of course, that did mean that no one could cast it with her. She'd half planned to teach Luna to cast the spell, but even sharing that much felt like a mistake. Fortunately, that wasn't the only way. It had been a hard road to understanding, but now that she had a firm grasp of the spell, she could see how to improve it. Celestia had enough raw power all by herself not to worry about such things. Twilight knew the strength of working together.

All the same, her newfound understanding didn't offer her a way to undo the spell.

It seemed to forge a permanent link between the caster and the charmed, one that only death could break. No wonder Celestia had used a unicorn to wipe her memory, rather than teaching Luna the charm. In time, the connection had vanished. Much the same way that once she, Twilight, was gone, the charm on Celestia would pass away with her, along with all knowledge of it. It wasn't really a solution to her current problems, though.

No, if there was a potential solution, it lay in the essential nature of the charm: the most recent command won. Now that she had the raw materials to recreate the spell, she had a unique opportunity to alter it. To try applying that principle to the charm itself.

She needed a word or phrase, something other than awaken. Something that no pony would say casually, or accidentally. She could pick something obscure, but on the other hand, she could hardly imagine standing over a defeated Celestia, ready to take her mind and body as her personal possession, and crying out triumphantly, 'Wheaty Oat-filled Gryphon Crunch!'

No. Definitely not.

A different image came to her. Smoothly and naturally, as though she'd known all along that it would come to this, she pictured Celestia on her knees once more. She felt her lips part, and knew what she was about to say.

Yes. Her eyes closed, she savoured the image. It was giving in to her bad side, she knew that, but it was just too perfect. Much too perfect to waste. Quill touched parchment once again, scribing markings that were not words, but the very essence of those words. Now she understood why 'awakened' and similar words had failed to trigger the original charm. Change the word you spoke, even slightly, and its true essence was no longer there.

There was only one task left, now.

Picking up the glowing crystal, she cradled it in both hands, gazing into its warm light. On a day like this, in ages past, Celestia had held a crystal much like this one, saturated with darkness and stars, and prepared to do as Twilight was about to. Even though there were other ways that Celestia could have captured Luna's essence, somehow she knew that they had done the same. The sense of kinship was too strong to be denied.

Twilight took a deep breath.

The golden light flickered, as if sensing her intent.

A coruscating radiance coated her horn as she drew up magic, formless magic, without shape or design. The simplest, purest expression of her inner power. It pulsed and tingled up and down her horn, static shocks crawling over her skin as the crystal reacted. The light within flared brighter in answer, pouring through the gaps between her fingers and painting her shadow starkly across the walls.

Resonance thrummed wildly, currents of power arcing across her body and over her skin. Biting her lower lip, Twilight slowly bent her head, and lifted the crystal towards her horn. The violet glow of her own magic pulsed and flickered, trying to flash out of control. The golden light in the heart of the crystal danced and spun, shaking and quivering like a living thing. A single slip, just a heartbeat of time if the magics matched in phase, would leave her an ashen silhouette against the walls. She had to control this.

Closer. Closer, the crystal came. Her skin felt cold. Working with desperate clarity, Twilight chained the wild pulses of her magic, tamed them. Little by little, the pulse of her magic was slipping into anti-phase with the golden light. Shadows strobed across the walls, gold, purple, gold, as the clashing magics waxed and waned in perfect counterpoint.

With a final decisive jerk, she brought horn and crystal together.

The crystal exploded, steaming shards raining down around her as a twisting cyclone of gold and violet poured out, thundering in the air. Sparks of livid energy raced across it as it hung before her, throbbing dangerously, held by the thinnest of tethers.

She couldn't hold it. Her magic was too much a part of it; it was repelling her as she tried to guide it. Panting raggedly, coated in fear sweat and totally focused to the exclusion of everything else, Twilight thrust her bare hands into the maelstrom. It burned, hot and cold, and she bit down harder on her lip.

This was her magic, her sorcery. She wasn't going to let it get away now! Struggling with the currents that threatened to tear her off her feet, Twilight forced her hands downwards onto the flapping parchment. The sheet lit up under her fingers, the inscribed lines and marks burning to life with a cold white glow, and the roaring typhoon of magic jerked. The twisting cloud poured into the parchment, a long, sustained torrent of power. New lines and markings blossomed, completing patterns, etching new phrases, as the mingled magic wove into the spell itself. Twilight's lips were parted now, her face lit by the light of sheer power, as the final coils of magic slammed into the parchment, scoring a definitive final character.

Darkness, sudden and total. Blind after the impossible radiance, Twilight stumbled, fumbling around for her lamp. Her body ached. Everything ached. Even moreso than the time she'd charmed Luna, her inner well of magic felt utterly bare, a flat emptiness she felt deep in her bones.

She tripped over a stool, yelped, and struck her head on a dresser.

"Ow," she protested to no one in particular. It didn't matter. She had done it. She had succeeded. She'd created a weapon the like of which Canterlot had never known. It was okay if she was a little bit wobbly, and maybe a little bit clumsy in the aftermath.

Where was that lamp?

"Twilight! Twilight!"

The door flew open, orange light silhouetting the frantic young dragon standing in the doorway. Wearing only his black pants, he was missing the loose shirt or little waistcoat he usually wore - she'd probably woken him. "I heard the crashing! What happened? Are you okay?"

Twilight winced, shading her eyes. Picking herself up very carefully, she walked towards the door, keeping his attention on her and well away from the desk, caught in the light cast by the door, where the completed parchment lay. "That... kind of didn't work. I sort of summoned a thunderstorm in my room. It went away when I fell over, though."

"Good grief, Twilight! Didn't I tell you that messing with the weather is meant to be a pegasus's job? You should have let me help you! You said you wouldn't even be ready to try for a week!" Frowning unhappily, Spike took her hand and tugged her out into the hallway. Looking her over quickly, he patted up and down her arms and legs. "Do you have broken bones? Does this hurt? Are your ribs alright?"

"I'm fine, Spike, really. I'm totally fine." Twilight lifted her hands to the light carefully. Yes, the magic hadn't burned her, even if it had felt like it was at the time. She'd been very nearly certain that she wouldn't be permanently hurt. At least ninety percent. At least.

Balling his hands, Spike kicked her in the shin.

"Ow, what-?"

His arms wrapped around her waist, and Spike rested his head against her stomach, clinging tightly. "Don't do anything like that again! You could have got hurt."

A stab of guilt struck her. Gently resting a hand on his crest of lime green spikes, she replied softly, "It's okay, Spike. I'm sorry for trying that without you, I just got too excited to wait." Lying to him was growing alarmingly easy, she noticed. She'd had a lot of practice recently. But that was only temporary, of course. She just had to test the new charm, and she would have an answer to all her problems.

Hugging him in return, Twilight said gently, "How about a cup of tea each? I think I'd feel much better then. I'm going to give up on weather magic for a while, too. It's too dangerous."

She felt his narrow shoulders relax. "Isn't that what I said? You should listen to me more. A lot more." He sighed. "I'll put on the kettle."

"Don't worry, Spike. Let me take care of it."

"Not a chance. I'm not going to give you the opportunity to explode the kitchen." Spike developed a sly expression, his voice taking on the distinctive tone of a young dragon about to make a pun. "I don't want any storms in tea cups today!"

Twilight grinned at him. "Okay, okay. That would be lovely." Ushering him towards the stairs, she hurriedly glanced back into her darkened room, then began to draw the door closed.

She hesitated. Outside her window, dark-on-dark shapes moved as the tree's boughs shifted slowly in the wind. She almost thought she'd seen a flicker of something.

"Twilight!"

Ducking back into her room, she tugged open her desk drawer, and slid the parchment into it, then closed it firmly. "Coming, Spike!" she called, and stepped into the hallway. The door shut behind her.

"You're not teaching it to Trixie? That's not fair! The slutty and submissive Trixie braved Canterlot! She infiltrated the Princess's chambers! She stole, and lied, and pretended to dust, and jumped off a cliff for you! Mistress!"

Trixie stamped her foot. Her hat slipped forward slightly.

Twilight smiled. Stepping close to the other pony, she wrapped an arm around her waist and gently straightened Trixie's hat with her free hand. Kissing her on the nose, Twilight told her warmly, "I'm glad you don't have to disguise yourself anymore. It makes me much happier to see you like this, the real you."

Her lips parting and a blush rising on her cheeks, Trixie stammered for a moment before she pulled herself together. "You - you're just trying to distract the slutty and submissive Trixie! It won't work! No matter how much you hug her, and kiss her cheek, and - ooh - and squeeze her ass, and play with her tail, and stroke her thighs, mmmhh." Her words tailed off as Twilight's hand moved under her skirt and caressed her cutie mark.

"I really mean it, Trixie, I do. It wasn't right, being with you and not looking at you. I'm grateful for everything you've done, too, I couldn't have worked it out without you. I don't know if I could have gotten through the castle on my own either."

"Well... she didn't like not being able to see you either, you look silly in cream," Trixie murmured slightly sulkily, a little shiver running through her body under Twilight's fingers as they gently stroked around the base of her tail. "Hasn't she earned the right to see the new charm? You promised you'd teach her all you knew!"

"I'm sorry, Trixie, but I'm not teaching anyone. I spent this morning memorising it, then destroyed the parchment."

"You what?! What if you forget it? What if someone else needs it? It would all be for nothing!" For a moment, Trixie even seemed to forget that Twilight was kneading her ass.

"I won't forget. I learned it very thoroughly. If it makes you feel any better, I'm not even going to teach it to Luna. I'm sorry about that, but it's how it has to be."

Grumbling, Trixie relaxed against Twilight, a little unwillingly. "The slutty and submissive Trixie wants to be there when she kicks up a fuss. That will make her feel better."

Luna wouldn't kick up any fuss. Would she? No. She'd understand. "What I need from you, Trixie, is to be my test subject. I need to find out if it works, and if it does what I hope it'll do and overwrite the charm. Will you do that for me?" Twilight met her eyes.

"Hmf! Of course! Trixie is the perfect slave, you know. Command her, and she obeys! Flawlessly! Perfection in all things!" Unwinding herself from Twilight, Trixie stepped backwards and struck a pose. "She is ready! Do to her what you wish, Mistress!"

Unable to keep herself from smiling, Twilight drew a deep breath. Okay. Just like she'd practised. So she moved here, then here, and she kept her mind focused on that symbol, and the magic flowed just so, and...

She took her time, determined to make the casting flawless. Finally, with a flick of the tip of her horn, she completed the spell. A gossamer shimmer, scarcely visible at all even with her eyes straining to catch it, flew at Trixie. Her skin acquired a pearlescent sheen for an instant, then the effect faded, so quickly it could have been a trick of the light.

Trixie looked down at herself. Her tone betraying a faint uncertainty, she asked, "Well? Is it done?"

"Let's find out. Trixie. Awaken." Twilight found she was barely breathing, body rigid with anticipation. She watched the enslaved mare with ferocious concentration, looking for the slightest sign of anything different about her reaction.

Trixie blinked, then, after a second, she shrugged. "Nothing happened, Mistress."

"Yes! Yes. Yes!" Twilight danced forward and hugged Trixie painfully tightly, dancing around her gleefully. "It interferes! It overwrites the activation command! This is wonderful!"

Tugged off her feet, Trixie yelped in surprise, clutching Twilight as she was spun around. "But does it work? Trixie has to know! That won't help if it doesn't work on the Princess!"

Face flushed, Twilight set Trixie down, breathing deeply. "You're right. I mean, of course you're right. I'm just so happy to find a way to beat this spell! Okay. Step back please, Trixie. I'm going to try the new command."

Straightening her clothes with an air of ruffled dignity, Trixie stepped back and struck her 'readiness' pose again. "Do it, Mistress! Prove that no one can beat the slutty Trixie and her owner!"

A slightly guilty smile touched Twilight's lips. She really shouldn't have chosen these words, but it was far too late to change them now that the spell was forged. Gathering herself, she straightened her back, lifted her head, and spoke in an imperious tone.

"Obey your Empress."

Trixie's eyes went blank. Moving one joint at a time, she dropped to her knees, with a vacant expression of absolute focus. Her glazed eyes fixed upon Twilight's, she droned, "This slave obeys."

The spike of heat that shot through Twilight was just as delicious as she had dreamed. Stepping forward, moving slowly and deliberately, she held out her hand. "Lick my fingers, slave."

As Trixie began mindlessly lapping at Twilight's hand, with steady, mechanical movements, Twilight's eyes turned towards the north, and her unseen adversary waiting there. This wasn't the entire solution. There was more she needed to do, more tricks she needed to prepare. She'd only have one shot. All the same, this was it. This was the key to everything.

"Now I've got you," she whispered. "You'll worship me, Celestia. You'll be mine, soon."

Author's Note

I love writing these ponies, all of them. They all have a different feel to them, and they're all such fun to express.

Even so, I had no idea Trixie was going to be this much fun to write before I introduced her. She's hilarious.

Proofed efficiently, speedily and splendidly by Setokaiva

26: All Together Now

'Layering casting of charm variants succeeds in overwriting activation and deactivation commands. No alterations to spell effect have yet been found, other than imposed changes. Original keyword restored by recasting original charm on subject.'

Twilight's heart was beating quickly. Prickles of nervous tension crawled up and down her back. She'd done the best she could to prepare; the tree house was spotless, Spike had been sent out for the day on an errand, and she'd carefully, inexpertly applied subtle makeup. She was dressed in a clean white blouse of silky material, and a neat, close-fitting skirt over dark tights. Even her small black shoes were polished. She looked, she knew, as though she was about to go on an important date. In a very real sense, she was.

Any minute now, they'd begin to arrive.

In the meantime, she had notes to make. It helped distract her from the waiting. 'Test plan: check if altered keywords can be used by previous casters of the original charm. Test if Luna is vulnerable to keyword overwriting. She is theoretically resistant to the modified charm as it is not focused on her magic, but may be made vulnerable by previous exposure to the original.'

That was the real question. If she could protect Luna that way, then...

A firm double knock on the door below sounded, snapping her out of her thoughts. The parchment coiled up, a tie wrapping around it twice, before it dropped into the warded box, along with her other dangerous notes. The lid snapped shut, a tidal wave of intangible wards flowing over the wood and sealing there.

The knock came again, slightly more impatient this time.

Vanishing in a flash, Twilight reappeared at the front door and cast a last nervous look around the impeccably tidy room, her eyes lingering on the six chairs waiting in a neat circle. The door swung inwards under her hand.

Her five closest friends were clustered about the door, sheltering from the light rain that was sweeping across Ponyville. A deep ache grew in her chest. The familiar ponies were so beloved, so precious to her, and yet so far away, across a gulf of experience that they had no idea existed. Twilight swallowed as she met their eyes, then stepped backwards. "Um, please come in, everypony."

"Hey Twilight! Hey! Hey! Where are the banners? Did you forget the balloons? Oh, Twilight! Don't worry, I brought enough for everyone!" Pinkie trotted inside, blowing a paper streamer. The others trooped in after her, casting curious looks at her as they took in her outfit.

Rarity closed the door behind her. Pausing at Twilight's side, she said confidingly, "You look simply wonderful, darling. Why, with a gentle touch here and there, you could outshine the most glamorous of Canterlot."

Applejack dropped into a chair, shaking her head at Pinkie with a smile as the pink pony began darting around the room, shooting papery confetti over neat piles of books. "Y'do look properly fancy, Twi. What's the occasion? Not that y'need a reason to dress up, but I figure there's a reason. Not been seeing much of you lately, we've all noticed."

Fluttershy nodded timidly, adding quietly, "Not that you, um, need a reason to, to want some time on your own, if everything's okay, really."

"Spill the beans, already. Is this a party, or what?" Rainbow's gaze contained a certain amount of appreciation for her tight clothes, Twilight noticed. Celestia had told them all - well, had almost certainly told them all - that they were just friends, but maybe 'friendship' for Rainbow Dash included sleeping together now and then. It made a certain amount of sense; Celestia had never defined what friendship meant, exactly. Maybe, if she'd have pushed things, she could have had Rainbow in her bed long before now.

Not that that mattered anymore. The key turned in the lock, then floated into Twilight's hand. The windows were magically reinforced, as was the door, and with the lock engaged, the house was sealed tight. No pony was leaving before she was finished.

"As a matter of fact - no, this isn't a party. I've called you all here because there's something I need to tell you, and it's very important. Then you're going to have to make some choices. Serious choices, about you, and me, and all of us. Sit down, please."

Pinkie paused, and lowered the party popper in her hand. "...okey dokey!" Skipping across the room, she perched, bird-like, on a seat. With a chorus of murmured agreement, the other ponies took chairs of their own.

By chance, or buried memory, the others had left the high-backed green chair for her. She settled into it, feeling the weight of their gazes. She could barely stand to see them all like this, the way they had been before the charm had come into her life. Too much had changed, for her. She had to bring them back, make everything the way it had been.

Applejack's expression was a picture of concern. "Sugarcube, has something happened? Never seen you this tensed up."

"This about Zecora? This is totally about Zecora, right?" Rainbow wilted under Rarity's glare. "What? It totally is. Why else has she been hiding out from us all?"

Fluttershy raised a hand, as though in class. "Um. Shouldn't we just... listen?" she suggested meekly.

Twilight took a deep breath, and let it go. "I'd appreciate that. No, Rainbow, this isn't about Zecora. Well," she corrected herself, "Zecora is involved, but not the way you think."

She surveyed their blank faces tensely. She had to be ready to shout the command to awaken if they took this badly; they could have been ordered to do anything if it became clear Twilight knew the truth. "There isn't a good way to tell you this gently. You've all lost memories of something, something really important. They were taken from all of you, by Princess Celestia."

Identical expressions of shock marked each face. No pony moved.

"But why would she go and do something like that-"

"Whatever could have happened to persuade her to-"

"What was it? Twilight, what the hay-"

"Everypony, please! Please, just listen." Twilight raised her voice over the hubbub. "She thought she was making things better at the time, but it really isn't better for us to forget everything we knew. I... remembered. I left myself a message, in case our memories were taken away, and Princess Luna gave them back. That's why I've been... well, avoiding you all. It was hard, because I remember things, precious things, that you didn't."

Fluttershy, quiet so far, spoke softly. "Twilight, is this to do with the way you were dating Zecora, and then weren't?"

Twilight's cheeks flushed, and she nodded slowly. "...yes. Just - just listen. I can give you back all your memories, now. I've got a way to do that. That's why I called you here. I'd like to do that now."

"Wait, please." Rarity spoke up. "Princess Celestia wouldn't have done such a thing were it not important. Is there a danger to our remembering? Will she not be unhappy if our memories are restored?"

"Aw, come on now, Rarity. You can't tell me that you're happy with having your head meddled with like this. Some pony sticking her fingers in your head and mucking about with your memories, even for a good reason, that's jest not right. I want to know what in the hay happened."

"What have I forgotten? What if we had a really fantastic party, and I can't remember it? Twilight! Did we have a fantastic party?!" Pinkie demanded.

A rich red blush coloured Twilight's cheeks, and she looked down and to the side, unable to quite meet their eyes. "Well... yes. It was very special." That was putting it lightly.

"Luna put it all back in your head, didn't she? Can't be that bad. I say do it. I want to know." Rainbow folded her arms.

Fluttershy hesitated, then nodded her agreement. "Please."

Rarity looked around herself, catching her lower lip between her teeth. Finally, she nodded also. "...very well. I wouldn't wish to upset the Princess, but I suppose I can't imagine being the only one who does not remember these mysterious events. Twilight, won't you tell us something of what has been hidden, and why, before we do this?"

A spark of tentative relief kindled in Twilight's chest. Shaking her head slowly, she replied, "I think I need you to see what happened for yourself. Celestia had good reasons, but I don't think those reasons are valid anymore. We can talk afterwards about what to do, and if you all agree we shouldn't remember then I'll understand, but we can't talk about that yet."

"Well, if that is the way it has to be." Rarity settled back into her chair, expression tentative. "I am ready."

"Same here."

"Hit me, Twilight!"

"Me too! I want to remember everything!"

"I'm, um, ready too."

Distantly, Twilight became aware that she was shaking with nervousness. That wasn't necessary. All she had to do was stick to the plan. Awaken them, give them the new charm in place of the old, cleanse any commands Celestia had given them, and let them decide whether they wished to become hers once more. She had the instructions written out and waiting. They would all decide to be hers once more.

It was going to be fine.

She tried to speak, and found the word caught in her throat. Swallowing, she tried again.

"Awaken."

Eyes went blank, instantly. Concerned expressions melted away to slack, thoughtless focus. From one after another came their own variations on the words, "I am awakened."

Relief. Now, at last, she could-

The five of them spoke as one, their blank eyes focused on hers. "Well done, my faithful apprentice. I'm very impressed."

Twilight's heart stopped in her chest.

"You have managed to recover your memory, and free yourself of the commands I gave you. I would never have expected any normal pony to be capable of such a thing, but then, you always were exceptional."

No. No.

"I'd like you to consider this an exam, Twilight. So, even though I suspect you, I will not simply make you tell me the truth. Here is the only rule: if I become certain you have remembered, you lose. When this is over, I will judge you by your methods, and decide what will become of you afterwards. In any case, at the end, I will ensure that you will never use the charm again."

Twilight's back was pressed firmly against the tall chair, her knuckles white as she gripped the arms. The unbroken gaze of the five pinned her in place, unable to breathe. The monotone chorus cancelled out their individual voices, letting the intonation of her teacher shine through.

This wasn't happening.

"I am very interested to see what you try next. Do not keep me waiting, Twilight." All at once, the five collapsed backwards into their chairs, breathing steadily, their eyes open.

Her voice shaking, Twilight managed, "Tell me if you are okay." The affirmative chorus that answered, lacking that eerie perfect unison, let at least one worry disappear. Trembling, Twilight wiped her fingers across her brow, coated with cold sweat.

Celestia knew. She knew.

She knew, and it was just a game to her. She was that confident. Twilight wasn't sneaking up on her unaware; Twilight was the mouse, and she was the big, white cat, watching her scurry for amusement before she flattened her with a paw.

Slowly, Twilight became aware that she was hunched into a ball, clutching her knees to her chest. She was scared. She was terrified. Was this what it felt like to be on the opposite side from Celestia? How had she ever thought she could fool a mind like hers? She'd been playing this game for thousands of years!

She wanted to be angry. Dear spirits, she wanted to be furious, and later, she probably would be, but at that moment, it wouldn't come.

She was just scared.

"When-" her voice cracked. "Applejack. When were you given the orders to say those words?"

Motionless, half slumped to the side, Applejack replied calmly, "Ah was given that instruction a week ago."

The day that she'd slept with Redheart. Celestia had noticed.

Very slowly and carefully, moving like an old mare, Twilight levered herself out of her chair and crossed the room to the kitchen. The creak of the pump was loud in the quiet, water splashing noisily into a glass. The liquid slid, cool, down her throat.

Her hands were barely shaking, now.

Think.

Celestia suspected that she'd recovered her memories, and her ability to use the charm. She had left a message for Twilight in the one place that she absolutely couldn't avoid finding it. So she suspected, and she wanted Twilight to know it. Whatever memories had returned to her, whatever temptations she had surrendered to, they had changed her impression of the charm. She was no longer treating it as a burden. It was a game, now.

So. Celestia would be ready for her. The element of surprise was gone. On the other hand, if Celestia truly thought she was a risk, she wouldn't risk leaving her alone to work, let alone warn her. She didn't know that Twilight would have a charm tuned to conquer her, and if she knew that much for certain, she would have stopped her already.

Conclusion: Celestia didn't take her seriously. Perhaps it was the Princess's simple knowledge that she was immune to the charm. Except... no, Celestia knew that Twilight knew she was immune. The Princess had told her personally, and if Celestia believed that Twilight had retrieved all her lost memories, that fact wouldn't have escaped her. Therefore, Celestia knew that Twilight wouldn't try to use the original charm upon her, knew she'd be trying something else, and still didn't consider her sufficient risk to act while she could.

It was down to Twilight to show her that she was wrong.

The place where anger should have been remained cool and empty, those emotions not yet ready to blossom within her. She rolled the cool glass across her brow, taking a deep, slow breath. She could do this. One step at a time.

She emerged into the living room, a fresh glass of water in her hand, and settled into her chair again. Her voice was measured and clear. "Everypony. Sit up straight and look directly at me. Rainbow. Describe the circumstances under which you were commanded to recite that speech."

In unison, her friends straightened in their chairs. Rainbow spoke, in a flat monotone. "I got a message from you to meet at the edge of the forest. You weren't there. Celestia came out and ordered me to listen. She gave me a speech to repeat if I was put under your control, then I was made to forget."

"Were you alone with her, Rainbow?"

"No. Rarity, Applejack, Fluttershy and Pinkie were there."

That made sense. The way their speech had matched so perfectly, they had to all have heard her speak the words at the same time. A spurious message from Twilight was the perfect lure to get all of the friends together, to control them at the same time. That stung.

"Fluttershy. Other than that speech, and orders designed to hide everything that we did together from you, has Celestia given you any other instructions?"

The entranced pony nodded slowly. "I was told to report to Celestia if you showed any signs of researching mind-altering charms, if you mentioned recovering memories you'd forgotten, if you tried to date me, or if you acted strangely."

Twilight's lips pressed together. "Have you reported anything to her?"

"Yes. I wrote a letter informing her that you were avoiding everypony."

Her hand tightening on the cold glass, Twilight continued evenly, "Tell me if you are under orders to hide anything from me, or if you have not mentioned any other commands given to you, by anypony, since we went to Canterlot to bring down Celestia."

"You ordered me to wait quietly in the waiting room."

"Very well. Applejack, Rarity, Pinkie Pie, Rainbow. Tell me if you have received any orders since we went together to defeat Celestia that are not one of the following: instructions to wait in the waiting room, to report on any suspicious behaviour from me, to cover up everything we did together with the charm, or to recite the speech you have just recited."

"Nope."

"No."

"Nope, Master."

"Nothing else."

Fine. Celestia hadn't touched any of them. Taking a deep swallow of water from her glass, Twilight let that truth sink in, and felt something within her relax a little. Even if it was hypocritical, considering the way she'd taken Luna away from Celestia, it would have felt hard to forgive Celestia if she'd done the same to her friends.

Reaching out with her magic, she drew a scroll from its hiding place atop a high shelf, where she'd left it earlier in preparation for this moment. Relying on her scripted words was something of a relief, when her emotions were so churned up. She wouldn't want to be making up the instructions to restore her friends in her current mood.

"Do not repeat these instructions, just listen." She began to read aloud. "When you are released from this trance, you will enter a reverie. You will face a version of yourself as you were just before we assaulted Celestia, who has access to all of your memories, hidden and otherwise, since that point. All of your hidden memories will be arranged in front of you, for you to browse and experience as you wish. You must decide if there are any memories you do not wish to remember, and any of my commands you no longer wish to have power over you. All commands given by any pony other than myself are ended. You will be aware of them but not affected by them.

"When you end the reverie, you will remain thoughtless, come to me and wait for me to tell you I am ready for you. Only then will you fully wake up, and you will tell me truthfully of the decisions you have made about your memories and the commands you have chosen to keep or remove. Regardless of what you decide, the commands I have given you today will continue to affect you, and you will not reveal the charm or the events directly linked to its use to anypony that is not already aware of them. If you have not made a decision after two hours, you will wake up with all your memories restored."

Twilight took a deep, steadying breath. That was the restoration. Now for defensive instructions. "When you are in the presence of Celestia, you will forget all memories related to the charm. If Celestia commands you to awaken, you will act in every way as though you are affected by the charm. You will carry out all commands given and act as though all changes to you are effective, with the single exception that you will hide my knowledge of the charm and use of it. If any pony other than myself uses the charm upon you, you will also forget all memories related to it, and answer questions as though I had never restored your memories.

"When Celestia, or any pony other than myself who has used the charm on you, leaves your presence, you will wait two hours, and then all memories will be restored to you, including memories of your trance. You will then take the next available opportunity to speak with me and tell me what has happened. Use your full discretion in choosing when and how to approach me in order to avoid provoking suspicion from others.

"Finally." She swallowed, and stood up, leaving her glass on the arm of the chair. "You will remember this trance also, as part of your reverie, so I need you to know that I have offered choices like this to the other ponies that served me. I offered Luna the chance to leave, and she chose to stay as my possession. I offered Zecora her memories, and she left me. I offered Trixie the chance to be mine, and she agreed to be. No one will be mine unwillingly." Her voice thickened, as she finished softly, "I'll see you soon."

Gathering herself, straightening up, she aimed her horn at Fluttershy, and carefully, slowly, cast the new charm upon her. The delicate, pearlescent sheen of interfering magic swept over her skin as one spell replaced the other. Working her way around the circle, she cast it upon Pinkie, then Rainbow, then Rarity, and finally, Applejack. Now, unless Celestia thought to recast the original charm upon them, they were safe.

Now they just had to make the choice that she wanted them to make. Which they totally, definitely would. Leading the parade of blank-eyed dolls into the guest bedroom, she gestured Applejack and Pinkie onto the bed, and the others onto the chairs. "Settle down. Make yourselves comfortable."

She couldn't help feeling an ache in her chest as she watched her beautiful slaves, her friends, arrange themselves around the room. It felt so familiar, so close to when they'd all been there together. She was so close, and yet, she was risking so much. A lump in her throat, Twilight finally declared with careful clarity, "I am satisfied."

Their eyes sank shut, their bodies relaxing as the grip of the charm loosened, and the five sank into a deeper dream. Twilight nodded to herself, catching her lower lip between her teeth. It was done. Now she just had to wait and see what they chose, for themselves. She would-

A low groan hung in the air.

Twilight's eyes flashed to Fluttershy. Wait. Yes, she was reliving the time when she'd... wait. Fluttershy was going to remember everything that Twilight had done to her. Including when she'd been made into a nude puppy before her permission had been given. In fact, Rarity, Rainbow and Applejack would remember all that, too.

She'd been so determined to reveal all the memories Celestia had hidden from them, she'd made the commands too sweeping. She hadn't made an exception for things that she had wanted hidden.

Haystacks. This was not what forward-thinking, effective planning looked like.

The train of thought derailed as Fluttershy groaned again, louder. Another moan joined Fluttershy's, then another. All five of them were groaning and gasping now, an erotic chorus of pleasure as their memories played out in front of them. Twilight's gaze danced over glistening lips, parting with each new moan, and the slow heaving of the breasts of her mindless friends and lovers.

Biting her lip harder, Twilight fled back to the main room, and dropped into her tall chair. Clutching her glass like a shield, she sipped slowly, and tried not to think too much about the sounds of lust fitfully swelling and falling, impossible to ignore. She tried not to let her treacherous body react with arousal.

Fear and lust, her constant companions.

The pad of bare feet snapped her attention to the half-open door. Rainbow slipped around it, moving to stand beside Twilight's chair. She wore ripped blue jeans, held up by a black, studded belt, and a white tank top with a stylised version of her own cutie mark prominently over her left breast. She hadn't bothered to wear shoes, given the way her feet barely ever touched the ground. She stood there, blank, waiting, her shock of rainbow hair covering one eye.

So she was the first. She'd been faster to make up her mind than she had any right to be. Was this good, or bad? Was she going to be like Zecora? Twilight couldn't help but hesitate, her eyes lingering on her friend, before she finally gathered the nerve to whisper, "I'm ready for your decision, Rainbow."

Rainbow Dash blinked, shaking her head slightly, then focused. "Twilight!"

Twilight jerked in surprise as warm lips collided with hers. In a single lunge, Rainbow had taken possession of her lap, wings half-spread, and was all but pinning her to the back of the chair.

Pulling back, hands on Twilight's shoulders, Rainbow spoke in a tone of gleeful incredulity. "Buck me senseless! You did all that to me? To all of us? You actually lined us up and fucked us? Are you serious? I never had you fitted as a pony that was really interested in making out, but this? You are the sexiest pony alive! After me. No one is sexy like me. Still, good effort. I mean, damn."

"Wait! Stop, Rainbow!" This was way too much to process, much too fast. Twilight held up her hands and protested, "Just - hold on!"

Sitting back, Rainbow sheepishly rubbed the back of her neck with one hand. "Right. Sorry, Twilight. I'm just excited. Oh man, am I excited. Whoo. Those memories. Okay. So I saw the memories, and everything. You pervert!" She shook her head, grinning. "I even saw the chair thing, that was just dirty. So yeah, I want more of that. Loads more of that. Took on all the memories, all the orders."

Relief. A great wash of it, flowing though her so powerfully that she felt tears bead in her eyes. Taking the pegasus's hands in hers, she asked softly, "Rainbow, do you mean that? Do you want this?"

"Oh, yeah. Seriously." Rainbow nodded twice, frank sincerity writ across her face.

"You didn't... take very long to think about it. Everypony else is still in reverie," Twilight observed cautiously, trying not to give in to the swelling hope and relief in her breast.

"Hey, when I saw what we were doing, I couldn't agree fast enough. I'd have been out faster, if I wasn't making out with myself." With a satisfied grin, she added, "You don't get a chance to get your hands on a mare of that calibre every day."

Twilight looked up at Rainbow, lost for words for a moment. Somehow, her worries that she'd be rejected felt so silly, so small, next to the confident warmth of the other pony. She made it sound so natural that they'd be together again. Twilight's arms wrapped around Rainbow and dragged her closer, hugging her hard. Resting her head on Rainbow's shoulder, Twilight said very softly, "I was worried you wouldn't be happy about what happened."

"...hey. Stupid." Rainbow hugged her back, just as tightly. "The only thing I'm not happy about is the Princess messing everything up. Making me spy on you, too! That creepy message! Twilight, you've got to mess her up. That wasn't cool."

Nodding slowly, Twilight turned her head and kissed Rainbow's neck, feeling a little shiver thrum through the other mare at the touch of her lips. "You're right. About everything. I'm going to fix things. I didn't know how to fight her, the first time. Next time will be different."

"You bet. So, Pinkie time now?"

Twilight looked up. Pinkie was standing outside the door to the guest room, stiff-backed and waiting. A light blue t-shirt clung to her emphatic curves, sitting atop a pink skirt the same colour as her mane, and candy-striped stockings that ran down to her tatty trainers.

A fresh surge of anxiety spread through Twilight. "Oh. Yes. Rainbow, could you wait in the other room? Not the guest room. That would be... kind of awkward." She half-laughed, embarrassed by the sexual noises still filtering out through the open door.

"Sure. Just - hey. Remember I came out first, okay?" Rainbow affectionately bumped her head against Twilight's, then climbed off her lap and padded out of the room, glancing back as she shut the door.

It was almost too much to take in. Rainbow had really chosen to embrace everything, willingly. Of course, she was the Element of Loyalty, even if that loyalty might be unearned. It didn't mean the others would do the same.

Twilight steeled herself. "Pinkie, I'm ready."

The glaze cleared from the party pony's bright blue eyes. Wrapping her arms around her, she shook herself. "Brrrr! Sticky fingers in my head! Not fair. I was having fun!" Plunging her hand into her fluffy mane, Pinkie ruffled it up vigorously, then smiled at Twilight brightly.

"I was right! I really did forget an exciting party. Wow, Master, I didn't know you liked me like that! I didn't know you liked everypony like that. They like you back too. That's really nice. The Princess made me forget everything, though! That's not nice. You undid it! You're so smart."

Twilight took a deep, shivery breath, and let it go slowly. "Could you tell me what you decided, please?"

"Sure, Master! I have to anyway, right?" Pinkie rose onto her toes and bounced across the room, sending seismic ripples through the pneumatic bust under her tight shirt. "I totally don't regret saying yes! I said yes again. It sure was weird seeing other me! Hey, Master? Other me was weird. You should have checked on that. So what now? You want to have that party now? I'm feeling really happy! Is everypony going to serve you again?" She planted her hands on Twilight's legs and leaned forward, her nose bumping Twilight's.

Unable not to notice Pinkie's chest, Twilight dragged her eyes up to meet her blue gaze and stammered, "R-Rainbow has said she wants to stay mine, too."

Smiling warmly, Pinkie rubbed the tip of her nose against Twilight's. "I hope everypony wants to play some more! It was really nice. I'll help you do anything you want to do, okay?" Sinking down onto Twilight's lap, Pinkie snuggled up to Twilight and added a little more softly, "Was it scary? Remembering, when we'd all forgot everything? Are you okay?"

The unexpected question struck directly at Twilight's heart. "It... wasn't easy. This is scary, too," she whispered. Her voice wobbled audibly.

"You did the right thing. Everypony gets to choose who they want to be with. That's how it should be." Pinkie nodded firmly. "Me and Dash will keep you company even if no other pony does, Master. Pinkie promise!" Pinkie produced a cupcake, and waved it threateningly near her eye before shoving it into her mouth.

Leaving the matter of the spontaneously summoned cupcake for a time when she felt more capable of thinking straight, Twilight buried her head in Pinkie's sweet-scented mane. In a strange way, it made her feel better for Pinkie to acknowledge that maybe the others wouldn't want to be hers again. That was their choice. It had to be. Whatever happened, she wouldn't be alone. "You're really warm. And soft," she murmured.

"Mm!" Pinkie confirmed. After a second, she sagged in disappointment. "My lovely party outfit! Can we get that back? We'll get that back. We'll march up to Canterlot, and hammer on the gates, and say, 'Princess! Putting sticky fingers in a pony's head without permission is just rude, but stealing her sexy party outfit? That's unforgivable!'"

Twilight nodded once. "I thought she must have taken anything that looked like it would remind you of what had happened. I'm sorry about that. Once this is over, once everypony has given her answer, we'll talk. I won't let Celestia use that charm on you again."

A sound of movement, near the door. Fluttershy. She was clad in her familiar green sweater, long and baggy enough to be halfway to a dress, over loose blue jeans. Just like she had been the day that Twilight had taken her for the first time. A little more at ease, Twilight asked gently, "Pinkie, could you wait with Rainbow while I speak to Fluttershy? I need to know what she wants to happen."

"Sure, Master. Good luck! I hope it goes well!" Pinkie pushed herself against her owner for a moment, rubbing her cheek against Twilight's, then hopped off the chair and vanished through the doorway. The sound of animated chatter was cut off by the door closing.

Twilight coughed nervously. "Fluttershy? I'm ready for you now."

Awareness dawned on the other pony's face. Fluttershy's eyes widened, and then her cheeks coloured and she hid her face with both hands. "O-oh. I, um. Hello. Um. Twilight." That seemed to be all.

She looked lost, and scared. Twilight's heart melted. Pushing herself out of the chair, she slowly crossed the room, watching closely for any sign of flinching from her presence. Carefully, she embraced Fluttershy, and squeezed lightly. "Hello, Fluttershy. Are you alright?"

"I, I wasn't expecting that. Those memories. Other me didn't seem to know what to say. But even she was surprised when I saw what happened before you, you asked me to be your..." Fluttershy trailed off, seemingly unable to finish the sentence. "It was... wonderful, but, you didn't ask me. I feel kind of... complicated."

Twilight winced. It was a good thing, she tried to tell herself, that everything was out in the open. It wasn't a bad thing that the things she'd left out had all come out. She definitely wouldn't blame herself if that one thing drove Fluttershy to reject her. "I'm... sorry. I kind of, lost my head. I really got carried away. I'm really sorry," she replied quietly. An ache was growing in the centre of her chest.

"I think I have to tell you what I decided. So, so... I decided that... it felt... nice. Not to be worried. I, I liked it. When you patted me on the head. Told me I was doing well. That you were happy with me. So, so I... I decided I'd keep the things you said to me. But, I, I need to ask you something. Could you promise not to make me forget, or do anything I don't know I'm doing? It wasn't... right." Her voice was very small, and the pauses long. She seemed to have to winch each word out of a deep pit within her, pushing them out trembling and pale into the light.

It hurt to hear them, as much as they gave Twilight relief. "I promise. I promise, Fluttershy, I will ask you before I do anything like that to you. I really want you to stay with me. I'd like you to stay my favourite and best pet."

Fluttershy's eyes finally met hers, as Twilight's hand smoothed over her mane. "I know you're a good pony, Twilight. I still trust you. Um." Her blush deepened. "Rrrf."

A little shudder ran down Twilight's back, and she squeezed the other mare with both arms, feeling Fluttershy's heavy, pillowy breasts crush against hers through the baggy, concealing sweater. "Good girl. Good girl, Flutterpet."
A shy expression on her face, Fluttershy twitched her hips, making her tail sway gently.

With a kind of distant clarity, Twilight realised that she was on the verge of lifting up Fluttershy's top, and taking possession of her breasts with both hands. She couldn't; not yet. She had too much to worry about to let herself get so distracted. When it was over, when she had embraced all of her friends, then she could let herself get carried away.

"Fluttershy?" she said gently. "Pinkie and Rainbow are waiting in the room over there. They're very happy to be with me, too. Do you think you could wait with them? I'm expecting Applejack and Rarity any moment, and I should be ready when they arrive."

A look of embarrassment replacing the flushed, slightly glazed expression of growing arousal and adoration on Fluttershy's face, she broke away from their embrace and took a step backwards. "O-oh! Yes. Sorry. Of course. I will." Without giving Twilight time to reply, she hurried towards the far door, opening and closing it behind her.

A sincere regret lurked in Twilight's chest as she watched her go, though under her relief, and gladness, there was a strange hint of irritation. Some part of her really didn't like to be judged for her use of the charm, the way Fluttershy had. The rest of her was shouting that resentful speck down, but she was aware of it, all the same.

She'd have to watch that. If she let herself, any part of herself, get the idea that ponies weren't allowed to judge her for her actions, that wouldn't lead her anywhere good.

Crossing back to her chair, she finished off the glass of water and set it aside. Surely, the next pony would be Rarity. She had the second-most amount of memories to re-live. Of course, Rainbow hadn't come out in the right order for that, but maybe she was just really eager. Any minute now, Rarity would come out, and then it would be Applejack, and then she'd be done.

Her expectant gaze settled on the guest room door, mostly closed after Fluttershy had emerged from it. The moans from beyond had settled to quiet, now.

Any minute.

Time crawled, painfully slowly, as unease slowly grew in Twilight's chest. One minute, then two, then five. Each tick of the clock was intolerable. She'd started this, now she just wanted to end it. Why was that taking so long?

Finally, there came the soft sound of movement from within. The door opened.

Applejack. Blue jeans, more tatty than Fluttershy's, more faded, with a bright red patch over one knee. A red shirt, soft, the same colour as the apples of her cutie mark. Broad shoulders. Her hat, as ever, settled comfortably atop her bunched-together fall of blonde hair.

Applejack.

Twilight felt her heart jump in her chest. She'd assiduously avoided thinking too much about Applejack since the return of her memories. Each glance at her, each casual greeting, had left an echo of grief and loss in her heart. She was off-limits, and that was that. As much as she loved each and every one of her friends, her slaves, there would always be a special place in her heart for the farm pony. If anyone, only Luna could rival that deep and abiding affection.

Now here she was, ready to belong to Twilight again. At long last.

Maybe.

Jerking to her feet, Twilight stood awkwardly, her hands tangling together. Despite the blatant untruth of it, she murmured, "I'm ready. Go ahead."

Applejack's body jerked slightly, then her eyes focused on Twilight. For a moment, she said nothing. Finally, her voice a little hoarse, she murmured, "Hi, Twilight. Guess we've got a whole lot t'talk about."

Hesitantly stepping closer, Twilight swallowed, nodding. "I... I've missed you," she said diffidently, her gaze sliding off Applejack to settle on the floor.

"Y'know, that was darn cruel. What she did to us. Heck, Twilight, how long have you known? I've been thinking back over the times I've seen you lately, now I know, and I c'n see it right across your face. No wonder you've been avoiding me." Applejack took a step closer. Now the gap between them was narrow enough to span with an outstretched arm. Neither of them did.

"It's been... a couple of weeks. More or less. I'm sorry I didn't tell you sooner. I couldn't risk it, before I had a way to protect you from her." Twilight looked up slowly, then lifted her hand and reached out for Applejack's.

Applejack closed her hand at her side for a moment, before her broad shoulders slumped slightly and she took Twilight's hand in hers. "Twilight. I don't know where to begin. Heck, those memories darn near blew me off my feet. Being with you. Getting everything I wanted, but from a mare. All that feeling. Remembered a few things you'd kept back from me, too, though. Not real happy about that. Figure there are things you should've said. If I said I'd give you mahself, all've me, you should've trusted me enough to be straight with me."

The slight hesitation with which Applejack took her hand cut her like a knife. Pushing down the defensiveness, and frustration, Twilight replied quietly, "What should I have told you?"

"That you were going t'change me. So I wouldn't try to stop you, no matter who you'd decide you wanted t'charm. That you'd done Rarity without her say-so, because y'never told me that, even though I was standing right there when y'did it, the first time. You did Fluttershy without asking, too. Right in front've me, and never said a word about that either."

The words were soft, and frankly spoken. That didn't make them hurt less, not one iota. "Fluttershy is okay with everything. I mean... I said sorry, and she's accepted that." Her throat was tightening. It was getting harder to get the words out. "She still wants to be with me, and I promised not to do anything without asking first."

"How about Rarity? How's she taking this all?"

"She... hasn't spoken to me yet. I'm still waiting." Twilight gazed steadily at the floor.

"Here's what I decided, Twilight. I took on the memories, every last one, but the orders? Turned them down. There's not a single one on me right now, other'n the things y'said today I wasn't allowed t'get rid of."

A shard of ice slipped into Twilight's stomach. "I... see," she said numbly. Her hand fell away from Applejack's. Her thoughts had stopped, her mind full of flat, white nothing.

"Hey." Applejack's firm hands gripped her shoulders, and shook her gently. Shocked out of her reverie, Twilight jerked upright, her eyes meeting Applejack's green gaze. The farm pony's expression had softened. "Ah wasn't finished. When I was in that - that nowhere'n wherever, with mahself, we talked. We talked a whole lot, and here's the deal we made. I'd drop those orders y'gave me, and you and me, we'd sit down together and draw up some new ones. On one condition, mind. No more hiding things. You're straight with me, and ah'll be - well."

Applejack broke off, an embarrassed blush colouring her cheeks for the first time since she'd awoken. "There's a whole lot I learned about mahself, in there. Learned about you, too. Raight now, it's hard to think I'd sleep around the way I was doing before, but the thing is, I liked what I had with you. Mah stars, never imagined anything like that could really happen t'me. So I'll give it a chance, all've it, so I can see how I feel. Thing is, though, I need t'know that whatever Rarity decides, you're going to let her do what she needs to. Same with all the others. Right?"

It was just like being lectured by Luna, all over again. A tornado of confused emotion swirled around within her, desperation, fear, love, resentment, twisted together so densely that she couldn't pick it apart. Twilight nodded, shakily. "I promise, Applejack, I'm letting everypony decide for themselves what they really want. I know it got out of hand, but I promise, I'm trying really hard to do better."

"Ah can see that, sugarcube. Ma'am." Applejack drew herself up, and looked around slightly nervously. Taking her hat in her hands, she fidgeted with the brim. "Ah... hope I didn't upset you, too bad. Ah'm feeling a real stew of everything inside of me right now, but I c'n tell for sure that I care for you, Twi. A whole lot. Feel things f'r you that I plain haven't felt for anyone before."

"I love you!" Twilight burst out, lunging forward to wrap her arms around Applejack. "I - when I got my letter, that told me I'd forgotten everything, even then, the one thing I had to tell myself was that I loved you, and not to ever forget that."

Applejack's hat slipped from her fingers and drifted to the floor. Slowly, her broad arms wound around Twilight, gathering the other pony against her. Her voice very low, and very soft, she asked, "That true? For real?"

Twilight nodded quickly against Applejack's shoulder. "Yes. I'd... like you to see it, later." She felt Applejack's chest rise and fall with a deep, slow breath, and the other pony nodded.

"Reckon I'd like to. Ah love you. Never wanted you t'doubt that."

"So... once this is over, would you like to talk? About the charm, and the rules, and... everything?" Chin resting on Applejack's shoulder, Twilight was gazing right at the door as it swung open, and Rarity stepped blankly into view. Even in her thoughtless state, something had clearly leaked through. The marks of tears were visible on her oblivious face.

Oh, no.

"Applejack, I think-" Twilight swallowed, letting go of her. "I think I need to be alone with Rarity, now. Wait with the others, please." She jerkily indicated the far door.

Stepping aside, Applejack turned around, her eyes widening as she saw Rarity's face. "You sure you want me to be someplace else? I can talk with her."

Twilight shook her head. "No. No, I don't think you'd have wanted anypony here while we talked. It's only fair to give her the same."

Hadn't she made Rarity happy?Wasn't that enough?

"Well - alright, then. Ah'll be nearby. Jest call if you need me." With reluctance, Applejack picked up her hat and crossed to the door, giving a final glance back before it closed behind her.

To say that Twilight was in the depths of emotional turmoil would be comparing a very small and simple thing to a very large and complex thing. She was too upset to even think in proper metaphors. "Rarity? ...I'm ready," she almost-whispered.

Awareness flooded into Rarity's face. Her eyes focused, and her gaze settled on Twilight Sparkle.

Twilight began, "So, I-"

Crack.

In utter shock, Twilight shakily raised her hand to her stinging cheek. Tears beaded in her eyes.

Rarity lowered her hand. In a low hiss, she demanded, "Obedient slut?"

She'd forgotten about that. The time when she'd punished Rainbow, and she'd made Applejack and Rarity talk dirty without their realising. That had come back, along with everything else.

She tried to speak, but choked on the words, without even knowing what she was trying to say.

"I have to tell you what I've decided before I leave. So, Twilight Sparkle, you can know that I remember all of it, and no commands affect me any longer. Goodbye." She spun on her heel and marched over to the door, yanking at the handle. "Open it!" she demanded shrilly, and as Twilight shakily levitated the key out of her pocket, Rarity snatched the key out of the air and rammed it into the lock.

Before Twilight could manage to force a word past the lump in her throat, the door had banged shut again, and Rarity was gone.

She stood, stunned, beyond the capacity to move.

The inner door burst open, and Rainbow Dash exploded out of it. "Don't worry, Twi, I'll get her and tow her right back here."

"Stop right where y'are, Rainbow! If that's what she has t'say, that's how it is." Applejack lunged at Rainbow, grabbing a handful of her tail and yanking the flier back down to the ground.

Rainbow yelped loudly as she hit the floor. "Applejack, what the hay? She can't just leave! What about the rest of us? What about Celestia? She's not going to leave all of us, is she?"

Pinkie stood hesitantly in the doorway, her fluffy mane deflated and limp, looking back and forth between them. It was rare for her to be at a loss, but this scene wasn't one that could be solved with a party squeaker.

Their conversation sounded as though it was coming from far away, though a layer of thick felt. Twilight stood frozen, feeling her cheek burn.

A soft warmth gently settled against her side. Twilight's gaze shifted.

Fluttershy stood pressed against her, head bowed, as Rainbow and Applejack argued. The rigor that locked Twilight's limbs vanished as she realised that the softly spoken pony needed her. Twilight spoke quietly. "Hush, everypony. Please."

Applejack and Rainbow looked over at her. Stroking the top of Fluttershy's head, Twilight continued softly, "Applejack is right. Rarity has to make her own decisions, now. Let's not argue, please. I'll give her some time, and then I'll ask her if she'll help us against Celestia. After I've apologised. Please, don't any of you tell her off over this." Her gaze settled on Rainbow for a moment, who huffed an exasperated breath and looked away.

"I didn't realise she would be this unhappy. I thought... I hoped I'd received her permission for what we'd done together. I suppose I was wrong. I'm sorry, to all of you, for upsetting her, and any upset I've caused you. I tried to be a good pony, but... I didn't always make it. I'm sorry."

Fluttershy's gentle eyes gazed up at her. "Um. You... don't have to apologise to me again. I'd just like to... stay. Here. For a while."

"Mm! That's right, Master! Everything will be okay, won't it? Right? We can, we can have a party! Everyone loves parties, and then Rarity will... stop being mad at you. She just needs cheering up, right?" Pinkie's voice was wobbly, as she attempted to infuse it with her usual good cheer.

Turning towards her, Twilight opened one arm and beckoned. Pinkie hurried over and threw herself into Twilight's embrace, beside Fluttershy. Hugging them both tightly, Twilight gazed at Rainbow and Applejack with a silent question in her eyes.

Rainbow rolled her eyes, padding over to rest against Twilight's back. "Okay, so sure, that looked like a pretty big screw up. We all screw up, sometimes. It's fine. She'll be back."

"Mebbe." Applejack shook her head, and joined Rainbow, wrapping her arm around her and Fluttershy to completely enclose Twilight in a ring of warmth. "Ah know you weren't always treating us right, Twi, but I reckon you were trying. That's good enough for me."

Encircled by her friends and lovers, Twilight felt her eyes fill with tears. Resting her head against Fluttershy's, she replied huskily, "I love you. All of you. Can you stay tonight? We can, we can have a sleepover in the guest bed. We can have warm milk, and cookies, and play games, and just... be close. One step at a time."

"I'd love a sleepover, Master!"

"Ah can stick around for the night."

"Sure thing!"

"Um. Yes, please."

Twilight looked over at the closed door, her thoughts ranging out after the vanished pony. Biting her lip, she nodded slowly. "Okay. I'd like that, too." She released her hold on Pinkie and Fluttershy, and one by one, the others stepped back, looking at her expectantly.

"Well... I'll put the kettle on, shall I?" she said, producing a little smile with effort.

"Sure! Then you can tell us about Trixie. How did that happen? I mean, Trixie? Are you serious? You can't be serious. You're sleeping with Trixie now?" Rainbow gave her a dubious look.

"Y'know, I'd sure like to know what's been happening, mahself."

"Story time! Story time!"

Twilight winced. It was probably better to get it all out in the open now, before Trixie burst in, calling herself slutty and submissive at the top of her lungs. "Okay. Tea, and story time. I'll get the kettle on."

The door stood open. Outside, wind rushed and billowed, tossing the crows of the trees in the darkness. Overhead, thin shreds of cloud raced overhead, briefly occluding the brilliant stars. It was a new moon, and the night was deeply black.

Twilight stood in the doorway in her nightgown, feeling the cold air curl about her body and tug at her mane and tail. There was a pressure in her chest, an unhappiness that wouldn't let her sleep. In time, she thought, she would come to accept what her choices had brought her. In the guest room behind her, Applejack, Rainbow, Fluttershy and Pinkie lay in a heap of soft warmth, each of them loving, each of them willing to serve her. Out there, Trixie waited eagerly for each visit. Somewhere beyond Ponyville, across Canterlot, Luna was thinking of her. She'd gained so much.

But she'd lost things, too.

A hand settled on her shoulder, and Twilight jumped, twisting around. Applejack stood there in the dim light, dressed only in her red shirt. The hems barely covered her underwear, leaving her toned thighs bare. Her blonde hair was unbound, gently mussed. Under almost any other situation, the sight would have sent a shock through Twilight. Just then, the feelings inside her were too large, too complicated, and they got in the way.

"Hello, Applejack," she said quietly. "Is something the matter?"

"Figure I should be asking you that. How'd it go with Spike? Didn't hear you come back in, after."

Twilight covered Applejack's hand with her own, looking out into the night once more. "Once I'd charmed him, I checked for interference. There wasn't any. Celestia had never touched him. It felt so wrong to see him react to the charm. I was thinking of... of ponies that I liked, and desired, when I made it. I never thought of having to use it on someone like him. Someone that young."

"He gone off to bed?" Applejack asked gently.

"Mm. I set up something I can use when I need privacy with you all. He won't go in the guest room, he'll ignore any strange noises from it, he won't question it if you stay over, or any other ponies. I had to do that much; I mean, I couldn't exactly try to explain all this to him. It didn't feel good, though." Twilight's lips pressed together.

"Ah'm real sorry 'bout that. Can't imagine seeing this kind've thing used on someone like Apple Bloom. It'd break my darn heart." Applejack paused, but Twilight remained quiet.

Squeezing her shoulder, Applejack resumed after a moment, "You know, Twi, I couldn't sleep real well either. Been going through everything I'd forgotten, all over again. It was really something. Sure, you pushed me a bit further'n I expected here and there, but... Ah've never felt that way before. Now Ah'm all confused. What you did, 'n what she did, I don't know if I'm into mares or not. Ah'd like to be. Figure you're not too tired to take a look at these orders you're going to put in me?"

A strange pang struck Twilight's heart. It made sense; Applejack had grown attracted to her because of everything they'd done together, and then Celestia had forced her not to think a single sensual thought about Twilight, or any of the mares Applejack had touched. Turning around slowly, she drew the door closed, shutting out the chill night breeze. "Sometimes, I don't really think things through. I'm sorry about that. I've got the original instructions I wrote for you, if you're ready to look at them."

Applejack's throat bobbed as she swallowed. "All right. Let's take a look."

Twilight summoned out a scroll from the high shelves across the room with scarcely a glance. It soared lightly through the air, and settled open on a nearby table. Quill and ink landed beside it, poised neatly. Twilight's gaze flicked over the words.

'You know that you belong to me. Doing what I tell you makes you feel good. If you need to break or refuse a command, you can. Tell me the next time you see me. You are attracted to all the ponies that I enchant to belong to me. You are happy for me to use the charm on anyone I want to.'

Running her fingertips down the parchment, Twilight took a deep breath, and let it go. "I was thinking I should... get rid of the last sentence. Change the next to last one to being attracted to mares, the same amount you're attracted to colts. Then let your feelings go from there." It was hard to meet Applejack's eyes. She was awkwardly aware that the same command, that she could take anyone she liked, was still in force upon Fluttershy, Rainbow and Pinkie, who'd simply accepted her commands as a whole.

Applejack gazed at the parchment, strong fingers fiddling awkwardly with the end of her unbound mane, before she finally met Twilight's eyes. "Ah'd like to strip out the first sentence too."

Twilight tried not to show the flinch that ran through her. "You wouldn't like that?"

Applejack took Twilight's hand in both of hers, and pressed it against her chest. "Twilight, I reckon you're thinking you need that, to make me be yours. You're wrong, there. You don't need anything to make me want to be all yours. Everything we've been through t'gether - not jest the memories since the charm, but since the day I met you. All've that. That's why ah want to be yours. I darn love you, and if you'll have me, ah'll be your slave. Willingly. With all mah heart, Ma'am."

Part of Twilight wanted to tear off Applejack's shirt right there. Part of Twilight wanted to cry. All of her pressed against Applejack, lips meeting, kissing her deeply. Tears beaded in the corner of her eyes as her tongue wrestled with her slave's, and she wiped them away with the back of her hand as she finally came up for breath. "I love you, I really do. Oh, Applejack, sometimes I think I don't understand anything."

Gently rubbing her hand up and down Twilight's back, Applejack kissed her on the tip of her horn. "Naw, don't go saying that. You just need setting back on your feet sometimes, that's all."

Nodding, Twilight gave a wobbly smile. "Okay. Let me... let me do this." Unwilling to let go of Applejack, her horn lit with a soft glow. The quill rose, and neatly put a line through the first sentence, and the last two. Beneath, the quill paused for a moment as Twilight thought through her wording, then wrote neatly, 'You're attracted to mares as well as colts.' Simple wording was best, with as few instructions or guidelines as possible, to reduce any accidental side effects. Her gaze flicked up questioningly to Applejack.

"You're happy about the command to want to do as I tell you?"

"...yeah. Had a talk with mahself about that'n. She persuaded me that ah like knowing ah should do what you want me to. It's good to know I don't have to, in case something else comes up, but ah do want you to have control over me, too. Gets me right there." Applejack stepped back slowly, looking somehow more vulnerable without her hat. "Ready to lay it on me?"

"Yes, Applejack. I am." Twilight picked up the parchment and drew herself up. This was what Applejack needed; for her to be her owner. "Slave, I'm going to enchant you now. You will lust to obey me. You will desire my body. You are mine."

Applejack swallowed, her eyes widening slightly. "Y-yes, Ma'am. Ah'm yours. Do what you like to me."

"Obey your Empress," Twilight declared firmly.

Slowly, the farm pony sank to her knees. Her shirt rode up her smooth thighs, exposing her plain green panties. "This slave obeys," she droned, her accent colouring the monotone words.

Twilight's eyes squeezed shut for a moment. "I am going to give you some orders now, Applejack. You will know that these orders have been applied to you now, and all changes resulting from them begin from this moment. You will remember everything that happens in this trance."

"Ah will accept your orders, and they'll affect me now. Ah'll remember it all."

Heart thudding, Twilight read out the parchment, her eyes flicking back and forth to Applejack's oblivious look of absolute focus.

Applejack drank in the words, repeating compliantly, "It feels real good to obey you. Ah'll tell you if I don't carry out an order. Mares are jest as sexy as colts."

Yes. Perfect. Now, before she got too tempted to do something else to Applejack, and her perfect body, and her blankly impressionable mind, Twilight pushed herself to declare, "I am satisfied."

Applejack shook herself, her unbound hair settling about her face. Looking down and finding herself on her knees, she breathed, "Oh, mah stars. That feeling, coming out of what you do to me, knowing I'm ready to do whatever you darn want. Order me to do something, Twi. Ma'am. Give me a command. Ah'll do it."

Biting her lip, Twilight said huskily, "Undo your shirt and show off your tits, Appleslut."

"Yes Ma'am!" Applejack's hands flew to her shirt buttons and tugged them loose as quickly as she could. Tugging the shirt wide open, her warm, round breasts spilled out, her nipples stiff and jutting. A visible quiver ran through the kneeling pony. Her shirt half off, sliding halfway down her arms, Applejack gently cupped her breasts from beneath and arched her back to show them off. Breathing deeply, she panted, "You're so darn pretty, Ma'am. Didn't need magic to show me that. This what you wanted?"

Stepping forward, barely conscious of anything other than the impossibly lovely mare before her, Twilight's fingers slid into her slave's untidy blonde mane, stroking gently. "You're so beautiful. Oh, Applejack... you're mine, all mine. I won't let anyone take you away from me again. You're going to stay at my side, and we'll laugh, and love, and kiss, and fuck... I love you. I'll always love you." Her hand slid down smooth, tanned skin, catching Applejack's darker nipple between two fingers and squeezing.

"Mmmmh!" Applejack gasped, her lips parted, blinking rapidly as a swell of emotion played out across her face. "Ah'd... ah'd like that, I really would. Oh, heck, Twi. Ah'll stick with you, thick and thin. Don't forget about me, and ah'll be happy the rest of my born days."

Reaching under her thin nightgown, Twilight carefully undid her bra and worked the straps down her arms without removing the gown. Her small breasts dimly visible through the sheer cloth, Twilight sank down into a crouch and moved to straddle Applejack's lap. Pressing close, the flimsy fabric the only barrier between their warm bodies, Twilight kissed Applejack's neck with desire and affection. "You silly thing. I'd never forget you. It doesn't matter who else I have, I wouldn't ever let you go."

"Yes, Ma'am," Applejack whispered softly. Tentatively, her arms wrapped around Twilight. One hand slid under the nightgown, smoothing over Twilight's ass, tracing the edges of her panties, then up to gently stroke her smooth back. "Gorgeous. That's what y'are, Ma'am. Ah belong to you, I know it, right down to my bones. Your slave."

"Mmm. Yes." All at once, Twilight seized Applejack's upper arms, and pulled them back behind her. Tugging the half-shed shirt down them, she paused with the cloth tangled around Applejack's wrists, pinning her arms in position. "I want you to know that I'm not finished using the charm to play with you, Applejack. I'll let you know before, and I'll let you remember after... but sometimes, I'm going to want a pretty, fuckable piece of mindless furniture. Sometimes I'm going to lay a geas on you, and you'll be forced to obey my every whim. No choice, no matter what I order. No matter what I demand. If I want it, you'll bend over nude and be fucked senseless in front of the others, and you'll love every second."

One hand gripping the twisted cloth, the other slowly rose to cup and knead Applejack's soft breast. "You'll be happy for me to play with you any way I want. My pliant, depraved toy. Isn't that right?" Twilight gazed intensely into Applejack's eyes.

Her pupils dilating, huge and black, Applejack shuddered under the onslaught of Twilight's inexorable words. "Y-yes, Ma'am. Ah won't have a choice. You'll do anything you like t'me. Ah'll be as slutty as you want. Ah'll be used any way you want me. Fuck, Ma'am. Just can't believe this feeling. Won't you let me touch you? Or touch me more? Just - anything! Ah'm begging you!"

Twilight laid her finger against Applejack's lips, following it with a long, deep kiss. Joy sang in her heart, revelling in the feeling of the strong, prideful mare melting against her body. "Shhh. If you make too much noise, you'll wake the others."

Her hands tightening convulsively in their cloth shackles, Applejack whispered, "Would that be so bad, Ma'am? Isn't like they don't miss a good seeing-to at your hands, either."

Sliding her hand up Applejack's side, Twilight caught Applejack's nipple and twisted gently, urging a ragged whimper from her slave. "Right now, Applejack, I want just you. Just you, all to myself. So if you wake them up, I'll have to punish you."

Applejack swallowed, nodding jerkily, visibly uncertain whether to be intimidated or enticed by the lustful tone in Twilight's voice. "Won't let you down," she whispered.

"You never have." Twilight released her firm grip on Applejack's twisted-up shirt, loosening it enough to slide it off the other pony's arms. Pushing more and more firmly against Applejack, Twilight giggled softly as she forced her down onto her back. Biting Applejack's neck gently, she breathed, "Strip off your panties. They're very sweet, but I'd like you to be naked for me now."

"Anything!" Applejack promised, a little too loudly, then modulated her voice to breathe, "Anything you say." Wriggling, she pushed her panties down over her muscled thighs, baring her smooth sex, rocking against Twilight with each movement.

Twilight gazed down at her slave in the dim, blue-tinged dark, feeling her breath shudder in her chest. The sheer intensity of her lust was almost frightening, her panties sodden against her skin, her body thrumming with each beat of her heart. Her nipples were almost too sensitive, they were so stiff. Crouched over her lover, her hips jerkily swaying, tail swishing, she closed her eyes for a moment and concentrated on the warmth of Applejack's body against hers. The scent of the other pony's skin.

The tatty rug they lay on was as good as a feather bed. Nothing mattered except the glorious mare pinned to the ground beneath her, honest, forthright, enslaved, depraved, and desperate to obey.

The sheer pleasure of dominating her! The lust for power beat in her breast, as potent as her shuddering desire, wound around and through it until she couldn't tell them apart anymore. Almost without realising it, Twilight shakily tugged down her own panties, feeling the brush of cool air against her damp sex. Twisting around, Twilight positioned her sex above Applejack's mouth, gazing down at the farmpony's own glistening sex, and declared archly, "Lick your Mistress."

Instantly, without hesitation, Applejack's firm hands seized Twilight's hips and drew her downwards to meet her cunt with an eager, seeking tongue. Twilight yelped aloud, hissing a sharp breath through her teeth to avoid making any more noise as Applejack's mouth worked against her sex. Head sinking forward, her mane falling about her face, Twilight's hips jerked under each flick of the other mare's tongue. Escalating whimpers escaped her lips, despite her best efforts, culminating in a sharp, bitten-off cry as Applejack's tongue thrust into her.

Pulling back a little, Applejack licked her glistening lips, and teased softly, "Reckon you're going to give the game away, Ma'am. Mebbe you need the gag your own self?"

Flushing pinkly, Twilight protested, "Applejack! Ooohhh... mmmhh!" Cutting herself off as Applejack's teasing tongue began flicking up and down her tingling sex, she ducked her head and began lapping up and down the length of Applejack's exposed cunt, parting her folds with the tip of her tongue. Satisfaction flashed though her as she heard Applejack's gasp against her skin, felt the hesitation of the farm pony's tongue, and attacked her slave's pussy with new vigour.

There was no taste quite like Applejack's arousal, the feeling of her dampness on Twilight's lips. Each swipe of her tongue drew out a moan or a gasp, urging her to greater efforts. Her hips flexed, her thighs trembling as she ground her cunt against Applejack's mouth. Trying desperately to hold onto the swell of her pleasure, feeling it cresting within her, Twilight tensed every muscle in her body, but couldn't stop herself. Hissing wordlessly through her teeth, eyes forced shut, she could barely breathe as her orgasm broke over her. Quivering, she buried her head between Applejack's thighs to muffle herself, breathing deep of the other pony's scent.

Head spinning, sweat coating her skin and her mane in disarray, Twilight finally raised her head and panted, "You were... oh, Applejack, never leave my side again."

Applejack rested her head against the floor, licking her lips, and wiping the wetness from her nose and chin with the back of her hand. "Wow. Y'know, this morning, never would've thought I'd ever want to do - well, all this."

"I'm so glad you're back with me." Slowly lifting her body, she crawled off Applejack, and turned around. Applejack lay full length on the rug, her skin glistening damply with dim blue highlights. Her perfect breasts rose and fell quickly, her body still hyped up and at the edge of an orgasm of her own, her full lips parted. She was ridiculously, impossibly lovely in her sensual disarray. No matter what burdens the charm had brought her, the damaged friendships, the confrontation with her dearest teacher, she couldn't bring herself to resent it.

Not when it had brought her all this.

"I don't hear anything from inside the room, do you?" Twilight whispered, a small smile on her lips. Slinking forward on all fours, she settled between Applejack's thighs, meeting the other mare's glazed green eyes as she sank down and began lapping once more.

Author's Note

Alternate title: You win some, you lose some.

Proofed by the speedy, splendid Setokaiva.

27: A Dance For Two

The house was oddly quiet without anypony else in it. One by one, her friends had left as the morning had passed, Applejack returning to help out her family, Pinkie to work on a cake, Fluttershy to feed her menagerie, and even Rainbow Dash had weather duties to attend to.

That was fine. The whole point of loosening the grip of the magic over them was to let them tend to the things that mattered to them. She wanted friends who happened to be willing to give her their bodies and obedience, not puppets that were incapable of making their own decisions or having their own desires.

Well. Nearly all the time, that was what she wanted. If she wanted to have a room full of mindless sex toys occasionally, that wasn't wrong.

For a while, it had been just her and Spike. He'd not asked any questions about the others staying over, as she'd intended; it just didn't seem important or unusual to him. He hadn't gone into the guest bedroom, either. Hadn't so much as glanced at the door. It troubled her, a little, seeing the evidence of the compulsion she'd laid on him. It didn't look right on someone that young. But she couldn't explain, and she couldn't hide it from him, not when he lived with her. So that was all she could do. It had been something of a relief when he'd decided to go out, though he had been gone for a little longer than she'd expected. It was getting dark out.

Finally, a knock at the door, followed by the latch lifting. Twilight's shoulders loosened as she relaxed. "It's about time you were home, Spike. Did you enjoy your walk?" She glanced around.

Celestia was standing in the doorway.

Do not panic.

A moment of surprise was unmistakably on her face, but that was to be expected. With determined effort, she pictured the pony in the doorway as someone else. Her beloved sister-in-law, Cadence. The smile that came to her lips felt a little less forced.

"Oh! I had no idea you were coming to Ponyville! Please, come in. Can I make you some tea?" Jerking out of her chair, she turned to greet Celestia properly. Yes, this was good. The surprise could be natural. She was anxious, and eager to please. She had this.

Celestia studied her, with deep, knowing eyes. Finally, her lips parted. "I'm not here, Twilight."

Immediately, Twilight lost sight of her. Deep down, she knew that Celestia was still standing where she had been a second ago, but she couldn't convince her eyes. She had to be looking everywhere but directly at her mentor, and she couldn't convince herself of that, either.

Her heart hammering, Twilight tried to think of the appropriate response. Nothing came to mind. She couldn't let Celestia get any more suspicious! After standing in place for a moment, her expression blankly pleasant, Twilight turned around and settled back into her chair.

What was she here for? What was she going to do? Was this the start of another game? The ache of Celestia's presence, that simple and absolute knowledge that she was in the room with her, was almost unendurable. No commands had floated into her awareness; Celestia wasn't giving her orders. What was she doing?

Against her better judgement, Twilight willed herself to perceive Celestia once more.

Warm breath tingled on her ear. "...clever for such tricks, aren't you, my faithful student. You wouldn't be caught out so easily. I wonder if you are listening to me at this moment, understanding every word." Her laughter was soft, and gentle. It was a sound that had always soothed Twilight. Now, she desperately fought herself to stop it raising goosebumps of fear up her arms.

"You're going to have such an exciting time this evening, Twilight. Do you know what I'm about to say to you?"

She did. Fear sweat was beginning to prickle on her skin.

"It's time to prepare you. Awaken, Twilight."

-

"Good grief, I can breathe fire, Twilight! I'm daring, and brave! Sir Eireheart wasn't afraid of the dark!"

Catching him with one arm around his slim shoulders, Twilight ruffled his soft, flexible headspikes with her free hand. "Sir Eireheart didn't leave his jacket behind and stay out until after sundown in winter!"

"Twilight! I'm an adult!" Spike protested huffily, with all the offended dignity of a boy barely grazing his teens.

Twilight smiled contentedly as she released him. "Oh, I'm very sorry. But you still need to be home earlier next time, okay?"

"Fine, fine. It was pretty cold out, anyway." Spike moved around the room, snagging a stray blanket and some well-thumbed comic books as he set up an impromptu nest in one of the deepest chairs.

"Good. I've got to go out soon, and if you hadn't come back before I did, I'd have worried all evening."

Spike blinked, looking up. "Go out? Where would you go out to?"

"There's a dance on this evening. I felt like... well, going out! Meeting ponies!" Twilight blushed gently.

Spike gave her a sceptical look. "Okay, who are you, and what have you done with the real Twilight Sparkle?"

"Oh, Spike, it's not like I've never gone out dancing before."

"Twice. Ever."

"I have to get ready, or I'm going to be late. I've left out some things for dinner, and don't stay up too late if I stay out too long!"

"As if that's going to happen."

Twilight glanced at the clock. It was almost-

Massive doors flung open in her mind, memory bursting out in overwhelming waves. The facade of a Twilight who remembered nothing vanished, pushed aside by the vast realisation of the charm, everything it had wrought in her life, from the moment she first opened 'Peaceful Charms' to that afternoon, to the instant Celestia had said to her...

She'd been focused, and her protective measures had kicked in. She'd forgotten everything that could be a threat to Celestia, all the better to pretend her innocence. Now enough time had passed, and the countermeasure was ending. The pounding of memories and realisations was like a sudden headache, gripping her temples with vicelike pressure. She staggered, gripping the back of a chair. Her fingers dug into it roughly.

She looked up to see an expression of concern on Spike's face. "Uh, Twilight? Are you okay?"

Winching an expression of unconcern onto her face with painful effort, Twilight straightened. "Oh, I just tripped, that's all." After a moment, she added quickly, "Stubbed my toes. Ow. I'm going to go and get ready. Excuse me!"

Limping slightly, to sell the lie better - yet more lies! - she climbed the stairs. Safely out of sight, Twilight flattened against the wall and breathed deeply. She really had to change the way that safety measure worked. It was probably effective, it had triggered when it should have, and the timed recall was a success, but... ow. The memory release needed to be much, much gentler.

Pushing herself off the wall, Twilight entered her bedroom, and began sorting through her clothes absently. It was going to be hard to find a suitable outfit to go out dancing in, but a little skirt, a tight top, and she'd be most of the way there. There were some clothes she hadn't worn for a while that had grown a bit small, that would probably do.

Celestia had focused her. After teasing her. What did she want? What had she done? It didn't seem like she'd lost much time, between when Celestia had arrived at her door and when she remembered innocently trotting around the house and tidying, but her memories could have shifted. None of her thoughts were fully trustworthy.

All she knew were two things: that Celestia was playing some game of her own with her, and that something was probably going to happen tonight. The dance seemed like the most likely place for somepony to take her aside, to give her some perfectly innocent request, and it seemed a bit of a stretch that Celestia had just happened to come by on the one evening she'd been planning to go dancing.

She'd have to be on her guard, she told herself, as she admired her outfit in the mirror. A skinny white t-shirt with a colourful pink and purple star clung to her as if painted on, far too snug to wear a bra beneath it. Beneath that was the maroon skirt that had shrunk in the wash, baring the lower halves of her cutie marks, and a bright pink, sparkly pair of stockings that Pinkie had gotten her. Cutely casual white shoes with just a little heel rounded off the ensemble.

Wrapping a short black coat around her shoulders, Twilight abandoned the explosion of clothes littering her room to clean up later, and clattered down the stairs. Waving goodbye to Spike, she called out, "No late snacks!" to the incoherently spluttering dragon, and stepped out into the cool darkness.

Almost immediately, she found that her coat was a bit inadequate to keep the cold off, but a wave of her horn drew a cloak of warmth about her that held the chill breeze at bay. The streets were almost deserted, but she could hear the distant beat of music escaping the dance hall, and knew that Vinyl Scratch was already holding court in her very own kingdom. Coloured lights blinked through the windows as she pushed the door open, and slid inside.

Pausing only to hang up her coat in the hallway, alongside an eclectic collection of others, she stepped into the main dance hall. The chatter and laughter of dozens of ponies washed over her, underscored and half drowned out by the thudding beat that pounded from the grand speakers. There were Aloe and Lotus Blossom, Lyra and Bon Bon dancing together, and even Big Mac showing a range of flexibility that she honestly wouldn't have expected from the big stallion. She really had to defensively charm him so Celestia couldn't get anything out of him, but that would have to come later. It wasn't like she could speak to him now, anyway, not with Celestia lurking in the wings.

A shock of blue hair bobbed and weaved above the turntables. Reflective purple glasses flashed in the flickering lights. Twilight raised her hand cheerily in greeting as the crowd swirled around her, drawing her into the crush of ponies moving. A disbelieving grin crossed her face as she spotted a distinctive grey mane swinging back and forth, and made her way over to the gyrating mayor. The older mare wore a figure-hugging green dress, and was cutting a surprisingly energetic swathe through the crowd.

"Mayor Mare! You dance?" Twilight called above the noise of the crowd, moving up to dance with her.

The mayor shook her hips in a way that would have done credit to a pony half her age. Whatever age she actually was. "What?" she called back.

"You dance?" Twilight shouted.

"WHAT?"

"NEVER MIND!" Giggling to herself as she gave up, Twilight dropped into sync with the Mayor, tossing her mane and flicking her tail with each sway of her hips. As the songs chased themselves, one after another, and the crowd pressed more closely around each other, she began to relax and enjoy herself. Under the circumstances, she couldn't even hear anyone trying to give her a request anyway.

The thump of the music faded, and in the momentary lull before the next song, Twilight grinned at the mayor. "This is fun! I should come out like this more often!"

Any possible reply was forestalled by a new sound. A pulsing, thrumming note spilled from the speakers, sweeping across the hall and filling it end to end, rising and falling. As suddenly as it had began, silence fell, and the chatter of the ponies around her died away with it. An abrupt premonition made Twilight twist on her heel.

Vinyl was standing above the turntables, the impenetrable gaze of her purple glasses aimed directly at Twilight. Her hand slid over the turntable, flicking a switch. Distorted, fragmented words rang out, sliced together from syllables spoken in a dozen voices.

"This is a reasonable request for Twilight Sparkle: come on up! It's time for the special dance."

Rough-edged bass boomed from the speakers, and struck Twilight like a hammer blow. She felt the impact of each beat down to her bones, imagined her mane blown back by the impact, and helplessly, she felt her body react to it. All of a sudden, she was painfully aware of her sex, her skin tingling with new heat. Her nipples stiffened, achingly taut, poking through the thin cloth squeezing her breasts.

In seconds, her self control was torn to shreds, blasted from her mind by the bass line. Oh, she wanted to fuck. She wanted to rip off her clothes right then and there. Each note felt like her heart was beating in time.

Vinyl Scratch. Vinyl controlled the music. Vinyl controlled her arousal. She had to go to her.

It was Celestia's doing, of course. Twilight didn't care. Her lips parted, feeling the heat rising in her cheeks as she pushed carelessly through the crowd towards the DJ. A tiny, sane part of her mind tried to end the command to be more easily aroused while she was carrying out requests. It made no difference. She was in the grip of new orders, and she couldn't fight them.

Vinyl Scratch was so hot. Standing at the turntables, bent forward with her hands on the discs, Twilight could see her clearly now. A dark grey jacket, halfway unzipped, exposed smooth white cleavage beneath. Her tiny aqua shorts scarcely covered the curve of her ass, leaving her long thighs exposed. Each flick of her hands on the turntables twisted the music that thudded heavily through Twilight's body, jerking her this way and that as she swayed to a stop before Vinyl's deck.

Behind the reflective purple glasses, a glimpse of crimson eyes, hot and intent on Twilight.

Twilight felt herself arching her back, thrusting out her scantily-covered tits, rocking her hips from side to side with startling, blunt lewdness. Her body wasn't her own to control. Vinyl had her now, in the grip of the music, and she couldn't resist. Didn't want to resist. It felt too good.

Maybe this was how she lost. Not because she couldn't think of a way out, but because it just felt too good to even try. Her panties were damp against her skin. Her hands slid under her small breasts and cupped them through her t-shirt, offering them to the other pony. Twilight was surrounded by ponies, in one of the most public places in Ponyville, and she just didn't care. Let them watch. Let all of them see how horny she was.

Vinyl Scratch's hand moved to the zip of her jacket. Twilight swayed forward, urgent need on her face, wanting more than anything for the lithe DJ to strip. Coloured lights flashed on Vinyl's white skin, painting her a dozen flickering colours in quick succession. Gazing over her violet glasses at Twilight, Vinyl's red eyes met hers, and she slowly drew the zip down.

The jacket fell open, baring round, firm breasts with pale blue nipples. Silver bar piercings glinted in the shifting light. A rich shudder of arousal flashed through Twilight. She wanted, needed, to feel those pierced nipples between her lips, to explore them with her tongue.

Vinyl's hands danced over the turntables, her head keeping time with the beat without looking away from the transfixed pony in front of her. The music faded for a moment, and Twilight heard for the first time her own harsh, deep gasps of arousal. A solitary part of her struggled to think above the urge to mindlessly embrace the music, wondering if Celestia had focused everypony on the dance floor to ignore what was happening.

A slower, more sensual ripple of sound flowed out into the hush. A fresh urge rose in Twilight, irresistible, as the music sank into her body once again.

She had to strip. She had to give her body to Vinyl. She had to obey the music. The insistent thought should have alarmed her, even scared her, but it didn't. She'd always been aroused by watching a mare submit, and now, that mare was her. Leaning back, she gripped the bottom of her clinging t-shirt and slowly, inch by inch, lifted. Electricity tingled on her skin as she bared the bottom of her compact breasts, and her jutting nipples came into view. Tugging her top off entirely, she tossed it aside, and swung around to waggle her ass at Vinyl, at the luscious pony that controlled her.

She took in the rest of the dance floor in one sweeping glance. Lotus Blossom was stripping Aloe, as Aloe lustily caressed the other pony in return. Big Mac's broad, muscled body was on full display, as eager mares clustered half-naked around him. The Mayor caught her eye as she pulled down the neckline of her green dress. Everywhere, ponies were pulling off their clothes and each other's, grinding against each other eagerly. Moans and gasps ebbed and flowed in perfect counterpoint to each note.

She was screwed, Twilight thought distantly. Celestia had abandoned all restraint. Every pony in town was going to fuck, and perform for her entertainment, and there was nothing anypony could do to stop it.

She didn't care.

Flipping up her skirt, Twilight reached back and began spanking her ass with firm slaps, moaning jerkily with each blow. Losing felt so good! With a single swift tug, she yanked her panties down, exposing her glistening cunt, framing it with her hands. Spinning back around, she met Vinyl's eyes, thrilling at the way her body carried her without her consent.

Lifting a hand from the bank of switches and sliders, Vinyl beckoned. Twilight obeyed, dancing forward step by step, swaying her bare breasts enticingly. Inch by inch, a slave to the beat, she came closer.

The DJ's white hand caught her in the centre of the chest. Agile fingers danced over her bare skin, twisting and flicking each of her nipples in turn, prompting a gasping groan of relief and need that only Twilight heard, lost in the torrent of sound. Vinyl's fingers described a half turn in the air, and without really understanding what she was doing, Twilight turned. An instant of pressure on her lower back guided her down, and she found herself bent over the console, her bared ass in the air.

Turning her head as far as she could, she caught a glimpse of the aqua shorts kicked to one side. An instant later, she felt the soft heat of Vinyl's thighs press against hers, warm breasts flattening against her back. Each pulse of the speakers rolled through her body, her hips jerking back against Vinyl in time. The other pony's hands danced over the turntables, the clean blue glow of her magic flicking switches and adjusting sliders.

Finally, fingers slid between her legs, and smoothly stroked up her molten cunt, smearing her wetness across her skin. Twilight gasped sharply, into an instant's break in the music that let the note of arousal carry over the moans and cries filling the dance hall, then her eyes rolled up as Vinyl's agile hand began flicking and stroking her in time with the accelerating beat. Everypony was fucking, and licking, and kissing. A sea of nude, writhing bodies filled the hall, and she was above them, separate from them. She was Vinyl's; another instrument to be played, another piece of equipment to be controlled. It was unbearably erotic, and the shattered fragments of her reason couldn't help but lose themselves in how perfect, how sensual it was to be so utterly overcome.

A hand gripped her shoulder, and without resistance, Twilight turned onto her back to behold Vinyl, nude and perfect. Her lips parted, trembling with helpless lust, Twilight managed to whisper, "I need to cum, I need to cum!" and despite the maelstrom of sound breaking around them, Vinyl nodded as though she'd heard clearly. Vinyl's hand slid under Twilight's neck and pulled her up, leaning forward to crush the DJ's pierced tits against her face.

Caught in frenzied kissing and licking, tugging on the piercings with her teeth, Twilight began to lose track of the touches to her body, to the way fingers danced over her cunt. Her orgasm hit home as a hammer blow of pleasure, cresting in time with a thundering climax that shook the floor and thrummed in her very bones. Vinyl's body quaked with hers, the other pony biting down hard on her lower lip as she jerked and writhed in shared release.

The world was overwhelming; sound and touch and pleasure so great Twilight felt as though she were being smashed into pieces. The music swelled to a final, booming crescendo, and dropped into dead silence.

The only sound was her harsh breathing, and that of the pony standing between her splayed legs.

The only sound.

Pure, crystal awareness seeped into her mind, like a chill liquid, as the tide of overwhelming lust drained away. It felt like waking up from a dream, as though a warm fog of need and submissive acceptance had died with the final note, leaving only a crack-hiss of static at the edge of her thoughts. Tilting her head back, as though letting herself relax after the exertion she'd just put herself through, Twilight took a quick, upside-down glance at the dance floor.

Empty. Absolutely empty. There wasn't another pony in the hall.

There had never been another pony in the hall. Just her, and Vinyl.

And Celestia, of course. Twilight couldn't see her, but for all she knew, she was staring right at her. There was no way her mentor would have set up such an elaborate scene and not stayed to watch it. Though, now she thought of it, Twilight knew she was meant to be in the middle of a request. Everything had to be rationalised away, or its strangeness ignored. Why, it would only be strange to Twilight, Twilight could only realise what had been done to her, if she'd been tampering with the commands Celestia had laid on her.

Like a cat, with a mouse.

Sweat cooling on her body, coloured brightly by the silently flashing lights, Twilight looked back up at Vinyl. "I really enjoyed dancing with you, Vinyl! I've never had a dance like that before."

Vinyl Scratch stepped back, grinning at Twilight, and flicked her a casual thumbs up. Her horn lit blue, and the speakers crackled, before declaring, "R-r-r-request over!"

Twilight blinked twice, as innocently as she could manage. "Oh, is the dance done for tonight? I'd better get dressed and go home, Spike will be worrying." Throwing her arms around Vinyl, she squeezed the other mare tightly, then stepped back and picked up her panties, smoothing her skirt back into place.

Moments later, she was dressed and outside, fleeing at the quickest walking pace she dared.

She had to get to Trixie. Not tonight, when Celestia might be lurking, but in the morning. She had to make sure that there wasn't a single command left in her mind that might betray her. She had to be certain that she could chose to perceive Celestia again, and be aware of her when she was present. More than that; she had to step up the risks she was prepared to take. Celestia's games were getting out of control, and they were going to end with Twilight's direct and total enslavement.

The list of preparations she still had to undertake was worryingly long. She had to hurry.

-

Rainbow Dash lounged in a way that cats would envy, and most ponies would injure themselves trying to emulate. Her back arched over the seat of the chair she was occupying, upside down. Her arms and legs lay akimbo, casually sprawled left and right. One hand propped up a comic against the floor, upside down to match her pose, which she was half-reading as she nodded off.

She was lying in her own apartment, messy, bedecked with posters and trophies. She'd done good work clearing the sky that morning, and now she was due a rest if she felt like one. A dozen naps a day were the natural born right of a flier like herself, she concluded, and no pony could tell her otherwise. They didn't have to keep up the incredible amount of energy it took to maintain a level of awesome that other ponies simply didn't have the skill or stamina to match.

Stamina. Rainbow grinned as she played through her recently-recovered memories once again, clearer and sharper than her often hazy recollections. It was impossible not to dwell on the sights and sounds, the moans and gasps, the naked bodies. She'd had sex with Applejack! Several times! She'd been fucked by Twilight, who'd seen that coming? Rainbow snorted her amusement at her own pun.

She let go of the comic book, letting it slump to the floor, and ran one hand over her stomach, up to squeeze one of her compact breasts. So maybe she'd been getting off on that a lot lately. A dozen orgasms a day could be the natural right of a flier, too...

A firm knock sounded at her door. Rainbow released her breast, and let her hand fall to the floor with a thud. "Oh, come on!" she protested to no one in particular. "A dozen times, minimum! You've got to at least give me time for a few!"

The knock came again. Rolling her eyes, Rainbow twisted upright and lowered her feet to the floor. "Sure, sure, I'm coming. Or not," she groused, as she crossed to the door.

Meanwhile, below and to the south-east of Cloudsdale, brilliant sunshine beat down on Ponyville, bringing warmth to the autumn afternoon. Beams of sunlight sparkled and danced through the delicately-wrought windows of the Carousel Boutique, filling the interior with tiny rainbows.

Rarity moved indecisively about her shop, fussily shifting a coil of cloth that she'd been working with further out of the path of the advancing sun. To most ponies, there was nothing amiss about her. She'd spoken briskly but warmly to her visitors, teasing out their desires and hopes, then fulfilling them in elegantly-cut fabric. She was nothing but pleasant, charming, and graceful. They did not see, as she saw each time she moved before a mirror, the faint haggardness to her expression, the traces of lost sleep around her eyes, or the subtle lifelessness of her mane.

The ponies that might have noticed such things were exactly the ones she wasn't ready to see.

A knock came at the door. Another customer, surely. That was good.

"Keeping busy! That's the thing," she reassured her reflection, and stepped towards the door.

Across two towns, two doors opened at the same moment.

-Rainbow blinked. Standing outside, her feet resting lightly on the puffy white cloud, was Twilight. The unicorn spoke bluntly, without preface.

"I need the Wonderbolts, Rainbow. I want them all, and you are going to get them for me."

-Rarity blinked. Standing outside, her hood drawn back, stood Zecora, her brown travelling cloak flapping about her in the breeze. A stark, intense look was in Zecora's eyes, and as they met hers, Rarity felt her expression freeze.

"I witnessed your flight, from her door at night. You and I must speak of Twilight."

Author's Note

I really love the design of Vinyl Scratch. Also, the manure is really hitting the windmill now.

Proofed by the splendiferous Setokaiva, who I praise with alliteration.

29: The Game Ends

Six ponies and one zebra stood on the Ponyville train platform, waiting for a train.

It was an oddly mundane moment, Twilight thought. This was it, this was the culmination of everything she'd been working towards. Luna had had a whole day to fall into Celestia's hands. Twilight had taken a draught mixed by Zecora to make sure she slept dreamlessly the night before, just to be sure she couldn't give anything away while she slept, and commanded everypony that knew anything about her plans to forget when they went to bed, and not remember until they woke in the morning. Trixie awaited their arrival in Canterlot. Spike had delivered a summons to Spitfire, and the flame-haired Wonderbolt was now in possession of four sets of earmuffs, four doses of sleeping powder, and most importantly, had received her orders.

Every part of their preparation had been secret. Even Luna hadn't known exactly when Twilight intended to act. So here they were, taking the most mundane route possible to the city, to the inevitable confrontation with her dearest mentor and greatest threat.

Six ponies and one zebra, waiting for a train. Twilight subtly rubbed the back of her hand across her chest, wincing slightly at the soreness.

Pinkie was plainly nervous, speaking twice as fast as usual as she chattered intensely at Rainbow Dash. Zecora and Applejack were reassuring Rarity, and Twilight herself was absently stroking Fluttershy's mane as the quiet pony pressed against her for comfort. The plan was simple, and she'd talked it to death before they'd left for the station. Now, in public, with other ponies boredly shuffling back and forth across the platform, she didn't dare say a word about it. The entire thing rested on secrecy, and surprise. She hadn't even told her friends the whole thing.

The brisk chuff-chuff of the approaching train broke into her thoughts, and she felt an immediate surge of overwhelming gratitude. The waiting was driving her crazy. And she'd thought it had been bad the first time they'd set out to challenge Celestia!

Carriages swept past, one after another, gradually slowing. Billowing steam, the train settled to a stop. A door near the front of the train opened, and a young-looking lavender colt in a conductor's uniform stepped out of the lead carriage. Lifting a silvery whistle from where it dangled on a strap, he blew a sharp note, freezing ponies in the act of reaching for the carriage doors.

"Ah-hem! I am sorry to announce that no passengers are permitted to board this reserved train, mares and gentlecolts. Please step back from the train - there will be another train shortly, which will allow you to continue on your expected journeys."

"Oh, come on!" protested Rainbow Dash. "We're kind of in a hurry, here!"

Twilight resisted the urge to facepalm. Rainbow was terrible at secrets.

The conductor turned towards Rainbow, and bowed. "Not to worry, Ma'am. This train is for you. Sorry for the misunderstanding."

Fluttershy went rigid against Twilight's side.

"Ah - and why would that be the case?" Rarity inquired with measured calm.

The colt straightened his back further, if possible. "Princess Celestia's orders, Ma'am! She would like me to announce that the staff of the train are earth ponies, and if Twilight Sparkle would kindly restrain herself until Canterlot, we're under instructions to convey you there with speed and comfort, Ma'am!" There was a trace of confusion to his disciplined expression, not fully understanding the meaning of the words he'd been given.

Twilight's hand tightened into a fist at her side. Celestia knew she was coming, and so she'd put on a train full of ponies incapable of using the charm, and politely asked - asked - Twilight not to charm them in return. It was an almost kindly, benevolent gesture, one that felt like Celestia's hot breath on the back of her neck. Twilight's tail twitched with agitation.

Everypony on the platform was staring at her, now.

For a moment, she considered insisting that the other passengers be allowed to ride the train with her. This train was reserved for her use, wasn't it? She wasn't going to meekly play along. She got as far as opening her mouth before she considered how the other ponies on the platform might react. How would they feel, about getting onto a train that they'd all heard that Princess Celestia had reserved for Twilight? Even if she bullied the conductor into allowing it, they'd be too nervous to get aboard anyway.

She released a soft, frustrated sigh. Celestia had thought of everything. "Come on, everypony. Let's get on board." She felt the nervousness of her friends and lovers as they followed her, each having to put their faith in her judgement. Of course, they didn't know how slim her chances were.

Climbing into the open door, Twilight moved into the carriage and immediately bit her lip. While the outside looked like an everyday train, the interior was decked out with finery that wouldn't have been out of place on Celestia's personal train itself. Soft cushions and low lounging couches were laid out with casual, artistic elegance, broken up by plants and greenery in well-tended tubs. A delicious smell of mingled foods wafted from the carriages further down through the open connecting doors.

Just how long had Celestia been planning this, anyway?

Applejack stepped up beside her and took her hand, squeezing it firmly. The grip of the farm pony's strong fingers was comforting. "Alright, so she knows. Big whoop. We'll still go on up there'n kick her behind, Twilight. Wasn't like she wasn't going t'guess we were coming once we stepped into the palace anyways."

Rainbow wandered past them, stretching out on a couch as she determinedly refused to show any sign of intimidation. Pinkie bounced past towards the smell of food - for all Twilight could tell, she really didn't find this worrying. The rest gathered in a small group beside and around Twilight, too unnerved by the display to take advantage of it.

The conductor stepped into the carriage, shut the door, and gave a second long blast on his whistle. With a renewed billow of steam past the windows, the train smoothly pulled out of the station.

He nodded in satisfaction. "My name is Clock Watcher, and I'll be your conductor today. In the first carriage, you'll find the relaxation and comfort area. In the second carriage, you will find the feasting table, with a selection of treats. If you have particular requests, I will convey them to the onboard chef. In carriage three, you may take advantage of our trained masseurs, and a small spa pool. The fourth carriage is reserved for the train staff, with my apologies. If there's anything else I can do to make your journey to Canterlot more pleasant or relaxing, please let me know."

Twilight was becoming very annoyed. The excessiveness, the totality of the concern for their well being, the constant implication that she must be so nervous that she could barely function... Clearly, Celestia was going to go out of her way to show that she didn't take Twilight seriously, implying the Princess was worried that she'd win so easily that it wouldn't be any fun. Twilight couldn't even take out her ire on Clock Watcher, who was obviously delighted with himself at being there to make their journey pleasant.

"We appreciate everything that's been done for us. Thank you, and please convey our gratitude to the rest of the staff on the train. Could we have some privacy in this carriage for a while? We'd like to talk." Her tone was pleasant, with a matching smile. If Clock Watcher saw through it, he gave no sign, nodding as he thanked her and disappeared towards the staff car.

"Fetch Pinkie from the dining carriage, then close the interior door, please," Twilight said mildly, in the same, level, pleasant tones.

Applejack nodded. "Ah'll take care've her."

Rarity looked around at the finery hesitantly, then parted her lips to speak. Twilight raised a hand, forestalling her, and Rarity nodded, biting her lip. After a moment or two, Applejack herded Pinkie back into the carriage, and shut the door firmly behind them both.

Pinkie bounded down the central aisle, a platter of cupcakes in her left hand. "Ohmigosh, the cupcakes taste so good! Everypony! You have to try the feast!"

"Really, Pinkie dear, please settle down for a moment. We need to talk about what this means."

Twilight nodded her agreement. "Okay. First things first; this isn't a trap."

Fluttershy timidly raised her hand, looking anxious. "Um. How do you know? This kind of feels... trap... ish."

"I understand Celestia. This is a game. If she'd wanted to win outright, she could have come to get me before I was ready, when she was suspicious enough to arrange all this. If this train was a trap, it'd look normal until half a dozen unicorns turned on me at the same time. She wouldn't tell me that the train is safe, and then go back on that." Twilight took a deep breath, and let it go. "She's inviting me to take my best shot."

Fear hung in the air. Each and every pony gazing at her showed it, in her own way, in the little movements of their bodies and the agitated flicking of tails.

Zecora finally spoke in a soft undertone. "If the Princess knows, if her preparations are completed, are we not already defeated? I do not expect you to agree, but if I were to choose, I might now flee."

"No, that would be the worst choice of all. Celestia will find us, wherever we are. If I throw away this one shot at fighting her on equal terms, she'll just take me. I'll have lost by default." Twilight addressed Zecora, but knew she was speaking to all of them. "Our chance lies in her overconfidence. She's handicapping herself. I'm not. There are things that she doesn't know - can't know - and that's how we'll win. This is just... meant to unnerve us. Don't let it. I want you all to take as much advantage of the train as you can until we reach Canterlot. You should be well rested. Don't eat too much, that's all."

Hesitantly, with murmurs of agreement, her slaves dispersed. Only Applejack remained, defying Twilight's instruction. Once the others had dispersed down the carriage and out of earshot, the farm pony breathed, "Twi, don't mind telling you I'm real scared of this one. Others are too, I c'n tell you that for nothing. Can't help remembering when we lost so darn fast last time, never even saw the Princess before y'ordered us in f'r her to take control of, one by one. I reckon you're trying t'stick it to her, getting us all to spread out'n act like nothing's wrong, but that won't work."

Twilight's hand clenched at her side. "I... what do you want me to do, Applejack? I don't know what to say to reassure everypony. It is scary. It's... Celestia."

"Never mind all that. This's what you do: push a couple've couches together. Pile up the cushions. Let'm all cuddle up with you. I sure want that something fierce my own self. Y'don't need to say any more. Jest let us take some comfort from being together."

Something that simple, and she hadn't thought of it. Too busy trying to find a way to persuade them that it was going to be okay, she'd neglected to just comfort them. "...please, let everypony know that they're welcome. To curl up together."

"Yes, Ma'am. Ah'll be right back. You save a place f'r me." Applejack stepped close and kissed Twilight, a quick, yearning press of her lips, before she backed away and vanished into the next carriage.

Twilight set about shoving couches together.

A nervous cough came from the doorway, followed by a slightly stammering, "W-we'll be arriving in Canterlot momentarily, Ma'am. If you'd like to p-prepare to disembark, we hope you've enjoyed your journey." The carriage door shut sharply.

Twilight smiled wryly to herself. She reclined amidst a pile of ponies snuggled up to her, Applejack and Rainbow on one side, Zecora and Rarity on the other, Pinkie sprawled across her lap and Fluttershy cuddled up to her feet. One by one, they raised their heads, looking up at her, and Twilight told them gently, "It's time. Everybody up."

Reluctantly, with a murmured chorus of assent, they got to their feet. Wincing, Twilight crawled out of the pile of cushions, straightening her blouse. Looking around herself at her beloved companions, she reached out to caress each pony in turn. "You're brave, and wonderful. All of you. I know you're scared, but we're going to make this. Heads held high, everypony. Let's do this."

Taking the lead, Twilight moved to the end of the carriage, and unlatched the door. The sound of the world outside flooded in, the hissing of the train as steam escaped underscoring the chattering of ponies waiting on the platform. Warmth touched her as she stepped out into the open. The sun beat down on the spires of Canterlot, and glittered over the high rise of the castle beyond. It was all impossibly normal.

Her throat was dry.

Trying not to be obvious, Twilight looked towards one of the tallest buildings in town, one with ornate mock-battlements, and kept her eye on it as she walked. After a few moments, a mirror flash of reflected sunlight blinked at her. One, two. A pause. One, two. Twilight murmured, "Applejack, walk in front of me. Good.... stay there for a count of five. Now switch. Rainbow, you're in front. Good... now behind me. Follow me, all of you." A final pair of flashes indicated acknowledgement of the signal.

The knot in her chest eased a fraction. The Wonderbolts were in position. Now all she needed was...

A pink unicorn mare with a clashing orange mane stepped out of the swirling crowd, falling into step with Twilight. The cutie mark wasn't a familiar one, but that was only to be expected. After a moment of walking in silence, Twilight risked, "Trixie...?"

The pink mare snorted, rolling her eyes. "Were you expecting someone other than the innocent and virtuous Seashell?"

"Yeup, that's Trixie," Applejack muttered.

"You picked that coat and mane? Like, on purpose? That wasn't some kind of really horrible accident."

"Rainbow! Shush. Keep walking." Twilight kept her gaze on the palace. There was a growing feeling of unreality about everything around her. Common ponies went to and fro, chattering innocently, crowds pressed close, sellers hawked their wares. The distant banners on the highest towers fluttered in the breeze. It was warm enough to be summer.

After a moment, she glanced sideways at Trixie, the disguised mare now sporting an intensely recognisable pout. "Well?" Twilight asked tersely.

"The innocent-"

"As few words as possible."

"Success. Naturally. The maid reports no one noticing or stopping her, and I re-charmed her after to check for interference."

"You did well." Twilight couldn't help but smile at Trixie's brief look of smug pride.

The question was whether Trixie had gotten away with it.

Low chance that Trixie's rented cottage had escaped notice. Medium chance she'd been spotted leaving it in disguise. The disguise change on the train should have thrown off any description of her, though. Celestia almost certainly wasn't charming every single pony in the castle as they entered each day, and the maid had access to her chambers. The maid was also the pony most likely to have stumbled across evidence of Twilight's preparations, if she hadn't have been puppeted into making them herself.

Maybe sixty-forty in favour.

Memories of sneaking into the castle flashed before her eyes as the eight of them emerged onto the wide boulevard that led through the belt of greenery up to the towering castle walls. There was where she'd first spotted the pony with her cart, there was the bush she'd paused behind as they waited for the right moment to make a dash for it. Lifting her head, she could even make out the distant shape of the balcony they'd leapt off.

This time, sneaking would be a waste of time. She approached the main gate without breaking stride, towards the double row of armoured ponies flanking the entrance. Twilight could feel the mute fear of the ponies around her, tension crackling in the air. No one spoke, as Twilight and her small group filtered between the ranks of rigid guards. Their silence, their complete lack of response, was oppressive.

Two more guards flanked the entranceway of the castle itself. Each bore a golden staff, from which sun-marked flags fluttered. As Twilight approached, they banged down the base of their staves in unison, announcing together, "Princess Celestia awaits you in her private meeting room, Twilight Sparkle."

Behind her, Twilight heard a muffled whimper. It sounded like Fluttershy. A spark of anger kindled in her breast, pushing back against the cold fear. How dare Celestia scare innocent ponies like this? All to intimidate Twilight, all to feed her ego?

At once, her own thoughts gave rise to Celestia's inevitable rebuttal, as if she could hear her mentor's voice. You involved them in this, Twilight.

The empty halls rang with their footsteps, echoes bouncing into the distance.

Applejack coughed nervously, speaking in an instinctive whisper. "Say, where in the hay is everypony? Shouldn't this place be bustling?"

Twilight shook her head. "She's emptied the castle. She just can't stop showing off how ready for me she is. She doesn't want any other ponies involved, making things complicated. It's just me, and her."

"Hey! If you haven't noticed, it's not just you," Rainbow replied indignantly. "You've got us on your side, and she better be shaking in her fancy golden slippers! She has no idea what we're capable of when we work together!" Pulling a face, Rainbow added, "Oh, and Trixie's here, too."

The disguised Trixie practically vibrated with outrage. "Firstly, Rainbow Dolt, she is being Seashell right now, and secondly-"

"You can drop the disguise now, Trixie," Twilight interrupted. "We're all done hiding your involvement."

"Oh, Trixie thought you would never give permission!" The colours of her body shimmered, seeming to strangely drift upwards from her skin and hair, before something intangible popped like a soap bubble to reveal the blue and white mare, clad in her favourite magician's outfit. Straightening the layers of frills and adjusting her sparkly corset, Trixie sighed. "The slutty and submissive Trixie will have to fight a Princess of Canterlot without a hat. It breaks her heart."

Rainbow Dash snorted aloud with amusement. "The what and the what, Trixie?"

"Did you say something? The sensuous and special Trixie can't hear you over the sound of all the long days and nights she and her Mistress spent together, working on things that air-headed ponies simply aren't equipped to understand, not to mention the long, long nights of passionate abandon. Perhaps if you asked nicely, she'd tell you some stories, so you wouldn't feel so woefully inexperienced in the ways of Mistress's desires."

Trixie looked around at the other slaves, taking in their universally irritated expressions. Zecora in particular seemed about ready to hex Trixie out of existence on the spot. It was honestly impressive, Twilight thought, how Trixie's supernatural talent for being irritating had transcended Twilight's gentle conditioning to avoid jealousy between them.

The showmare preened, addressing herself to Twilight. "Perhaps you'd like to take the slutty and sexually talented Trixie for a private celebration after we've won. She's the one that can appreciate the true skill of your preparations, after all."

"Why, ah oughta-"

"You're so rude!"

"Hey, if it's a good time Twilight wants, she should take me. I came first-"

"Well, how dare you suggest that my Lady would neglect me in favour of-"

Twilight raised her hands. "Quiet, everypony! We need to concentrate on what we're doing, please." Begrudgingly, the ponies around her settled down, turning their focus outwards to hunt for signs of guards as Twilight guided them through the corridors. Thank goodness for Trixie, Twilight thought. She couldn't imagine a better way to puncture the growing atmosphere of intimidation and fear. In fact... could that have been Trixie's intent all along?

She glanced at Trixie. The blue mare was almost skipping along, radiant with an aura of sheer smugness that almost lifted her off the ground.

No, that had just been Trixie being Trixie.

The castle was eerie when it was this quiet. She was so used to the place being constantly busy with ponies at all hours of the day and night that seeing it abandoned felt instinctively wrong. It reminded her of the Castle of the Two Sisters; as if the walls and hangings might begin to peel and decay in front of her at any moment. She focused on the small spark of anger within her, letting it fuel her determination.

It was time. "Earmuffs on," she commanded softly. Pulling out two pairs, she handed one to Trixie, and settled the last over her own ears. The world filled with a saw-toothed buzz at the edge of hearing. Around her, the others pulled on their own. "Can everypony hear me? Good. Stay close, and when I run, run."

So far, she'd followed the obvious route towards Celestia's private chambers. That was about to change. To her right, a narrow corridor loomed up, coming closer step by step. She tensed, then abruptly swung around the corner and marched briskly down the narrow passage towards the descending stairs.

Within seconds, the velvet hush was shattered by armoured footsteps clattering on stone. Breaking into a run, Twilight dashed towards the stairs and pelted down them as fast as her feet would carry her, grabbing the railing and swinging herself around the corner to descend deeper into the castle.

"I think they've noticed!" Rarity trilled with breathless alarm.

"We have to reach the vault before they catch us!" Twilight panted. Her heart was pounding in her chest and drumming in her ears, prickly sweat tingling on her skin as she readied her magic. Exploding out of the stairwell, the other ponies fanned out across the width of the corridor, Trixie sheltering behind her with Fluttershy, Applejack and Rainbow Dash taking up the flanks.

Two more turns. Almost before she knew it, before she could fully steel her heart, the final corner before the vault loomed up ahead. Colourful stained glass windows towered high above, set into pure creamy-white stone. Her breathing caught as a colt's gruff tones rang out from ahead.

"Show yourselves, by the order of Princess Celestia!"

This was it, then.

She dashed around the corner without slowing, sprinting towards the massive doors of the vault itself. Breaking their silence with shouts of determination, her ponies threw themselves headlong down the corridor as fast as their legs would carry them, Applejack already spinning a lasso in midair. A full squad of ten armoured guards barred her path, each wearing an intricate golden helmet that completely covered their ears, and bearing golden staves. Their evident leader, a distinguished-looking colt with a thick brown moustache, mutely gestured a rapid trio of hand signals. Fierce purpose on their faces, four brown and grey pegasus guards leapt into the air and arrowed towards Twilight with singleminded intent.

"I don't think so!" Rainbow Dash spat, and in an instant, a rainbow-hued streak arrowed between them, sending two tumbling into each other. Applejack's spinning rope snapped out and grabbed one by the wrist, jerking him off course and sending him crashing into an elegant golden statue. Tossing herself aside with frantic haste, Twilight scarcely avoided the last pegasus as she swooped past, lashing out with her staff at Twilight's legs. The six earth ponies advanced without hesitation, crashing into her advancing ponies. Instantly, there was chaos, staves flashing in the air, ponies dodging and struggling.

"Keep them back from Trixie!" Twilight shouted as the moustached captain lunged at her, forcing her to stumble back. Dragging her horn through the familiar pattern of the old charm, the scarcely-there bolt flashed into the guard captain without resistance, and Twilight added frantically, "Awaken!"

As she'd feared, her cry achieved nothing. The helmets. Celestia had learned! As Applejack grappled with the pegasus she'd roped out of the air, a staff smacked into her stomach squarely, knocking her to the ground. A flash of movement caught Twilight's eye, as around the corner, six more guards charged in neat formation.

She couldn't hold off a second longer. "Trixie! Flare!" she shouted, looking up at the high window panes that pieced the walls above. A shimmering ball of light gathered at the tip of Twilight's horn, trembling and multicoloured, and as the captain swiped at her with his staff, the spell leapt towards the light above. It soared over the struggling ponies, hit the ceiling, and exploded.

A sudden burst of throbbing, concussive sound flooded the hallway, complex waveforms encoded into the thumping pulse. The glorious stained glass thrummed in resonance for an instant before one after the other, the windows burst outwards in fine sprays of colourful dust. A brilliant flare of green light shot up from Trixie's horn, arcing out through the window and across the cloudless sky in an almost-solid line of incandescence.

Distracted by the sight, Twilight twisted back towards the guard captain an instant too late. The staff swept low, hooking her legs from under her. As she began to fall, he reversed the swing of the staff, and caught her solidly in the chest with a blow that hurled her across the corridor.

Strong arms caught her, cushioning her fall as she tumbled. Wheezing, she collapsed to the ground, clutching her chest as she looked up at the ponies supporting her. Spitfire and Soarin gazed down at her, shocked and angry. Forcing the words out, Twilight panted, "Carry out - your orders!"

Spitfire's head snapped up. "Wonderbolts! Formation five! Principal is down!" she shouted tersely, leaping towards the captain. Rolling midair out of the range of his staff, she banked with impossible agility and ripped a tiny pouch from her side. Yanking it open, she jinked to the side and dumped a handful of grey powder into the guard captain's face. Lightning Dust swept in front of Twilight as a massive dark grey guard lunged towards her, blocking her view, but as the two struggled, Twilight caught a glimpse of the captain's unconscious body slumping to the ground. Zecora's powder worked.

Struggling to her feet, her ribs screaming, Twilight shakily pulled out her own dose. Lightning was getting the worst of the fight, unable to dodge effectively while she blocked access to Twilight, and the massive guard clamped onto her shoulders with both hands. "Lightning, hold your breath!" Twilight called, her eyes on the guard. Not a flicker of reaction; he was deaf to her, entirely occupied in wrenching the earmuffs from Lightning's head. With one quick squeeze of his fist, the muffs snapped in two, sparks of stray light escaping.

Cursing, digging her hand into her pouch, Twilight hurled the handful of dust into his mouth. He jerked back in surprise, his blue eyes widening, before a distant look crossed his face. Slowly, like a falling tower, he collapsed to the floor. Without pause, Lightning leapt into the air and threw herself into the fray once more.

Pressing herself back against the wall, Twilight took in the scene. Applejack and Trixie were finding surprising success working together, ropes writhing with blue magic and lassos snagging the pegasus guards out of the air. Between them, at their feet, Rarity huddled on the floor. As she watched, another guard seemed to have grabbed Pinkie, right until the Pinkie-shape proved itself to be an exploding balloon filled with confetti and fireworks. Fluttershy seemed to be giving yet another the talking-to of his life, and judging by his look of paralysed horror, he couldn't quite find it within himself to make her stop. Fleetfoot was huddled against one wall, groaning. Rainbow Dash and the remaining Wonderbolts arced through the air, twisting and looping, buffeting the guards back towards the immovable barrier of the vault doors. Explosions of dust nailed one armoured pony after another, dropping them to the ground, as Zecora seemed to be everywhere at once.

The guards had been ordered not to hurt Twilight and her friends too badly. It was obvious, now that she'd had a moment to watch them move. Even now, the few that remained conscious were only using their staves to knock ponies to the floor and trying to manacle them, but not hitting hard enough to seriously injure. The helmets obviously deadened all sound, making them immune to her use of the charm, but that absolute deafness had hindered them, too.

Her ribs screamed as she hoisted herself up a little further. She couldn't afford to be wasteful of her magic, not yet. She had to be efficient. A nimbus of faint magic snapped into existence around a guard's boot, and tugged. He stumbled, involuntarily glancing down to see what he'd tripped over, and looked up in time to be put peacefully to sleep by - Twilight winced - Applejack's fist. There were only three guards left on their feet now, and one by one, they were roped down, and put to sleep by a handful of dust.

Without the Wonderbolts, Twilight and her friends would have been badly outnumbered. Sixteen guards would have been more than enough to overpower them with sheer numbers, even with the handicap of trying not to hurt them. Without the powder, there would have been no quick way to make them stay down. Twilight winced as she realised several pairs of the enchanted earmuffs had been torn off and ripped in two. Celestia had seen that trick before, and they'd probably had orders to destroy any ear protection on sight.

Wheezing, Twilight gingerly rubbed her chest, a wave of dizziness passing over her. If they'd been trying not to injure them too badly, they could have tried harder. With a double thud, Rainbow and Lightning landed in front of her, taking her arms and carefully supporting her weight. "Twilight's hurt!" Rainbow called over her shoulder, frustration riding her voice.

"I am tending to Rarity! What is the wound's severity?"

Lightning addressed Twilight directly. "How hurt are you, Ma'am? I'm sorry that we weren't quick enough." Chagrin rode her tone, her triumph tempered by shame.

"I'm okay," Twilight gasped. "Don't crowd me, please, I just need a minute to breathe." The gathering knot of ponies took two steps back in unison, with a chorus of murmured apology. Lightning carefully let go of Twilight as if she was made of porcelain, then all but hid behind Rainbow Dash.

Twilight shut her eyes and planted her hands on her knees, concentrating on breathing shallowly. The all-encompassing totality of their worry for her, even beyond their concern for each other, was oddly exhausting.

A gentle, yet firm grip lifted her head. Twilight's eyes opened.

Zecora was standing in front of her, her eyes shimmering with emotion. Her hand rose to Twilight's cheek, and in that single touch, Twilight felt the aching depth of the other mare's fear and horror at seeing her injured. Despite Zecora's evident upset, however, her voice was steady. "You have been struck hard in the chest. You need healing, and rest. If only you would, but while Celestia still reigns..." Zecora trailed off, then steeled herself. "I will ease your pain."

Dipping into the row of pouches at her waist, Zecora drew out a small twist of parchment. A strange scent drifted from it, making Twilight's nostrils twitch. "This will keep you moving, the pain will be numbed. It will not last long. Extend your tongue."

A persistent voice in Twilight's head repeated that she didn't have time for this. A louder, wordless insistence from her aching ribs overruled it. She stuck out her tongue.

Zecora untwisted the top of the parchment and poured small grains of ground-up herbs onto it, before demanding shortly, "Hold it in your mouth as long as you may, then take this and rinse it away. You will have to spit, though it is not delicate."

Twilight nodded carefully, taking the flask of water from Zecora's hand. The grains on her tongue were beginning to tingle and burn, an acrid taste filling her mouth. She could feel her heart racing, a strange flush of heat pouring through her body. It felt like sparks were being lit under her skull. Her shoulders shuddered, and then, all of a sudden, she felt her throat close up.

A sharp, convulsive cough wracked her chest. She tried to spit the powdery grains off her tongue, but they stuck. Thrusting the flask between her lips, she gulped water, swirling it back and forth across her tongue, fighting her body's sudden and nigh unstoppable urge to throw up. Her face crimson with shame, she hunted for somewhere, anywhere, she could spit the mixture that wasn't over beautiful white stone, or gilded columns. There was nowhere. Hating herself, burning with embarrassment, she spat the mixture into the corner, then shakily swilled out her mouth again with water.

She tried not to realise how many of her friends and lovers were watching her with concerned eyes. Wiping her mouth, she managed, "I'm okay. Is anyone else hurt?"

Rarity shook her head bravely, though she leant on Pinkie's arm. "I'm fine, my Lady. I can do this."

"Fleetfoot?" Twilight asked. Gently, moving with slow motion care against every instinct that screamed at her to hurry, she took out a padded case, and removed a long shard of shaped quartz from the indentation within. Sharp blue-black light was frozen inside the crystal, like motionless ink in water.

"F-fine! I can-"

"She's not fine, Ma'am. Fleetfoot has got a bad sprain. If she tries to do anything more with it, she could do permanent damage." Spitfire overrode the other mare's words, loudly and firmly.

Nodding, Twilight agreed quickly, "Fleetfoot, you're staying here. I'd prefer to leave someone to keep an eye on the guards anyway. They're only doing what they're meant to do; serving Celestia. I want to be sure they'll be okay." Twilight gave the pegasus a sharp look as she opened her mouth to protest, then nodded as Fleetfoot nodded meekly instead. "See if you can get their helmets off, now they're unconscious. Soarin, Lightning, Fleetfoot, hand over your earmuffs to the ponies that have lost theirs, and replace yours with helmets."

Moving to the vault lock, Twilight carefully guided her horn into the channel, and squeezed the crystal in both hands. Energy crackled over her skin as she forced Luna's frozen spark of magic to the very tip of her horn. It wasn't enough just to present the signature; she had to carefully smooth the magic over her own, wear it like a second skin.

It wouldn't, couldn't last for more than a few instants, but those few instants were enough. She heard the lock clang as it disengaged, a rich, ringing sound, then the massive doors began to slowly grind open.

Bouncing on her toes, Twilight silently urged the doors to move faster, fearful of more guards. The ache in her ribs was entirely gone now, all hurts and pains forgotten in the frenetic rush of her accelerating pulse. The strange taste lingered in her mouth, imbuing everything with a kind of razor-edged clarity.

Lights snapped on within the vault, shining down on six tall plinths. Framed by individual columns of glittering radiance, she beheld the six Elements of Harmony.

A catch released in her chest. If Celestia had moved them, or hidden them, it would have been a disaster. They were still her best hope of fighting this battle on anything like an even footing. Lunging for the central pillar, she reached out with her magic, levitating the tiara off the plinth, to settle onto her head. Twilight's eyes closed as she felt its own magic resonate with hers, sweeping through her from head to toe. Yes.

Now, she had a chance.

Releasing a long breath, she looked around at her enslaved friends. Each of them now wore their own element proudly, their crystalline symbols practically glowing with inner light. Even Rarity seemed strengthened by the presence of hers, standing straighter now. Zecora's eyes were wide, as were Trixie's, while the Wonderbolts held themselves at rigid parade ground attention in the presence of the artefacts powerful enough to have saved Equestria several times over.

For a moment, no pony dared break the silence.

"Come along, everypony," said Twilight briskly. "It's time to speak with Princess Celestia."

"Yes, Ma'am!" rang out loudly. Spitfire nodded, and gestured wordlessly to the other Wonderbolts to follow.

It was a straight run up the stairs and along the main passages to the Princess's chambers. Twilight found her fear ebbing, as they jogged through the corridors. In its place, a strange excitement welled up in her breast, even impatience. She'd done everything she could imagine to prepare for this, risked everything she possessed. Now she just had to do it.

There. Gilded doors, pure white and gold, loomed before them. Twilight's heart pounded in her chest as she forced herself to slow to a walk, down the soft crimson carpet. She couldn't arrive out of breath. Celestia had challenged her, all but mocked her. She'd treated Twilight like a joke, indulgently toying with her, when the charm was the single most serious thing that Twilight could have imagined. She gripped on hard to that ember of anger, and fanned it. Her back straightened. If there was ever a time she needed confidence, even arrogance, it was now.

Not a single pony stood in their way. Twilight gave a short, sharp gesture of her horn, and the doors flung inwards to reveal a small antechamber, and the final doorway to Celestia. "Trixie! Stay out of sight and wait for the moment. You know the contingencies; if I am charmed, disguise yourself, and run. Charm as many as you have to to get away. Spitfire, hold here. Keep the Wonderbolts out of sight of the door until I call. Zecora, hang back and jam something in the doors to stop them closing. The rest of you, you're with me."

Twilight's hands clenched at her sides. "I know this won't be easy, but we can win. Celestia thinks this is a game. We don't. We're doing this because we love each other. We're doing this because we want to be safe, to know that no one will separate us again." Her heart swelled as she spoke the last words, her gaze moving from pony to pony. Applejack, looking stoically determined. Pinkie, nodding so quickly it looked as though her head might fly off. Rainbow Dash, standing on her toes, wings spread and almost vibrating with eagerness. Fluttershy, whose eyes held a hardness that looked out of place on her gentle features, and finally, Rarity, oh, Rarity, with Zecora standing protectively beside her. To those two, she added a softer, "Thank you, for coming back. I know I didn't give you much choice, and I'm sorry. But I'm still glad you're here."

"We love you, my Lady. All of us, even Trixie, it seems." Rarity glanced at the blue mare hiding behind a tall vase, who stuck out her tongue in return. "Even so. This isn't just for you. It's for all of us. As you said... I don't want to be taken away from any of you again. I am ready."

"I could not let you fight while I stood by. Let us face the Princess; I am ready to try."

"There's no way she'll beat us, Twilight. Come on, let's kick her big white butt!"

"Victory party will be the best party! I love ALL OF YOU!" Pinkie hugged Rainbow Dash and Fluttershy hard, the ponies in convenient grabbing range.

Fluttershy kissed Pinkie's cheek with a quick, shy peck of her lips. "I won't let her be mean to us again. Not like before."

Applejack straightened her hat over the earmuffs covering her ears. "Things sure might've been different if you hadn't found that book, Ma'am. Don't reckon I'd have ever felt like this. Felt any've this. If this is where that moment led us, if we had to face this because of what we've done, well, Ah'm glad. I'd rather this, all've it, than anything else. Let's go'n do this."

Twilight felt the powerful urge to open her arms, to hug and kiss all of them, to let each and every one of them know that they were special. That she cared about them, and couldn't face the idea of losing them. The hard kernel of anger began to slip away.

She dug her nails into her palms. Remember the moment when they spoke as one. Well done, my apprentice. Remember speaking to Big Mac, who, she was painfully aware, was lost in a limbo of his own uncertainty, needing her to come back and tell him everything was alright. Remember the letter, both the fear and anger she'd felt writing it, and the trembling horror she'd felt reading it.

Well done, my apprentice. I'm very impressed.

It was time to really impress her. The nimbus of Twilight's magic surrounded the tall, imposing doors before her, and smoothly, they opened inwards.

It was bizarre, how little had changed. The pair of couches from the last time were still off to one side, the cupboard containing Celestia's tea set exactly where it had always been. The polished floor was covered almost entirely by a maze of deep, soft rugs and carpets that left only a hint of wood showing through here and there. Celestia sat comfortably ensconced in a deep chair at the far end of the room, an indulgent smile on her lips. She was even wearing the same delicate sundress as the last time.

If there was a difference, it lay in the row of ten guards, mares and colts alike, along the rear wall. Each wore a golden helm, and each stared forward with that special blankness that only the charm could produce. It lay in the presence of Princess Luna, standing on a small plinth in the corner like a trophy or decoration. A midnight blue helm cradled her head. Her eyes were as empty as the rest.

Seeing her was like being punched in the stomach. Even if - or because - her plan had called for this to happen, it hurt. It hurt more than Twilight could have imagined. A sick, sinking feeling flooded her, as she stared helplessly at Luna. Anger, despair and desperation roiled through her, shattering her calm, and for a moment, it showed on her face. Then, sharply disciplining herself, Twilight's expression smoothed over to become one of hard confidence. She met Celestia's eyes.

Celestia stood up. "Hello, Twilight. Hello, everypony. It's so good to see you. Can you hear me?"

Even through the buzzing interference of the earmuffs, Celestia sounded as if she genuinely meant her warm greeting. Which was worse, Twilight wondered - if the Princess had always been able to lie with such convincing fluidity, or if she was sincere?

"I can hear you," Twilight replied, biting off an almost-instinctual 'Princess' at the end.

"I'm pleased to hear it. Before we begin, I wanted to congratulate you, Twilight. You've achieved some very impressive things. When I locked away your memory, I didn't anticipate your warning to yourself. You managed to hide Luna and Zecora's enthralling from me as well, and I still don't know how you managed to do that under the charm. You actually defeated my sister."

Was it Twilight's imagination, or was there a hint of something else in those final words? Some faint echo of possessive anger that lurked beneath Celestia's pleasant warmth. It was gone as quickly as it came.

"Now she tells me that you have actually broken the charm's power completely. I had truly believed that to be impossible... but then, I'd believed the same of hiding something under the charm's compulsion. Is it true?" Celestia stood by her modest chair, not yet trying to approach, but her eyes bored into Twilight in a way that felt like a physical blow.

"Yes. Yes, it is. It's not the first time I've achieved something that seemed impossible, and you gave me a lot of motivation, Princess. It's been a very exciting game." Her voice was level and calm, strange in her own ears. Behind her, she felt her ponies shift uncertainly.

Celestia smiled, looking thoughtful. "I laid out things to make it as easy as possible to come to see me today, though it seems you took a detour anyway. I truly hope that you're all okay. Are my guards well?"

"They're sleeping. They'll be okay in a few hours." Was that genuine concern? Was this more of the same game? Twilight was tensed to try casting her charm, to begin the fight, but there was something off about the conversation. She wasn't going to take Celestia off-guard in any case, so it cost her nothing to play along, for a few moments.

"I see. Are you willing to prove that you've found a way to remove my charm? I will use nothing more than my voice to test this, Twilight. You have my word."

Twilight couldn't refuse. Not when it could sell her lie all the more efficiently. Her body tensed, ready to begin the confrontation if it was a trick, she nodded. "Applejack? Remove your earmuffs, please." Twilight heard a nervous swallow from beside her, though she refused to take her eyes off Celestia.

"Y-yes, Ma'am."

Celestia smiled fondly as she overheard the way Applejack spoke, before telling her gently, "Applejack, you can hear me, can't you? I'd like you to awaken, please."

"Ah can! I mean, I can hear you, Princess. Sorry. Nothing doing."

"Put your earmuffs back on, Applejack," Twilight interrupted her.

"Whew. Right. Sure thing."

Shaking her head, Celestia turned her attention to Twilight once more. "I'm truly impressed. Later, I will have you show me how. I knew you wouldn't let me down, Twilight. You never have. That's why I'm going to give you a chance to have everything you want."

A bad feeling settled in the pit of Twilight's stomach. "I'm listening."

Celestia took a step forward. "I can end the game, right here. Wouldn't you like to keep all of your friends, without risking trying to fight me? Clearly, they're all here to help you, so you've made them yours again - isn't that right, girls? I will allow you to keep them, and even Zecora, too. All you have to do is surrender. Twilight, I want you to choose to belong to me."

"I won't." The words left her mouth before she was even conscious of saying them.

"Are you sure of that, Twilight? Think, really think, about what you're risking, and why." Celestia rested a hand on the rising curve of her chest. "Haven't I made you feel wonderful? It could be so easy for you, Twilight. Don't you remember how good it felt to be made helpless? You have never seemed so at peace as when you embraced what I was doing to you, in the dance hall. You adored everything that you felt while strapped to the nurse's bed. Nothing can make you feel as good as the charm in my hands, Twilight. You never need feel guilty again. You never need risk losing a pony you care about again. You never need feel responsible again. Come to my bed, Twilight. Be my loyal apprentice again."

She could. She truly could. That was the worst part of it. If she fought Celestia and lost, everything she had would be taken away. Her friends would be charmed to worship Celestia, instead of her. She would be a toy, not a willing participant. She might not even be allowed to remember.

It was frighteningly easy to consider giving up her freedom. Knowing that she'd keep her beloved slaves was almost enough to convince her to surrender then and there. It had felt incredible. The sheer pleasure of feeling her mind melting into the heat between her legs. She could ask for Vinyl to be hers. She could ask to be Vinyl's, sometimes. She could just bow down, here and now, and everypony would be okay. All it would cost was her freedom, but Celestia would be a kind and loving owner. No guilt, ever again, no struggling to do the right thing. All the fear, and uncertainty, it could be over.

She didn't want to fight Celestia. The Princess was terrifyingly powerful, and had been one step ahead of Twilight ever since their first confrontation. And yet, and yet. Twilight didn't, couldn't, look over at Luna, standing blankly on her pedestal, enslaved, deaf to Twilight's words.

Everything that had happened to her was Twilight's fault. She'd forced Luna to fall in love with her. She'd sworn she'd protect her. She'd lied, and betrayed that trust in the hope of wresting some slim advantage, and there Luna stood, the embodiment of the things Twilight had done and the sacrifices she'd forced others to make. If she was to ever make up for what she'd done, she couldn't resign responsibility, and abandon herself to pleasure.

Even if some version of Luna would survive regardless of what Twilight did, and that Luna would be happy, that wasn't enough. She had to protect the demigoddess who'd cried for her.

"I have a counter-offer." Twilight's voice was clear and steady. "Surrender to me, Princess. You're tired of running Equestria, of being responsible for every pony in the realm. You don't have to be. You could give away that burden to me. My friends and I have protected the realm against threats that were almost impossible to imagine. You could just be happy. You could be my slave, and worry only about pleasing me. Luna chose that, willingly. Serve me with her. It won't be forever; we both know that. But you could rest for a while. You don't have to fight me."

Celestia's lips parted slowly, a strange expression on her face. "You never cease to surprise me, Twilight," she said eventually. "I could almost imagine agreeing. However, I cannot lay down the responsibility for all my little ponies so easily. You would not have donned these earmuffs you wear if the charm was powerless against you; what you have removed, I can restore." She shook her head. "If you truly believe you can overpower me, you may try."

Twilight's hand shot out, in an unspoken gesture for the others not to move. "I've surprised you before." Slowly, subtly, she slid the toe of her shoe under the rug in front of her.

"Not this time, Twilight," Celestia said with finality. Her long horn flicked and dipped as she began to cast the charm.

Twilight roughly kicked the rug aside, revealing a smooth, sweeping arc of chalk marking the smooth wooden boards. Violet magic flooded from her horn into the exposed chalk; a shimmering curtain of light erupted from the ground. A gossamer bolt flew from Celestia's horn directly towards Twilight's face and slammed into the rising wall of light, exploding into a shower of colours that washed past Twilight without touching her.

A wide circle of luminescent magic surrounded the seven of them, rugs smoking where they had been instantly severed by the rising outer ring of the ward. Runes and arcs glowed fiercely beneath their feet. Twilight's gaze met Celestia's eyes defiantly.

"Oh, Twilight." Celestia's expression was one of delighted surprise. "How did - yes, of course. A maid. A wonderful delaying tactic." She raised a slim hand into the air, then pointed directly at Twilight. The ten guards locked at attention along the rear wall looked up, then broke into movement, raising golden staves and manacles as they marched forward.

"Wonderbolts!" Twilight shouted. Spitfire blurred overhead, Soarin and Lightning Dust flashing after her, lashing out at the golden helms of the advancing guards with stolen staves of their own. Several of the guards paused to fight back, while the others advanced to rain blows against the curtain of light.

Celestia smoothly cast bolt after bolt at Twilight, ruined spell energy crashing through the air in multicoloured sparks. Maintaining the ward was already a terrible strain. They had only moments. "Everypony, now!" Twilight called, and stepped back into the centre of her friends. Her eyes closed, and she reached out for the power of the Element she bore, the Element of Magic.

Something was wrong.

The Element was resisting her. It felt like a sheet of glass was abruptly between her and the energy it held, near enough to touch but somehow inaccessible. As her attention to the ward waned, the curtain of light weakened visibly, and desperately, she shored it up just in time to meet the next gossamer burst from Celestia's horn. What was the matter? As if in answer, a flood of her own guilt surged like bile to the back of her throat. All the things she'd done to her friends. The sight of Rarity and Zecora each running from her in angry tears. What she'd made happen to Luna.

Twilight understood.

Guilt prevented the Elements from awakening. Her Element was using her own feelings to judge her. After using them to banish Luna, Celestia had never been able to look on them without feeling guilt again. That was why she couldn't use them any longer.

Twilight reached deep inside herself. This confrontation wasn't about her guilt. This was about protecting the ponies she loved. This was about all of them, each choosing to come back to her, each loving her, all working to protect each other's happiness. This was the feeling of lying on the train, surrounded by ponies that she adored, feeling their warmth and nearness, and vowing to protect them.

She let that feeling swell up inside her, let it fill her heart. The barrier within her mind cracked, and gave way; magic flooded out from her crown, reaching out for the sparkling gems decorating each of her friends. Twilight's eyes flashed open, glowing incandescently. Celestia was still throwing charms against the weakening ward, as the guards struggled under the rain of blows delivered by the darting, spinning Wonderbolts, but they were too slow.

She began to rise into the air, as the power of Element after Element joined with hers.

The glittering lightning bolt resting on Rainbow Dash's chest pulsed brilliantly, once, twice, three times. Then it exploded.

An echoing boom rang within the confines of the ward, scattering ponies everywhere. Twilight was slammed roughly into the ward, which threw her back with a pulse of energy as her own magic attacked her, before it collapsed completely. Breathing harshly, her ears ringing even through the muffs, Twilight shook her head muzzily. She tried to rise, but was pinned to the ground by another body atop hers.

Celestia laughed pleasantly. "I'm sorry, Twilight, but I'm afraid you do lose marks for not checking all of the Elements carefully. Rainbow Dash is a little tone deaf when it comes to magic, so I switched hers for a replica I created. The real Element of Loyalty is safely and secretly under the guard of Cadence. She believes it's being protected from a changeling plot to steal them."

"Owwiieee..." groaned a voice from the weight atop Twilight. Pinkie. The other pony rolled off her, giving her room to struggle to her feet.

Her friends were scattered around her on the floor, moaning as they struggled to rise. Zecora stood over Rarity, struggling with a burly guard, but the last dregs of her sleep powder did no more than make him stagger before he resumed trying to manacle her. Fluttershy was pinned to the ground by another, though as she watched, Rainbow Dash kicked him off her. Pinkie and Applejack were wobbling to their feet.

Throat dry, Twilight couldn't help glancing at Luna. The dark pony remained motionless, gazing ahead, unseeing. Twilight scarcely looked back at Celestia in time to see the other pony beginning to cast again, and threw herself aside as the bolt shimmered past.

"You very nearly won, Twilight. That was impressive."

In desperation, Twilight jerked her horn through the motions of the new charm, and hurled the bolt at Celestia with all the strength she could muster. The divine pony didn't even try to dodge. A shield of golden radiance flashed into existence around her, and the bolt splattered harmlessly against the torrential outpouring of raw power.

"That's... impossible...!" Twilight wheezed. "No pony is that strong!"

"I'm afraid you're wrong, Twilight."

"You can't keep up an absolute shield forever!" Twilight threw another charm bolt at Celestia's face, with the same result.

"I won't have to." Celestia's gaze flicked to the speeding blur of Lightning Dust, and as the Wonderbolt ploughed into a guard and momentarily came to a stop, she cast a delicate shimmer in the air that flashed into Lightning's blue-clad body.

"Lightning!" Twilight cried, too late, then realised with frustration that the helmeted pony couldn't hear her anyway. Fortunately, that went both ways. Even if she was charmed, it didn't matter, because-

"Awaken. Lightning Dust, pin Rainbow Dash," Celestia said calmly.

Lightning stopped dead in midair, her arms falling to her sides. "I'm awakened. I will pin Rainbow Dash," she droned, then flung herself through the air. Rainbow barely had time to yelp in protest as Lightning bore her to the floor, then wriggled out of her grip and shot into the air again. Twin trails of light flashed across the arched ceiling as they fought each other.

Twilight's blood ran cold. "The helmets don't work against her voice! Soarin, get - drat, Spitfire, get Soarin's - hey!" Diving out of the path of another flash of energy, she rolled to her feet in time to see Celestia strike Soarin squarely with another bolt.

"Awaken, Soarin. Help my guards remove the earmuffs of anypony still wearing them. Leave Twilight to me, please."

Soarin's repetition was lost in the noise of battle, but he dropped his staff, and instantly turned on Spitfire. The two dodged and soared across the ceiling, leaving the guards unimpeded. Fluttershy was desperately covering her ears, two strong guards had Pinkie by an arm each, and were wrenching off her earmuffs. Applejack was laying about her roughly with her fists and boots, but becoming rapidly outnumbered as Rarity and Zecora were placed in manacles.

Celestia barely glanced at Twilight as she threw bolt after bolt at each fallen pony, announcing steadily, "Awaken. Awaken. Rarity, Zecora, Pinkie Pie, stand against the back wall."

Twilight's return bolts glanced off Celestia's golden shield, without so much as prompting the Princess to turn her head. In desperation, Twilight began trying other spells; waves of concussive force, thundering gusts of wind, levitation, teleportation. Nothing worked, each thrown back by the absolute wall of magical power. It was useless.

Changing focus, Twilight tried to throw her own charm bolts at her fallen friends. Even that was no use - each time, a guard stepped in front of the captive and took the spell for them. The helms they wore cut off all sound but Celestia's voice; Twilight didn't even try to shout the words. Luna was supposed to have done something by now! Wasn't this hopeless enough? Had Celestia recast the first charm on her, and wiped away all of Twilight's careful preparation?

Her heart broke as she saw Applejack's eyes turn blank, and her arms drop to her sides. Silence fell, as the guards marched back into place along the rear wall, Applejack walking with them. Twilight's tiara dangled from a guard's hand; she hadn't even noticed it had gone. The audience chamber was half-wrecked, chairs turned over, vases broken, delicate plants disturbed. The rugs were sliced to pieces in a memory of the ward, which now lay quiescent as mere chalk lines on the floor.

Celestia turned, her shield aura diminished, but still fluttering around her in billows of warm gold.

Twilight backed away towards the doors as she met Celestia's eyes, breathing harshly. The demigoddess didn't try to follow, a look on her face that was almost regretful. The ward flickered fitfully as Twilight tried to raise it, then died again.

"I'm sorry that you had to go through this, Twilight. I will take good care of them."

Swallowing hard, Twilight breathed, "I still have my-"

A solid line of golden energy snapped into being, reaching from the tip of Celestia's horn, through Twilight's mane, to singe a dark mark into the far wall. The abrupt stink of burnt hair filled Twilight's nostrils, as her charred ear muffs fell to the ground in two pieces.

"Oh," she whispered.

"You've done all that any pony could, Twilight. Rest now."

A gossamer bolt flashed towards Twilight's face. A small, bright spark of pure energy leapt from Twilight's horn, deflecting the spell just enough to miss her as she threw herself to the side. Landing hard on one knee, she hissed in pain, then jerked to her feet.

Celestia's eyes widened, and she arched a slim brow. "That was very impressive."

"I've learned a lot," Twilight panted.

"Indeed you have. Show me again," Celestia invited. Her horn curved upwards as she began the charm.

From behind her, harsh laughter echoed off the walls, sharp and unpleasant in the echoing quiet. "Oh, don't stop! Don't you stop for anything, sister."

Celestia faltered. Slowly, inch by inch, she turned.

The plinth was empty. Nightmare Moon stood before the throne-like chair, roiling clouds of writhing blackness filling the air around her like a cloak. Her slitted eyes gleamed viciously, a dark smile curving her lips.

"No," Celestia whispered.

"Oh, yes. Did you think it was a coincidence that I came for her, after what you did? You opened the way, and I sank my roots deeply. All those years we spent together, her and I. I thought we were truly one. Then you had your silly little ponies drive me out, doing what you never could. You must have thought I was gone forever. But then..."

Throaty triumph filled Nightmare Moon's voice. "But then... oh, Celestia. Then you froze Luna's silly little mind, left her standing helpless as she watched you torment the single pony she cared about almost as much as you. You made her witness everything, without being able to do anything about it. She watched your cruelty, your gleeful spite, and she despaired." Nightmare Moon's lips drew back, as she hissed through her teeth, "Thank you."

"No! No, I - I wasn't..."

"You've given me everything I ever wanted. I'm so grateful. In return, I'm going to destroy everything you ever built. Canterlot. Equestria. All of it. But first... I'm going to destroy you." Power flared outwards in a tangible wave, as midnight magic glowed in a nimbus around her towering horn that seemed to suck all light out of the room. Nightmare Moon lowered her head, pointing her horn directly at Celestia.

Celestia's shield snapped into full life around her, glowing so brilliantly that the radiant energy was almost solid. Sweat stood out on her brow as she threw everything she had into it, her eyes wide and wild.

A massive, thundering beam of power erupted from Nightmare Moon's horn without focus or form, no hint of spell structure imposed on it. It was a primal scream of raw magical energy, tearing the air apart in scintillating sparks, a throbbing, rumbling roar sounding deafeningly in the enclosed chamber. It was nothing less than the full might of one of the most powerful beings in Equestria, focused into a single howling torrent.

The unimaginable beam of energy missed Celestia cleanly.

For an instant, blank incomprehension marked her face, her golden shield wavering. Then, her mouth snapped closed and her eyes widened. "This is a trick!"

Celestia twisted.

Twilight stood directly in the focus of the beam, rigidly digging her heels in as the starkly incredible torrent of power poured into her body. Her neat blouse burnt away to sharp flecks of orange ash, her body wreathed with brilliant white flame as the ritual circle of energy transformation tattooed across her chest and breasts glowed with incandescent fury that hurt the eye. A tornado of stolen power roared and boomed around her, the palace shuddering beneath her feet. Overturned furniture tumbled away from her, sharp flashes of white and violet light casting razor-edged shadows across the faces of the mindless ponies ranked against the far wall.

For the space of a heartbeat, Celestia's face expressed nothing but simple fear. "Stop!" she shouted above the deafening thunder of untamed power, then urgently, she swirled her horn through the charm's pattern.

Twilight's world was power and white fire. There was no emotion where she was, no fear or triumph, only the pure challenge of what she was attempting. The last of Luna's energy crashed into her, leaving her alone in the centre of a storm of energy that made her previous theft of Celestia's essence a candle flame before the sun. She could never have imagined the feeling, like standing in the heart of a star, buffeted and bruised, torn and exalted. She could feel her body trying to crystallise as the ritual magic of the conversion runes dumped more and more energy into her, far more energy than her frail form could contain.

There was no hope of stabilising it. She simply had to be the still point at the centre, let the energy rotate around her as she imposed form and structure upon it. The wood beneath her feet burnt away in white fire. The stone below that began to smoulder. The entire castle quaked and vibrated like a living being.

One distraction would end her. She had no time for anything else, no comprehension of what Celestia was trying to do.

Celestia loosed the spell.

A flaring wall of energy rose around Twilight, and the charm crashed into it, with a spray of colours that were pitiful and lost in the depths of the maelstrom. Celestia shouted in frustration, lost over the thunder of unconstrained magic, and beyond the howling storm, she saw Trixie. The Great and Powerful Trixie, almost sheepishly half-hidden behind the door, horn lit as she fuelled the defensive ward with all her might.

A warm hand landed on Celestia's shoulder, and she jerked in surprise, looking into Luna's eyes. The other pony looked drained, exhausted, but strangely content.

"I am sorry for the things I said!" Luna called over the storm. "I forgave thee it all!"

"She could destroy herself! This is insanity! She could tear down the entire castle!" Celestia shouted, wild-eyed.

"But she shall not! Witness thy student, sister!"

The howling maelstrom was developing patterns. Swirling knots and coils, complex patterns of light that hung in the air, even as the air shuddered with fury. Violet magic crackled hungrily over the stones, surrounding a body glowing so brightly that she seemed a creature of pure light.

Celestia slowly lowered her hands, her shield flaring and pulsing around her in sympathy with the cataract of energy she faced. "Twilight," she murmured, unheard.

The air around Twilight was clearing now, as energy bound itself up in runes that seared into air and stone. She was nothing but an expression of balance, of guidance, the mind and soul of the mass of power. In the depths of the storm, Twilight's burning gaze pierced Celestia, standing together with Luna, hand in hand. Slowly, purposefully, Twilight's horn described delicate arcs in the air.

The accumulated power tearing the castle apart found an outlet.

A brilliant beam of incandescent energy ripped through the air, smashing through the ward with a halo of rainbow sparks. Celestia's golden shield was torn apart, bathing her in light that grew and grew. White light starker than sunlight flooded the room, swallowing up everything, brightening until all detail was lost.

Author's Note

It was a trick!

-

Proofed by the speedy and splendid Setokaiva

30: Consequences

Sudden, absolute silence rang in Twilight's ears. The tornado of power was gone, everything utterly still. The unbearable, blinding light was gone.

Her eyes slowly opened.

Stars. That was her first impression. Nothing but stars, tiny shards of coloured light set in unfathomable blackness, above and all around her. Instinctively, she glanced down, and her heart juddered in her chest as she saw only stars beneath her as well. "Ahhh!" she cried, stumbling, both terrified of falling, and with nothing to fall from. She was standing on empty space.

For a moment, her panicked, gasping breathing was the only sound, before she slowly wrested control of herself again. Okay. She was breathing, even if she wasn't sure whether there was really anything there to breathe. She held her breath for a moment, before her body rebelled and sucked in a gasp, then held up her hand as she exhaled. Warm, soft breath tickled against her skin.

That suggested she was still alive. On the other hand, being trapped in infinite space, standing on nothing, was a contradictory piece of evidence.

She was stark naked, she noticed in a distant, uninvolved way. Her hand absently rubbed over the complex lines and circles marking her bare skin, still new enough to keep noticing them each time she saw them in her peripheral vision.

She had faced Celestia. She'd lost - all but lost, at least, as the sabotaged Elements of Harmony had betrayed her, and her friends were stolen, one by one. Then, at the very last, her desperate gamble with Luna had paid off. Luna had given her everything she had, and then...

And then...

White light.

And then...

This.

She was probably dead.

She should feel more upset about that, Twilight thought distantly. Shock. That's what this was. That's why she felt so far away from her emotions, and why she seemed to be coping with the situation.

At least she'd have plenty of time to get over it.

In the silence between worlds, shaky, slightly hysterical laughter rang out.

Eventually, Twilight sobered up, wiping her eyes. Methodically, she ran her hands over her body, pinching her skin and testing herself with her nails. No apparent wounds. Her responses seemed to be intact, both pleasurable and painful. She scuffed her foot against the nothing on which she stood, and felt nothing but a glassy smoothness. Very carefully crouching, her groping hands encountered the same surface.

Tentatively, she rested on all fours, then eased herself down onto her side. Rolling onto the back, she stared up into the endless stars. Lying this way, she could almost persuade herself that there was ground beneath her, almost make herself forget the tingling fear that she might fall at any moment, and never stop.

A minute crawled past, then another, counted by her breath and her pulse.

Was this all there was? If she was trapped here forever with only masturbation to distract her... maybe that was some kind of ironic punishment for all the lust-driven decisions she'd made, that had brought her to this place.

At least the view was pretty.

As her eyes adjusted, she was picking out more and more stars and galaxies in the darkness. Colourful nebulae glowed softly, red and brown and blue. It was beautiful. She leaned her head back further. Straddling the invisible horizon between stars below and stars above, there was a vast, misty nebula, like an unfurling cloud.

She jerked, rolling over onto all fours, her heart hammering as she momentarily came face to face with the nothing she was lying on, before she rose to her feet.

That wasn't a nebula. That was a cloud.

She took a step towards it. Another. Before she really knew what she was doing, she was running, gasping for breath. The cloud was getting closer. It was! More lay beyond it, an avenue of soft, pale clouds that glowed under the pure starlight. She stumbled to a stop as she entered it, feeling a ghostly tingle of coolness around her ankles. She swiped a hand through the misty surface, teasing it out of shape, and felt such gratitude that she almost cried with relief. She stood there for a while, sniffing and wiping her eyes, before calmness returned.

Clearly, there was something else going on here. The trail of clouds was a path. Paths were meant to be walked.

She set off. At first, she was conscious of nothing but the billows and curls of clouds around her, but then, as she lifted her head, she realised that shimmering shapes were forming either side of the path. Windows, hanging in the air without anything to hold them, looking out onto - her breath quickened - Equestria!

Hurrying forward, she peered hungrily into the nearest. It was a classroom, with a large, purple spotted egg sat on a bed of straw. With a small jerk of surprise, she saw herself as a foal, struggling to use her magic to open it. She saw the final burst of power that hatched Spike, that flashed through the palace, drawing Celestia to her side, to help control herself.

She dashed to the next window, and saw her younger self studying hard, surrounded by so many books that she was invisible to ponies walking by.

This was her past.

The windows flowed past either side of her as she walked. There she was, learning to teleport for the first time, and ending up trapped in a locked broom cupboard. There she was, levitating an Ursa Minor and rocking it back to sleep. In many of the windows, she stood with her friends, and a pang of heartache touched her. Celestia would look after them. They wouldn't have to suffer.

She moved on. There she was with Trixie, developing the rune circle. This one showed her battle with Luna, overwhelming her in a place she had never expected to need to defend herself. Purple and gold light flashed across Twilight's face as she watched her process of wrestling Celestia's magic into the shape of a new charm from the outside.

The last window was almost solid white, looking out onto a swirling storm of power with a single small figure almost lost in its heart. That, too, fell behind her.

Twilight drew to a stop, in a circle of cloud, or misty nebulae, speckled with starlight from below. "I understand," she said finally. Her hand came to rest on her cutie mark. "This is all showing me the way my life has been shaped by my magic. All the magic I've done. That's what brought me here."

As if in answer, a pure white light shone in the centre of her chest. Twilight gasped in surprise as her body began to lift into the air, speeding streaks of energy flashing around her and over her, the light brightening moment by moment. She was being transformed into light. With bittersweet acceptance, she gave herself to it fully.

For a moment, she was everywhere and nowhere, spread throughout the universe, touching every star. She knew it, and it knew her. The feeling was beyond beauty, beyond grandeur. Beyond description.

Then darkness.

She could hear... hear sizzling, as something cooled. A distant clatter announced something falling, and bouncing to a stop. That didn't fit at all. She reached up to rub her ear, then realised with a profound shock that she had hands and ears again. Her eyes snapped open.

Wrecked furniture was piled against the walls, decorated with fragments of torn rugs and carpets. Windows gaped without glass, looking out onto clear blue skies, and sunlight. A vast, radial scorch mark had been burned into the stone beneath her, fringed with the remains of wooden floorboards that were still smoking. A matching burn scarred the ceiling. Along the furthest wall, pony after pony, unfamiliar guards and her dearest friends, windswept but unharmed. In front of them, Luna and Celestia, side by side.

Every pony in the chamber was on their knees. Every blank gaze was locked on her.

She was alive.

"I... I don't understand..." she whispered. A sudden thought struck her. "Trixie!" Twisting around, she saw the blue mare kneeling in the doorway, her clothes in profound disarray and her hair a tangled mess, but with no sign of harm.

Breathing a jerky sigh of relief, Twilight gathered her feet under her and tried to stand. Her wings flexed instinctively.

Wings?!

"Ahhhh!" Twilight yelped, as she grabbed at her wings and pulled them around her to stare at them. Letting go, she straightened them to their full span, then let them droop, not sure how to properly fold them again. "Ahhhhh!" she cried again as she grabbed her head with both hands. She wobbled, on legs that were - were longer than they had been before, as she staggered out of her self-made crater. "What happened? What happened?"

Mindlessly attentive faces stared at her, drinking in every word without comment. If she spoke the right words and woke them up, she'd be faced with the guards, with her friends, with Luna, with everypony! She wasn't ready! She didn't understand,how could this have happened?!

Her gaze landed on Celestia. It was her doing! It had to be! Stuttering, she demanded "Celestia! C-Come with me!"

"I will come with you, Twilight," the Princess replied in a soft monotone, and rose smoothly to follow.

Yanking open the relatively intact door to Celestia's inner chambers, Twilight tried twice to enter, before eventually sidling awkwardly in sideways, struggling to control her wings, she had wings. Beckoning Celestia in and shutting the door behind her, Twilight struggled to think straight, and spoke rapidly.

"You're aware I just charmed you, you won't use magic until I tell you you can, you won't try to defeat me, you won't say 'Awaken' ever again without my direct permission don't repeat that, just do it, you won't cast the charm again without my direct permission, you will not seek to deceive me in any way, you will obey every command I give you. Slumber! I mean - I am satisfied!"

Life flooded back into Celestia's face and she looked around, blinking at finding herself in a different room. Her gaze settled on Twilight. Her eyes widened.

Far too panicked to care she was naked, Twilight gestured frantically at herself with her arms and wings at the same time. "What happened? What is this? What did you do?"

Celestia's lips slowly parted, as she stared wordlessly. Her hand rose to cover her lips, as if she couldn't believe what she was seeing. Then, a small but unmistakable sound escaped her.

She sniggered.

Twilight's mouth worked soundlessly.

A growing smile emerged from behind Celestia's hand, and her shoulders shook. Another snigger escaped her. Then, softly, she began to laugh.

"Princess! This - this isn't funny! What did you do?" Twilight howled, confused and infuriated.

"I'm - I'm sorry, Twilight, it's just -" Celestia managed, then broke into giggles again, quickly escalating into helpless laughter. Her entire body shook as she leaned against the wall with one hand, breaking into fresh gales of laughter every time she took in Twilight's indignant, incredulous expression.

"Princess!"

Bit by bit, the Princess's laughter tapered away. Finally composing herself, wiping her eyes, Celestia shook her head. "Forgive me, Twilight. I was merely surprised."

Twilight drew herself up to her full height, then wobbled as she found herself taller than she was meant to be. Her wings paddled awkwardly at the air as she struggled for balance, before she recovered with a glare that said no pony had seen anything. "Princess Celestia, I order you to tell me what happened! What is so funny?"

An interested expression crossed Celestia's face. "I can't disobey. So that's what it feels like. A certainty that I'll do as you demand."

"I said-"

"I will, of course. Though you didn't say immediately." Celestia laughed to herself again. "You were so clever, Twilight. I see. I must not have phrased my questions the right way."

"Princess!"

"I do have a name, you know, Twilight." Celestia gazed at her soulfully, humour in the quirked corners of her lips.

Twilight gaped at her again. Who was this pony, so playful and infuriating? "Celestia, please."

"You're a Princess, Twilight. Isn't it obvious? I had imagined that the wings would be something of a clue. My, Twilight, have you gained a cup size too?"

Twilight's gaze jerked down to her tattooed breasts, then instinctively wrapped her arms across them. They did seem larger than she remembered. A crimson flush on her cheeks, she stammered, "How? How did you do this?" She paused, then added in bewilderment, "Why?"

"I didn't do this." Celestia's eyes sparkled merrily, her smile irrepressible. "You did this. After all I'd tried, you did this all by yourself."

Stopping herself before she demanded answers again, Twilight paused to think. "The spell I cast on you."

"Yes. That's right."

"It's because I... conquered you. I beat you, so I get to be an alicorn too? No, that's nonsense... and beat Luna, and nothing happened then. It's because she gave all her strength to me, and I tried to... internalise it," she said slowly, then looked up at Celestia reflexively for confirmation.

"Not exactly. If it were so simple, there would not be so few of us." Celestia stepped forward, gently resting her hand on Twilight's shoulder. "Becoming an alicorn is the result of becoming the embodiment of something, through your words and deeds, through your feelings and beliefs. But that alone is not enough. There have been many ponies which had the potential to embody part of the world, and they have lived good and worthy lives without becoming more. The final transformation can only be ignited by a feat of magic, of ultimate magic. Of comprehension and creation of something new, something tremendously powerful."

A small secretive smile curled her lips, and Celestia said softly, "Have you ever wondered why you have faced quite so many dangers, Twilight? So many challenges to overcome?"

Sudden comprehension flooded Twilight, her eyes widening. "You."

"Me," Celestia agreed. "I saw your potential, and guided you to embody friendship in word and deed. I knew you were capable of awakening, Twilight, but you needed to be pushed to make that final step. I took such risks. I'm sorry about that."

She shook her head, still smiling. "I'd been contemplating giving you a spell that Starswirl the Bearded worked on, one that can rewrite the very destiny of a pony's life. He thought it so dangerous that he never dared complete it. I was willing to go that far." Breaking into laughter, she added, "I even thought of releasing Discord again. Can you imagine?"

Twilight stared at Celestia, no longer conscious of her own nudity, searching the face that she'd always thought was so serene. "But that... can't be true. You risked so much, trying to make me into... into this? Was that what this was all about? The charm, the game, everything?"

"No. Not at all." Sobering, Celestia released Twilight, some of the levity leaving her eyes. "When I realised what you had done, what my carelessness had done, in leaving the charm where you could find it, I believed that route was closed to you. How could you be an embodiment of friendship, when you'd enslaved your friends for your own pleasure? I gave up. I resigned myself. Truly, Twilight, I fear I lashed out at those around me. Even, perhaps, you. I was furious with myself. With both of us," she added, glancing away.

A sharp pang struck Twilight, piercing her chest, sinking to a hollowness in her stomach. She'd never made Celestia angry with her, before. Even after everything, hearing those words felt like her world crumbling. "I'm sorry," she said very quietly.

Celestia shook her head, her billowing mane momentarily concealing one eye. "You shouldn't apologise to me, Twilight. It was I who behaved the worse, by far. After hoping that you could one day rise to be my equal, I made you a puppet instead. But then, you surprised me." Celestia's gaze touched Twilight's face, then her wings, before she continued.

"You saw me, when I'd ordered you not to, and then pretended you hadn't. Or so it seemed. At first, I didn't trust my suspicions, though I left a message for you regardless. It was impossible for you to remember what had happened. It was impossible for you to fight back, after I had won. But little by little, I came to believe that was exactly what was happening. I cannot tell you how delighted I was by that idea. You were challenging me, as an equal. I could have ended things there, but I didn't wish to. I wanted to see the full extent of what you were capable of. Then Luna returned, and I learned everything." She paused. "Almost everything. That was cruel, Twilight, but I cannot deny how effective it was."

"But - aren't you angry, that you lost?"

Celestia shook her head, drawing Twilight against her and enfolding the younger mare in her smooth, pale arms. Her voice was very soft. "After I had given up hope completely, I have everything I desired. You will stay with me, you will live. After I refused to give up my responsibility, you took it from me. A simple unicorn, and you defeated me! I cannot imagine what you will become capable of, as you grow into your new power. Equestria will never be the same. My heart will never be the same. I know you remember everything between us. I wanted to be close to you, and I could not, for the knowledge that you would leave me so soon. Now everything has changed." Celestia's head came to rest atop Twilight's. "If belonging to you is the price of your company, I pay it gladly."

Twilight's head spun as Celestia held her close, barely noticing the soft slopes of the other mare's chest that she rested against. She was a Princess. Celestia wanted to be with her. If she really understood what Celestia had just said, she might live for thousands of years, like her. Maybe forever.

Her mind rebelled at the concept. She couldn't process it, it was too big. Come back to it later.

"Magic," she said finally.

Celestia lifted her head a little, looking down at her.

"I'm the Princess of Magic," Twilight whispered, mostly to herself.

"Yes. You found your own path, Twilight. I'm so proud of you."

It was all too much. She had to go and check on all the ponies in the next room, to wake them and make sure they were all okay. She had to undo whatever Celestia had done to her guards. She had to undo what she'd done to the Wonderbolts, once she figured out the gentlest way to free them without pulling a week's worth of memories out of their minds. She had to find some clothes.

"Princess? I... I mean, Celestia, will you just hold me, for a minute?"

Celestia's embrace tightened, her wings unfurling and curling around them both. "Anything you desire, Twilight. Wasn't that the point of all of this?"

It was only when Celestia's wings encircled them that Twilight realised that, without her noticing, her own wings had folded against her back. Clinging to the taller mare, she gently kissed the upper slopes of Celestia's chest before closing her eyes. She stood there for a few moments, just breathing, inhaling the subtle scent of Celestia's skin, clearing her mind.

Finally, she felt calm.

"Fetch me some clothes, Celestia. Soon, we're going to sit down together and talk, about so many things. But first, I need to free the others. Tell me, are there any preparations you've made that I need to stop right away?"

A smile touched Celestia's lips, and she stepped back, bowing slightly. "I've made no preparations for my defeat. As for clothing, you will receive anything you desire, Twilight. Everything within my power to grant is now yours." Without a backward glance, Celestia disappeared through an inner doorway, leaving Twilight alone.

Breathe deeply, Twilight told herself. Carefully, she ran her hands up and down her new body, her wings half-unfurling again. It was such a strange feeling to have a whole new set of limbs. Experimentally, she stretched her wings out, then folded them again. As long as she didn't think about it too hard, they furled naturally when she pulled them inwards. Otherwise, if she focused too much on it, she got into tangles.

Her feathers felt so soft against her skin. Honestly, she could just spend a while stroking herself with her wings, to get used to the feeling. Maybe that was something pegasi did.

She had wings.

She was an alicorn.

Princess Celestia was her slave.

She was going to live forever.

It couldn't fit into her head. It was going to take time, a lot of time which she now had to make sense of it all. But right then, her ponies needed her - that had to come first.

Tentatively opening the door to the wrecked audience chamber again, Twilight winced as every face turned towards her, their blank eyes focused on her naked body. Now that she was less panicked, it was embarrassing standing nude before so many ponies that she didn't know.

Clearing her throat, she asked carefully, "Is anypony badly hurt? Speak now if you are in serious pain."

Silence. That was a relief. Assuming that charmed ponies could even feel pain; she'd never tested that.

"Princess Luna, please enter the doors behind me and wait in front of the chairs. Everypony else, I'd like you to move into comfortable positions, and if your body is hurting or in distress, please say so."

An instant medley of voices filled the chamber, overlapping and blurring together as the thoughtless ponies spoke as one.

"Quiet!" Twilight commanded loudly over the din, cutting it off instantly. She hadn't said seriously hurt that time, and every pony here was bruised and sore from being battered, kicked, knocked down and fought off. This was no good. She couldn't think of a good way to get the injured ponies to assess themselves, not when she couldn't be sure how much pain they felt under the charm. She needed to get them fully awake.

A door opened in the room behind her. Turning around, she hurried back inside.

Luna knelt thoughtlessly on the carpet before a soft chair. Celestia stood in the doorway, a bundle of fabric in one hand, gazing at her sister. A complex expression was on her face, of tenderness and awkwardness, even shame.

"I'll bring her around now, Celestia. She's going to be fine," Twilight said.

"Yes, Twilight. Thank you. I'm simply aware that Luna will recall everything that has happened between us. Including all those years ago. It is... difficult, to imagine facing her, after that. It had not occurred to me, until I saw her here. That is what it means for me to have lost."

Reaching out to Celestia, Twilight moved to stroke her cheek. "It's going to be okay. She forgave me, for what I did to her. She loves you, more than anypony. More than me, I think."

Celestia's ageless smile was touched by trepidation. "I did not choose to free her, as you did. She chose you over me, Twilight, when deciding whom to stand by in this conflict. It may be you are wrong."

"You freed her first! You gave up the charm. Just because that happened a long time ago doesn't mean that isn't important. I... I don't think I could have pulled myself back, if I hadn't lost to you. I had a chance to start over, from the beginning. Now you do, too."

"If I were free to act, perhaps. As your thrall, I won't have to bear the choice of whether or how to use it, at all. Here is your dress, Twilight. I'm certain you will look quite lovely in it."

Twilight gently, slightly awkwardly, took the dress from Celestia's fingers. Straightening it out and stepping into it, she drew the silken fabric up her body, feeling a little tingle as it stroked against her bare skin. The back was cut daringly low, low enough not to obstruct her new wings, and the front showed off a good portion of her newly enhanced cleavage. Reaching behind herself to do up the fastenings, she gave Celestia a look of mingled awkwardness and pride. "Do I look okay? You didn't bring me any underwear."

"You look wonderful, Twilight. If you need underwear, I will fetch you some, but that dress is made to be worn without. It suits you."

The Princess's gaze lingered on her body, in a way that Twilight had never seen before. Blushing heavily, she moved to the chair in front of Luna and sat down, awkwardly arranging her wings behind her. "Princess- Celestia, I mean. I swear I'll stop doing that eventually. Celestia. Stand at my side, please."

"Whatever you wish." Celestia moved to Twilight's side, and whatever fears she held over Luna's awakening were now hidden behind her calm, composed smile.

Twilight's mouth went dry, as an impulse occurred to her. "Celestia. Clasp your hands together at the small of your back. Spread your feet a little, and - and arch your back. To push your chest out." Twilight's breathing was shaky, her entire body lit up with instinctual terror at commanding the submissive pose from the demigoddess.

The significance of the pose certainly wasn't lost on Celestia, who nodded once in compliance. Her hands clasped behind her, and she arched as Twilight had commanded. Her large, soft breasts rose against the low neckline of her sun dress, presenting a vision of milk-white cleavage.

Now, Twilight was ready. She took a steadying breath, and uttered, "Princess Luna. I am satisfied."

Luna's eyes flickered. For an instant, her gaze darted around her, surprised by finding herself somewhere other than the audience chamber, before she took in Celestia, and finally, Twilight. Her mouth dropped open.

"T-Twilight! You hath ascended? When did - how - you hath ascended by charming my sister?" Jerking upwards off her knees, she reached out towards Twilight as though unable to believe what she was seeing.

Warmth swelled in Twilight's heart, and she took Luna's hand, guiding it to caress her face. Her eyes glistening with the surge of emotion, she breathed, "Yes. Yes, Luna. I... I'll be able to stay with you."

Shocked to her core, Luna looked as though she might cry. Stroking Twilight's cheek as though the young mare might disappear the moment she let go, she looked up at her sister. "Truly? Celestia... is it over? Hath this battle between you ended?"

Celestia nodded, a slight jerkiness to the motion. "Yes, Luna. Twilight has triumphed, and so our conflict is over. Though I never anticipated things turning out this way, I don't regret it. Things will be very different now."

With a final caress, Luna stepped away from Twilight, and up to her sister. Her arms wound around the pure white mare, and she squeezed her tightly. Her head resting on Celestia's shoulder, she said softly, "I remember everything, now."

Pinned in place by Twilight's order, Celestia tensed, but held her pose. Not quite meeting Luna's eyes, she said quietly, "I began with the wish to make things better between us. The temptation proved too much for me." After a pause, she finally murmured awkwardly, "I apologise."

"You chose to degrade me, sister mine. Though I did not know it, you treated me as badly as I treated you, in your own way. A secretive way, which you hid from all. Even myself."

"Luna-"

"I forgive you," Luna said simply.

Celestia said nothing for a moment, before glancing at Twilight in mute request.

"You can move freely, Princess," Twilight said at once, understanding what she desired.

With a small sigh of relief, Celestia embraced Luna in return, holding her sister tightly. Even so, she still seemed to find it difficult to look directly at her. "I think you speak too quickly, Luna. I changed our relationship to something very different. Even if it has been a long time, I may not deserve forgiveness, without repentance." She gently stroked back a curl of Luna's ethereal mane. "Knowing that you know, and are free to judge me for it all - that is by far the hardest part of my defeat to accept. I am sorry. Even now, if I could hide it from you, I would."

"You are ashamed, sister. That is good. Better shamed than unrepentant." Luna looked down, turning her head away. "You have not understood the shame I have felt, as the one who failed. I gave in to temptation. I hurt the ones I loved. I became something that was not the self I wished to be. You warded all the ponies that I left behind, while I did nothing but seethe in bitter anger, for so long. My sins remain greater than yours. But Celestia-"

Luna's head lifted, meeting her sister's eyes. "You cannot know how hard it was, knowing that you were pure and perfect, always measuring my failure against you. Now you have made mistakes. Now you have been tempted and corrupted by power, and you stand before me, ashamed of what you've done. Can you imagine the relief I feel? I forgive you, as you forgave me. We have both fallen victim to our baser natures. Let us be there for each other, that we may not fail again."

Celestia nodded once, slowly, though she didn't reply.

Watching, fascinated, Twilight had dared not interrupt. Now, as silence fell, she said softly, "Celestia will be mine, just like you, Luna. You'll be together. It's going to be wonderful."

"Only if my sister wishes to be thine, Twilight."

Absolute rejection flashed through her. Celestia was hers. She'd earned this. "Luna, after everything that's happened, it's my turn to-"

"No. Twilight, you must not take my sister out of revenge."

Luna met Celestia's eyes, and added to her, "Yes, it must be that you will no longer use the charm for your own ends, nor seek to take those who have given themselves over to Twilight away from her. That would cause more harm than good, no matter how it has come to this. But that is all. You do not have to allow a single touch to thy body that you do not invite, nor a change to thy thoughts."

Twilight's hands tightened at her sides in frustration. This wasn't fair. It would take a moment, a heartbeat, to change Luna's mind. "She's right, Celestia," she heard herself say. "I won't take you if you don't want to be close to me." That was deeply unfair of her. She knew that Celestia wanted her, wanted to be with her. The abortive pretence of being her marefriend, Celestia's sheer joy at her ascension to Princess (What - no, no, save that freak out for later), everything told her that Celestia had feelings for her, and Twilight was holding those feelings hostage. Be mine, or nothing.

Celestia looked from Luna to Twilight, quiet, her face slipping into a habitual expression of neutral consideration. "Twilight, I will speak with you later, alone. For now, you have your friends to take care of." In her tone, Twilight heard a reasserted authority. Celestia was making the decisions again.

Twilight took a steadying breath. Later. Fine.

"Yes, you're right. I want to get everypony woken up, so I can make sure they're okay. Follow me." If Celestia was still bound to obey her every order for the time being, well, changing that would have to wait until later too.

Leading the Princesses she was a Princess she was the Princess of Magic into the main chamber, she looked thoughtfully at her friends, and the guards standing among them. She could free her lovers first, but she wanted to be able to take time with them after. "Perhaps it would be best if I freed the guards and the Wonderbolts first," she thought aloud, "so I can relax."

Luna nodded understandingly. "That may be best."

Twilight raised her voice. "Applejack, Rainbow Dash, Rarity, Fluttershy, Pinkie, Zecora, Trixie - please remove the helmets of the ponies near you, then enter the next room through those doors, and close them behind you."

An overlapping chorus of 'yes Ma'am, yes Mistress, yes Master' rose from her blank-eyed slaves, and turning to the guards and the Wonderbolts, they began working to unlock the helmets from the armour they were attached to, setting them down on the floor. Pinkie carelessly tossed one aside with a resounding clang that made Twilight's feathers (she had feathers) fluff out in surprise, then one by one, they walked through the devastation to disappear into the next room. The doors closed behind them with a soft click.

"What will you do to my guards, Twilight?" Celestia's question was asked simply, without warning or judgement.

"I'm going to have them believe that something attacked us here. I don't want them to remember being enslaved, or us fighting each other, but they got hurt, and they deserve to feel like they did their jobs well in protecting you. The same for the Wonderbolts." Twilight smiled wryly. "I don't think anypony would have trouble believing that something attacked Canterlot again. Celestia, would you write down what I say to them? I want to keep records of their instructions."

"You've always been very organised. Very well." Celestia nodded, crossing the room to her dresser. At the edge of the chaos, it had been spared serious damage, though she touched a fresh scar in the wood with a faintly regretful expression as she fetched out quill and parchment.

Remaining at Twilight's side while her sister retrieved the writing materials, Luna spoke softly. "I appreciate thy restraint in not taking these ponies for thy own." Looking down at the ground, she added after a moment, "I cannot tell thee how much I admire thy achievements. Had I been fully in control of myself, I might have hesitated; such power as I poured down upon thee would have been the end of a lesser pony. Thy ascension was well earned. Now I shall stay at thy side, in ways I had never dreamt possible. My Mistress." The last words were said almost in a whisper, a gentle embarrassment to the way Luna's gaze flicked back towards her returning sister.

Luna was ashamed of her submission. At least, ashamed of showing it in front of her sister. Of course. That was okay; it would fade with time, as they got used to serving her together. Twilight stroked a hand down Luna's arm, smiling affectionately at the dusk-skinned pony. "I could never have done this without you." Switching her attention to the approaching Princess, she added, "Celestia, are you ready?"

"I am, Twilight."

"Okay." Twilight raised her voice and began speaking, pausing between each sentence to let Celestia's quill catch up. "Do not repeat what I am about to say. Guards, I am not speaking to you. Wonderbolts, listen. Your loyalty to Celestia and trust in her judgement are restored to their natural state. You know that a week ago, Spitfire received a message from Celestia to travel to the edge of the forest, and meet me. You remember meeting me, and receiving the instructions I gave you to practise together. You remember fighting ponies made of shadow at the vault doors, with the aid of my friends, and the guards there.

"Guards, Wonderbolts, listen closely. In this room, you remember seeing a crack in the air open, and fighting shadow ponies that crawled out of it. The guards, my friends and the Wonderbolts were all working together. You remember seeing the magic that Princess Luna poured into me, and the spell I cast, but remember it was directed at the crack in the air. You remember seeing the blinding light, and my emerging as I am now. You remember that the light had faded, and I have sent my friends out of the room to recover.

"None of you remember being under the control of a spell. Any conflicting memories should be fitted into what you now remember happening if possible, or ignored." She stopped, turning to Celestia. "Have I missed anything?"

Celestia shook her head, glancing at Luna, who echoed the gesture. "A benevolent gesture, Twilight. I wouldn't wish my little ponies to remember fighting each other the way they did."

"My friends will. But I don't want to bring these ponies into this anymore than I have to." Taking the scroll from Celestia's fingers, she rolled it up. "I am satisfied!"

Around the chamber, ponies stirred, shaking their heads. A few groans sounded. Spitfire approached, with a well-built mare who seemed to be the leader of Celestia's personal guard, and saluted.

"It seems to be over, Ma'am," Spitfire said. "What are your orders?"

Twilight opened her mouth, only to be pre-empted by Celestia, who told them, "I am very proud of both of you, and the ponies under your leadership. You have protected Canterlot from a grave threat today. Please scour the castle for anypony else who remains, and have them escorted here. If they are motionless, like sleepwalkers, leave them where they stand and report their locations and names to me once you have swept the castle. Thank you."

Of course. They were reporting to Celestia, not her. Twilight tamped down the irrational feeling of jealousy and annoyance, something made a little easier by the awed, disbelieving looks she was receiving from the ponies moving around the chamber.

"Yes, Princess!" Both bent to one knee, then backed away, gathering the ponies and forming them into squads. The guard captain lingered with three of her guards, and asked, "Princess, are you certain you do not wish a remnant guard left here?"

"Thank you, Geode, but no. I will be perfectly safe, especially in the company of my beloved sister, and Canterlot's newest Princess."

Geode's eyes widened, flicking to Twilight's wings again, before she pulled an impassive look over her face and saluted again. "My apologies, Princess! Please excuse us." The chamber echoed with their departing footsteps.

Twilight hesitated. It was time to wake up her friends, though she felt an odd shyness about the prospect. She was transformed. She was probably immortal. There was a tiny gap between them now, that hadn't been there before.

Celestia seemed to read her mind. "Go to your friends, Twilight. I will wait here, and tend to any who are found to have been affected."

"I shall stay with my sister," Luna added.

"...okay. Princess Luna, if there are any ponies that were charmed by my spell, I give you permission to cast the original charm upon them and modify their memories to match the story I told. Write down what you tell them, and their names. Oh - yes. Celestia, please make a list of the guards who were present, too. I had better keep a close track of which ponies are vulnerable to my voice."

It was probably better to wake the others without the Princesses anyway, she told herself. There might be conscious ponies around the castle that needed to be told the 'true' story of what had happened, or if the blast had been large enough, ponies standing blankly waiting for her voice. It was better that Luna recharmed them and helped them. It was fine that they had other priorities than standing at Twilight's side, as her sensual sex toys.

Talk to Celestia later. Yes.

The door opened under her hand, revealing her collection of enslaved friends kneeling in a neat row in front of the chair. Perhaps making them kneel when the charm was cast had changed some sort of default, leaving them kneeling when told to go somewhere unless told otherwise. Her gaze trailed over them, one by one, taking in their dishevelled manes, torn clothes and blank eyes. A fierce pang of love and longing struck her heart unexpectedly, bringing tears to her eyes that she blinked away as she sat down in the chair. She couldn't leave this a moment longer.

"I am satisfied." Her voice rang in the quiet room. The seven mares before her blinked and shifted as the charm's grip upon them faded. Then, as they saw her, shock flashed across one face after another.

The moment of silence was different to that which had come before; this was the silence of seven ponies breathing in sharply as one.

Trixie leapt to her feet and jabbed her finger at Twilight. "The glorious and slutty Trixie wants to be a Princess too!"

"Twilight?" asked Applejack, stunned and baffled. "Ah don't - is this some kind've trick? What'n the hay happened? Did we win? How'd we even get in here?"

"Wow. I mean... have you looked at yourself? With the wings, and the long legs, and the boobs, you're at least - you got hot. You had some kind of sexy upgrade spell?"

"You have changed - I must know how. But where is the pony ruler now?" Zecora rose up onto her knees, her tone urgent.

"Oh. My. Gosh. You've got wings! You've got wings!" Pinkie sprang onto Twilight's lap, peering into her face, then hugged her tightly before tugging at her feathers. "You've got wings!"

Rarity looked as though she could have been knocked over with one of Twilight's new feathers. Fluttershy simply looked paralysed with uncomprehending surprise.

"Pinkie!" Twilight flailed with both hands at the excitable pony, her wings jerking halfway open. "Less excitement! Less!"

"Are you crazy? This is the most exciting thing to happen ever!" Pinkie bounced up and down on Twilight's lap, mashing her chest into Twilight's face.

Dear Celestia, she was going to get bounced to death. "Pinkie! Down!"

"Aww! Okee dokey, Master. We won? Did we win? Is this winning? You have wings." Pinkie slid down to the ground and looked up at her owlishly.

Twilight gathered her scattered thoughts, looking around at the ponies surrounding her. "We won. Celestia is under my control." She got no further as the ponies around her broke into a spontaneous cheer of victory, hugging each other in delight.

"We won, we won! Ah can't believe it!"

"My Lady, are you - are you quite sure? You overcame Celestia? What has happened to you?" Rarity finally found her voice, moving forward to grab Twilight's hand beseechingly.

"When does Trixie get to be a Princess?"

Opening her mouth to yell at everypony to sit down and be quiet while she explained, Twilight stopped herself suddenly. The ponies around her were happy. Uncertain, confused, but happy. Twilight watched Rainbow Dash tackle Fluttershy clean off her feet, and couldn't help but smile. As Applejack grabbed Trixie from behind and hugged the startled, protesting pony, Twilight laughed aloud.

Reaching out to pull Rarity closer and hugging her tightly, Twilight's laughter grew freer and louder. Pinkie latched onto her leg, giggling happily, and the look of worry on Rarity's face slowly turned into a bewildered smile. One by one, the other ponies pressed close, Fluttershy settling by the side of the chair and pushing her pink-maned head under Twilight's hand to be stroked.

Twilight laughed until her chest ached, growing lightheaded. Her friends were all here with her. She never had to fear the charm being used against her again. She had a wonderland of pleasure and love to look forward to. There were so many things she could do that she couldn't imagine where to start. She'd won.

Wiping her eyes, Twilight rested her head against Rarity's, breathing deeply. "Whoo. Now I know why she did that. Oh, that helps. That's better. Is everypony okay?"

Applejack looked up at her fondly, cuddling Twilight's leg beside Pinkie. "Sure am, Ma'am."

"Could we get back to Trixie becoming a Princess?"

"Trixie, hush," Twilight told her mildly, before a flicker of guilt made her reconsider. Momentarily ceasing to caress Fluttershy's mane, she squeezed Trixie's hand and added, "I'm sorry. Trixie, you were wonderful. You got the timing exactly right. Well done for waiting, I know it couldn't have been easy."

Trixie blushed as Twilight's gaze met hers, lifting her head imperiously at once to hide the reaction. "Of course! The slutty and submissive Trixie knows exactly how to carry out your impeccable orders, Mistress. Why, even when she doubted that things would play out as you had foretold, she held her trembling heart firm, and told herself, 'The pony that can conquer the Great and Powerful Trixie knows what she is doing!' And her faith was vindicated."

Resting her head against Twilight's shoulder, Rarity looked up at her. "My Lady, how did you win? How did... all this happen?"

Twilight touched the upper rim of the inked ritual pattern, exposed by the bodice of her new dress. "I tricked Celestia. She thought Luna was under her control, but she was mine. At the last moment, Luna gave me all of her strength, and I turned it against Celestia. After all the magic she'd expended fighting me, she couldn't withstand it. Then... then I'm not sure what happened. I changed. Later, I'll help all of you remember what happened while you were charmed. For now, Celestia and Luna are making sure that everyone in the castle is okay. I just want to stay with you all."

"Then... it's incredible, my Lady. I can scarcely believe this. I wanted to believe that you would triumph, but I could not entirely persuade myself, not when you faced Princess Celestia. Now you are like her. I hardly know what to feel." Rarity's smile was a little wobbly at the edges.

Twilight turned her head and gently lifted Rarity's chin, kissing the other pony softly and deeply. She felt the tension melt from Rarity's body, as her slave pushed softly against Twilight and returned the kiss with loving warmth. As their lips finally parted, Twilight smoothed her fingers across Rarity's cheek and breathed, "I love you. Thank you for being brave."

"I - I - anything for you. Anything." A rich red blush coloured Rarity's cheeks, her chest rising and falling rapidly.

Gentle envy coloured the faces of the ponies around them, each longing and yearning to be the pony on Twilight's lap. Looking around herself at them, a deep and powerful craving rose in Twilight to dominate and use every last one of them, then and there. Only the shreds of her rationality restrained her, insisting that she had to make sure Celestia was safely and securely under her control before she fully abandoned herself. She hadn't come this far to lose now, through sheer lust and carelessness.

Taking a steadying breath, Twilight steeled herself, ramming her desire back down with as much force as she could muster, and placating it with promises that soon, soon she would give in to it entirely. "Pinkie! I know just what we need now. We need a party!"

"Party!" Pinkie leapt into the air with a sudden explosion of confetti (how) and blew a paper squeaker that she absolutely, definitely hadn't had in her hand a moment before. "Victory party!"

"Victory party," Twilight agreed. "Everypony, will you help Pinkie set up? The castle has been emptied, I think, but you can find your way to the pantries. Princess Luna is helping supervise the checking of the castle, but you can ask her which way to go, and pick out a nice big bedroom for us all to celebrate."

"Sure thing, Ma'am. Can't you show us the way, though? You lived here a while, y'must know."

With a look of regret, Rarity slid off Twilight's lap. "You need to tend to the Princess, do you not?"

"I'm afraid so. I won't take too long. Make everything nice, and get the party going, okay? I want to come back and find you're all having a wonderful time."

The wrecked audience chamber was deserted.

Oh, and don't leave the castle. That would have been a really sensible addition to Celestia's orders, Twilight thought. Heart thudding in her chest, she hurried out of the main doors into the main corridor. No guards. No pony in sight.

She walked briskly through the castle, running through a list of the most likely places in her head. The throne room; empty. The banquet hall; barren. Pushing open a pair of wide double doors, Twilight emerged into brilliant sunlight, and breathed a sigh of relief as she saw Celestia standing further out on the balcony.

Though she probably shouldn't relax completely, not yet. The Princess could fly. Celestia could still leave at any moment.

Twilight could fly. Probably. In theory. She tensed herself, ready to shout the words of the charm if she had to.

It wasn't necessary. Celestia turned to face her as Twilight approached, breaking into a fond smile. There was warmth and contentment on her face, and the tension slowly melted from Twilight's shoulders as she moved to lean on the railing at the Princess's side.

"...hey," she said finally.

"Hey, yourself," replied Celestia with a smile, reaching out to stroke her fingers through Twilight's mane.

Twilight blinked as a question suddenly occurred to her. "Shouldn't I have a beautiful mane like yours?" She winced the moment the question left her lips, immediately regretting blurting out the thought.

Celestia laughed to herself. "I'll tell you more when you're older. A thousand or so."

Memories flashed through Twilight's mind. She'd been stood right here when Celestia had chosen to entrance her, for the first time since their confrontation. The first time Celestia had yielded to the temptation to use her.

"...the first time you kissed me," Twilight murmured aloud.

"And now, I am the one who can never refuse you anything." Celestia's voice was soft, a little wryness tugging at the corners of her smile.

"Only if you decide that's what you want."

"It bothers you, doesn't it. That Luna pulled you up short, when you were about to take your just reward." Celestia leaned against the railing by Twilight's side, watching her from the corner of her eye.

Twilight's lips twitched. A breath of wind gently ruffled her mane as she gazed into the distance, before she finally responded, "Yes, it bothers me. But I still made the choice to let her say so. All my ponies can tell me when I've gone too far. All can refuse my orders if they need to."

"You're worried that you'll go too far. But there's a temptation to simply stop caring as well. You haven't done any harm."

"But I have. Fear, and uncertainty, and knowing they've been changed against their will. Ponies have been hurt, because of me. Because of us."

"If you didn't use the charm at all, Twilight, it couldn't harm anypony. If you used it without hesitation, no pony would be unhappy either. Only this, using it, but hesitating, can hurt ponies. Don't you agree?"

Celestia's gaze seemed to look right through her. Twilight's spirit rebelled; a firmer note entered her voice. "No, Princess. I don't. You can hurt ponies even if they don't know they're hurt. You can destroy ponies without them even noticing. Using the charm without regard for the consequences isn't an answer. But I'm not going to throw it away, either. It can bring happiness. It can bring ponies together. They just have to be given a choice."

"As you're giving me a choice," Celestia replied mildly. "I understand the compromise you've come to, Twilight. You have withstood the test of your spirit well."

Even when under the charm, Celestia still had an air of absolute authority, of knowing more about Twilight than she could know herself. Twilight found herself slightly irritated. "You know, Princess, I understand what you'refeeling, too."

"Oh?" A snow-white brow arched with calm interest.

"You're grateful that Luna forgave you. Incredibly grateful. You thought that you'd lost her, because you gave in to desires you weren't meant to have, and then, with a couple of words, she made it all better."

The Princess nodded, her voice soft. "Yes. I am truly grateful. She showed supreme grace."

"But that's not all. You're still angry."

Celestia's chin lifted slightly.

There. There was the look in Celestia's eyes that Twilight knew had touched her own. "You resent her for judging you. She was never meant to find out about what you did together. That was the promise of the charm. Whatever you want, with no consequences. That's why you felt you do could all of it, could do anything. But then she was standing in front of you, and she remembered it all. It's my fault - that would never have happened, not without me. But you're not angry with me. You're angry with her."

Silence, from the divine pony next to her.

"What's worse is that you know she must have felt like this, too. Resented you for forgiving her, at least a little. But she couldn't let herself feel that, because that's how it all began in the first place. She had to forgive you for forgiving her."

The quiet stretched, and just as the rebellious spark in Twilight's chest was fading into a feeling that she'd gone too far, Celestia finally nodded.

"After everything, I keep underestimating you, Twilight. I wonder when I'll learn. I wonder if you are capable of teaching me." Her gaze met Twilight's.

A shiver ran through the younger pony. Abruptly, it felt as though the balcony was subtly unsteady beneath her feet. "Are you making a decision, Celestia?"

"No. There was never a decision to make." Turning towards Twilight, Celestia breathed in deeply, then slowly moved down to one knee.

Twilight's lips parted slowly, some part of her in profound shock despite everything, as the divine Princess of the Sun knelt before her.

"You know I care for you, Twilight. I trust in your judgement. You will help me protect all my little ponies, and I will be with you, however you desire. You have earned this, and I deserve it."

Twilight reached out, and slowly, carefully, she rested her hand on Celestia's bowed head. "Celestia. You need to know that if you give yourself to me, I won't hold back. There's so much I fantasised about doing to you." She paused to laugh a little, shaking her head. "I swore I'd punish you for giving me a phrase ponies could say in conversation, and I kind of meant it. I can give you a period under me, then let you decide again if you like it, but from what I've seen... what I've felt, being under the charm is kind of addictive. If you don't step back now, you might not be able to later."

"Ten years. If it will make you feel less conflicted, Twilight, you may promise to free me and ask again, then." A smile tugged at her lips. "When you do this, you will be ultimately responsible for the life and happiness of every pony in Equestria. I will enjoy my holiday from responsibility, and if it becomes too much for you, you can ask me to take charge again. Now take what you fought so hard for."

How did Celestia keep making losing seem like winning? Twilight drew herself to her full height, several inches higher than she remembered. The sun shone down upon the two of them, glowing warmly on Celestia's pure white skin, and Twilight was suddenly aware of the wide, wide landscape beyond the balcony, encompassing the city, the forests and towns beyond, stretching all the way to the far-off boundaries of the beautiful, tranquil land that sheltered so many.

She nodded.

"Obey your Empress."

Author's Note

We made it.

It's wonderful to have gotten here at last, the secrets revealed, the cards on the table. It's been a long, sometimes stressful journey from Canterlot Castle and back again. Twilight found out the true origin of the charm, and defeated its maker, gathering a devoted stable of adoring pets and becoming a Princess along the way. Under New Management is finished.

Still, even though the conflict between Celestia and Twilight is over, I'm not quite done. Twilight has a whole new life to explore. I'm going to spend a little time exploring what comes next, with a few chapters devoted to the last mini-arc: Consequences.

Next time: The Training of Princess Celestia.

-

Proofed by Setokaiva, who has been tireless in helping improve Friendship is Mind Control, and is just all-round fantastic.

1: Focusing Applejack

Twilight shut the door behind her with a happy sigh, cutting off the creaking of a passing wagon, and surveyed the inside of her treehouse again. Not a book out of place, not a speck of dust anywhere! Pulling out a long list from her pocket, she let it float from her hand and hover before her, sparkling with the glow of her magic.

"Tidy up the house, check! Re-alphabetise the books, check! Help Spike put together his holiday bag, check; see Spike off at the train station, check! Now there's only my favourite checkmark - read new books!"

She was a slim mare, with skin of pale violet and mane of dark blue with a pink and purple flash shot through it, her tail matching. Pointed ears thrust through her hair, and a single spiral horn marked her as one of the unicorn tribe. Skipping across the room she dropped into a nest of cushions that cradled her comfortably, and scanned the shelves coyly, before gesturing with the tip of her horn. A battered and much worn book slid out from its new home on a shelf and floated gently across the room to land in her lap.

"Peaceful Charms," she read aloud, then hugged the book against her chest, the worn, green tome incongruous against her bright purple jumper. "Intact! Readable! Not eaten by Star-spiders! I knew I could restore it. Poor thing, sitting unread in that ruined castle for a thousand years. Well, hello. I'm Twilight," she told it.

Opening it gently, she began reading.

It definitely wasn't original. Peering at the stitching from inches away, she could see the colour of the thread wasn't quite the same as the rest. Darker green. The parchment was similar, but - she felt it carefully between her fingertips - rougher. But it was a beautiful job, so neatly done. She couldn't have done better.

She scanned the page again. It certainly fit the tone of the book; it seemed to be a charm for focusing attention. But it wasn't clear... there were details that didn't seem to fit, snatches of syllables that seemed older. She'd cross referenced it with the rest of the book, but those touches didn't match anything else. What she really needed was to try it out, if only Spike wasn't going to be away for so long...

A knock sounded at the door and she looked up, gently laying the book aside and patting its cover. Concentrating, her horn glowed and she vanished with a brief flash, reappearing at the door. Turning the handle, she pulled it open and stepped back with a smile.

An orange-skinned mare stood in the doorway, her thick blonde hair tied near the end with a bright red ribbon, its twin binding her tail. She wore a loose, checked shirt and a pair of blue shorts, with an oval cut-out exposing the triple apple mark on each thigh. A brown hat and heavy brown boots completed the ensemble. "Hey Twilight, how you getting on?"

Twilight's eyes sparkled, appropriately. "Applejack! What are you doing here?" She stepped backwards into her treehouse, Applejack following her inside and closing the door behind her.

"Well, shucks. I was jest passing by, thought I'd see how you're doing without Spike. He going to be okay?"

"I have complete faith that he'll come back from his dragon vision quest completely fine, and feeling very enlightened," Twilight declared, then grinned. "I persuaded him not to go anywhere near the Everfree Forest, and Zecora is keeping an eye out just in case he goes anyway. I'm sure he'll be safe."

"Read all those books we got from the Castle of the Two Sisters yet? It's been two whole days; that's enough for what, fifteen books?" Applejack grinned at her, settling into a chair.

"Those books haven't been read for a thousand years! They need gentle care, and restoration, and preservative spells, and - you're laughing at me, aren't you."

"Jest you ignore this grin of mine. I'm listening seriously."

Twilight gave a wry shrug. "I'm stuck on a focusing charm. It seems straight forward, but there's some older elements to it that I don't recognise. I need to practice it!"

"Safe though, right? It's not going to up'n turn somepony purple."

"I'm sure it's perfectly safe," she replied, secretly hoping. Applejack was always such a good friend, and she just had to know what that charm was doing-

"Well, why don't you give it a whirl? I'll jest sit right here. Improves focus, y'say?"

"That's right! It says it awakens your inner focus, so you can concentrate completely! I really think it could help with my research. Thank you so much, Applejack," she replied warmly. She reached out her hand and her horn glowed, the book gently lifting up and floating across the room into her fingers.

Gently separating the pages, she turned to the charm and looked over at Applejack, taking a deep breath. She began moving her horn in a precise series of small gestures, mentally running through the complex mental gymnastics described on the page, focusing her attention on her friend.

Twilight's horn glowed strongly, leaving a thin trail in the air as it moved back and forth, and as Applejack watched with slightly apprehensive interest, she felt an odd tingle rush through her body. Nonetheless, she felt little more and as Twilight straightened up with a deep breath, she could only shake her head apologetically. "Ah'm sorry Twilight, but I jest don't feel any different."

Twilight frowned and looked back at the book. "But I followed the instructions perfectly, I felt something happen... use of this charm will awaken true focus. To end-" She paused. Had Applejack just said something? She lifted her head.

Applejack was no longer watching her with friendly concern. Instead, the other pony had slumped back into her chair, her arms limp on the rests, and her bright green eyes were glazed over.

"Applejack! Are you alright?" she burst out, the book drooping towards the floor as she almost forgot it was there. Rushing forward, she put a hand on Applejack's own with concern.

"Ah am alright." The words emerged stripped of life, a quiet monotone spiced by Applejack's accent, and she didn't stir but for her eyes, which turned towards Twilight's face with absolutely singular focus.

"Oh Applejack, speak to me! How do you feel?" she asked quickly, distractedly dropping the book on a side table with a sweep of her horn.

"Ah will speak to you. Ah feel calm. Ah see you. Only you," the blank eyed pony droned.

Twilight balled her hands, then forced herself to calm down. "Okay Twilight, think. What have you done and how can you fix it?" Parchment and quill floated up to her, the summoning nearly instinctive. "Let's see. Applejack is focused only on me. Applejack isn't conscious, but she's responding to me. What can I learn?"

The quill flickered into life, writing 'Applejack Focused Symptoms' at the top of the parchment, then continued 'AJ is aware and responsive to questions. She is tracking me with her eyes. She shows no emotional reactions, no independent volition.'

Experimentally, she tried, "Applejack, stand up please."

"Ah will stand up." Slowly at first, like a sleepwalker, the mesmerised pony pushed down on the arms of the chair and levered herself to her feet. Her arms dangling loose at her sides, she stood swaying slightly, her eyes following Twilight's face.

Twilight nodded and the floating quill quickly wrote 'AJ follows simple verbal instructions.' "Okay, Applejack? Wake up!"

"Ah am awakened," she replied blankly.

Twilight put two fingers to her forehead, in thought. 'Instruction to wake up has no effect.' "Applejack, can you look happy?"

"Ah will look happy." Her face curved into a natural smile, and Twilight stared at her, feeling her heart break a little at the meaninglessness of the gesture. 'AJ can portray emotion when told to.'

"Do you know where you are? How do you feel?" she tried.

"Ah am in your home. Ah feel laike only you matter," the blonde mare replied, and even in her flatness, there seemed a trace of true sincerity.

Twilight shivered, not sure why a little prickle ran over her skin. 'AJ is aware of her location.' This didn't seem to be getting her anywhere - maybe she'd missed something in the charm. She hesitated, then gestured for the book to come back to her. It joined the quill and parchment bobbing before her, flipping open at the correct page, and Twilight examined the letters carefully.

"Didn't she say - Applejack, wake up please."

"Ah am awakened," she repeated again.

"Awaken is written more firmly. It's a key? This could be it! Let me see, there must be something to end the state... ooh, this is exciting!" she declared aloud, then blushed darkly and shook herself. Focusing on the letters, she picked out another darker word, written with strong strokes. Lifting her head, she pronounced carefully, "Applejack, slumber."

The effect on the other pony was immediate. The glazed look disappeared as her face was flooded with life, and she shifted to stand more naturally. After looking at Twilight's anxious expression for a second or two, she said, "Well? Ah'm not turning purple yet, am I?" She looked down at herself and chuckled. "Sorry Twilight. Doesn't seem like that charm does much of anything."

Twilight breathed a deep sigh of relief and wiped her forehead with her hand, brushing the base of her horn. "Whew, you're alright! I'm so relieved."

Applejack gave her a quizzical look. "Course I am, Twilight. Ain't nothing happened here."

The purple haired mare hesitated again, and almost without thinking about it, the quill in the grip of her magic wrote 'AJ has no recall of the focused state.' "Do you remember anything - odd?" she asked.

"Not a thing. Rilly Twilight, I'm sorry about your charm. Maybe you can give it another go, see if it takes. Then I'd best get back to the farm."

That was a good question. Would it take again? She hesitated, but Applejack had offered... and it did seem harmless. She wrestled with herself, and curiosity won. She glanced at her notes. "Applejack, awaken."

"Ah am awakened." The words slipped from her lips immediately, Applejack's expression falling away to leave her blankly neutral, and her hands dropping to dangle at her sides.

Again, the little prickle ran up Twilight's back, and she wrote carefully 'Awaken enters focused state, slumber ends.' A thought struck her. "Applejack, didn't you find it strange you were standing up all of a sudden, that I had my quill out?"

Applejack shook her head slowly, her tail swaying in sympathy. "You took out your quill before you cast the charm, and Ah stood up for it. It wasn't sudden."

Twilight jerked in surprise, and it took her several seconds before she wrote 'AJ's memories shift to make sense of where she wakes up.' Now that was powerful, and maybe dangerous. Could she...? "Applejack, before I tried the charm, I gave you a cupcake. It was pink frosted, and it was really tasty."

Applejack stood blankly as her memories shifted to match Twilight's words. "You gave me a cupcake. It was rilly tasty."

Well, that could just be her repeating what she was told... "Applejack, slumber please," she said politely.

Applejack's head lifted, and her hands moved to rest naturally, one lightly resting against the cut-out that exposed her cutie mark. "Well, y'going to give that charm another try or what?" she asked mildly.

"Applejack, wouldn't you like another cupcake first?" Twilight asked, tense with anticipation and curious excitement.

The blonde mare tilted her head, resting a finger against her chin. "Heck, I shouldn't, but that was darn tasty. Alright then, sure." She gave Twilight a warm smile, which immediately faded away as Twilight blurted, "Awaken!"

Twilight stood in shock, breathing deeply, before she shook her head to clear it. Her penmanship suffered a little as it wrote shakily 'AJ's memories can be changed with simple commands.' Steadying herself, she tried to think of limits to the spell. Surely there must be some practical ones. "Applejack, can you name something you would refuse to do when told to?" she tried.

Applejack almost frowned for the first time in her trance, taking time to answer as though checking every contingency she could think of, before her expression cleared. "Ah will do anything you tell me to. There is nothing I will refuse to do," she told Twilight, her accent thickening slightly with enchanted sincerity.

Twilight blanched, her head jerking back in shock despite half-anticipating the answer. "Anything?" she asked reflexively.

Applejack gave a slow nod. "Ah will do anything you tell me to," she repeated.

Twilight turned away and planted her fingers in her hair, tangling it in distraction. Clearly this was very powerful magic, and dangerous. She went rigid. What if the command word worked for anypony? Grabbing the book out of the air with both hands, she read and reread the charm's words with ferocious concentration.

It took her a few minutes to convince herself that she hadn't wrecked Applejack's life. Now that she'd seen the charm in action, everything made a lot more sense - as she'd originally hoped! - and it was clear to her that the focus could only be triggered by the caster of the spell, on themselves.

"Oh my gosh," she finally breathed out, dropping limply into a chair. Setting the book down, the forgotten quill and parchment picked themselves off the floor and wrote slowly 'Keys work only for the caster.'

Looking up at the other pony, still standing motionless and gazing steadily at Twilight where she lay sprawled, she thought again. So Applejack remembered things differently to make sense of where she was. What if she did something that didn't make sense? She hesitated, then pushed herself to her feet and moved further into the treehouse to pour a glass of apple juice from the jug.

Returning to Applejack, she instructed her carefully, "Take hold of this, Applejack. When I cough, you'll deliberately pour the glass over yourself. Oh, and you don't remember me offering you a cupcake."

The mesmerised pony took the glass in one hand, droning, "Ah will hold it. Ah will pour it over mahself when you cough. I don't remember being offered a cupcake."

Twilight bit her lip. This was pushing the limits of what she could justify to herself, and it wasn't fair to Applejack. Just this test, and then she'd let her go and begin working to find a way to undo the charm. "Alright, Applejack, slumber."

Applejack's expression shifted slowly into a smile, taking a second to fully come around. "Still enjoying the juice you got the other day? Fine stuff, sweet 'n pure like an apple should be."

Twilight smiled nervously. "It's lovely. Thank you, Applejack," she said, then gave an awkward little cough.

Something flickered in Applejack's green eyes, and she brought the glass up to her lips. With a credible slip, she let the glass fall from her fingers, pouring over her shirt and her shorts. "Aw, no. Look what I've gone'n done now. You mind if I take these off to dry them out?" Without waiting for a reply, she began unbuttoning her shorts and sliding them down her muscled thighs, exposing pale green panties.

Twilight looked blankly at Applejack as she worked her shorts off over her heavy brown boots, her mind frozen in a repeated loop of shock and confusion, long enough for Applejack to unbutton her checked shirt and slide it off her shoulders. Her bra matched her panties, plain and simple, in the same pale green, and the stunned pony's eyes tracked her automatically, taking in the other mare's body.

"You can dry this out, right Twilight?" Applejack remarked, holding her clothes loosely in one hand and standing in nothing but her boots, underwear and hat. "I'll jest wait right here. You take your time now."

Twilight's lips parted silently, before she finally managed, "A-awaken!" and relaxed a little as the animation faded from Applejack's face. After a few seconds to gather her scattered wits, she asked, "Applejack, what's going on?"

Applejack's dull gaze picked up an echo of life as she gazed at Twilight's face. "Ah wanted you to notice me. Ah figured I could find an excuse to strip down, see if I could get your attention."

"Why?" Twilight nearly squeaked, her cheeks dark purple.

"You're smart. Funny. Organised, you work hard. Ah admire that."

Twilight bit her lip, and moved closer to Applejack, only the other pony's eyes shifting to track her. She'd never thought - never dreamed! - that Applejack could be, well, interested in her. She didn't think Applejack was even like that, they'd always just been such good friends.

Such good friends.

Her heart thumping wildly in her chest, she reached out towards Applejack. She felt like her mind was flipping wildly from page to page, never stopping long enough to read more than a few words, a complete jumbled mess. Applejack was attracted to her, Applejack wanted her attention, wanted her to notice her - her hand gently grazed the other Pony's thigh, the backs of her fingers sliding against the triple apple cutie mark, and she quaked with nameless excitement.

It took a second for the realisation to strike home, but it did, and her hand jerked convulsively away. She'd told Applejack to spill the drink on herself. Her eyes flashed to her notes. 'AJ's memories shift to make sense of where she wakes up.' Or to make sense of anything she was made to do?

It felt like a giant hand was constricting Twilight's chest, but she pushed out, "Applejack, before you came here today, do you remember how you felt about me?"

"Ah remember how I felt about you."

Speaking was getting harder. "How did you feel about me?"

"You're one of my best friends, Twilight, I'm always happy to see you. You've done so much for all of us, I have to make sure you're getting out and meeting ponies." The words came out with an odd mix of Applejack's phrasing and dulled intonation.

Twilight's hands flew to her mouth, and her eyes began to sting. With careful, painfully neat letters, she added 'AJ's feelings shift to make sense of lingering instructions.' Abruptly, the other pony seemed much further away than the meagre space between them could span. Her words emerged slowly, in measured tones. "Applejack, please forget everything since the first try at the charm, and undo all changes to your feelings about me. You feel the same as you did when you came to see me."

"Ah will forget everything since the charm. Ah feel the same about you as I did this morning," the blank-faced pony parroted.

Twilight rubbed her face hard with the heel of her hand, and pulled herself together. Her horn glowed, and the clothes in Applejack's hand tugged free as the purple nimbus coated them, then dried out in a matter of moments.

"Dress, please Applejack," she said quietly.

"Ah will dress." Swiftly and mechanically, the other pony took the shorts from the air and pulled them up her legs, then donned her shirt and buttoned it.

"Slumber."

Applejack's face lit up again. "Well? Ah'm not turning purple yet, am I?" She looked down at herself and chuckled. "Sorry Twilight. Doesn't seem like that charm does much of anything."

Twilight gave a wan smile. "I'm sorry to have wasted your time, Applejack. I'll just have to work on it."

Applejack gave her a kindly smile. "Heck Twilight, don't look so downhearted! You'll figure it out; I jest know it. Want to give it one more go? Else I'd better get back to the farm. Chores'n all."

Twilight shook her head quickly, her tail flicking. "I think it's going to take more work. Please don't worry about it."

A friendly hand landed on her shoulder. "Well, anytime you reckon you've got it, you jest give me a call and I'll be there to help, alright? See you later, Twi." With a parting squeeze, Applejack turned away and strode out of the treehouse. As the door shut behind her, she glanced back and murmured, "Poor thing, she sure is broken up that spell didn't work out. Better send one of the others by later to check on her."

Twilight looked numbly after Applejack, after the closing door had eclipsed her view. She'd never thought about Applejack like that, not at all, and Applejack hadn't felt that way about her either. So why did it feel like her heart had been stepped on? Her notes rolled up with a snap, the quill floating away, and she slowly carried the notes and book both up to a secure little cupboard beside her bed.

She should have told Applejack that the spell was dangerous, that it was still on her. She'd have to come clean, work out a counter spell to lift the charm from her. She felt very heavy, and very tired.

The day passed slowly, and she found herself struggling to be a properly attentive host when Rarity dropped by for tea out of the blue. The other pony didn't stay too long, and she was thankful for it. Bed time was a relief, and rather than stay up reading as she so often did, she was grateful to sink into sleep.

It was Applejack. She stood before Twilight, in her pale green underwear, and reached out to stroke Twilight's face, her green eyes full of sincerity. "Ah want to please you, Twilight. You're smart, and kind, and I owe you everything."

She stood paralysed, unable to move as her face was stroked, the warm fingers electric on her skin. Heat rose in her cheeks. From somewhere far off, she heard herself say, "I did this to you. I'm sorry."

"Nonsense. Ah don't care how this happened. I just know how I feel. You're the only thing that matters, Twilight. The only thing that matters." Applejack stepped closer, and Twilight was helplessly aware of her toned muscles, her generous curves. "Tell me what you want, Twilight. Tell me what to do. Ah'll do anything you tell me to. Anything."

"Anything?" she asked softly.

"Anything you want." The other mare was so close now, radiating warmth, her lips close enough to Twilight's to feel Applejack's breath on her skin, and -

Twilight jerked in her sheets, her eyes snapping open and seeing only the dim outlines of her bookshelves. Her body was arched, throbbing with excitement, a tingly dampness between her legs and a tight ache in her nipples that jutted against the thin fabric of her nightshirt.

She was no stranger to the quiet pleasures of stroking her own body, even if her experience with others was lacking, but this was different. This was, was wrong. She told herself that as one hand snaked down to her sex and probed softly there, as the other worked under her nightshirt and palmed a small breast, kneading slowly.

"Anything I say..." she breathed, finally giving up on trying to talk herself out of it. It was going further now, now in her imagination Applejack was blank eyed once more, and Twilight was free to run her hands over her however she liked, without fear of being judged, or of getting it wrong and embarrassing herself somehow. It was so liberating!

Applejack was reaching back to undo the catch of her green bra on Twilight's command when all of a sudden, her pleasure hit a sudden sharp peak and she whimpered aloud, her head tilting back against the pillows. For a few moments she lay there, quiescent, before guilt quietly came stealing back in.

"Sorry, Applejack," she murmured to her absent friend. "I'll fix it tomorrow, I promise."

Author's Note

Twilight opened the door to far more temptation than she could have imagined. How long can her morals last?

Proofing by Djmill and JustTheBast

13: Focusing Pinkie Pie

Twilight floated through an endless library, columns of books stretching floor to ceiling all around her, their covers clean, bright and inviting. At any moment, she could sweep in, pluck one from a shelf and settle down to read, but for the time being she was content just to drift, surrounded by knowledge. The ceiling was, in some strange trick, also the night sky, both close by and very far away, and stars shone softly among the jet black arches.

Warmth tingled in her body, a soft, relaxed pleasure, and she was unsurprised to find herself naked. Her hands roamed slowly over herself with a pleasant lack of haste, drifting up and down between her legs and gently catching her nipples between her fingers. It felt wonderful. A gentle realisation crept over her that she was dreaming, and even as she acknowledged it was so, she felt everything fade around her into darkness and warmth.

Her eyes half opened, and gradually focused on the sweepings pattern of wood grain above her head. She was in her bed. A deep, soft sigh escaped her as a warm mouth drifted over her sex, and she let her head fall loosely back against the pillows. "Oh, yesss..." she murmured sleepily.

"Good morning, Twilight." Luna was gazing at her, her star filled mane spread out like a cloud across the pillow. That meant that the pony between her legs had to be - yes, it was Zecora. "Were thy dreams pleasant?" she added.

"Mmm. Yes. I was having the most wonderful dream. Ah! Ahhh. Mmm." Twilight nodded dazedly, only half awake, and fully distracted by each delicious sweep of the enslaved pony's tongue. Slave. Yes, that was what she'd made Zecora. Her eager slave. Her hips shifted at the thought, and a quicker gasp escaped her hips as she rocked against a renewed tongue lashing. Muffled groans of adoring pleasure escaped the shape beneath the blanket.

Luna smiled, lowering her head a little with another touch of the odd shyness Twilight had begun to notice about her. "It was my gift to you, Twilight. Memories of what the library once looked like, in the castle I shared with my sister long ago. I had hoped for thy approval."

Twilight looked over at her, momentarily distracted from the pleasure rising softly but surely in her body. A sincere smile on her lips, she answered "Thank you, for everything you showed me. It was really beautiful. It seemed familiar somehow, but I didn't know why. I've only ever seen it in ruins."

"Truly, it is a shame that it is so harmed by wind and weather. I would have wished to walk through it at your side, as it once was." Luna replied quietly.

"But there's a library in Canterlot, we could explore that together if you like!" offered Twilight, then gasped as Zecora flicked her tongue up and down against her clit, stealing her attention back for herself.

Luna laughed quietly. "Zecora also wished to express her appreciation of thy deeds. Enjoy her attentions; I shall not leave if you are to pay attention to her tongue before my own."

That put images of Luna taking Zecora's place firmly in Twilight's thoughts, regardless of what she'd actually meant. As far as Luna was concerned, she'd been stripped to sleep with Twilight, then again to stand beside Zecora before they all found Twilight's bed. She might know she'd been charmed, but she didn't remember being touched... only kissed, once.

She could fix that.

Spreading her legs a little wider to give Zecora better access and groaning appreciatively, she murmured "That's wonderful, Zecora. Yes. Yes... yes." Taking a deep breath, she added "Princess?"

Luna looked over into her eyes. "-yes?"

Twilight quelled an irrational little tingle of nervousness, and said with a smile "Kiss me?"

Luna hesitated, then gave a tentative smile in return. "If that is thy desire, Twilight." She leant up on one arm and carefully lowered her lips to Twilight's. Twilight inhaled deeply, returning the kiss gently and without haste. A little whimper escaped from her as Zecora's warm breath tickled her damp skin and the kiss deepened. Her eyes were closed now, and her world had shrank to the touches of their warm lips on her body.

Her groans deepened, and her hand slid down under the covers to caress Zecora's head, feeling her mohawk under her fingers. Luna's kiss was becoming more assertive, and Twilight responded in kind, tongues dancing. A tremor thrummed through Twilight and she pressed the striped pony's mouth more firmly between her legs. Her hand caught Luna's and squeezed, fingers intertwining, and she gasped against her lips, her skin tingling.

"Mmmf! Mmm!" she gasped, her back arching. Her body shuddered through a climax, a long, thrumming wave of pleasure that washed through her and left her limp in the bed, breathing deeply. "That was... a really, really nice way to wake up. I don't know why anyone would want to wake up any other way."

Her eyes opened. Luna was still leaning over her, her dark cheeks reddened, and her lips slightly parted as she breathed in deeply. She looked incredible, and Twilight's breath caught as she gazed at her. Her momentary trance was broken by the feeling of a warm body sliding against hers, crawling up from the bottom of the bed. Warm breasts and smooth metal rings stroked her skin, and Zecora's head emerged from the blanket with a satisfied smile on her lips and contentment in her eyes.

"I wished to wake you with a taste, now I am slave debased. Before this day I'd not understood, that my owner might taste so good."

Twilight gave a relaxed giggle, and wrapped her arms around the two women either side of her. Zecora snuggled closer with perfect willingness, and Luna gently rested her hand on Twilight's stomach, smoothing up and down as she explored her body.

Twilight lay there for a while, letting herself sink into a half-doze once more as she bathed in their closeness. Slowly though, a thought that had been nagging at her became impossible to ignore. She had to tell Luna. There was no way around it, if Luna was going to help her figure out how to deal with Celestia. It was tempting just to tell her now - she could only imagine how excited it would make Zecora, with her newly implanted fetish for shows of mental control. But perhaps that itself was a reason she should wait until later. Luna might be upset, and Zecora urgently humping her leg would certainly make it a little more complicated.

Until later, she told herself, and sank deeper into the softness of her bed.

Later turned out to be midmorning, after Twilight had loaned Zecora some clothes just in case she was seen in the forest, and bid her return home with very firm orders not to even consider using her powers to control or influence anyone. Now Luna was dressed, sitting opposite her, and it was past time to tell her the truth.

It would have been easier if the words didn't keep dying in her throat.

"Um." she started, then stopped.

Luna gazed at her quietly. "Is there something that is the matter, Twilight Sparkle?"

Twilight rubbed the back of her neck awkwardly. "Kind of. Um, look. Are you angry with me, for what I did?"

Luna gazed at Twilight assessingly, then shook her head. "I do not resent thy victory. Whether that is through your power or not, I cannot tell. I would not wish to be sent from thy side."

Twilight drummed her fingers restlessly, not quite meeting Luna's eyes. "I'm not the only one that's been charming you. I found out, when I cast it. I didn't know."

"Truly? Who has done such a thing, that I do not even recall it?" she replied with a frown.

"Um. Your sister. Celestia." she said meekly.

"You... " Luna struggled to finish the sentence, before shaking her head. "No, I do not believe you would lie. Nonetheless, such news is hard to believe, and unwelcome. There are other creatures that I would have found it worse to be charmed by, that would have bid terrible actions, and I am glad I have been spared such degradation, but all the same, I would not have believed it had it come from any lips but thy own."

"...I'm sorry, princess." Twilight reached out, then hesitated. Luna completed the motion for her, leaning into Twilight's hand and closing her eyes as she stroked her cheek.

"Dost thou know what actions my sister has bid of me?" Luna asked after a moment.

Twilight nodded, mutely. "Kind of... sexual."

Luna glanced up at Twilight, then closed her eyes again. "I would not have thought it of her. Such thoughts have occurred to me - I have lived too long beside her not to have had at least one or two fevered dreams of my own. But I would not have ever acted upon them."

"It's, it's harder. Than you think. I think. I got this power by accident, I never meant to do, well, any of this. But it's just so easy. I can't tell you how good it feels, to use it. It's so tempting. All the time, Luna, I'm being tempted. I barely held out a couple of weeks before I was using it deliberately. ...I think that was really terrible of me. I know it was." Twilight trailed off. "I wouldn't have expected it. I didn't believe it, at first, but I can't judge the princess for it if she did the same."

"Then I must ask of you, what is thy desire? What will you do? Whatever you wish, I shall seek to fulfil it. I am thy own creature, now."

Twilight pushed aside the distracting tingles that gave her. This was serious. "I... I don't want to lose this. I don't want to give up the new life I'm living. If I could believe she would just stop me from using the power on anyone I haven't yet touched, I, I could live with that. But I can't believe that's what would happen. I really don't know what she would do, and I'm afraid of what she might do, and I hate that! I... I love her. She's my teacher, and my friend, and the person I admire most in the world, and I don't know how to cope with trying to picture her as, as a threat!" she burst out.

Luna gently shifted out of her chair and moved beside Twilight, wrapping her arm around her. One wing opened, curling around Twilight's side like a feathery blanket. "It truly grieves me, to see this divide between you."

"She'd take you away." Twilight sniffed. "I'm not sure about everypony else, but I'm sure she'd take you away, and I don't want that."

"Nor would I." Luna replied, softly and sincerely. Twilight curled quietly into her enfolding wing, and stayed there as Luna stroked her mane. After a few moments, she added "Twilight, will I betray thy confidence if I am to be charmed once more by my sister?"

"...maybe. I found a way to hide the charm a little, so if she asked you questions, she wouldn't get any answers out of the ordinary. But if she ordered you to tell her something, you would. It's just how the charm works... the most recent order wins. I'm sorry."

Luna looked down, her lips twisting slightly with unhappiness. "I had accepted that thy power was sufficient to conquer me, and had made peace with that truth. But to be fought over like this, to be torn between two who can command my actions, is not to be borne. Twilight, something must be done."

Twilight swallowed. "I've been thinking about it. I don't want to think it, and I've been trying to think of another way, but... I think I'm going to have to try to charm the Princess." She cringed, the very idea causing her to flinch at the sheer betrayal.

"Yes. That is the only course of action which will ensure you keep those close to you, including myself."

Twilight lifted her head, a little stunned by the ease of Luna's agreement. "But it's - Princess Celestia! I just... I can't turn on her like this."

"Have you not used this charm on others you care for, Twilight Sparkle? I have seen their dreams. One by one, those closest to you have succumbed to thy power. I do not believe that you mean them harm, but you have taken them, and made them closer to you. Even I, the Princess of the Night, lie nude in your bed each eve, ready to serve at thy whim. Is charming my sister so very different?"

Twilight opened her mouth to reply, then hesitated. Resting her head against Luna's shoulder, she answered eventually "I'd never want you to think I don't respect you. I think you're magnificent, Princess, I really do. It's made me so happy to see you taking your place beside Princess Celestia and watching over us all. I love my friends too, I... wanted to be closer to them. In ways I'd never be close to them, without the charm. It's just - Celestia."

She sighed, staring at her hands. "She's always been so far above me, to look up to. Even as a filly, I was so nervous I could barely stand in her presence. Being made her student made me prouder than anything in my whole life. I can see her making space for me in her life, and it's such an honour. She's my teacher, and my princess. She was almost a second mother to me, sometimes." Twilight blushed. "Please never tell her I said that. I just mean... it's hard, to imagine going against her. I can barely think about it. It's like it just doesn't... fit into my head."

Luna looked down at Twilight with a touch of concern. "Twilight, are you certain that thy thoughts have not been touched also?"

"No. I'm not. It was the first thing I wondered about, when I realised that she'd been using the charm too. But if she had, I don't think I could be - deciding to do this."

Luna stayed quiet for a moment. "What is thy intent? I may return to Canterlot, and announce in public my decision to travel on a tour of Equestria. If I am careful not to allow myself a private audience with my sister, I shall be able to leave for an extended time without offering her a chance to enchant me once more, and so reveal thy plans."

"But - you don't have to go, there must be something else you could do... what if I need you? Couldn't you help me enter Celestia's dreams, and confront her there?"

"I am sorry, Twilight, but I cannot. I have never been able to see into my sister's dreams. Her power is too great."

"Oh. I'm sorry." Twilight murmured. She'd have to check Luna hadn't been ordered to believe that, but assuming it was true and not a trick, that left her one option. "What about the elements of harmony? They're sealed away in Canterlot, but they might be strong enough."

"It is possible. I shall tamper with the locking spell to weaken it before I leave. It will seem to be sealed as ever, but it shall open to you if thou were to exert your will. You shall only have one chance, Twilight. I dare not allow myself to wait in Canterlot for your readiness, and you must not wait for my return. There can be no telling when Celestia may discover the truth of thy actions, and all shall be lost."

Twilight ran a hand through her mane distractedly. "I'll need Pinkie to help. She's the very last one."

"It is as well for you to seek her out. She may act against you, even if from concern for you."

The thought of Luna leaving made her heart ache, and she suddenly and profoundly wished Applejack were there to comfort her. "If it's alright, I'd like to put an enchantment on you to help hide what you know from your sister, just in case. When you're in her presence, you wouldn't remember any of this, so it's harder for Celestia to come across it accidentally."

She frowned thoughtfully. "But you'd still need to continue what you'd intended to do, and come up with reasons that wouldn't make her suspicious. I'm going to have to write this down first."

Luna's wing curved inwards, gently brushing Twilight's cheek. "I do not wish to forget the time that I have spent with thee since my second defeat at your hands, Twilight, even for a moment. But I shall submit to this, to better keep you safe."

Twilight lowered her head. "...sorry. I promise I'll end it the moment that I'm sure it's safe."

"I look forward to that. I know you will treat my sister with the same gentleness that you have treated myself. Write, Twilight Sparkle. Craft thy spell. Then, though it grieves me, I must depart."

Applejack hummed a cheery tune under her breath as she hauled another hay bale off the wagon and pulled it onto her shoulder with a grunt. Stray strands of straw had thoroughly infiltrated her mane and tail, sticking out at odd angles, and she adjusted her hat with her free hand as she stepped into the barn and rolled the bale off her shoulder down onto a stack of them.

It was a warm day, the sun beating down outside the barn, and she was grateful for the bit of breeze that ruffled the ends of her hair. Absently she reached down and rubbed her knee through a hole in her worn jeans. She really had to patch that. She was starting to get a tan on that bit of her knee alone.

She heard the scuff of a footstep behind her, and remarked aloud "'Bout time you got back from the orchard, Big Mac. You finished clearing out that tree stump yet? Got a sapling all ready to go in." But instead of the deep voiced affirmative she expected, she heard a distinctly softer, more tentative clearing of a throat.

"Um. Applejack?"

She twisted around, breaking into a broad smile. "Well hey there, sugarcube. Sure is nice to see you." Glancing around, she checked that Applebloom wasn't anywhere in sight - you never could tell with that scamp - and added "Ma'am."

Twilight smiled weakly. "I'm glad I caught you."

"Hey now. Something the matter?" Applejack pushed away from the stack of bales and crossed the scuffed floor, taking Twilight into her arms and squeezing protectively. Twilight pressed herself close, burying her head in Applejack's checked shirt.

"I kind of upset myself." she murmured quietly. "I've been thinking about something I found out, and it's hard to know what to do. I mean, I think I know what I should do, but I don't really want to, it's... a step too far."

Applejack cocked her head, squeezing Twilight's shoulder. "What's that you've found out, sugarcube? You're not making a lick of sense. Best you slow down and start from the start."

Twilight inhaled deeply, then let it go, deflating. "Princess Celestia. She's using the charm. The book I found it in was probably her book, all those years ago. I don't want her to take you all away, and I think I'm going to have to - to try to use it on her."

"What? The Princess, seriously? Heck Twilight, I know you're real skilled with magic, but she's - she's Celestia! You really think you could take her on? I mean, even if you reckoned you should, that's a pretty tall order." Applejack looked at Twilight with disbelief.

Twilight looked away to the side, slightly sheepish, and with a trace of guilty pride. "I charmed Princess Luna. I wasn't planning to, but she had found out, and it was like Rarity all over again. That's how I found out. Princess Celestia had been charming her too."

"Wha- you're serious. Whew. Reckon I might need to sit down a bit." Applejack drew Twilight with her and flumped down onto a bale, shaking her head. "Princess Luna? You zapped Nightmare Moon with your horn and poof, sex slave?"

"Applejack! She isn't Nightmare Moon anymore, and it was very hard. If she'd been fighting me properly and had realised how powerful the spell was, I wouldn't have won. But - kind of." She rubbed the back of her neck awkwardly.

"Heck. Can't say as I know what to say to that. She around? Won't know what t'say to her." Applejack paused, then looked thoughtful. "Well, mebbe I would. If she's one of us now, reckon I could maybe talk to her about things." Another thought overtook that one, and she added more slowly "You told her about Princess Celestia?"

"She isn't here. She's going to go back to Canterlot, and put together a reason for a tour of Equestria. It will keep her away from Princess Celestia long enough for me to do - something. Either tell the Princess the truth, or, well, try to use the charm on her myself." Twilight sighed deeply. "I really don't want to try this. I can barely imagine what it would be like if it worked. She's Celestia."

Applejack watched the flush darken on Twilight's cheeks. Darned if that didn't look like some part of Twilight wasn't totally against the idea. "Guess you told her to stay away from the Princess then, huh."

"Mm, I did. But she told me about some of the things they'd done together, while she was charmed. Applejack, the depravity. I would never have dreamed that Celestia would do something like that to her sister."

Twilight's voice was definitely huskier now than it had been before, and Applejack cast a glance around for Applebloom again. The way Twilight was going, she'd work herself right the way up to charming Applejack right there in the barn. Not that she minded being charmed like that, but she really, really didn't want it to happen anywhere her little sister might catch them.

"So you spent the night with Princess Luna? Guess I was a mite curious when you sent us all home the middle of the day yesterday."

"I spent the night with Luna and Zecora as well, actually." Twilight admitted with a slightly embarrassed smile.

Applejack blinked. "Zecora? When'd you get your hands on her?" This might be getting a bit out of hand.

"Yesterday evening. It was amazing. Luna let me see into her dreams, and I charmed her, and she walked naked to my door to see me, and she was so, so desperate to please me..." Twilight breathed heatedly.

Despite herself, Applejack felt herself responding to Twilight's obvious arousal. "Well, maybe we can meet up-" She cut off as Twilight's hand moved to her chest and squeezed her breast firmly, a submissive rush of pleasure momentarily robbing her of her words. A low moan escaped her parted lips.

She really had to get out of sight before someone saw this, while she still had the willpower to do it. Never mind Applebloom, her brother could be there at any minute. "Uuuhmm... Think we can take this up to my room, Ma'am? Don't reckon an audience would do much f'r me."

Twilight nuzzled up against Applejack's neck, kissing heatedly. "Oh, I don't know... maybe I could live with that."

"Ma'am." Applejack whimpered in protest, her resolve weakening with each kiss. Her nipples were rock hard, jutting against the skimpy, lacy bra she'd gotten from Rarity and showing visibly through her flannel shirt. She was losing the will to fight it, and she knew it...

Footsteps sounded outside the barn. Applejack stiffened, and felt Twilight go rigid at her side. "Hide!" she blurted, and Twilight threw herself full length behind the stack of haybales with a loud thud that made Applejack wince. Desperately, she sought to calm her body down as the barn door was pushed open a little wider.

Rocks. Apples. Granny's pie on a cold day. Anything other than Twilight biting her neck-

"Hey! Hey, Big Mac." Applejack dredged up a slightly desperate grin that didn't quite fit on her face.

The broad silhouette of her brother eclipsed the light shining into the barn as he stepped inside, and nodded at her.

"Got the tree stump out then. Good work!" she said as calmly as possible, and tried not to wince. She just didn't sound natural at all.

"Eeyup." There was a quizzical hint to his affirmative. Haystacks and rat tails, he'd noticed.

"Got that sapling ready to go right in. In the wheelbarrow. Jest around the side of the barn, you know?" This was ridiculous. She didn't have to hide Twilight. She could have just scooted away from her, and acted like everything was normal. Except now that she was hiding Twilight, if she suddenly popped up, it would look even more suspicious.

Big Mac looked at her, unmoving. The straw in his mouth shifted slightly.

Applejack's sheepish, awkward grin grew wider and slightly more desperate. Everyone suspected she and Twilight were dating, even if they hadn't actually told anyone, right? She could just get Twilight to come right on out, and who'd have a problem with that? Absolutely no one, that's who, and if they did, she'd darn well have a word or two about dating who she darned well pleased.

"So, y'know?" she added through her fixed grin.

"...Eeyup."

"There anything else you need a hand with?" There was a creak of floorboards shifting slightly from behind the hay bales. She resolutely stopped herself from glancing over.

"...Nnope."

Applejack winced at the wall of scepticism he radiated with that single response, watching him back out of the barn and listening as he rustled about beside it. The squeaky wheel of the wheelbarrow squeaked off into the distance, and she finally unfroze, dropping back flat on the hay.

"Wheeew. Y'can come on out now."

Twilight popped up from behind the hay, a stray strand sticking out of her mane and a puzzled expression on her face. "Um, Applejack? Why was I hiding?"

"Well- heck, don't ask hard questions." Applejack stammered, blushing. "I jest went and panicked, that's all. Look now, Twilight, I reckon you and I, we can scoot on up to my room and if we keep our voices down, won't be anyone the wiser."

Twilight circled the bale and sat down next to Applejack again. "Are you sure? We've never done anything like that here. I want you to be... comfortable." She rubbed the back of her neck again.

Applejack gently smiled, and plucked the straw out of Twilight's mane. Tossing it aside, she leaned in and kissed her closest friend firmly. "Sure as sugar, ah'll be happy anywhere, long as I'm with you. Been a couple've days. I've been getting a mite antsy."

Twilight hugged her hard. "I love you, Applejack. I needed to be near you, to ground me. Please, let's go."

"Ah love you too, you know that." Applejack kissed her again, then seized her hand and pulled her to her feet. Sunlight broke over them both as she tugged Twilight out of the barn, and slid the door closed behind her.

"Uh. Applejack-"

Applejack turned around. Big Mac was leaning on the side of the barn, looking at her with a hint of a smile around his straw.

"Big Mac! But - the wheelbarrow! You were there the whole time?"

"Eeyup." he confirmed with a nod.

"So... y'heard everything?" She could feel her cheeks burning a fiery red.

"Eeyup." He pushed off the side of the barn and laid a friendly hand on Twilight's shoulder, giving her a warm smile of approval, then lifted Applejack's hat and mussed her mane affectionately before setting it back down slightly askew.

Applejack watched him, jaw agape, as he ambled off towards the distant shape of the abandoned wheelbarrow. "...guess that went well." she managed, weakly.

Twilight shook her head, then suddenly giggled. "I think our secret is out! A bit of it, anyway. I think Ponyville wouldn't know where to start if they knew about Rainbow, and Rarity, and Fluttershy, and Zecora, and oh my goodness, Luna."

"Y'are building up a heck of a collection there, Ma'am. That what you have in mind? A whole crowd of ponies to play with?" The question was asked lightly, but just a little bit of ambivalence crept in. Sure, she was happy for Twilight to take control of anyone she felt like, but she didn't want to be left out if she ended up with a small army of enchanted sextoys.

Twilight must have noticed the shift in tone, because she wrapped her arms around Applejack and squeezed tightly. "You'll always be my favourite. I love you, Applejack, more than anyone."

A flood of warmth poured into her at the words, and she fussed with straightening her hat, looking abashed. "Y'know, it makes me real happy to hear that, Ma'am. Sure do care about you a whole lot."

"I'd like to go up to your room now." Twilight said gently, her eyes sparkling.

A tingle of anticipation gave fresh life to the embers of her earlier arousal, and she practically skipped towards the main farmhouse, hand in hand with Twilight. Pausing by the door, she craned her head around the frame - no Granny, thank goodness - and raced up the creaking stairs with Twilight right behind her. Yanking the door open, she dashed into her own room and grabbed the single chair, twirling around to kick the door shut again and jamming the chair firmly under the handle.

A little breathless, and not from the exertion, she explained in a rush "Never had a lock on my door."

Twilight stepped over to the back of the chair and ran her fingers over the little dent in the chair back that fit under the handle neatly. "So this is what you did to keep your family out while you tied yourself up?" she asked teasingly, giving Applejack a mischievous look.

Her cheeks flushed red. "Yes Ma'am. Couldn't have anyone walking in. Drew the curtain too. Y'know. Dash."

Twilight smiled, a knowing, playful smile full of promise. "So you keep your ropes here."

Oh, stars above. Twilight was going to tie her up. Right here in her own room, where she'd fantasised about it for weeks. Swallowing, she gave a quick little nod. "Yes Ma'am. They're right here, Ma'am. You want your obedient slave to go fetch them out, Ma'am?" Oh, Celestia, that felt good to say. Her green eyes were hazed with lust, pleading.

"Well, the way to learn more about it is to keep practising!" Twilight replied cheerily, then her tone dropped into firm command. "Applejack. Get out your ropes and present them to me. I'm going to tie you to the bed and play with you."

Applejack heard herself whimper aloud. "Yes Ma'am!" she cried out, then clapped a hand over her mouth and looked nervously around.

Twilight giggled. "You're going to have to be very quiet, Applejack! That shouldn't be too hard. Not unless something exciting happens to you."

Applejack groaned again. Twilight was going to torture her, make her stay quiet while she touched her. Dear Celestia, if she didn't get out of her clothes soon she was going to destroy them in her haste when she was given permission to strip.

Ducking under the small dresser with its simple candle and wooden comb, she dug her fingernails into the knothole of the loose floorboard and pulled it up. Rope gleamed within, oiled and soft as cotton, every loose strand lovingly pruned. Twists of red ribbon marked the centre of each coil, to make the tying easier. Drawing out the neat coils of rope one after the other, she laid them out on the dresser in order of length, looking over at Twilight for approval.

Twilight moved to her side, her hand gently capturing Applejack's tail, and the farm pony shivered as she felt Twilight lightly tug on it. "Please." she breathed, not really sure what she was asking for.

"These are beautiful, Applejack." Twilight stroked the oiled rope with her fingertips, then glanced up at her. "Which one would be best for tying up your breasts?"

"Hrk." Her thoughts jammed solid for a moment, before she recovered enough to pick up a medium length of rope. "This one. Ma'am. ...it's the one I usually use." she added in a lower tone.

Twilight took it in her hands, and delicately uncoiled it. "Applejack, draw the curtain, and take off your shirt."

"Yes Ma'am! Anything you say Ma'am." she breathed intensely. She needed this so much! The old, thick curtain swished across the window, doing a surprisingly good job of blocking out the sunlight and leaving only glimmers leaking around the edges to light the suddenly dim room. Facing Twilight, she breathed "My boobs are all yours, Ma'am." and quickly undid her shirt buttons.

Shrugging her muscled shoulders, Applejack tugged her shirt loose and let it slide down her arms, tossing it onto the chair. Electric tension filled her body, straightening her back and pushing out her chest. Please like it, please like it, she thought, determinedly not showing any hint of self consciousness about her new, fancied up bra.

Twilight inhaled softly, moving closer. Coils of rope dangling from her free hand, she ran the other slowly over Applejack's outthrust breasts, tracing the curls of lace down to a taut nipple and stroking through the sheer fabric.

"Mmf! You like that, Ma'am?" Just let Twilight keep touching her, she'd do anything as long as Twilight kept touching her.

"Oh, Applejack... you look incredible. So hot in your shorts and that bra, and your hat... I almost don't want to tell you to take it off!" Twilight pinched Applejack's nipple, prompting a gasp, then added slyly "But I will." Her voice hardened, rich with command. "Take off your clothes, fucktoy. Take off everything."

Applejack could hardly breathe for the surge of lust, nodding frantically. "Yes Ma'am! Ah'll be your good naked toy, Ma'am!" Bending down, she hurriedly tugged her laces loose and worked off her heavy brown boots, yanking off her dark green socks. Half straightening, she undid her shorts and thrust them down her legs, kicking them aside, and paused for just a moment to let Twilight see the matching bra and panties on her before she unclipped the bra and wriggled out of her panties.

Standing nude before Twilight, her neatly shaved cunt glistening, she touched the brim of her hat and hesitated for a moment before Twilight's nod confirmed that she meant for that to come off too. With more care than she'd paid to the scattering of her clothes, she set it down neatly on the dresser and turned back to Twilight with her arms crossed behind her back. She felt so exposed, so incredibly exposed, and her large green eyes shone in the dim light with fervour.

"Ah'm naked, Ma'am." she breathed.

"Yes. Yes, yes, yes..." Twilight whispered. Her warm hand ran slowly over Applejack's cutie mark and up her thigh, caressing the curve of her side and finally up to cup one breast and squeeze. "I'm going to tie your chest now." she finally murmured.

"Yes! Yes Ma'am. I'm ready, Ma'am." The urge to touch herself was unbearable, every little brush of her Owner's hand sending tingles across her skin, and she quivered where she stood.

"Lift your arms, Applejack. Good slave." Twilight told her, and wrapped the rope around her back. Moving around Applejack, she began to wind coils of rope around her chest, above and below her breasts.

The soft rope caressed the farm pony's skin, squeezing her with a gentle inevitability. Twilight guided the rope over her shoulder and wound it between the double rows of rope, drawing them firmly together and squeezing her breasts with delicious pressure. Her nails dug into her palms as her hands clenched, and her head tilted back with a gasp of lust. "Fuck. Yes. Please, Ma'am."

Twilight giggled, and rested one hand on a taut, firm breast. Squeezing, she asked "Please what, Applejack?"

"Jest - don't stop, Ma'am! Tie me up! Make me your helpless bound doll! Ah'm begging you!" She was barely aware of what she was saying, aching for more. More of Twilight's attention, more of her touch, more feeling like this, when the world disappeared and absolutely nothing mattered except the single beautiful pony before her.

Twilight seized her own top and pulled it off over her head, dropping the soft jumper to the floor. Her bra was a pale pink, standing out distinctly against her purple skin, and seconds later that too fell to the floor. Applejack stared with lust glazed eyes, wanting so much to touch and taste her that it hurt.

"Arms behind your back, Appleslut." Twilight said playfully.

She quivered at the insult, the feeling of degradation firing her body with heat, and she immediately crossed her wrists behind her, above the plume of her tail. "Yes, Ma'am. Appleslut obeys." she breathed.

"You're my tamed fucktoy." Twilight told her firmly, moving behind her. Moments later she felt the coils of rope beginning to wrap around her wrists in repeated figures of eight, pinning her arms helplessly at the small of her back.

She couldn't touch herself. She needed to touch herself so badly, and she couldn't. It felt so, so good. Everything she'd lusted for every secretive time she'd wrapped her body in rope, always having to leave herself a way of loosening her bonds, always tempted not to and make herself truly helpless. Now she was. "Ah'm your tamed bitch, Ma'am! Anything you want to do to me, do it. Celestia, please! Touch me!"

Twilight took Applejack's face in both her hands. "Begging like that deserves to be rewarded." Pulling her down, she pushed Applejack's face into her chest and sighed luxuriously.

Applejack needed no further encouragement. Desperate little whines escaped her as she nuzzled her mouth against Twilight's soft violet tits, eagerly seeking out a dark, stiff nipple and lapping urgently at it. Her hands flexed against her bonds, muscled arms tensing then relaxing as she proved to herself that she really couldn't escape. She was a helpless fucktoy. She was Twilight's slut. She was-

"Applejack? Applejack, you up here?"

Applejack froze at the sound of Apple Bloom's voice. Her head shot up and she stammered "Apple Bloom? Ah'm up here, but don't you come in. Ah'm not decent right now." Now wasn't that the single most truthful thing she'd ever said. She glanced at Twilight, and with dawning alarm, saw the mischievous grin on her face. Oh, no. Don't you start handling me right now, she thought as loudly as she could.

Twilight drew back her hand, paused for effect, and then spanked her orange breast with a soft smack.

"Mmmf!" Applejack gasped, trying her best to keep quiet.

"Y'all right, big sis?" Apple Bloom called through the door.

"Ah'm - jest - fine!" she managed, as Twilight squeezed her nipples. "What is it - that y'want?"

"You seen Big Mac around? Can't find him anywhere."

"Sure thing - sugarcube. He's gone out - to plant - that new sapling. West Orchard." It was torture! Her thighs rubbed together restlessly, unable to stop herself.

"Alright! Thanks Applejack, I'll see you later!" Apple Bloom chirruped.

"You take care - don't go getting into - any trouble!" Applejack pushed out jerkily, and closed her eyes as Apple Bloom's footsteps retreated down the creaky stairs. Only when she was really sure she'd gone and wasn't trying any sneaky tricks like Big Mac had did she dare whisper under her breath "Ma'am! That plain wasn't fair."

Twilight pinched her nipples again, and Applejack whimpered against her will. "Did Apple Bloom want you? She was talking to an Applejack, and I thought you were Appleslut right now. It's okay. I know you'll forgive me, because we have the magic of friendship." Twilight's hand slid between Applejack's legs and firmly rubbed her slick pussy.

"Ahh! Ahhh! Fffuck!" Applejack gasped, her indignation obliterated in a heartbeat and her knees weakening.

"After all, it's certainly Appleslut that gets to be touched like this and treated this way. Are you sure I've got the wrong pony?" Twilight asked wickedly, rubbing the palm of her hand up and down Applejack's cunt.

"No!" Applejack blurted, pushing her hips against Twilight's hand urgently. "Ah'm your Appleslut! Ah swear it! Ah'm your slutty farm pony, Ma'am!"

"That's very good. I'd like you to turn to face your bed, kneel beside it, then lay your body across it with your ass in the air. Can you do that for me?"

"Yes Ma'am!" Applejack couldn't move fast enough, dropping to her knees with a thud and kneeling up to let her upper body flop against the bed. The rucked cotton of her blanket was cool and soft against her bare breasts, sensitised by their tight confinement, and every brush of air tingled on her damp skin. Her hips swayed gently, making her blonde tail bob from side to side in obvious need.

Twilight sat down beside Applejack and smoothed both hands over her exposed ass, kneading with firm squeezes of her fingers. "You're really, really beautiful Applejack. I love seeing you like this! You're so strong, so fit, you feel so good under my hands..."

Her words trailed off, and Applejack felt a flood of love and desire mingled together for the one pony she needed more than anyone else in Equestria. "Ah love you, Ma'am. Love you like deep roots. Never felt like this, not this strong." Her cunt ached with need, and she added huskily "Won't you handle your fuckable farm pony some more?"

"Do you have any sex toys, Applejack?" Twilight asked. Her warm fingers slid over Applejack's damp sex, probing with increasing firmness.

"Mmmmh! No Ma'am! Sorry Ma'am!" She'd never felt the need for the things, and besides - "It'd be too plumb embarrassing to try getting that kind of thing, Ma'am! Wouldn't know where to start!"

"I'm going to have to borrow some from Fluttershy. I'd really like to try some of them out. On you. I, I could tie you down, tie down your arms and legs, and then I could put one inside you, and I could fuck you, Applejack. I think that would be wonderful." Twilight's voice was throaty with lust, two fingers sliding deeply into Applejack and thrusting in and out with firm movements of her hand.

Applejack bucked her hips against Twilight's fingers as hard as she dared, unable to deny the vision that flashed in front of her. Hazy with pleasure and moaning louder and louder with each thrust, she gasped "I'd like that, I reckon, I'd like that an awful lot - Ma'am - Ah'd love to be fucked by you! Ah'll give my everything to you, gladly! Ah'm begging you, Ma'am, don't you stop that! Your fingers feel so darn good! Ah'm all yours!"

Twilight took hold of her thick blonde mane and pulled firmly, tugging her head back as she chided "Not too loud, Applejack. You don't want anyone else to hear."

Applejack gasped aloud, her eyes closing with the tug, thrusting back her hips as best she could and straining against her bonds. "No Ma'am! I'll be good Ma'am!" she cried as softly as she could manage. Twilight was pulling her hair. She was tied up. She was bent over her bed, Twilight's fingers in her shaven sex. She thrust her head into the rumpled sheets to muffle her cries, unable to stop, unable to think. Her orgasm crashed over her and she gave a muffled cry of ecstasy, the bed creaking and groaning as she humped her body against it desperately.

It took a few moments for her to come back down, and awareness crept in that Twilight was sat beside her, stroking her back soothingly. "You're wonderful, Applejack. That was just wonderful."

Applejack sucked in deep breaths, eventually croaking "Mah stars, Ma'am. Wheew."

Twilight giggled, and leant down to plant a quick series of kisses over Applejack's face. "I love you, Applejack. You know, I came over here to ask for your advice. I think I got distracted."

She melted at the words. "Love you too, Ma'am." She shifted her position, her knees beginning to get sore from kneeling on the rug, and added "Mind if I get up? What were y'wanting to ask me about, anyways? What t'do about Princess Celestia?"

"Oh! I'm sorry Applejack - please, come and lie on the bed with me." Twilight apologised immediately. After a moment's pause, she added "I think I have to - use the charm. If we both have it, I don't think she would leave me alone. ...I wouldn't. Especially when I've charmed Luna."

Applejack worked herself upright, then climbed onto the bed and let herself flop facedown, her hands still bound behind her and feeling the ropes squeezing her chest pleasantly with the movement. Looking up at Twilight, she asked "That something that y'want to keep on going with? Y'know, something you wouldn't let lie if that was all Celestia wanted out've you? She leaves you alone, you leave Luna out've it?"

Twilight fell silent, and as the moment stretched, Applejack began to feel a little awkward for asking, lying half bound on her bed and entirely naked. Once or twice she opened her mouth to say something, to apologise for asking or to distract Twilight from whatever she was thinking, but each time she thought better of it. Finally, Twilight looked down at her with a slightly resigned smile.

"You're right, Applejack. Even if that was all she wanted, I... I don't think I could tell Luna that it was over between us, that I was handing her over to her sister so she'd leave you and I alone. I couldn't do that to her. Thank you, really. I needed to know that. Now I know I have to go through with this."

Applejack twisted onto her side and wriggled over to rest against Twilight's side. "Reckon you'll need all of us to help out, then. Best you have a talk with Pinkie."

"I do have to talk to her. I think she's started to guess what I'm doing. She said something to Zecora, that's why I had to enchant her."

"Reckon she'd want to be part of it all? Ah'm guessing that she won't take real kindly to being left out. She gets kind of scary when she reckons we're ignoring her." Applejack shook her head against the sheets, remembering the last time Pinkie had gotten paranoid about the five of them.

Twilight frowned thoughtfully. "I think you're right. I wouldn't want to make her feel abandoned, and I've left her long enough. I'd better ask her over and sit down with her to talk about it."

Applejack smiled wryly up at Twilight. "Ma'am?"

The abstracted look of concentration on Twilight's face was one that Applejack recognised, and she wasn't surprised when it took a second before Twilight replied "Um, yes?"

"Jest promise you won't leave before you untie me."

This was going to be tricky. For Fluttershy, she'd had an idea about how to approach her, and for Rainbow - well, she'd seen what she wanted and had offered it to her. But Pinkie - what did Pinkie want? She didn't want to be left out, but that wasn't going to be enough. Then there was her weird Pinkie sense to deal with, goodness knew what kind of twitches she'd been getting lately...

Twilight knew she was fretting pointlessly. She was very nearly sure that despite Pinkie's - well, Pinkieness - the charm would work. It had worked on Luna, and if it was that strong, there was nothing to worry about. She'd charmed Zecora without even a hint of her agreement, and Luna had been pretty against the idea too. So really, she shouldn't have to worry about persuading her.

But she did want to, and she was very near to deciding that if Pinkie turned her down, she'd ask her to promise not to say anything and let her go. Pinkie was her friend. But she did need her to help, if Twilight was going to oppose Celestia. She had to, she knew she did. Maybe she should encourage the part of her that was kind of intrigued by the notion of charming her beloved mentor, the little bit of her that was excited by it. If she hesitated in front of Celestia, it was all over.

Experimentally, she pictured Celestia in front of her, like Luna had been, naked and touching herself as she sucked on a toy buckled to Twilight's hips. A rich rush of tingly arousal raced up her spine, bringing pink to her cheeks, and she breathed "Oh, wow." Yes, there was definitely a part of her that could give into that desire, if she let it.

Slowly, somewhat reluctantly, she drew back from the mental image. Pinkie was meant to be here soon, and she needed to have a clear head. She'd had to ask Mrs Cake to find her, deliberately avoiding running into her out in Ponyville where she might ask awkward questions at the top of her lungs. If they were going to have this talk, they needed to have it in private.

A knock sounded at the door. Before she could rise, the door swung inwards and Pinkie Pie trotted in, looking around suspiciously. She was wearing - Twilight sighed, then smiled - a dark trenchcoat and an enormous grey beard and shaggy moustache.

"Hullo hullo hullo!" she boomed in a boisterous attempt at a gruff voice. "Twilight Sparkle is it?"

Twilight propped her chin on her hand. "Hello stranger. Yes, I'm Twilight Sparkle. Would you like some tea?"

Pinkie peered at her over the top of her ragged beard. "Hmhm!" she declared loudly. "Well, I don't know about that. I've been hearing about some very strange things going on here!"

"I'm sorry to hear that. Is there any way I can help?" She hadn't expected this, but the moment she'd seen her, she knew that this was exactly how Pinkie would carry out a surreptitious investigation.

"Mmm! Well, Twilight Sparkle, what would you say to accusations of ponies acting strangely! Ponies putting ponies in trances with glances, or maybe dances, and getting in romances, and doing their finances..." Pinkie seemed to have forgotten her point, her gruff voice slipping as the rhymes went on.

Twilight covered her mouth with her hand to hide her smile. "I'd say I'd like to tell you everything, but really, I'm saving that for my friend Pinkie Pie. I'm hoping she'll come to see me soon."

"Pinkie Pie, hmm? That sounds like a really fun pony! I'd better go find her and tell her all about that then." Pinkie hopped over to the door, bouncing on her toes, and ducked outside. A moment later she thrust her head back in, still bearded, and added "But I'll be back afterwards for that tea! No pony promises me tea without delivering, or my name isn't Gruff Gruffington the Tea Drinking Stranger!"

Twilight giggled. She really hadn't seen enough of Pinkie lately, spending all her time with the other girls. "I'll save you a pot, Mister Gruffington." she promised.

"Well, thank you very much, young filly." Pinkie boomed, then disappeared around the doorframe again. Mere seconds later, she burst back in without the beard and trenchcoat, wearing a white top patterned with balloons that matched her cutie mark over a knee length pink skirt with several layers, mismatched stripy knee socks finishing off her outfit.

"Hey Twilight! I heard you met a dark and mysterious stranger! You even offered him tea!" she exclaimed, then bounced across the room and seized Twilight by both shoulders, staring into her eyes. "Never offer Gruff Gruffington the Tea Drinking Stranger tea! He's got... a problem." she intoned seriously.

Twilight couldn't contain the snigger, her horn lighting as she nudged the door closed with a magical push. Squeezing Pinkie's wrists, she replied warmly "It's good to see you, Pinkie."

"It's good to see you too! We haven't had a party in days! Days, Twilight!" Pinkie shook her head solemnly. "That's terrible."

"You're right. A party would be really fun." Twilight agreed with a smile.

Pinkie jumped onto a chair and seized the tall back with both hands, leaning backwards to stare at Twilight upside down. "Are you going to whoosh, zap, 'under your control' me now?" she asked.

Er. "I was going to tell you about it, and ask if you would like to be, um, zapped." Twilight responded after a moment's pause, cheeks flushing. It sounded kind of ridiculous when she put it like that.

Pinkie's eyes grew round as saucers, and she let go of the chair with one hand to point dramatically at Twilight. "I was right! I was right I was right I was right - you're going to ask?" she interrupted herself.

"Well - yes." Okay. She had a chance to make Pinkie an offer. If it all went wrong, she could probably charm Pinkie before she bounced out of the door anyway, right? Even if it did and Pinkie got away, she wouldn't be surprised if she came right back with her beard on for the tea. "That's what happened with the others. With Applejack, and Rarity, and Rainbow, and Fluttershy. I asked all of them if they would let me, um, zap them. They did."

Pinkie blinked twice. "Twilight, Twilight, Twilight. Why would they do that? That sounds like something a crazy pony would do. Our friends aren't crazy. I'd know. That would make it harder to give them presents, because one day they'd be all 'I like cake' and the next day they'd be like 'I hate cake' and I'd have noticed, because that's crazy. Who hates cake? Nobody, that's who." she finished.

Twilight hesitated. She was about to share some really intimate details, and just in case Pinkie somehow got away... "I'll tell you, but I need you to promise not to tell anyone why. It's kind of personal."

"Pinkie swear! Cross my heart and hope to fly, stick a cupcake in my eye." Pinkie declared immediately, letting go of the chair with both hands to make flapping motions, then mimicking smushing a cupcake into her eye with one palm. She didn't fall off the chair.

Despite herself, Twilight watched her with a baffled expression until Pinkie grabbed hold of the chair back again, and Twilight could think about something other than the way her friend kept violating gravity. Taking a deep breath, she said "Okay. Applejack really likes being ordered around. Ropes, too. We're, um. It's gotten pretty, um. Kinky." Her cheeks were blazing in embarrassment, and she hadn't even mentioned that she kept calling Applejack her slave, and that they both got off on it, and she still had three to go.

Pinkie stared at her owlishly, upside down.

Twilight rubbed the back of her neck awkwardly. "Then there's... uhm. Rarity. She knew about Applejack and me, and she helped make some of her... sexy outfits." Twilight's voice was dwindling as vast pink embarrassment filled the air. "She asked if I would... zap, her too. She wanted to, to be attracted to me the same way. Rarity has kind of, kind of taken to acting like I'm some kind of princess, she's waiting on me. Hand, and um. Foot. It makes her... uh. Happy."

Her eyes were mostly closed now, barely able to look at Pinkie. "Rainbow Dash, I, I saw that she was kind of in love with Applejack, and she sort of wanted... me... as well... so I said that if she wanted to be, uh, zapped, she could be with... both of us. Rarity, too. She, she really wanted that. It didn't seem to bother her at all, the whole... arrangement. She's really enthusiastic."

She was practically whispering now. Even Fluttershy would have told her to speak up. "...Fluttershy, I, I saw that she really wanted to be loved, and looked after. She wanted to be cared for. Like she always does. So, so I told her that she could be my, my..." her voice faltered to a stop, before she managed to resume, "My puppy. She wouldn't have to, to be embarrassed, and I'd take good care of her, and..."

She ran out of words, for good this time. Silence fell, and after a few moments she dared to open one eye and glance up at Pinkie.

Pinkie was hanging upside down off the chair still, her legs hooked over the back now and her arms crossed over her chest. Her skirt had fallen down, pooling lopsidedly around her waist and exposing her white panties, as well as the cheerful cutiemarks decorating her thighs. "So you've been asking everypony nicely? You silly, why didn't you say so? I thought you were all possessed and spooky and giving people spooky glances and making them be your unwitting puppets in ghost you's evil plan!"

"...oh." said Twilight weakly. Pinkie's bare legs were distracting, and she had very little mental resources left to cope with distractions.

"Why did you need to zap everypony?" Pinkie blinked at her. "Didn't they just want to do the things you said they could do?"

Twilight coughed. How in Equestria to justify that? She'd already wandered from totally true to sort-of true as it was. "I... Applejack, she didn't like mares. Not like that. But I sort of... fell for her. It helped her get to like mares too, so she could feel the same way back. The same for Rarity, she liked colts, but she really wanted to be able to fall in love with me. She, she said she couldn't think of anyone she'd rather love like that." A glimmer of pride shone through in her voice at that. "For Fluttershy, I could make it easier for her not to be afraid. She said it made her so much happier when she didn't feel afraid of messing things up."

Pinkie rotated her head sideways. "Aaaaand? You're missing Dash!" she pointed out.

Oh, haystacks. Rainbow almost certainly would have gone for it, even without the charm. She couldn't find a good reason for it being to help her. It was just- "It was for me. All of the charms were for me, as well." she confessed abruptly. "It's my special thing. It's what gives me feelings, it's... I never meant for it to start, but it's become really important to me. I'm not sure I could be with anyone that wasn't... that hadn't. I... I need it."

Pinkie reached out and poked her in the nose.

"W-what?" Twilight spluttered, taken aback.

"You looked sad, silly! You shouldn't be sad about what makes you happy." Pinkie let her legs flop down sideways, sprawled lengthways across the chair in a way that couldn't possibly be comfortable, but against all odds, looked like it was. "Even Nightmare Moon should be happy about the things she wants! Okay, sure, she wanted to cover all the land in a never ending night and kidnap Princess Celestia and lock her in a box and she had to be sent to the moon for a thousand years but she still deserved to be happy about what she wanted!"

Pinkie was probably trying to be soothing. However, mentions of 'sent to the moon' and 'a thousand years' had added a whole new set of fears to Twilight's mental catalogue of Celestia's potential reactions to finding out. "Um. Sorry, Pinkie." she said meekly.

Pinkie shook her head, heaving a dramatic sigh.

"So-" Twilight started, then yelped as she was poked in the nose again.

"You don't need to say sorry to me, silly! You should just be happy." she nodded firmly.

"Um. Yes." Twilight tried a tentative smile.

Pinkie rolled her eyes. "Good grief, Twilight! You're really silly today. So why were you avoiding me? You totally were avoiding me, right? I thought so. Hey, why did you leave me 'til last?" Her fluffy hair wilted slightly. "You don't like me? You don't like me. I guess you all sit around saying, gosh, let's not invite Pinkie Pie, she'd ruin everything."

"No, no!" Twilight said quickly, seeing the conversation taking a dangerous turn. "It just kind of happened that way, I didn't plan ahead, I didn't expect Rarity to ask me, and Rainbow was just - I saw she was really sad, and I knew I could make it better, and I didn't mean to zap Applejack at all, not the first time, and then I had to undo it and ask her if she wanted it properly. It all got really confusing!"

Pinkie gave her a sceptical look. "Reeeally? Really, for real, Pinkie swear?"

Twilight thought frantically. "I swear, I never intended all this to happen and I really do want you to be part of it!" she said with careful truth.

Pinkie folded her arms and gestured at her eye meaningfully.

"Oh! Cross my heart and hope to fly, stick a cupcake in my -ow." She rubbed her stinging eye carefully. "Really, I promise. I wanted you to come today so I could ask if you'd... be with me. With all of us. We could have a new kind of party, with naked ponies and games." she added, dangling her trump card in front of Pinkie.

The party pony rubbed her lips with her fingertips, in a theatrical pose of thinking carefully. "...okay!" she declared brightly.

Twilight blinked. That was easier than she'd expected. "Um, you mean it?"

"Sure! I know you wouldn't do anything that would make me sad, Twilight! If I want to stop, I can always just stop, right?"

Twilight nodded firmly. "Of course you can."

Pinkie stuck out her hand, her little finger crooked. "Pinkie swear you'll be nice?"

"Pinkie swear." Twilight said with a sincere smile, hooking her little finger around Pinkie's.

"Okay! Remember Twilight, no one can break a Pinkie swear!" Her voice dropped and she slinked forward in some motion that was hard to follow, until her head was in Twilight's lap looking up meaningfully. "Or you get haunted for a thooousaaand yeeearrs!"

"I believe you!" Twilight blurted instinctively. That wasn't really true, but she wasn't entirely sure she didn't believe her either. Pinkie was weird.

"So what happens now? Do you have a watch on a chain? Or a sparkly pendant? Oooh, or do I just look into your eyes, and I get veeerrry sleeeeepy?" Pinkie slid off Twilight's lap to the floor.

...clearly, Pinkie had read some of the same books as she had. "Um, no. Nothing like that. Could you stand up please?"

Pinkie bounded up onto her feet, and Twilight found herself noticing the way her generous chest bounced with the movement. In a moment, it would be hers to do whatever she wanted with. Her diminishing anxiety was making room for a whole new set of thoughts. Suddenly, it occurred to her to ask- "Um, Pinkie? Do you like mares? I mean, like like?"

Pinkie giggled and leant forward to plant a kiss on the end of Twilight's nose. "You're such a silly. I like ponies that make me laugh! Like you, and all our friends. You're all so much fun. You've made me the happiest pony in Ponyville!"

Twilight pressed a hand to her chest, touched. "You're wonderful, Pinkie. I'm really glad that I met you." Inhaling, she focused on Pinkie Pie and concentrated. Power poured into the charm's precise movements and mental framing images, twisting clockwise. She felt the charm leap from her horn and watched the ethereal, barely-there shimmer sweep over Pinkie.

Pinkie shivered and laughed aloud. "It tickles! I've never felt a tingle like that before. Is it done? What did you do? It didn't seem to do anything. Twilight, is your zap a spell for tickling-"

"Awaken please, Pinkie." Twilight interrupted with a smile.

Pinkie went instantly rigid, snapping to attention with a straight back and her arms held stiffly at her sides. Her pupils vanished, replaced by spinning green spirals, and she intoned in the deep voice of a sleepwalker "I'm awakened, Maaaster."

Twilight bit her lip, a prickle of surprise creeping up her back. Could Pinkie have been charmed before, like Luna? "Pinkie, tell me the truth: has anyone ever charmed you before?"

"Nope, Maaaster." she intoned hollowly.

Er. "Why are you speaking like that?"

"That's how entranced ponies talk, Maaaster, everyone knows thaaaat." Pinkie droned.

Twilight gave an incredulous little laugh, and shook her head. Getting up, she peered at the green spirals in Pinkie's eyes, watching them twist around themselves. It was kind of impossible, and that was starting to bother her. "Pinkie, can you - stop doing that? With your eyes?"

"Okey dokey, Maaaster." The spirals faded, leaving Pinkie looking much more normal, though her eyes remained glazed and unfocused.

Twilight looked at her. One part of her was clamouring to ask Pinkie to try being in two places at once, or to see if she could make other images appear in her eyes, or any one of a hundred weird things she'd seen Pinkie do. Another part of her was holding up the memory of a thousand feet of frantically scrawled charts and paper tape that had taught her exactly nothing about Pinkie's bizarre behaviour and reminding her that messing with Pinkie was only going to drive herself crazy.

After a struggle, the second part of her won. For now, at least. Twilight reached down and slid her hands under Pinkie's ruffled skirt, running them slowly up her warm thighs and lifting the skirt as she went. She felt good under her fingers. Pulling her hands free, she let the skirt drop, then tentatively cupped Pinkie's breasts through her white top and squeezed.

Pinkie gasped in concert with Twilight as she kneaded them firmly, her arousal slowly but surely flowering as the last vestige of her fears evaporated. Yes. Pinkie was hers. All of them were hers. Oh, she could hardly wait to get all her friends together and call out the command to awaken, to have every one of her friends mindlessly chorus for her. Pinkie's nipples were hard under her fingers, jutting through the white cloth, and Twilight realised that she'd been playing with her more and more roughly as her fantasies took over. Pinkie was whimpering, her mouth open, and Twilight leaned up with a sensual giggle to kiss the unmoving pony on the nose in return.

It was really tempting to just give her instructions right away, but a firmer, more methodical part of her overruled her arousal and pulled her a step back. Pinkie gazed vacantly at Twilight, breathing heavily.

Quill. Parchment. It was hard to picture Pinkie as a completely obedient toy, like Applejack or Rarity, or even Fluttershy. She needed to be given some leeway, or she wouldn't be Pinkie anymore. Still, if Pinkie just wouldn't listen when it was really important, it could ruin everything.

She began to write. 'You know that I have charmed you, and the changes in your feelings and beliefs you're about to feel come from that. You are happy for me to charm anypony I want, and to use the charm to do anything I want to them. You feel that you are owned by me, and it feels good. You like to obey my orders.' That should encourage her to do as she was told, but not force her to. But this was Pinkie, so for safety- 'If I tell you to do something, and say that I really mean it, you will do it.'

Okay. Pinkie's memories shouldn't change, she should be happy for Twilight to keep charming and playing with other ponies, she would want to do as she was told, but not have to, unless Twilight had to use her keywords. That seemed right. The simpler, the better, really. She read the scroll aloud, listening carefully as Pinkie repeated her new instructions.

"Okaaaay. You totally charmed me, Maaaster, and fiddled with my feelings. You can charm anypony, make them do anything you like, and I'm yours, you're super in control of me, so I should do what you want. Especially if you say you really, really mean it." It was weird listening to Pinkie's characteristic cadences filtered through an exaggerated monotone at one-half her normal speed, but it did sound like she'd taken everything in.

Twilight tucked the parchment away securely, then drew herself up, ready to weather whatever Pinkie had to throw at her. "Slumber, Pinkie!"

Pinkie blinked, then gave a full body shudder, like a dog shaking herself. "Oooh, new feelings! Hi Master! So whatcha gonna do with me? Am I going to be your exotic slavegirl, dancing with bells on?" She made a few swishy movements with her arms, her characteristic grin on her lips. "Oooh! Am I going to bark like a dog? Woof! Wait, that's Fluttershy." She bonked herself on the forehead with the heel of her hand. "Oh! Oh! Should I take off my clothes now, is that what happens? It sounded a lot like that's what happens now. Wait!"

Pinkie seized Twilight by the shoulders again. "I know just the thing Master! Wait there!" and bounded off across the room into Twilight's kitchen.

Twilight's mouth hung open. "Buh." she contributed to the discussion, then shook herself. Okay, definitely not ready for charmed Pinkie. "Um, Pinkie?" she ventured, moving towards the kitchen. "Are you-?"

"Don't come in! Not ready. Silly Twilight. Don't you know you wait for the surprise?" Pinkie stuck her head around the door with a scolding expression and wagged a finger at her reprovingly before disappearing again.

...right. Twilight perched on the arm of her chair. Master? Well, Pinkie had clearly picked up an idea of how controlled ponies should act from somewhere. It was kind of cute, if she was honest with herself.

Her thought was interrupted by the double boom of confetti cannons (where?) that sprayed showers of sparkling motes into the air. Pinkie somersaulted out of the kitchen in the midst of the flying glitter and threw her arms wide, with a cheerfully triumphant "Tada!". She was topless, wearing nothing but her skinny white panties, and she had a tray hanging from a strap around her neck. Both of her round breasts were resting on the tray like treats, covered in whipped cream, a layer of chocolate sauce, and topped with cherries.

Twilight's mouth fell open. "-but I didn't even have any cherries!" she protested weakly, unable to come up with a coherent response.

"Cherries are delicious! It wouldn't be a Pinkie cupcake treat if I didn't top them with cherries!" she sang. Dancing over to Twilight, she leaned forward with a huge grin. "Want to try some? They're really good!"

She could believe that. It was everything else that she was having trouble believing. She couldn't quite believe Pinkie had agreed to her tentative proposal. She definitely couldn't believe Pinkie's breasts were right in front of her face, covered in cream and chocolate.

"Don't forget the cherries." Pinkie said earnestly.

Twilight blinked again. "Have you - is this the first time you've-?" she croaked.

"Nope! But it's the first time with one of my bestest friends in the whole world! I always pictured that one of you would be my very special pony, and I'd bake you treats, and we'd have parties, and you could eat icing off my thighs, but I could never decide who it was going to be! Every time I tried to choose, that meant I wasn't choosing all the rest of you, and then I wouldn't get to spend time with you, and I'd be sad! But now I can let all of you eat icecream from my cleavage and we'll all be happy! This is the best, Master!"

"...it's one of the reasons I wanted you all to be - um, zapped. To make it easier for everyone. I don't know if we could have all been like this without it. I really love all of you. I wanted us to be together." Twilight murmured, unable to take her eyes off Pinkie's chest, mere inches away.

"Can we all get together and be naked and kiss, Master? That sounds like a wonderful party! I'll bring balloons, and underwear that you can eat, and it'll be brilliant!" Pinkie kissed the tip of Twilight's horn with a giggle. "Aren't you going to try me?"

That... sounded pretty good. Pinkie's creamy tits looked delicious too. "-yes. Yes, I think I'd - like that." Twilight replied after a moment, and looked up at Pinkie with a smile. "You look good enough to eat! I'd like to try some now."

Leaning over the edge of the tray, she tentatively licked a curl of cream into her mouth. It was good. Cream flecked her nose as she stretched out her tongue and swiped it up the side of Pinkie's breast, tasting cream, chocolate and beneath it, her warm skin. "Mmmm." she hummed to herself as she began lapping more and more of the cream into her mouth, uncovering a chocolate dipped nipple and swirling her tongue around it thoroughly.

"Oooh. That's nice, Master!" Pinkie declared brightly, her nipple hardening under Twilight's tongue and her legs shivering. Her hands gripped her ass and squeezed as Twilight worked her way over her chest.

"I really love these, Pinkie. I think they might be the nicest things I've ever tasted." Twilight told her with a playful smile, and caught one of the cherries between her lips, holding it there before sucking it into her mouth. "Maybe you'd like to decorate me later, and lick it off again?" she suggested slyly.

"You can be a cake! We can all be cakes. Cake party!" Pinkie declared happily, then giggled aloud as Twilight's tongue swept over her skin again. She cooed and sighed as Twilight licked up every trace of her coating, swallowing the cherry with a satisfied smile and leaning up to share it with Pinkie in a long kiss.

"You've got too many clothes!" Pinkie objected, then began tugging them off Twilight and tossing them merrily across the room. Twilight laughed and helped wriggle out of her clothes as Pinkie stole them, quickly stripped naked. Pulling the tray from over her head, Pinkie tossed it aside with careless ease.

"Now you're the one wearing too many clothes." Twilight poked Pinkie Pie in the belly playfully.

"Oh no! This is terrible, Master!" Pinkie declared earnestly with a grin. Hooking her fingers into her panties, she slid them down her legs to expose her pink furred sex, the fur a little darker than her skin, and trimmed into a heart.

Twilight put a hand to her mouth. "Oh, Pinkie. That's too cute."

Pinkie responded by leaping on Twilight, and wrestling her across the floor. They tangled around each other, kissing and giggling, alternately licking intimate spots passionately and ambushing each other with sudden tickles. The pink pony was incredibly flexible, her body soft and warm, and her lips as sweet as sugar. Twilight found herself forgetting her worries as they rolled over each other on the floor, playfighting and tickling and kissing. She shuddered through an orgasm on the rug as Pinkie pinned her down and licked her heated sex mercilessly, occasionally lifting her head to make puns which coaxed breathy giggles from her, and managed to hang on Pinkie long enough to finger her into a yelping climax in return.

Eventually, the two lay in a sweaty tangle on the floor, completely relaxed and quite exhausted. Pinkie had splattered Twilight with more chocolate as they fought, and traces of chocolate syrup still marked Twilight's cleavage, drying to a sweet, sticky mess. Twilight nuzzled Pinkie's nose with hers, her tongue flicking out to lazily taste Pinkie's lips.

"That was wonderful, Pinkie. I really needed to relax. I wish I'd had the courage to try this years ago. I just didn't realise what I wanted until now." How had it taken her so long to realise that she liked mares, that she wanted her friends? Each and every one of them was a different experience, and they were all so incredibly precious to her. She couldn't imagine giving up a single one of them.

Pinkie wrapped her arms around Twilight and squeezed hard, forcing a squeak out of her. "You're fun, Master! You go well with syrup." she declared happily, her eyes shining. "Oooh! I wonder what you'd taste like with cherry glazing?"

Twilight giggled again. "You can try it out tomorrow if you like. Would you like to stay the night?"

Pinkie looked as though she'd suddenly remembered something, and her eyes went round. "Oh no, I almost forgot! Sorry Twilight, I have to go!"

Bouncing up off the floor, she grabbed her clothes and dressed quickly, in a manner that eluded the eye. Twilight had barely sat up by the time she was at the door. "Is everything okay?" she asked quickly.

"Everything's fine, Master! See you later!" she sang out, gripping the handle.

"Wait! Don't tell anyone, please? I want this to be a secret between the six of us." Twilight looked a little alarmed, aware she hadn't had a chance to properly impress secrecy on Pinkie yet.

"Okay Master! I told Zecora I thought you were using spooky spells on people's heads because you'd been possessed by a ghost though! Is that okay?" she asked innocently.

"Don't worry, I've spoken to Zecora." She'd also charmed Zecora and had woken up that morning with the brainwashed pony between her legs, but she didn't need to mention that yet. "Did you tell anyone else?"

"Nope!"

"You won't tell anyone else?"

"Nope!"

Twilight relaxed. "Thank you Pinkie. Have a really lovely night, and I will see you tomorrow."

"Nighty night Master!" Pinkie called cheerily, then ducked out of the door. It slammed behind her.

Twilight relaxed back onto the rug. That had gone better than she'd any right to exp-

The door slammed open again, and Pinkie burst back in wearing her trenchcoat and beard. "Get dressed at once, young filly!" she boomed. "Gruff Gruffington the Tea Drinking Stranger is here for tea, and there'll be none of your naked shenanigans!"

Twilight yelped in surprise, instinctively covering herself as best she could with her hands, before her mind caught up and she relaxed again. It was still Pinkie, even if she was in a fake beard. Standing up, she bowed, still covering her breasts with one arm and her sex with the other.

"Well of course, Mister Gruffington. I'll go put the pot on right now." she replied with a smile.

Pinkie had eventually left, for the second time, after Twilight had put on a dressing gown and made tea. With biscuits. Gruff Gruffington had been very firm on the subject of tea without biscuits. It was the first time for a couple of nights she'd slept alone, and she stretched out in her small bed with the luxurious feeling of soft blankets after a long day. A long day with plenty of vigorous exercise, she corrected herself with a giggle.

Turning down the light, she was asleep in moments.

She drifted, sinking into her dreams as the night deepened, fragmentary images of her friends passing before her. Applejack... Fluttershy. Rainbow's cheeky grin. Rarity. The fresh memory of Pinkie with her lips coated in chocolate as she licked it off Twilight's nipples. Zecora's head bobbing under her sheets. Luna. Gloriously nude Luna, looking at her seriously.

"Twilight. I must speak with you."

Twilight stirred in her sleep. "Princess?" she murmured, matching the words she spoke in her dream.

Luna nodded soberly. "It is I, Twilight Sparkle. I have left Canterlot, as you had wished. I do not believe I have given my sister time to freshly ensorcell me. Thy secret is safe, for now."

"I'm glad to hear that." Twilight told her, taking her hand in both of hers. They stood in a corridor now, one with innumerable doors opening off it, stretching into grey-blue distance in both directions. "I've spoken to Pinkie. She was happy to be charmed, once I'd promised I wasn't a dark spirit or anything. She's... really nice. She helped me feel a lot better. I've been worried."

"It is good to hear you say so, Twilight, for I have placed measures in motion to aid you. I have given you as much time as I could to prepare, but I fear it shall not be as much as you had wished."

Twilight blinked. "What do you mean?"

Luna gazed down at her gravely, squeezing her hand in return as she spoke softly. "I have arranged for the Elements of Harmony to be unguarded for a time. There shall be one shift in which there is no guard assigned to watch their chamber. If you are to oppose my sister, you must take them then, and use them. They shall be unguarded for two hours, after the fourth bell of the afternoon, in three days. You have that long to prepare, before you face Celestia."

Author's Note

Next time: six way orgy, and at long last: facing Celestia!

28: Truths and Lies

A shock of cold flashed through Rarity, despite the warm sunlight. Shame, loss and confusion welled up in her, trapping her where she stood as she fought to overcome the rush of conflicting emotions.

Zecora knew.

Struggling to keep her inner turmoil under control, she finally replied, "You'd better come inside." Stepping backwards into her boutique, she allowed Zecora to move past her, then closed the door. After an instant's hesitation, she flipped the closed sign over, and drew down a blind. Lingering there, her back to her visitor, Rarity composed her features into a pleasant, slightly reserved expression.

She hadn't expected Zecora. Any of the five, certainly, and she was even a little surprised that none of them had yet tried to speak to her, but she hadn't even considered the zebra. Though perhaps she should, as Zecora was the only other to refuse the gentle tyranny of one of her dearest friends.

She turned, hands clasped lightly before her. "Would you care for some tea, Zecora?" Proper manners had to be observed, after all.

Zecora shook her head, her mane flicking back and forth briskly. "While I appreciate your offered tea, I would prefer, instead, that you speak with me."

Perhaps manners were to be skipped, then. "Of course." Rarity sank into a chair, arranging her hands neatly in her lap. "I understand you turned down Twilight, when she made clear the magic she had used upon you."

The zebra nodded slowly. "It is true. As did you. If your memories are not too raw, will you tell me what it is you saw?" Her voice was soft, intense. Rarity gazed into the other mare's eyes and saw... yearning. Loneliness. Intense, desperate feelings that poured forth, too potent to conceal.

Feelings Rarity could well understand.

If anypony knew what it was that Rarity was feeling, it was probably Zecora. A lump rose in her throat, and for a moment, she found it hard to speak. The past day had been a long exercise in bottling up her tangled emotions as tightly as she could. It was surprisingly difficult to pull the stopper now.

"...very well," she eventually said with a trace of hoarseness. "For you, Zecora. I know we haven't been the most intimate of confidantes, but I am sorry. For the way that Twilight has hurt you."

Zecora turned away, moving restlessly up and down the room. She glanced over her shoulder, her eyes meeting Rarity's. "I am not the only one wounded by Twilight's spell. You have been hurt as well. Speak to me, of what you suffered at her hand. I truly need to understand."

As if Rarity understood. As if she understood her own feelings, or what she wanted. As if Rarity understood anything about what had become of her. Lips pressing together, she gazed down into her lap. It was easier not to gaze at the other mare, as if she was speaking only to herself.

"I walked in on Twilight and Applejack. They were... saying things to each other, about Applejack being under Twilight's spell. Both naked. They were... together. I would never have imagined that Applejack might want that. She didn't desire mares at all, or so I thought. I didn't understand, and I was shocked. I tried to make them stop. Twilight used... that spell." Every word had to be pushed out past the lump in her throat.

"She took control of your mind. You were redesigned."

"Partly. I don't believe that..." Rarity swallowed. "I don't believe she knew what she did to me. She sought to make her relationship with Applejack seem unremarkable to me, I think. She was so clumsy. I became a pony convinced that Twilight had the right to own anyone she desired. Felt slighted that she hadn't taken me as well."

Her chest rose and fell with her quickening breaths, rising outrage in her voice. "In my confused state, I asked to belong to her, as Applejack did. She had made me think it was the only natural thing to do, after all. Whilst she knew that I was not thinking clearly, she did not protest. She... I became her plaything. She humiliated me, made a mockery of me. Used me as, as furniture, made me insult myself. As well as more... intimate things. I haven't stopped thinking of it, not for an instant since she made me remember it all."

"She reminded you of what you were, and you rejected her. She revealed to me she was to blame, and so I did the same."

Breathing deeply, her hands twisted together, Rarity nodded. "She mentioned to me, while I was under her spell, that she had taken you as well. I wasn't permitted to consider protesting; whoever she wanted, she deserved. I'm so sorry."

"I appreciate your words, though no apology is deserved." Zecora came to a stop behind the chair facing Rarity, resting her elbows on top of the back. Her lips twisted as she hesitated, before she added abruptly, "In my dreams one night, I was taken by Twilight. There was no chance to fight. New memories told me I wished to be enslaved, more than anything I had ever craved. She had me plead for what she made me need. Without a word to explain, she left to challenge Celestia's throne, and for long, desperate months, left me all alone."

"You remembered, all this time? Oh, you poor dear... I cannot imagine how you must have felt." Rarity reached out towards Zecora, a pang of deep sympathy aching in her chest. "Did she make you face your slave self, in a dream? That's how she returned my memory."

"I did not see myself as my memory returned. I simply burned, as I learned how I had been turned." Zecora's fingers dug into the back of the chair. "Yet even then, I do not know what I would have done, if I'd stayed. I ran away."

Rarity nodded slowly. Her tongue flickered over dry lips. "I had to talk to myself. She was very upset when she saw how angry I was, and realised I was going to refuse what she was asking me to embrace. She cried." Her voice choked to a stop, then resumed more slowly, "It was a very strange experience, to make a double of myself cry. It upset me. I slapped her. Twilight."

"I saw. Since I left, I have been watching her, more and more. The longing is hard to ignore."

Hand creeping up to rest on her own chest, Rarity whispered, "Yes. You feel it, too. I loved her, Zecora. I don't believe I've ever loved another pony like that. I felt such joy at being near her. I felt so safe. Even when we were apart, I felt happier than I've ever been. I miss her. So much I can barely stand it."

Zecora's eyes squeezed shut. "Months of loving, longing, needing that perfect sense of belonging. I am not hers, but I cannot forget the feeling of obeying her words. I am changed. I will never be the same."

"Yes. I can't forget what she did, what I did. It makes me feel... yearning. She is so terribly foolish. She hasn't freed me, or either of us."

Rarity rose from her chair, and took Zecora's hand in hers. The zebra gazed into her eyes, fingers intertwining, and Rarity saw a look of hopeless, betrayed love there that mirrored the look in her own.

The white mare took a deep breath, her chest rising.

"It isn't fair, that we are so abandoned,
it isn't fair that we are left alone...
There were no wrongs that we committed,
now I'm a stranger in my own home,
Nothing feels real, nothing feels right,
There's a feeling I can't fight,
A desire I can't ignore...
I'm still wanting more."

Zecora squeezed Rarity's hands, her accented words matching the tune.

"This isn't fair, I was so happy,
She made me love, and took it away,
At every turn, she hurts me,
Owes debts she cannot repay,
I want her! I need her, I want to demand,
That she makes me yield to her command,
After all she has done to my heart,
Anger and desire grow hard to tell apart."

Rarity shook her head, her lips pressing together.

"She's not fair, to make me choose like this,
after she forced me to be her toy.
Do I choose to be free and unhappy,
or enslaved, and yet filled with joy?"

Zecora lowered her head, a husky note in her voice.

"Like a loss, like grief, like losing someone dear,
crying out my heartache, tasting salt in every tear.
Cast away, left astray, like fruit withering on the vine,
unshackled, yet unloved, and feeling the fault is mine."

Rarity's hand smoothed over Zecora's cheek.

"It's not your fault, it's all her fault..."

Zecora covered Rarity's hand with hers.

"It's not our fault."

Wrapping their arms around each other, facing each other, Rarity and Zecora sang in perfect unison.

"After love, after betrayal, after enforcing bliss,
She can't leave us like this."

Rarity's head came to rest against Zecora's shoulder. Silence fell.

Birds cheeped contently in the tree boughs above, a gentle susurration of moving leaves filling the air. Twilight and Rainbow sat together beneath a tree, camouflaged from sight by low bushes.

It was all so simple. Far simpler than Twilight had any right to desire. She'd expected Rainbow to raise some protest at her words, have to be convinced of the necessity of her plan to capture the Wonderbolts. Twilight had been prepared to argue her case - these were Rainbow's idols that she was asking her to betray, after all.

Rainbow hadn't cared. At all.

It was only natural, of course. Rainbow hadn't properly gone through the commands she was accepting, hadn't cared enough to pay attention. Any pony that Twilight wanted was hers for the taking, by divine right. Seeing that in action, bluntly forcing Rainbow not to care about something she really should have cared about, was almost enough to make Twilight amend her conditioning right then and there.

Almost.

Because, the thing was, it was useful. Rainbow hadn't asked any unnecessary questions; she'd just gone off to fetch Spitfire. Spitfire, in turn, had barely managed to protest, "Twilight Sparkle? What are you doing in Rainbow's house-" before a single charm had turned her into a mindless slave, kneeling at attention and ready for orders, with Rainbow kneeling beside her. Seeing the strong-willed flight captain reduced in an instant to a puppet had felt good.

The temptation to fully enslave her was a powerful thing, but that wasn't necessary. Not yet. All she had to do was tell Spitfire to bring the full Wonderbolts squad, along with Lightning Dust, to an out of the way spot at the edge of the Everfree Forest. Without even knowing why, Spitfire would hide their leaving, and fly to avoid any populated areas where they might be seen.

Just like that, Spitfire had become her pawn. And that was only the beginning. Luna might have protested at what Twilight intended, but Luna wasn't allowed to know anyway. The plan called for her to be kept ignorant of all Twilight's preparations, and if that meant her role as Twilight's conscience was impeded for a bit, that was an unavoidable side effect. It wasn't as though she was going to use them all for her own pleasure. She wasn't going to give in to temptation to strip Spitfire, to have her put her occasionally sharp tongue to better uses, while Rainbow and Lightning fucked for her personal amusement...

She'd had enough practice to recognise when her denial had become a cheap excuse to visualise all the things she shouldn't be doing. With all the willpower she could dredge up, Twilight put the incredibly alluring image aside. She had to remember that she was going to win, and then, she was going to have to explain to Luna what she'd done. Every pony that became hers had to choose it, willingly.

Though, if demonstrated how impossibly good she could make them feel, if she let them experience pure lust and pleasure beyond their wildest dreams, then took it away and asked whether they'd like it back... that wasn't cheating, exactly. That was just a, a preview.

Now the main Wonderbolts flight squad was on their way here. It was more spacious than Rainbow's small house, didn't require a spell to stop her falling through the floor, and most importantly, no pony would see the idols of Canterlot as they arrived.

"Everything is going to be just perfect," Twilight sighed aloud, breathy arousal colouring her voice.

"Mmmfh!" agreed Rainbow through her gag, her pink eyes focused adoringly on Twilight. Twilight's foot brushed slowly up and down over the kneeling pegasus's bare breasts, flicking her nipples with her toes. Rainbow's compact top was pushed up above her chest, baring her small tits, and her hands remained clasped tightly behind her. Even under orders not to move, she couldn't help herself gently rocking back and forth, in an instinctive craving for stimulation to her neglected cunt. Dampness marked her tight shorts.

The flutter of wings and the sound of voices came from above. Jerking upright, flooded with excitement, Twilight gestured with her horn. The gag undid itself and withdrew from Rainbow's lips, leaving her gasping as it settled in Twilight's hand. Tucking the gag out of sight, Twilight vanished the conspicuous dampness staining Rainbow's clothes with another wave of her horn.

"On your feet and straighten up, Rainbow! We've got guests."

Panting, her cheeks flushed crimson, Rainbow Dash wiped the saliva from her lips and shakily tugged her top down, her hard nipples standing out through the black cloth. "S-sure. Totally composed. I'm on it." Shaking her half-extended wings, Rainbow helped herself rise with a single downbeat, absently rubbing the back of her hand across her chest. "Spitfire's back already?"

Twilight listened carefully. Spitfire's distinctive voice filtered through the foliage. "...appointment to arrange the aerial display in a week's time, and we're not screwing this up just because somepony left it off the calendar!"

Nodding to herself, Twilight murmured, "Perfect." Turning to Rainbow Dash, Twilight told her softly, "Go out there and distract them for a minute. When I call, bring them in."

"Can do! Just watch me. They won't know what hit them." Despite a slight note of nervousness under the bravado, Rainbow slipped out from behind the broad tree trunk, and greeted the ponies gathered on the grass beyond. "Hey, Soarin! Why'd you bring this scrub along with you?"

"Scrub? Hey, you want to race? I'll leave you in my dust, Rainbow."

"Real creative, Lightning."

Twilight pressed herself up against the tree, and peered carefully around the edge of the trunk. The Wonderbolts had indeed arrived, in clinging, skin-tight suits of dark and brighter blue, the colours separated by sharp yellow lightning flashes. The outfits clung to lithe bodies of the fliers, outlining toned muscle with exacting precision. Spitfire and Soarin were watching Rainbow and Lightning trading pokes in the ribs, like kids that didn't want to admit how much they liked each other. Another pony with a white mane - Fleetfoot, yes - was rolling her eyes. No pony was looking towards her.

Perfect.

Twilight began moving her horn through the complex pattern of moves that shaped the new charm. One after another, each pony briefly developed a gossamer shimmer, all but invisible in the sunlight. Not one of them so much as turned their head.

The last charm sank into Fleetfoot, leaving Twilight breathing quickly. She'd never charmed so many ponies so quickly, and try as she might to justify it in terms of self defence, she couldn't fight the simmering arousal that rose in her with each second of anticipation. Reaching out with her magic, she gently tugged a curl of Rainbow's multihued mane, and caught her eye as she glanced around.

Rainbow nodded, and Twilight eased her way out from behind the tree. Moving into the open, Twilight drew herself up and crossed her arms casually across her chest, a smile playing about her lips. The anticipation was delicious. "Hello, Spitfire. Thank you for coming."

Spitfire turned, greeting her pleasantly, "Miss Sparkle." She had no memory whatsoever of meeting Twilight earlier, no idea what she was really doing. Twilight's thighs pressed together gently at the thought.

Rainbow, by contrast, was fully aware of what was going to happen. As the Wonderbolts turned towards Twilight, she gave her Mistress a sly wink, face filled with undisguised anticipation.

Twilight addressed the group as a whole, her gaze moving from pony to pony. "Welcome, all of you. It's so wonderful to have the four of you here. I'm really going to find your service incredibly useful."

Spitfire's expression shifted slightly behind her mirrored sunglasses at Twilight's odd turn of phrase. "Well, we're happy to help out the citizens of Ponyville any way we can," she replied, with only a faint hint of wariness.

Twilight smiled. In that moment, she felt she could understand Celestia. Seeing Spitfire and the others standing there, watching their confusion and faint suspicion, while knowing they had already lost... it was delicious. She could have toyed with them for hours, giving ambiguous hints as they talked about the fictional display Spitfire thought they were going to put on.

Of course, taking too much time to gloat was going to be Celestia's downfall. It was important to recognise when you were risking your own plans just to feel smug, and adjust your behaviour accordingly. "Obey your Empress," Twilight announced calmly.

"This slave obeys."

The four Wonderbolts chanted the words as one, Rainbow's voice with them, and as one, they sank to their knees. A half-circle of brainwashed ponies, waiting for her words. Craving them, aching for them to fall from her lips. She had total, absolute power over their desires, their memories and beliefs. A hot, sharp spike of pleasure shot through Twilight's body.

The sounds of the forest seemed far away; she could hear the soft, shallow breathing of the pegasus troupe. Without even trying to stop herself, Twilight breathed, "You are heavily aroused."

"I am aroused." Five variations on the words rang out, each repetition tinged with a new note of husky need. Soarin's tight flight suit betrayed his sudden lust as his cock swelled against the clinging fabric, and Twilight's gaze rested there for a moment, before sliding slowly across the breasts of her captive mares.

Rainbow's little black t-shirt betrayed her jutting nipples beautifully, but the flight suits of the Wonderbolts could have been designed for showing off their bodies. Lightning Dust's body was almost a twin of Rainbow's, small, compact breasts minimised further by the suit, her nipples standing out starkly. Fleetfoot's breasts, by comparison, were a good deal larger, approaching Applejack's. Spitfire's breasts were a little smaller than that, perhaps just a little larger than Twilight's own chest, but with prominent, juicy nipples that cried out to be pinched, or sucked.

Or pierced.

Luna wouldn't know. Couldn't know. Rainbow wouldn't remember. Nopony would remember. Except her, of course. Just looking at Spitfire made her tingle with lust; the flight instructor had turned her entire squad over to her, and something about that enforced, obedient betrayal smouldered at the very core of Twilight's desires. It would be the matter of a few words to make Spitfire appreciate what she'd done in just the same way, a couple more to wake her up and have her fuck herself senseless right there on the floor, getting off on looking at the rest of the mindless Wonderbolts, held captive at Twilight's feet.

Except, reminded a part of herself, that would be wrong. That would be impossible to defend, if Spitfire ever knew what had happened here. As much as the rest of her wanted to shout that voice down and ignore it, that flickering fragment of her remaining conscience was something that Twilight was trying really hard to listen to.

Fine. She could get a grip on herself. She could make the minimum necessary changes to the Wonderbolts for her purposes, and if later, she urgently, desperately wanted to watch Rainbow and Lightning fuck each other senseless while Spitfire ate her out, she'd just have to spend the time and effort to seduce them properly.

Thank goodness for her prepared notes. Sticking to the script was easier than trying to make up the commands on the fly, at the moment when she was most tempted to insert a few extras.

"Do not repeat any of these commands. Rainbow Dash, from this point on, these commands are not for you. Ignore any further instructions until I address you by name. The rest of you, listen closely. All loyalty that you feel to Princess Celestia, all faith you have in her judgement, is now transferred to me. When I give you orders, you will be strongly inclined to obey them. If you have a strong objection, tell me when I give the order. When you are released from this spell, you will be aware that I have cast a spell on you to alter your loyalty, and this will not trouble you at all."

Twilight paused, and pulled out the next scroll from her satchel. From there on, the same defensive commands she'd given to her own ponies would do; forget the truth in Celestia's presence, hide everything if focused. Check if any of them had been focused by Celestia before that point. Reciting the words was soothing; something else to focus on to distract her from her own thoughts.

Celestia hadn't touched them. Her desires hadn't spread that far, or she was still concentrating only on Twilight, and her own guards. Furling the scrolls, she quickly added a sheepish, "Rainbow, Wonderbolts, the command to be aroused is ended now. Relax, everypony." Giving them a moment for the enforced heat to fade from their bodies a little, Twilight breathed deeply to let her own excitement calm, before she finally pronounced, "I am satisfied."

One by one, the Wonderbolts shook their heads and blinked, finding themselves on their knees. Wonder and awe marked their faces as they took in Twilight, but no one dared to speak. Finally, Spitfire pulled herself together, putting on an expression that Twilight could label a mile away as a speaking-to-important-ponies face. "We're honoured to be under your spell, Ma'am. Now that we understand, we won't let you down. Anything you need, we'll make it happen. Just give us our orders."

"Within one week of today, I'm going to call on the four of you, and I'm going to need you to be ready to come to Canterlot at very short notice. Over the next seven days, I want you to stay near each other - call it an extended training exercise, perhaps - and hide from everypony that we had this discussion. As best you can, hide any evidence you came to see me. Spitfire, you're in charge of coming up with a cover story, hiding evidence, and making sure the other ponies stick to it."

"Ma'am, yes Ma'am!" Spitfire saluted from her kneeling position, back straight. "The Wonderbolts will be at your beck and call, Ma'am!"

"You're going to need to practice ways of taking down ponies without hurting them. Incorporate Lightning Dust and get her working smoothly as part of the team; I've seen her fly, and I think she'll be a real asset."

Lightning sat up straighter as she was singled out, a trace of nervousness on her face, though she flashed a cocky grin at Rainbow Dash. "Glad to have my skills recognised, Ma'am!"

"Don't get too smug, cadet! You're about to work harder than you've ever worked before to get in sync with the real Wonderbolts. You'd better hope you're ready for it." Spitfire turned her gaze back to Twilight. "I'll make sure she's flight-ready, Ma'am."

"Very good. Thank you, everypony. Wonderbolts, you're dismissed. Rainbow, stay."

One by one, with short flaps of their wings, the Wonderbolts rose to their feet. Saluting Twilight, they followed Spitfire's lead and took to the air, swirling overhead in tight-knit formation before they sank down low to the treetops, and sped out of sight. Only Rainbow Dash remained, lounging against a tree. "What, no orgy? Twi, you just had the best team of fliers that ever lived ready to do anything for you, and boy, do I mean anything, and you sent them off to do training?" Rainbow Dash wrinkled her nose. "I mean, come on. Not even Spitfire? Lightning Dust? I was really looking forward to seeing those two strip."

Twilight almost wanted to chastise Rainbow. Didn't she care that they were doing it against their will? The answer was, of course, no. Which was Twilight's fault. "Come here, please. Are you attracted to them, Rainbow? Has anything happened between you?"

Strolling across the grass, Rainbow wrapped an arm around Twilight's waist and squeezed her, her hand finding Twilight's ass. "Well, duh. Lightning's reckless and kind of selfish, but she can almost keep up with me. Sure, I felt like challenging her to a different race, to see who cums first." A satisfied grin spread across her face at the joke. "Spitfire, she's my hero. I'd be crazy if I didn't want into her flight suit. Never got my hands on either of them. What a waste, right?"

"I really was tempted," Twilight confessed. "I barely stopped myself. But it wouldn't have been right to make them, when they didn't choose it."

Rainbow looked at her blankly. "So? You want them, you take them. They'll enjoy it. They'll enjoy anything you want, if you tell them to. What's the problem?"

A very quiet curse slipped from Twilight's lips. Was she never going to stop messing up the ponies she loved? Of course, she knew Rainbow wouldn't care if she chose to take them, but hearing her say it that way... it was finally too much to ignore.

"I'm going to have you all to myself, Rainbow. I'm going to screw you until you beg for mercy. But first, I've got to alter your orders a little."

Rainbow snorted, her eyes lighting up. Her other hand moved to Twilight's ass as well, kneading firmly. "Sure, do whatever, so we can get on to the fun part. You'll get tired way before I do. I want to see you give me your best shot."

Fine. From now on, Rainbow had to be allowed to protest when she chose to enslave someone. But, paired with that, a command to reduce any unnecessary jealousy - she didn't want pointless envy to cause trouble, only real moral qualms. It would only take a moment. It was for the best, Twilight told herself, pushing back against her darker lusts.

She took a deep breath. "Obey your Empress."

The tree house was too dangerous to carry out the final stages of her research. Celestia might visit at any moment, and she couldn't be allowed to witness this. Thus, Trixie's rented cottage was now in the total disarray of advanced spellcraft.

Twilight sat in the centre of a circle, surrounded by intricate designs and patterns, each line and mark shimmering with lambent light. Spike scurried around the perimeter with one book after another, referencing further open texts strewn across the ground, calling for the ward to be dropped so he could scrub out symbols and apply new ones in their place. Every now and then, he'd announce something along the lines of, "Version five, attempt forty three. Give it a try, Trixie," and another gossamer shimmer of energy would effortlessly pierce the circle and sink into Twilight, to cries of frustration and exasperation from Spike and Trixie both.

Twilight barely looked up anymore. She was thinking.

Before she could take on Celestia, there was a distinct list of prerequisites that she had to fill. Celestia wasn't stupid, and this time, she wouldn't be confused and horrified. One screw up, and that was it. She'd be Celestia's slave for the rest of her life, and she'd love it too much to ever try fighting back again.

Which might not be the worst fate. Compared to the stakes she'd faced when she'd fought other powerful beings.

Twilight grimaced, dismissing the thought. Focus on the confrontation. First of all, she needed a way to charm Celestia. She had that now, even if she wasn't quite finished with her preparations for the full potential of the modified spell. Second, she was going to need the Elements of Harmony. Even if she took an imprint of Luna's magic to open the door, Celestia wouldn't leave it undefended, which in turn, third, meant she needed a counter for Celestia's vault guards. She couldn't turn up with an army of her own without provoking serious conflict well before she got as far as the throne room, so a small force of highly skilled ponies was called for. Highly mobile ponies, that could make their own way to the scene when she needed them. Therefore, the Wonderbolts. She'd taken care of that.

Now she was working on the fourth problem; a way to stop Celestia immediately recasting the original charm and awakening the ponies she'd brought with her. The first line of defence, earmuffs, were finished. Now that she understood the way the spell worked, she'd been able to tune the original sound dampening spell to convey outside sounds clearly enough to understand, but scrambled enough to fragment the essential nature of the words themselves.

Having a conversation while wearing them was like listening to someone talking while standing next to an angry bee hive. Nonetheless, it was effective in blocking the activation command whilst still letting ponies hear what was going on around them. With her forces deaf, she'd have been unable to guide them at all, and at a serious disadvantage. The new earmuffs mitigated that risk. However, that wasn't enough to satisfy her.

Here was the problem: Twilight knew full well that she herself was both the most crucial pony in the attack, and the weakest link. Unlike the other ponies, there was no new charm variant to overwrite her own keywords. That was the downside to having written her essence into the spell as the null point. If Celestia saw the earmuffs as the only thing stopping her re-awakening Twilight, she'd simply cast the charm on Twilight again - a wasted effort, but one that would only take seconds - and then seek to get the earmuffs off. That would be much too effective.

What Twilight needed was a distraction. A block to counter the casting of the charm, so Celestia would focus on trying to make the charm strike Twilight, wasting her time, while they subdued her with the Elements. Simply blocking the charm was impossible; it would take a ludicrous amount of magical strength to rebuff the spell with blunt force. However, disabling the spell was not the same as blocking it. Much like the way she was blocking the activation command, what she needed was a barrier which would strip away some fragment of the spell as it passed through it, some key component vital enough to make the rest of the spell unwind.

Her plan relied on far too many moving parts, she couldn't help but be aware of that. She desperately needed redundancy, but there was almost nowhere to put it. She was taking terrible risks left and right, and the biggest risk of all was putting Luna into motion. Position her in just the right place, let Celestia think that Luna was fully under her control, and Twilight had a chance. Unfortunately, that also meant Twilight might have lost before she even arrived in Canterlot, if Celestia saw the trap coming.

Magical energy splashed against the ring, the almost invisible bolt flaring into a tumbling rain of colours as it disintegrated.

Twilight sat up straighter. A sharp note of shock shivered down her spine as she watched the fading ruin of the charm. Spike was frozen in surprise at the edge of the ring, and Trixie looked triumphant, if utterly exhausted.

"Ha! You see? This... stupid, miserable charm... was no match for the incredible intellect... of the Great and Powerful Trixie!" she panted.

Twilight slowly, carefully, rose to her feet. Testing first. Then she'd believe it. With barely a tremble in her voice, she ordered, "Trixie, again."

Nodding jerkily, Trixie breathed, "Okay, Twilight," and swung her horn through the sequence of movements again. For a second time, the ethereal, barely-there bolt splashed into a ruined spray of fading colours. It was working.

Abruptly fully awake, Twilight took in the current design of the ring with fascination, before her head snapped up to take in the others.

"Trixie, into the centre of the ring! Take over feeding the shield! Spike, start drawing, I want three copies of this ring, as fast as you can make them!" Twilight flicked her horn to the side, severing the flow of magic sustaining the barrier. The blue-white radiance died from the runes and lines, leaving them cold and black once more. Stepping over the inked lines, she took up Trixie's post outside the ring, while Trixie collapsed into Twilight's own seat. After a moment, with a weary gesture, Trixie tapped into the underlying pattern and reignited the ward. The very fact that Trixie had learned how to work with the ancient ur-magic of the rings so quickly was deeply impressive, and not lost on Twilight. She'd never had such an able pupil.

Pitching the spell relatively gently, Twilight threw a charm of her own against the ward.

It splattered, a fading smear of energy.

"Perfect! Perfect, perfect, perfect!" Twilight cried out in delight. "Don't move, Trixie!" Gathering herself, she tried a cast of her modified charm. It, too, broke down in a cascade of colour. The essential nature of the spell was too similar for the barrier to discriminate. That was okay. She had what she needed.

The part of Twilight that had been knocking politely to get her attention for some time gave up politeness, and began kicking the walls. At last, Twilight registered that Trixie looked dead on her feet. Belatedly, she hurried up to the edge of the barrier, and said quickly, "Lower it please, Trixie, it's okay." As Trixie nodded weakly, and the barrier flickered out, Twilight stepped across the marks and wrapped her arms around the other pony.

"The Great... and Powerful Trixie... did well. Didn't she?" Trixie looked up at Twilight, dark marks under her eyes.

Twilight's heart broke, a sharp pang of guilt in her chest. A lump was suddenly in her throat, as she looked, really looked, at how hard she'd driven the showpony. Squeezing Trixie tightly, she crouched by her side and kissed her cheek. Her voice came low, and tender. "Oh, Trixie, you are incredible. You really are great. You've done so, so well. Thank you. This is everything I needed. I'm going to put you to bed, right now."

"No... she has to get ready to go to Canterlot, and... find the maid," Trixie protested feebly, shaking her head.

"Later, Trixie. You can do that later," Twilight told her firmly, feeling another stab of guilt as Trixie simply nodded, too tired to argue. Gently easing the other pony up onto her feet, Twilight nodded at Spike, and half walked, half carried Trixie through into the cottage's small bedroom. Plucking Trixie's hat from her head, Twilight set it down on the cabinet beside the bed, and eased Trixie down onto the soft blankets.

Trixie sprawled untidily as Twilight withdrew her hands, looking up at her Mistress. With a glance at the open door, she pitched her voice quietly. "The slutty and submissive Trixie will only sleep for a little, Mistress. She has to get to Canterlot before nightfall! She can sleep on the train, it will be fine."

The instinct to protect Trixie, to make her stay where she lay until she'd fully rested, ploughed into the looming pressure of Celestia's threat, and was crushed. Wincing as she spoke, Twilight asked softly, "Do you remember what you need to do?"

Trixie nodded quickly. "Find the maid, ask for her by cutie mark and colour, don't mention the palace. Charm her, read the instructions, give her the design. Then wait for your arrival." The words were recited by rote, without hesitation.

Biting her lip, Twilight nodded reluctantly. "I'll wake you before the last train, I promise," she said softly, smoothing a curl of white hair back from the other pony's forehead. Nodding weakly, Trixie closed her eyes, and Twilight carefully tiptoed out of the room. She closed the door behind her, then walked slowly back to the living room, and Spike.

"How is the copying going?" she asked diffidently.

"It's going to take a little while. I don't want to make any mistakes." Spike glanced up at Twilight as she sank back into her chair in the centre of the ring, then down at the parchment again. "Twilight, can we talk?"

She didn't want to. "Mm," she replied ambiguously.

"...I need to ask some questions, okay? I mean, it's one thing to bring me over here, and tell me that you and Trixie are working on something together, and like you asked, I've saved my questions for later. But I've got a lot of them. A lot of them." Spike carefully drew a complex rune, referring to a book on the floor for a more accurate original.

"Since when were you and Trixie friends? Working on spells together? Twilight, how long has this been going on, and why have you been hiding things from me? Is this where you've been all the time lately?" Evident hurt rode his voice, making Twilight flinch.

"It's... complicated," she murmured, her shoulders hunching slightly. She needed to focus on Celestia. She didn't have time for this.

Spike's quill stopped moving. "Twilight. Since when was there anything you hid from me? I didn't do anything wrong!"

The words were on the very tip of her tongue. She could just make him stop asking questions. It wasn't like she could give him any real answers anyway. It was only her reluctance to see him like, well, like that, that had led to her bringing him without using the charm to make him think it was all perfectly natural.

Twilight sighed.

"I'm sorry. I have been keeping things from you," she confessed, then hesitated, not knowing what else to say, or where to begin.

Spike's large green eyes turned up to hers reproachfully, a wounded look on his face. "Twilight, don't you trust me anymore? What's going on? The way you were with Trixie-" He broke off, then resumed, "It's like you were dating or something! She's a bad pony, Twilight! She took over Ponyville! What about Zecora? Why is this spell research so important all of a sudden, when you never mentioned it before?"

So this was it. Either she had to tell him a large part of the truth, or resign herself to at least partially lying to him for years. Maybe always. But she couldn't tell him about Rarity... or the real truth about what she'd been doing, either. Wouldn't it be best for him not to worry? Either she was going to win against Celestia, and there was nothing to fear, or he'd never know what had happened anyway...

"There's something going on I haven't told you about. A couple of things, kind of." She paused, and as she hesitated, Spike pointedly put down his quill and folded his arms. That was a pretty clear message.

Twilight forged on. "I'm undergoing a kind of... test. From Princess Celestia. I'm trying to master a set of spells, and then she's going to test me. Really hard. It's... kind of a big deal." She swallowed. "The biggest deal ever. This is the big test, Spike. There's another part to it, too. I have to prepare without her knowing. It's part of the rules. She told me so herself. If she finds out what I'm planning, how I'm going to try to use the spells, I fail. Automatically. After that, I don't think I'd be her apprentice anymore. I really can't lose, Spike."

Spike wrinkled his snout, staring at her sceptically. "Why not tell me, Twilight? I wouldn't have told her!"

"I... thought she might be watching. I did have good reasons to worry that. The thing is, Spike," she said, trying not to sound as wretched as she felt as she spun the web of half-truths, "if she notices anything out of the ordinary, that could be enough to lose. So I've been trying to make everything seem as normal as I could. I've become convinced she's not watching you closely, but only in the last couple of days. I'm planning to face her the day after tomorrow, so I'm taking a couple of risks that I wouldn't have dared otherwise."

Spike's expression had shifted to flat disbelief. "Twilight, what kind of crazy exam is this? You can't do anything unusual? Princess Celestia is spying on you? Why would she do such a thing?"

"Because... because this is a test, to see if I can beat her. If I had to fight a threat as powerful as her, could I win? That's what she wants to find out."

"You beat Queen Chrysalis! You beat Discord!"

"I know. I know. But that's what's going on." For a moment, Twilight truly wondered if that was what was happening. Except, if it had been a test, it wouldn't have felt so cruelly playful. This was Celestia having fun. "I'm sorry I didn't tell you," she finished awkwardly.

"But you could tell Trixie? Trixiethe egotistical maniac?"

"...yes. She's not usually part of my life. I could offer to teach her, keep her hidden here in a rented cottage, and nopony would realise I had help working on the spells." Biting her lip, Twilight took a deep breath, and let it go. "But there's more. You were right. I do care about Trixie, Spike. She tries so hard, you can't imagine. She's selfish, yes, but... she's really trying hard for me. She cares about me too."

A loud and distinct snort conveyed Spike's opinion of that revelation. "Just because Zecora dumped you, doesn't mean you should put your faith in a pony like Trixie. This isn't a good idea, Twilight!"

Oh, sweet Celestia, how could she explain this... "It's more... complicated than that. Recently, I've been, kind of... feeling a lot of new things. Things I've been hiding, because I'm worried they'd seem unusual enough that Princess Celestia would notice things weren't like they normally are, and I'd fail my test. I've... look." Determinedly, she plunged on. "It's easy to be friends with more than one pony, Spike. You can really love lots of different ponies, because they're all special to you, and you wouldn't ever want to see them leave. Well, I've been kind of finding that... I can feel like that for, for special ponies."

She dared to peek at Spike from the corner of her eye. His jaw was hanging open.

"Buh - wha - Twilight! Are you - are you seriously - are you telling me you were dating Trixie? And Zecora? At the same time?" His voice rose to an incredulous squeak.

"That's... not all." Well, even if she wasn't going to tell him everything right at that moment, she might as well get some of it out of the way. "I'm dating... Princess Luna. Too."

Spike stared at her. Then, after a moment, he stood up, and walked out of the room.

"Spike."

The outside door opened and closed. Twilight jerked out of her chair, and hurried after him. The afternoon air was crisp and cold, the trees reaching leafless branches towards the clear blue sky. Spike sat down underneath one nearby tree, his purple jacket tugged around him.

Twilight approached cautiously. "Spike..."

"Twilight, are you making fun of me?" he demanded.

"What? No! Of course not, I'm - I'm serious!"

"Okay. So you're telling me that in the last couple of weeks, Princess Celestia has decided to impose a totally crazy test on you, and is spying on you, and you've suddenly decided to make Trixie your apprentice, and you've found out that dating other ponies - which you've never shown interest in - you've found out that what you were missing is dating three ponies at the same time. Including Princess Luna! As well as Trixie! Twilight, did you hit your head really hard or something? Is this a joke?"

"It's not a joke! Spike, I swear, nothing I said is a joke. I really am dating Trixie, and Luna, and... I was dating Zecora before she decided she didn't like me anymore." Twilight heard her voice go soft, and felt a surge of frustration with herself. She didn't want to make Spike feel bad for her. She just couldn't fully hide the sadness she felt, for Zecora, and for Rarity. She was going to have to talk to Rarity, too, to ask her to fight Celestia, and the weight of that conversation to come couldn't help but colour all her thoughts.

Twilight sat down beside Spike. "I'm going to ask Luna to come to Ponyville. Tomorrow morning. She can tell you herself. I hope you'll believe me, then."

After a moment, Spike curled into her side, and rested his head against her. "You hid all this from me! It's not fair," he mumbled.

"I'm sorry. I'm so sorry, Spike. I hope... hope you don't think badly of me."

He looked up, angry tears in his eyes. "I'm on your side, Twilight! Don't act like I'm not, it's not fair, and it hurts."

Chastised, Twilight stopped talking, and wrapped her arm around him instead. A few small movements of her horn, and a bubble of warmth slowly grew around them, keeping the chill away.

Minutes passed. Finally, Spike began to giggle against her side.

Twilight looked down at him fondly. "What is it?"

"Just as long as you're not dating Rarity, okay?" he finally joked.

Twilight's smile fossilised on her face.

Spike didn't seem to notice. Sighing and getting up, he straightened his jacket, fussily tidying the green toggles down one side. "Alright. I'll go and finish copying out the rings. Just don't keep anything else from me, okay?"

"...okay." What else could she say? It was good enough for now, and if she had to find a way to smooth things over again later, they'd find a way. Because he was on her side, and always would be.

Spike stopped her at the door, just before she entered. "Twilight - you're pushing Trixie too hard. Really. If you're her special somepony, you really need to take better care of her."

Hanging her head slightly, Twilight nodded. "You're right. I let her push herself much too hard today. I'll make it up to her, I promise."

She meant it, every word.

All the same. Another piece in place. There wasn't much time left.

Early morning sunshine beat down upon the tree house, shining warm and golden through the windows of the guest bedroom and stretching across the clean, soft blankets of the large bed in the centre.

There was one day left until the confrontation.

Twilight sat on the edge of the bed, unable to keep herself from smiling as she watched her tiny dragon confront a Princess of the Realm.

"Yes, Spike. I am Twilight's consort, and her lover. I would appreciate thy discretion in this matter."

"Uh – of course! Sure thing, Princess! I won't say a word!" Spike all but saluted, tongue tied with nervousness.

Princess Luna stood over him in all her majesty, a dark, formal tunic with accents of pure silver clinging to her body. There was something in her archaic clothes, her poise, that conveyed unhurried, absolute authority. She radiated power, in a way that Celestia had long learned to hide.

"Then I would appreciate privacy whilst I speak with her. That is very important to me." Slight stress on those final words invited him to consider the absolute folly of trying to spy on the two of them together.

Nodding frantically, Spike backed towards the door. Hesitating for an instant on the threshold, he added, "So, uh, you do... know about the others? Trixie? Zecora?"

"Spike." Twilight shook her head.

"I am fully aware of the role others play in Twilight's life. That is unimportant. Only her feelings toward myself concern me."

"...right. Right. Very sensible. Gotcha."

"Unless there are any other questions?" Luna spoke with measured calm.

"Uh – none at all! Sorry to bother you! Excuse me!" Spike bolted out of the room, shutting the door behind him.

If she strained her ears, Twilight could hear him hurrying up the stairs to his own room, as far away from the guest room as possible. Smiling fondly, Twilight stepped up to Princess Luna, and wrapped her arms tightly around the tall mare. "It's so good to have you here, Luna. I missed you. Even with the visits in my dreams, it wasn’t the same as having you here."

Luna's arms wound around Twilight, followed by the all-encompassing warmth of her wings. Her voice came softer now, laden with tenderness. "I have missed thee, my beloved Mistress. I have missed feeling thy warmth in mine arms. I have longed for the feeling which only you stir in my breast, of thy loving and tender care."

"I missed you!" Twilight's heart swelled with a dizzying surge of emotion, and she felt tears bead in the corners of her eyes. Repeating herself more softly, she went on, "I missed you. I... love you. I called you here to tell you what I need you to do, but I don't want to send you away. It's too risky. Even if it went right, it would still... it would still mean something I really don't want."

Tilting her head back, she parted her lips, and Luna's mouth met hers. Warmth, need, tenderness and desperation crackled back and forth between them, conveyed in the shallow rapidity of their breath, of the way their embrace tightened to an intensity that was almost painful.

Luna broke away first, looking down at her Mistress. "Do what you must, Twilight Sparkle. I cannot endure this uncertainty any longer. You have brought me hence for a reason, one you would not share until I stood before you. Speak of it now."

Twilight gazed into Luna's beautiful, proud face, and knew the Princess had been crying again. There was no trace of it, no sign of distress, and yet, she knew as certainly as she knew her own breathing, that this Goddess, this creature of the Night, had wept over their separation, and for fear that they would be parted again.

Iron resolve stiffened her soul. She would not lose. Not to Celestia. Not to anypony, or anything. There were ponies under her care, ponies that needed her. She'd do anything to protect this beautiful, wonderful mare.

Right then, that meant lying to her, lying to her with absolute conviction.

"I've come up with a way to remove the charm. Completely. I still need to stop Celestia charming them again, but for now, they're safe. I'm ready to make a move on her. But I'm going to need you in the Castle, fully aware, ready to help me when I arrive. I need to change the instructions you're following."

A smile curved Luna's dark lips. "I knew that you wouldst find a way to achieve victory. I am truly proud of thee, my Mistress. Let us together ensure that my sister is purged of this charm's temptation, and free ourselves of the shadow which lies over us. I consent, and consign myself to thy care." Breathing in deeply, Luna withdrew her wings, and stepped back. Her back straightened. "Begin."

Twilight swallowed, finding it hard to speak. What she was about to do could doom Luna to being taken by her sister all over again. In fact, it was designed to. It was necessary. "I will protect you. I'll make sure you're okay. I promise. Awaken."

The characteristic blankness of the charm overtook Luna, her arms falling slack by her sides. "I am awakened, my Goddess."

Twilight didn't need parchment in front of her for these words. She'd worked them out in painstaking detail, and obsessed over them until she couldn't have forgotten them if she'd tried. "Princess Luna, stay silent, and listen. When you are in the presence of Celestia, your memory will not be altered. You will continue to remember everything." Here came the betrayal, and how she didn't want to say the words... "You will find it hard to hide your unease."

Twilight's hands were balled at her sides, fingernails digging into her palms. The risk, the risk! Forcing herself to continue, she moved around Luna to stand directly behind her. Twilight gathered herself. Focusing intently on the new charm, her horn swept around in smooth, practised movements, conjuring a pearlescent bolt that plunged into Luna's unresisting body. The Princess's dusk-coloured feathers shimmered for an instant.

It certainly looked as though the spell had hit home, but she didn't want to test it yet. Right now, Luna had no idea the new charm existed, or that it had been applied to her. Everything she did, she had to picture Celestia finding out. Luna had to believe what Twilight needed Celestia to believe, because whether this went wrong or right, the Princess of the Sun would know it all.

"Princess. When you are told to awaken, you will act in all ways as though you are truly awakened. Your memories will alter at Celestia's command, you will speak to her as she has ordered you to when awakened, and you will answer her questions truthfully other than about the trance I have put you in today. You will believe that there is nothing hidden from her. However, on a trigger I will now set, you will cease to follow all orders you have been given by anyone but myself, your personality will be returned to that which you currently have, all memories artificially hidden or altered since this moment will be returned to you in their original form, including those of this full trance, and you will carry out my orders."

Twilight rested her cheek against Luna's wings, nuzzling her cheek against the feathers. If Celestia told Luna to awaken, she would learn almost everything. That was a huge disadvantage. It would reveal every detail of the way Twilight had thwarted her before. But that was the price, for it to look convincing. That was what it would take for there to be some chance that Princess Luna would be standing in the throne room, seemingly under Celestia's control, ready to act at the very last moment.

She was betting everything on that chance.

Her stomach churning, voice hoarse, Twilight began to recite Luna's instructions for the confrontation.

"Slumber."

Nothing. So far, so good...

"I am satisfied," Twilight pronounced carefully. Before her eyes, Luna slumped slightly, her hand rising slowly to rub at her face. Yes. The modified charm had affected Luna, weakened as she was by exposure to the first. If that had failed, her plan would have failed before it began.

In a way, she'd almost hoped it would. Then she wouldn't have to risk this. Instead, she would have kept Luna at her side, done everything she could to prevent Celestia charming her. Of course, that tactic meant throwing away all subtlety, and trying to blast Celestia with nothing less than brute force, Princess against Princess. The odds of somepony getting seriously hurt were way too high. Even with the stakes as high as they were, there were some risks she wasn't ready to take.

"Hey, Princess," Twilight said quietly. She needed no skill in acting for her voice to be quavery with tension.

Luna blinked, shaking her head as false memories of the trance she'd just experienced flashed before her eyes. "Why would it not work, Twilight? What is the matter with thy removal spell?"

Twilight wrapped her arms around Luna, clinging to the tall pony as though she might snap out of existence at any moment. "I – I gave it everything I have! It must be something to do with the way the charm was made especially to target you, I can't undo it! Luna, I can't let you go to Canterlot like this. All Celestia has to do is say the word, and she'll have you again. It's too risky!"

Luna rested her head against Twilight's. "I saw how hard you tried, Twilight. You have given far too much of your strength in seeking to free me from this spell's grasp, and must now conserve what remains of your strength for facing my sister, and those she commands. What must I do in Canterlot?"

"You can't go! I'll try again, I'll put you back into your sleep and this time, I'll push hard enough to sever the bond, I know I can do it!" All the fear and desperation she felt, Twilight channelled into the words. Lies upon lies, and Luna had to believe them unquestioningly.

"I must go, Twilight! I shall bear the risk. Tell me of thy plan!" Luna demanded. She gripped Twilight's shoulder firmly as she spoke, her voice resonating with growing force. She was the very avatar of determination, unswayable.

How convenient for Twilight that her act required her to look just as wretched as she felt. "I... when I enter Celestia's throne room. You need to be there, and the moment I enter, you need to knock her unconscious with sheer force. I can mop up any guards, and then take control of her while her defences are down."

"I do not care for the notion of striking at my sister. I love her, as I love precious few things in this world. But..." Luna sighed, deeply. "I will consent to this plan, if it will end the conflict between you. If it will remove the threat this cursed spell holds over my life and happiness. How wilt thou control her? Is she not immune to the ravages of this charm, as your prior defeat hath proved?" Luna's stern face drew into a frown, but one tinged with underlying desperation for Twilight to have the answer.

Well, it wasn't like Celestia would expect Twilight to face her without some means of fighting back. Confirming that suspicion wouldn't necessarily cost Twilight anything. Nearly accurate but misleading information was far more plausible than an outright denial. "I think she'll be in for a surprise, when it comes to that. I've adulterated the charm a bit. If she's weakened enough, it will stick to her."

It was impossible, of course, to make the original charm affect Celestia, weakly or not. She was the null point, and it had taken the creation of an entirely new charm variant to change that. Equally, it was just as impossible to remove the charm completely. Faced with the claim that Twilight had learned ways to do both, from a trusted source, Twilight was willing to bet Celestia would believe it anyway.

Luna certainly did. Squeezing Twilight tightly, her voice dwindling to a whisper, she breathed, "I pledge to thee, Twilight, I shall not fail you."

But she would. She had to.

Clenching her hands into fists, Twilight hid her face against Luna's chest. "You have to go. I need you to get back to Canterlot Castle as quickly as you can, so your arrival doesn't seem to coincide with my arrival. It's suspicious enough as it is." Luna needed enough time to rouse Celestia's suspicions, and be charmed. Twilight needed enough time to finish the rest of her preparations. She needed to persuade Rarity to help her, and she needed to take the final step to unlock the full potential of the recreated charm. She'd put both off as long as she could. Both were going to hurt, in their own ways.

Pushing away from Luna, Twilight looked up at her, tears gathering at the corners of her eyes. "I don't want you to go. So... please, will you? While I still can let you do this?"

Luna's lips pressed together tightly, and she stood motionless for a long moment, before finally pressing her clenched hand to her chest. "We shall be victorious, my Mistress. Save thy tears for joy. I shall see thee on the morrow."

Covering her face with both hands, Twilight scrubbed at her stinging eyes. When she opened them, Luna was gone.

She heard the sound of the front door opening, and closing softly.

It was done. She was committed, now. Luna was on her way to Canterlot. Celestia had to be suspicious already; Luna's tour of the country had gone on far too long. Even without the treacherous command at the back of her mind forcing Luna to betray her nerves, she almost certainly would have charmed her anyway, just to be sure.

Through the open doorway, Twilight heard the front door open once more.

No way. Celestia wasn't here. Couldn't be. That would spoil everything! Frantically, Twilight searched the room for a way out. The window wasn't big enough for her. The bed! She could hide under the bed, or in the wardrobe, hope Celestia didn't use magic to seek her out. This could still work, she could salvage this-

"Twilight! I demand you come out at once!"

Twilight stopped cold. Rarity's voice?

Moving as quietly as she could, she tiptoed to the door and peeked around it. Rarity and Zecora, oh good grief, were standing in the middle of the tree house. As was Zecora's habit, she wore a brown travelling cloak, over a sleeveless grey tunic and loose leggings. Rarity was dressed in a pure white dress of glistening silk, her subtle makeup expertly applied. She was frowning, face cast with tension, and Zecora was gripping her hand tightly.

A careful inspection revealed no trace of Celestia, not anywhere in sight, and Twilight had Trixie restore her ability to see the Princess after the dance hall debacle. This probably wasn't a trap. It was just two ponies that she cared about deeply, that she'd treated badly, now standing uninvited in her home, looking very determined.

Well, she'd known she was going to have to speak to Rarity anyway...

After a moment's consideration, she concluded that that didn't make this easier at all.

"Twilight!"

Trying not to cringe, Twilight pushed the door further open, and stepped out of hiding. "Rarity, Zecora... it's good to see you both. Um. Is there something I can, can help you with?" Her words trailed off lamely. A strange look had come over both of the mares before her, one that Twilight couldn't quite fathom. She tensed herself to scream both activation phrases if they came at her.

Zecora's lips parted, then closed again. She looked at Rarity helplessly, and Rarity took the zebra's hand, squeezing tightly.

"Twilight, we're here to talk about what you've done, and what you are going to have to do now," Rarity said firmly.

That wasn't much of a surprise. But the way the two moved together, the evident connection they shared, that was unexpected. "I – of course. Please, sit. I can make you some tea, if you'd like." Twilight moved to sit down, hands fidgeting nervously. A glance at the stairs showed Spike had yet to stir from his room.

"No, Twilight. No tea. We are here to demand something from you, and there shall be no niceties until we are finished." Rarity sat beside Zecora. The zebra nodded her agreement, gazing down at her lap, and only occasionally flicking glances up at Twilight.

It really wasn't like Zecora to be this quiet. Twilight frowned, looking from one pony to the other. "Then please, tell me what you want?"

"The first thing I want is for you to truly understand what you've done." Rarity raised a hand, cutting Twilight off before she could protest. "You don't. You have made life impossible for Zecora. You ensorcelled her carelessly, against her wishes, then didn't tell her that you were to face Celestia. You made no provision for her when you hid the fact of what you'd done, even knowing you were going to forget, because it was more convenient to you. You did not consider how it left her, and the misery she endured because of it."

"I know I've done bad things, but – I let her go! I let her choose!"

Zecora lifted her head, her eyes flashing briefly. "After you left me to endure misery, you all but forced me to accept liberty. You made me remember what you'd done to me, without allowing me to be truly free."

"I just - what else could I have done? I wanted you to decide what you really wanted!" Twilight blurted out in frustration. Would these ponies ever stop criticising her?

Rarity squeezed Zecora's shoulder. "You could have given Zecora the option of blunting the pain she'd endured. You could have given her the choice to be the pony she was before all this happened. You could even have given her the choice to punish you, though it doesn't seem that was ever a choice you'd make of your own accord."

Twilight was speechless with indignation. "I couldn't just - invite Zecora to attack me!"

"You prevented her from punishing you in any way, for what you did. It was impossible for her to choose to be your slave, after seeing it was all a lie, but she can't forget all the things you made her feel, either. She is trapped. As am I."

"But - you got to decide what you remembered! You could be the pony you were before this, just like you said! I gave you every choice!"

"No, Twilight. You took my choice away when you used this spell on me, and then went far beyond making me simply accept what you were doing with Applejack, and the others. If it had been merely that, I would have accepted it now, without rancour. However, that is not what you did. You enslaved me, whether with a show of reluctance or not, and then made extensive use of me. Now, if I choose to remember, I cannot stop remembering what has happened, and if I had chosen to forget, I would be forever separated from all of you. How could I stay close to you all, if the five of you remember all this, and I alone do not? We wouldn't be true friends, anymore. My position is just as impossible as Zecora's."

"Well - I'm sorry! I really am, I know I've been a bad pony, and I never wanted to hurt you! I just - it was too much! I'm not perfect!" Twilight realised she was shouting now, and abruptly sat down, forcing herself to be quiet.

Zecora spoke huskily. "You are correct. You are far indeed from perfect."

Realising she was about to raise her voice in frustration again, Twilight took a deep breath, and got a grip on herself. These were ponies who she had wronged. Terribly. They were entitled to do a lot worse than tell her off, but that was the only thing she'd allowed them to do.

A hollowness opened up within her anger and frustration. Her voice came softer, now. "I know. I'm sorry. Tell me what you want me to do, and if I can, I'll do it. How can I make this better?"

The two mares turned to look at each other. Zecora nodded, urgently, and after an instant's hesitation, Rarity nodded in return. She looked back to Twilight. "You need to enslave us."

Twilight's head jerked backwards. Her mind completely blank, she stared wordlessly at the two. "I - what?"

Rarity bit her lip, her free hand clenching in her lap. After a moment, she spoke quietly. "I don't want to forget everything that happened, and I certainly could never abide being parted from our friends forever. Zecora doesn't wish to have everything she feels for you stripped away either. The only solution is for you to make us yours again. However!" Her voice rose sharply. "Understand that this is your fault, Twilight! What you've done to us means we can't be free. You must bear the consequences of that fact."

Hearing Rarity cast it in those terms seemed almost worse than not having had them return at all. A profound wretchedness twisted in Twilight's chest, squeezing her heart. "I... Rarity, I can't accept the two of you like that. Knowing you didn't want to be mine, it would be... wrong. Sad." Even as she said the words, Twilight heard the hypocrisy in them, and hung her head.

"You didn't seem to have a problem with that when we were taken by surprise."

Rarity's precise words cut deeply into Twilight, who flinched. "I can find another way! I can... make you feel better about what happened, it doesn't have to be like this." This was crazy! Here her lost slaves were, offering themselves to her, and she wanted nothing but to find some way of turning them away. She found herself unable to look directly at either of them, her body rigid with tension. "I won't take you like this."

"But you must! Do I no longer stir your lust? I cannot stand any further pain, cannot be apart from you again!" Zecora jerked halfway to her feet, desperation plain on her striped face.

Twilight stared, aghast, as Rarity took hold of Zecora's shoulders and hugged the other mare tightly, before easing her back down onto the couch. "I... I'm so sorry. I've really messed you up, both of you... haven't I." It wasn't as bad as Pure Heart - though almost nothing was as bad as Pure Heart - but that look on Zecora's face, of need...

Rarity quietly rubbed her hand over Zecora's back, who pressed her face against Rarity's shoulder. The white mare smiled, a wry, hopeless kind of smile. "You have, I'm sorry to say. Zecora and I, we cannot help but love you, despite what you've done. Belonging to you feels like nothing either of us have ever known. You cannot leave us like this, Twilight. You must own your mistakes. And so, us."

Twilight swallowed, nodding slowly. "I... I understand. I'm sorry. About everything. So... what, um. What do you want this to be like?"

"Give us a choice. Let us disobey if we wish to. Try not to tamper too much with what I consider normal, Twilight, and most certainly do not stop me from protesting if you are going to casually enslave others on a whim."

"One more thing you must do. I must feel that I belong to you!" Zecora interjected quickly.

A blush colouring her cheeks, Rarity nodded stiffly. "Yes, I agree. I must also ask you to make it easier for me to be attracted to mares. I am finding my feelings... confusing."

Okay. This was happening. Breathing in deeply, Twilight did her best to calm the simmering cauldron of guilt and upset and trembling hope that roiled within her. What these mares needed, more than anything else, was for her to think clearly, and not mess them up any further than they already had been.

"I'll write down everything before I say it, and you can look over it before I do it." Her voice sounded surprisingly steady in her own ears. "I know I can't apologise enough, but I can do my very best to look after you both. Always. I care for you, both of you, so very much. I do... want you to be happy."

Rarity shared a look with Zecora, and nodded once. "Very well, Twilight. I'll - we'll accept that."

Parchment. Ink. What she needed was a synthesis of the orders she'd given to Applejack, and the prohibition against jealousy that she'd laid on Rainbow. The quill flew back and forth as she wrote. After a few moments, she twisted the parchment around to present it to the others.

'You know that you belong to me. Doing what I tell you makes you feel good. If you need to break or refuse a command, you can. Tell me the next time you see me. You're attracted to mares as well as colts. It's very easy not to be jealous of the other ponies I own.'

Rarity frowned, and tapped the last line. "Is this necessary, Twilight?"

Twilight nodded. "I think so. I know we're all friends, but sometimes, you can get jealous of your friends, too. I want to know that if you say I shouldn't enthral someone, it's because you're really worried about whether it's what they want." That was a valid reason to stop her from taking someone. Obsessive need for Twilight's sole attention wasn't one, and she needed to make sure all her pets were gently barred from that kind of jealousy.

Hesitating, Rarity turned to Zecora. "What do you make of this, dear?"

Eyes flicking up from studying the parchment to meet Rarity's gaze, Zecora rested her hands in her lap. "I believe these words will have the desired effect. I accept." Subtle strain underscored her measured words, her shoulders tensed.

"Very well then. Twilight, I accept also. If you could go ahead, please." Rarity's back was straight as a ruler, as she held herself with all the dignity that she could muster. That her posture thrust out her glorious breasts against her white silk dress was entirely incidental.

Twilight pretended not to notice as best she could. The little voice in the back of her mind singing out gleefully that the two beautiful mares would be hers any moment didn't make it easier. She was meant to feel guilt, feel the weight of her decisions, and she did, she truly did. If there was an edge of growing excitement that was eroding the emotions she ought to be feeling, she was doing all that any pony reasonably could to restrain it.

"If you're sure," she said softly.

"Please." Even Rarity couldn't hide the little shiver that ran through her body as she glanced at the parchment.

Twilight stood up. She absolutely was not going to feel a surge of power. Of pleasure. Swirling her horn through the complex pattern of the new charm, she poured the gossamer shimmer of the spell over first Zecora, then Rarity. Even if it was massively unlikely, she didn't want to be left wondering whether Celestia had used her own trick against her.

Tension crackled in the air, as the two slaves-to-be rose to their feet. Quick, short breaths were the only sound.

"Obey your Empress," Twilight breathed.

"This slave obeys."

"This slave obeys, in a mindless daze."

A sudden, convulsive giggle escaped Twilight as she watched the two mares sink to their knees, at attention. "I'd forgotten you rhymed the awakening words! Oh, Zecora, that's so cute!" Dancing across the room, Twilight bent to kiss the mindless zebra on the lips, then spun to face Rarity. Without an instant's hesitation, her hands settled on the fashionista's out-thrust chest, and a long, soft groan of pleasure escaped Twilight's lips as she massaged Rarity's yielding breasts through the silken dress. "I've missed that. Oh, yes. I won't ever let you go again. I'm so glad that you came back to me."

Stepping back, Twilight looked from one pony to the other, drinking in the absolute blankness on their faces, their empty eyes. She wanted to feel the guilt that she deserved. She did want that. But right then, whatever lesson these ponies were trying to impart on her about the importance of restraint was lost. Her nipples were stiff and tingling, and her body was tense with excitement.

Stick to the script. That would be more than enough. That would make them hers again. Tensing her hands at her sides, Twilight levitated the parchment over to her, announced, "Do not repeat this aloud," and began to read. It was the work of a moment to steadily, clearly read the parchment aloud. If her head had been clear, she might have once again been quietly appalled at how simple, how swift it was to enslave them both. Instead, she felt only a trilling excitement as she quickly ensured Celestia hadn't given them any further secretive instructions.

Shivering with anticipation, her hands clenching at her sides, Twilight finally breathed, "I am satisfied." Everything slowed down around Twilight, finding herself unable to look away for an instant as the two stirred, their blank eyes coming into focus.

A visible tremble ran through Zecora as she found herself on her knees. Leaning forward to rest on her hands, she gazed up at Twilight as though she could see nothing else. "My turmoil is stilled, there is no need to fight. Once again, I belong to my Mistress, Twilight. I will serve you devoutly to my final day. Speak your desire, and I will obey."

Rarity's hand settled on the zebra's bare shoulder, squeezing gently. Her eyes were gentle, filled with concern. "I... Zecora, are you alright? How do you feel?"

Zecora started, then looked towards Rarity with something like surprise. After a moment, she smiled, and her eyes welled up. "I was split in two, and now I am healed. I am at peace with the memories that were revealed. My mistress is to blame for many things, but I embrace being on her strings. I will always be grateful for your aid with those feelings I could not conceal. But what of you, now? What do you feel?"

There was a long pause, as Rarity visibly interrogated her feelings. Finally, she spoke softly. "Everything I remembered... I couldn't reconcile what had happened with the way I felt. The way I think of myself. I was... lost, in remembering how good it felt to do things I can scarcely believe I would do, remembering how it felt to desire things I hadn't ever desired. Most of all, I remembered the feeling of... love. Love, and pride, that I could make Twilight happy."

Watching the two, Twilight found herself holding her breath, not wanting to interrupt their moment. Only as Rarity turned towards her did she say very softly, "Rarity."

Addressing Twilight directly, Rarity said simply, "It felt like the worst break-up I've ever had. A heart-breaking wrench. I couldn't stop thinking about everything we'd had, and I couldn't make sense of it. It's... it's a relief. I can see that you are beautiful, Twilight, and Zecora too. Not just lovely, but profoundly desirable. Now I feel that desire again, to obey your every whim. Now I feel that knowledge that I am your property. My Lady. Now, the memories feel as though they belong to me."

"I'm really glad that you came back to me." Twilight's heart was fluttering in her chest. "I missed you, both of you. So much."

Lifting her head, Rarity added firmly, "Don't think for a moment that I'm not still cross with you! This remains your fault. I certainly shall do all I can to prevent you from doing this to any other pony that does not realise that surrendering to you means either forgetting everything that you do together, or feeling things so powerful that they are impossible to escape." Rarity sighed, and a small, wobbly smile came to her lips. "But if I may... I'd like to just... enjoy this feeling. For a while. Of belonging."

"Lean closer to me." A tingling heat kindled in her as Zecora and Rarity leaned forward in unison to rest on their hands, heads tilted up towards her, each momentarily closing their eyes as the familiar thrill of obeying danced through them. The sight was intoxicating. "Stay where you are," Twilight ordered softly. "Don't say a word. Just do as you're told. Each moment you're on your knees, you're obeying me."

Twilight's feelings were a knotted mess, regret and joy and triumph all snarled together too tightly to untangle. But if she'd learned anything from her use of the charm, it was the wonderful way that arousal cut through her other concerns. The two mares before her belonged to her again. There was no reason to resist temptation. After all the desperate work she'd done to shore up her morals over the preceding days and weeks, giving in to her desires was as easy as falling.

Zecora's eyes were fever-bright as she nodded breathlessly. Twilight smiled as she reached out to the zebra, her fingers sliding over her patterned cheek. After a moment, her other hand moved to caress Rarity's face, moving in synchronisation as she tenderly stroked their lips. Her fingertips gently parted soft lips. Each of her slaves wore an identical expression now, a shivery look of surrender that made Twilight's thighs squeeze together in desire.

"You're beautiful," she told them huskily. "I'm going to take such good care of you. Such good care."

Breathing fast, Twilight let her hands trail lower. Smoothing down the delicate curves of each pony's throat, feeling their pulse fluttering under her fingers, the sense of ownership was overwhelming. Their smooth breasts filled her grasp, one covered by a slippery layer of white silk, the other's ringed nipple pressing into her palm through the soft grey fabric of her tunic. She squeezed, and as one, the two ponies kneeling before her whimpered, moaning softly.

This. This was what she had always needed. Zecora, someone she'd always considered proud and mysterious, was pushing her pierced breast into Twilight's hand, her hips rocking slowly. The look on her face was pure, transcendent joy. Beside her, Rarity, one of the most elegant and refined mares Twilight had ever met, was gazing up at her through lowered eyelashes, a pink flush marking her pure white cheeks. Her full, soft breasts were captured between her arms, gently pushed together to form a perfect vision of pale cleavage. Shivers raced through her as Twilight's hand kneaded her slowly through her dress.

For a long, slow-motion moment, nothing else existed. Just the three of them, just the warmth of her slaves, their moans, the looks in their eyes.

Only one drive was powerful enough to overtake the absolute truth of Twilight's lust, and even with her body howling at her to continue, it came to the fore at that moment. The urge to survive. To win.

Twilight's breathing was ragged in her own ears, as she released them and sat back in her chair. "Sit up, and listen."

Rarity shook herself, her purple curls bouncing softly as she shakily sat back onto her heels. Beside her, Zecora straightened, a look of frustrated need on her face. Neither spoke.

"I need you both to help me. This is important. Tomorrow, I'm going to face Celestia." Sharp intakes of breath, looks of shock. The transition was too abrupt for them to handle, from longing to fear and uncertainty, in an instant. "I was going to... ask you for your help, anyway. I'm glad that you came to me. Rarity, I'm going to need you to use your element to aid me. Can you do that?"

Licking her suddenly dry lips, Rarity managed a nod. "I - of course, my Lady. I will. Opposing Celestia will be a serious matter, but... I do understand the necessity. I'm certain this time will go better."

"It will, I promise." Twilight nodded, projecting certainty that she didn't feel. "Zecora - can you mix up anything to knock ponies out? I may need to take down ponies that are under Celestia's charm, quickly and without hurting them."

Zecora narrowed her eyes, then nodded. Her voice was firm. "Though your timing is remiss, I can do this. There will be but few doses of powder to aid in your fight, and I must leave at once while there is still daylight."

Rarity hesitated. "If this battle is tomorrow - so soon - is there anything I can do to help? Prepare more earmuffs, perhaps?"

"I've taken care of that. But there is one thing that you can help me with. I want you to accompany me while I charm a pony. I'm going to need her aid before tomorrow, and I don't have time for her to ask questions."

"My Lady, really! After all we've said to you!"

"I know, I know! That's why you should be there, so you can watch and see nothing happens that isn't strictly necessary. Besides," Twilight swallowed. "I'm not looking forward to this very much."

Her expression relaxing a little to slight wariness, Rarity glanced at Zecora, then back to Twilight. "Who is this mare that you need so urgently?"

"Inked Quill. The tattoo artist."

Author's Note

Next time: the big fight!

Special thanks to Setokaiva for proofing!