Finding the Spark Within

by Cloperella

Rating: mature
Tags: Slice of Life, Human, Equestria Girls, Sex, Sunset Shimmer, Main 7 (EqG)
Length: 21754

Sunset Shimmer is tired of being alone despite her efforts to reform, so Pinkie Pie invites her to a slumber party with her friends. Despite the girls being more intimate than Sunset's used to, curiosity slowly gets the best of her as she's there.

Sunset Shimmer has completely reformed from her sinister ways, but it's not paying off. Students just don't want to trust her, and they constantly talk about the mistakes she's trying to leave in her past. Miserable with her school life, Sunset just wants someone to assure her that she's doing the right thing.
Luckily Pinkie Pie is more than willing to invite her to a slumber party at her house with the rest of her friends. But Sunset gets a little nervous when she learns how close Pinkie and the others get with each other. Sunset's ready to make some friends, but is she ready for friends that are that close with each other?

Note: This takes place between EQG1 and 2, after Twilight returns to Equestria. Even Though I used the mane six tag, be advised that Twilight is NOT in this story.

Published 2015-01-05 05:50:06 UTC
Last updated 2015-01-05 05:50:06 UTC

Chapter 1

A loud banging sound rang out repeatedly, as a construction worker hammered the last plank to the row of plywood he had applied to the broken wall in front of him. With no more planks on the top of the ladder he stood on, he carefully made his way down towards the ground. Standing on solid ground, he wiped his brow of the sweat he had accumulated from working under the sun for several hours. On cue, a water bottle, held by a frail yellow hand, appeared in front of him. His eyes traveled along the arm, to find a young girl with pale rose hair, a timid smile spread across her face.

“Thank you, Fluttershy.” The man said to her, before guzzling a majority of the bottle's contents on the spot. She nodded happily, before stepping away, and towards another member of the construction team working outside of the school.

Despite that repairs were nearing completion, it was difficult not to notice the gaping hole in the front entrance of Canterlot High. Those who didn't attend the school might have speculated that a small aircraft might have crashed through the front doors. But those who attended the school, students and staff alike, had seen the real cause of the wreckage firsthand.

Sunset Shimmer, a young girl who had cast away any notions of acceptance or friendship, had strived to obtain a crown embodied with magic she could not possibly comprehend. Once she had acquired it, the magic contained was influenced by the bitterness in her heart, and drove her insane with the power of darkness. In her demonic state, Sunset had crushed the school entrance, and taken over the student body as her own army to control an alternate dimension; a dimension she had once resided in, but forsaken when she felt it no longer served her selfish desires.

Before her wicked plan could be carried out, six girls, with the power of friendship in their hearts, harnessed a power even greater than Sunset's. Their power shined a light in Sunset's heart, and cast out the darkness that had overtaken her. All that remained of her was a powerless girl, with no friends to call her own, left in a giant crater, begging for mercy. And her saviors had granted it to her. Everyone deserves a chance at redemption, after all.

A month had passed after the eventful night, and Canterlot High as a whole had recuperated quite well, despite drawn-out repairs to the school that Sunset had caused. The cafeteria bustled with activity in the afternoon, as students relaxed, and chatted amongst themselves while they consumed their meals. Life had returned to normal for everyone in attendance.

One feature to the cafeteria that had been added that day was a small stand at the back of the cafeteria, with a colorful banner at the top: BAKING FOR BRICKS. On the table tops were assortment of scrumptious looking delicacies, cupcakes, cookies, brownies and candies of all kinds. At the front, a girl with pink skin and hair, curlier than one might think possible, sat in her chair, devoting all of her attention to one very important task: keeping the pencil on her nose from tipping one way or another. She had kept it from falling for almost a minute. All she needed was five more seconds to herself.

Her concentration was broken when she noticed someone standing in front of her. She lit up with a smile as the pencil fell away and landed on the desk with a small tap.

“Thank you so much for helping- oh, hi Sunset!” she exclaimed, looking at the girl with bright red hair, adorned with yellow streaks.

“Hi Pinkie Pie.” Sunset replied, looking over the display and the trays of food next to Pinkie Pie. “What's all of this?”

“You remember how Principal Celestia said that the school might have to make cutbacks to pay for repairs to the school?” Sunset' winced when she was reminded that Canterlot High was threatened with having to pull the plug on some of the students favorite activities because of the repairs. She felt her chest tighten with guilt, knowing that she was the cause of the pinch that the school was in. “Well, I asked the Cakes if they could help us out, and they were thrilled to. They made all sorts of stuff for us, and they're gonna keep making them the whole week. If we raise enough money, the administrators can pay the construction workers without canceling any clubs or programs, or field trips!”

Sunset rummaged around the interior of her jacket until she found some paper money and handed it to Pinkie.

“Hey, thanks Sunset! That's really nice of you.” Pinkie said as she accepted her money. Sunset wasn't sure how nice it was, since she was paying for damage that she herself had caused, but she appreciated Pinkie's good spirits nonetheless. “So what can I get you? Do you want a cookie?” Pinkie Pie lifted a cookie with her hand, and with a flick of her fingers, made it spin around on one side. “Or, maybe you want a cupcake?” She dipped her hand into the tray under a cupcake, and lifted it up so that the round side of the treat rolled along her arm, and across her shoulders. “Ooh, or how about a brownie?” With expert motions, Pinkie Pie flipped the chocolate rectangle between her delicate fingers.

“Geez Pinkie Pie, it all looks so good.” Sunset replied as she watched Pinkie Pie balance all of the snacks on her body.

“I know, right?” Pinkie Pie replied enthusiastically. “The Cakes make the BEST stuff from their bakery. Here, have a cupcake, those are my favorite.” She said, poking her left shoulder up as the cupcake rolled towards it, sending it flying in Sunset's direction.

Sunset Shimmer caught the treat in the air, and looked down at the cupcake in her hand, wondering if she could seek solace in its layers of spongy goodness. She took a bite. Her mouth was filled with soft, yummy frosting, and sweet moist bread. She allowed herself to push away the feelings of guilt, and savor the temporary relief that the treat granted her.

“Mmm...” Sunset hummed in delight as she swallowed. “That's delicious.”

“I know! Just smelling all this stuff is making me hungry.” Pinkie replied, once again resuming her task of keeping her pencil balanced on her nose. “But, I can't eat any of the stuff here, 'cause it's only for those who pay for it, and I don't have THAT much money.” Pinkie gasped, as the pencil once again fell away from her nose. “Hey, Sunset, could you do me a favor? Do you think you could watch the stand for me, while I go get something to eat?”

“Uh, sure?” Sunset replied, caught off guard after she swallowed the piece of cupcake in her mouth.

“Great! I'll just be gone ten minutes or so, you'll have time to eat after I'm done. Here's the cash box,” Pinkie explained, pulling a metal box covered in glittery stickers from top to bottom. She opened and and showed Sunset the different spaces where the various amounts of money were stored away. While it wasn't overstuffed with money by any means, Sunset could see that Pinkie had already made quite a bit of cash from just one day of sales.

“You're... trusting me with this?” Sunset asked, astonishingly.

“Well, of course I am, silly! Why wouldn't I?”

“Because I've kind of got a reputation for not being the nicest girl in school.” Sunset reminded her, while poking her fingers together.

“Aw, I know, but that was in the past!” Pinkie explained, sitting up from her chair and stepping out from behind her counter. “I know you're not like that anymore. Oh, when I saw you crawling out of that crater after me and the other girls magicked you back to normal, with those big sad eyes, saying you didn't know there was another way: eeeee!” Pinkie squealed, bending her knees and drumming her wrists against her own cheeks. “How could anyone say no to that face?” Sunset smiled timidly, light pink circles appearing under her eyes. “You'll do fine, I promise. Just sit tight for ten minutes, and I'll be back, okay?”

Sunset Shimmer waved goodbye to Pinkie Pie before sitting down, and placing the cash box underneath the table where it had been previously. She took a deep breath and tried to relax. What Pinkie had said was true; she had been trying her hardest to make a change for herself. She had thought long and hard about her life, following the night she had been corrupted with power and had it stripped from her completely. Even though she previously had the school wrapped around her finger and could get anything she wanted, she realized that she was never truly happy with her life. How could she be, when all she did was yell at others, and make them miserable when they didn't deserve it? The rush that came with that sort of power blinded her from seeing how unhappy she was deep down.

Since the night she had been saved, Sunset had resolved that she would be a different girl. She strove to find different opportunities to help those in her school, volunteering her time whenever there was a chance to. The staff had warmed up to her very quickly, helping them run packages or letters between offices. Their words of praise lifted her spirits and made her feel that her efforts were being rewarded with their approval and forgiveness. Now she had been granted a new chance by Pinkie Pie to win over the students. If she could do well here, she might be that much closer to redeeming herself. Excited at the thought of putting her past behind her, Sunset bounced her head from side to side, excitedly waiting for students to greet her and buy some sweets for a good cause.

A few minutes passed with zero patrons, and Sunset grew tired of bouncing her head, instead opting to rest her chin on her hand. Out of the side of her peripheral vision, she caught the sight of a particular group of girls sitting at the end of the table on her right, the same group of girls, minus Pinkie Pie, who had saved her from corruption. They all glanced towards her at varying intervals, too afraid to keep eye contact with her at all, as was she. But she was still glad knowing they were there. It wasn't until Pinkie Pie reappeared with a fresh lunch tray and sat down with them that she was able to look at them with more confidence. All of the girls kept their eyes focused on Pinkie Pie as she spoke to them and pointed towards Sunset, most likely explaining to them about how she had placed her temporarily in charge of the stand. Pinkie looked over at Sunset and waved enthusiastically, the others following suit, but with less flair than her. She found a bit more strength knowing they were a short distance away from her, watching her make an effort to change for the better. Sunset lifted her hand and offered a nervous wave and smile back at them.

“What's going on over here?” the voice of a boy called out to her flatly, snapping her attention away from the five girls across from her. Sunset looked to see Brawly Beats, a boy with an orange v-neck shirt looking down at her, with an unimpressed scowl on his face.

“Oh, hi Brawly!” Sunset greeted him, stretching the corners of her mouth to form the friendliest smile she could muster. “This is something Pinkie Pie's running, it's a fundraiser in conjunction with the Cakes-Bakes shop. All the proceeds go towards repairs for Canterlot High!”

“Repairs to the damage that YOU caused, right?” Brawly asked flatly.

Sunset Shimmer's mouth shrunk to hide her teeth, but her smile remained. Her eyes blinked a few times as her mind struggled to process if he had really just said that to her. Keeping herself composed, she took a deep breath before she responded.

“Yes, Brawly... damaged that I caused. That's right.”

“Nice going. Yeah, I guess I'll take a cookie from you.”

Sunset held out her hand to take his money, and then offered him a cookie on top of a napkin. “Thanks for helping.” She said as he walked away, and she put his money into the cash box in its proper place.

Sunset wasn't sure how long she was sitting by herself after that exchange. Her mind was stuck on what she had just heard, and it rang through her head numerous times.

Damage YOU caused.

Sunset thought to herself that what he'd said to her was awfully rude; she had been on her best behavior for a month, without so much as even jaywalking. And he could see that she was trying to help. She didn't understand why he had to act that way to her. It's not like she had even hurt anyone when she was corrupted with darkness. As she thought on it further, she began to think about what she had done. She may not have actually hurt anyone in her darkest hour, but she had no doubt filled them with terror. After ages of bullying them and making them her personal servants, they had finally been given a glimpse of her in a form more suiting to her personality. Something hideous, and terrifying. A monster, bent on destroying anything wonderful and joyous.

Losing the energy to keep her eyes forward, Sunset stared at the table top, and noticed a bit of dried frosting had accumulated there. She lazily picked at it, while she reconsidered that what had been said to her had been appropriate. It was a reminder that she didn't deserve redemption. No amount of package lifting, floor sweeping or fund raising could ever erase the awful things she had put them through. As her finger continued to work at the bit of frosting on the table, she noticed her eyes had begun to sting for some reason.

“All done!” Pinkie Pie's voice cried out from in front of Sunset. She looked up to see Pinkie Pie, but had a hard time making out the features of her face, due to some blurriness in her vision. “Mm, I love the food the school makes for us. And that apple pie Granny Smith made? Boy, it was- hey, are you okay?” Pinkie asked, her voice dropping its bubbly cheer suddenly.

“Huh?” Sunset asked, taking a breath and finding her nose a bit stuffy. “Yeah, I'm okay.” She replied, wiping her eyes of the wetness building in them, clearing her vision as she sniffed a bit. “I guess the pollen's really high today. I'm fine.”

Pinkie's eyes scanned over Sunset momentarily, with a look of worry in place of her usual smile. “Well, I think I can take over again. Why don't you go sit with Applejack and the others?” she suggested as her smile returned, nodding her head towards the group that she had just left.

“You want me to sit with them?” Sunset asked nervously.

“M hm! They're real nice, they'd love to have you join them.”

Looking back and forth between the girls and Pinkie Pie, Sunset wasn't sure how good of an idea that was. Though she admired all of them, and even wished that she could spend time with them, she couldn't deny that she didn't really know them very well, nor they her. But Pinkie Pie seemed very earnest on her mingling with her friends. She didn't want to disappoint the first girl she'd had a friendly conversation with since she had ever been in this world.

“Okay. Thanks, Pinkie.”

“No problem!” She replied, as they traded places. Sunset felt a reassuring squeeze on her shoulder as she passed the pink-haired girl, and looked back to see her face beaming with optimism. It gave her just enough boost to smirk, and she turned to face the other girls with a bit more confidence.

That confidence began to fade when Sunset actually approached the table, and could barely hold eye contact with each girl for more than a second at a time. She had once been the most popular girl in school, even if it was for the worst of reasons. Now these five girls, including Pinkie Pie away from the group temporarily, had taken her place on that mantle. And when she had been bumped off, she had fallen to the lowest slot on the high school food chain, with absolutely no one wanting to talk to her. The weight of how out of place she felt made her stomach turn anxiously. Nonetheless, Sunset gulped and forced herself to speak.

“Hi, everyone.” Sunset offered, forcing herself to smile.

“Well, hey there Shimmer.” Applejack responded with her friendly, warm country accent.

“Um, hi Sunset.” Fluttershy chimed in from Rarity's right, part of her face covered by her hair. Sunset thought it a bit amusing that she wasn't the only girl at the table with some social awkwardness.

But it's a lot cuter when she does it. Sunset thought, as Rarity and Rainbow Dash greeted her.

“So...” Rainbow Dash said aloud, trailing off as she stirred the food on her tray around. “How's, uh... stuff?”

“Stuff's good.” Sunset reacted quickly.

“Good!” Rainbow finished. She turned her head towards Rarity when she heard the fashionista clearing her throat, and received a very disapproving glare from her. Rainbow shrugged her shoulders, acknowledging that she couldn't think of anything better to say at the moment.

“Ain't you gonna get somethin’ to eat?” Applejack asked, noticing Sunset was the only girl at the table who had no food in front of her.

“I'm not really hungry.” She replied.

“Well, I tend to think the food the school provides packs a bit more than what the body needs on a daily basis.”Rarity griped, with her head tilted up. Applejack grunted in frustration, stabbing her casserole rather hard as she took another bite. “All that fat and carbs does not help me keep my figure. I would much rather prepare something at home and bring it with me.” Rarity took another bite of the garden salad in front of her, then lifted a fork full towards Sunset. “Are you sure you wouldn't like some, dear?”

“I said-! Ahem,” Sunset stopped herself as she saw Rarity's eyes widen and her mouth curl in disapproval. “No, thank you. I'm not hungry.”

Rarity took the fork into her mouth and munched quietly. Next to her, Rainbow Dash's face lit up.

“Ooh! Uh, hey, so I saw that Pinkie Pie let you sell some goodies for the fundraiser!” she said excitedly, happy that she finally found something worth talking about to Sunset.

“Yeah, I sold one cookie.” She answered back, unenthusiastically.

“Nice! That's one more than I sold.”

“Dash, I don't think I've seen anyone but Pinkie Pie work the stand.” Applejack reminded her. Rainbow Dash brought her palm to her eyes and let out a frustrated groan. “Oh! Ah, shoot. Uh, yeah! That's nothing to be ashamed of Sunset.”

Sunset didn't have the energy to respond anymore. Even though she admired them for their endeavors in friendship, she felt awkward being around them. They, the most popular girls in school now, as she had once been. They had saved her, purged her of the darkness within, and given her a fresh new start. And it amounted to absolutely nothing. Even if they were willing to give her another chance, they were five girls in the midst of an entire school. Tuning herself away from their conversations, she could pick up bits and pieces of chatter from the surrounding students.

Can't believe they're even talking to her.

Maybe she found a way to brainwash them.

I don't trust her.

Why hasn't the principal expelled her?

Lucky we’re not zombies anymore.

Hey, she might try it again, don't tempt her.

“Um, Sunset? Are you okay?” Fluttershy's voice brought Sunset out of her trance, and she snapped her head towards the pink haired
girl who called her.

“W-what? What do you mean?”

“Geez sugarcube, you're shaking all over.” Applejack pointed out. “You're not getting sick, are ya?”

“No. No, I'm not.” Sunset assured her nervously. “I'm gonna go.” Sunset quickly stood up from her chair and began to step away, but then turned back to face the group of girls who were staring at her intently. “Thank you.”

“For what?” Rainbow Dash asked.

For saving me. For being the most wonderful girls in the school. For at least trying to make me think I'm worth something after all that I've done.

Sunset Shimmer's shoulders raised as she took a deep breath, and offered a half smile.

“For letting me sit with you for a bit.”

Puzzled, the four girls stared between themselves as Sunset walked away, her eyes glued to the floor as she walked away from them, and out of the cafeteria.

The bright halls of Canterlot High were empty and silent, free of any activity with the students being trapped in class for the moment. The silence was broken by the sound of a pair of boots tapping against the tile floors, as Fluttershy scampered down the quiet hallway, the string of her hall pass draped around her wrist. Turning the corner of the hall of green lockers, her eyes lit up when she saw the door she was searching for: the girls restroom..

Spending her time before lunch keeping the construction workers refreshed on such a hot day, Fluttershy found herself drinking more water than she usually did at once, and it had taken a toll on her body. Just as soon as class had started, she found herself squeezing her thighs together as she felt a mounting pressure building down below. Though it embarrassed her, she raised her hand and asked if she could excuse herself. Luckily, Instructor Doodle was lenient on allowing students with good attendance the privilege to the hall pass.

Pushing the door open, Fluttershy's eyes scanned the checkerboard floor pattern and the space underneath the glossy blue stalls. She was happy to find that just as she had anticipated, the girls bathroom was completely empty, the way she wanted it. This way, she didn't need to worry about any other girls hearing whatever noises she might make, or make fun of her for taking too long. She could be at complete peace for a few moments when she was by herself.

Fluttershy slid into the first stall available, locked the door behind her and ripped off several sheets of toilet paper to make a cover for the seat. After slipping her light pink panties from under her dress to her ankles, she sat back and took a deep breath.

Before her body could fully relax however, her ears caught a small noise, one that made her clench up. Apparently, she wasn't the only one in the bathroom as she had thought. The sound was uneven, and hushed, as if it was trying to conceal itself and doing a poor job at it. She could hear a bit of a whine behind each sound.

Fluttershy realized it was the sound of someone crying several stalls away from her. She felt her heart sink. They were sounds too familiar to her, as she had spent a fair amount of her younger days with her face buried in her arms, weeping as other bigger, meaner girls had made her feel awful for simply being who she was. While the pressure in her bladder had mounted to a near critical level, Fluttershy just couldn't force herself to let it out knowing there was someone with a heavy heart so close to her. She reached down to grab the waist of her panties, and pulled them back up to their proper place.

After opening the door, Fluttershy tip-toed her way down the row of stalls, being careful not to let her boots tap too loudly against the tile. Whoever it was that was crying must not have taken note that anyone else had entered, as their whimpers had not died down in volume or consistency. Fluttershy came upon the last stall, the one for handicapped people, and pressed her ears to it. As suspected, the noise had the most volume coming from the other side of that particular door.

Fluttershy didn't want to trouble whoever it was that was on the other side. Yet, part of her had to know who it was that was so upset. She decided to take one quick peek, just to see who it was. She hoped that they weren't actually using the toilet at the moment, to make her peeping even more awkward than it needed to be.

Seeing just enough through the crack of the door, Fluttershy recognized the mane draped around the arms covering up the girls face. It was the same bright red and yellow hair that she had seen across from her at the lunch table earlier that day. Sunset Shimmer's whole body was shaking as she whimpered and sobbed, her shoes pulled up and resting on the toilet seat so they couldn't be seen from the open space under the door. Her shoulders bounced with each audible sob, and Fluttershy could hear her muttering to herself every so often. It was hard to discern, with Sunset choking and coughing as she cried, but “Stupid” “Horrible” or “Demon” were some of the words Fluttershy's ears picked up.

Fluttershy found herself astonished at what she was seeing. A little more than a month ago, Sunset had been roaming the halls with a sense of entitlement, pushing around those she deemed weaker than her, and barking orders at whoever she considered even a smidgen useful. She'd had the entire student body, as well as a majority of the staff, wrapped around her fingers to do with what she wished. Now Fluttershy watched her curled up in a ball of sorrow, hiding from the school she had once been in charge of, powerless, and without any friends to console her. She wept all alone, Fluttershy being the only witness to her pitiful state.

Fluttershy knew what she was thinking wasn't a good idea. The smart thing would be to leave her be, and pretend she never saw anything.

But, that certainly wouldn't be the kindest thing for her to do. Although her brain told her not to, her heart commanded her to reach out to the girl drowning in her own tears.

With a gulp, Fluttershy lightly tapped her knuckles on the door of the stall. Sunset's body ceased moving, and she lifted her head slightly. Her eyes scanned the door in front of her, wondering if she had just heard the noise against it or imagined it.

“U-um, Sunset?.” she called to her softly. “Are you-?”

Fluttershy hardly had time to react to Sunset Shimmer jumping off of the toilet seat and hurling herself towards the door, pulling it back sharply. She glared at Fluttershy with puffy cheeks covered in smeared make up, her teeth clenched in a growl, and red irritated eyes staring daggers at her.

“What do you want!?” she snarled loudly. Fluttershy's mouth hung open, and she let out a frightened squeak. Seeing Fluttershy reel back in fear, Sunset's face softened immediately. “Oh, Fluttershy! No, no no no no, I'm sorry! I didn't mean- I wasn't thinking!” She pleaded, rushing towards her with her hands clasped together. “Please, please don't be scared of me! I didn't mean to yell at you, you just surprised me! I am so sorry!”

Fluttershy's fear began to subside as she watched Sunset beg for her forgiveness. With Fluttershy still unable to speak, Sunset's eyes glistened as fresh tears rolled down her already wet cheeks, and her mouth began to tremble.

“I-it's okay, Sunset.” Fluttershy stammered, trying to regain her composure. “I know you didn't mean to-!”

“I don't...” Sunset cried, closing her eyes and tapping her wrists against her temple. “I don't wanna be like this anymore!” She bawled loudly, before storming out of the bathroom door, covering her eyes with one hand.

Fluttershy felt her heart broken for the girl who had just run away from her. A part of her demanded that she go running after her, try to calm her down, and explain that things weren't as bad as she thought they were.

But another part of her, the part that had reacted to Sunset scaring her when she was discovered, urged Fluttershy to pick a stall and evacuate her bladder before it did so on its own. In the blink of an eye, Fluttershy jumped in the stall Sunset had occupied a moment ago, closed the door and ripped her underwear down as she sat, breathing out a relaxed sigh as she was overcome with a sense of relief.

Chapter 2

“Oh, we simply MUST invite her, darling!” Rarity proclaimed with urgency, standing with her friends in the hallway of lockers while numerous students gathered their things to leave for the day.

Applejack grabbed her backpack out of her locker, and shook her head. “I don't know about this,” she offered, slamming her locker shut and twisting the combination lock once. “You really think Sunset's ready to join our group?”

“It's been nearly a month, and she hasn't hurt so much as an ant, Applejack. We have to give her a chance.”

“I just don't feel right about it. I mean, what if she's faking it? What if she's just whipping up some crocodile tears so we feel sorry for her, and then she double crosses us when our guard's down?”

“She's not faking it, Applejack!” Fluttershy interjected suddenly, surprising the other girls around her. “Sunset's been trying so hard to make amends for what she did, it's hardly been paying off for her. How would you feel if you didn't have any friends? If you had seen what I saw, you'd know how miserable she is.” Fluttershy stayed silent a moment, as she realized that all of her friends had their eyes locked on her in their bewildered state. Feeling her adrenaline taper off, Fluttershy backed away and sank her head into her shoulders.

As the majority of students had already vacated the hallway, with only a few stragglers behind, the object of their discussion approached her own locker catty-cornered from where they were standing. Sunset Shimmer took note of their presence briefly, then covered her face behind the door of her locker as she gathered her things.

“I say we invite her.” Rainbow Dash said in a hushed tone. “If she was planning anything against us, she would have done it by now. Besides... she's kind of cute.”

“Oh, for Pete's sake.” Applejack grumbled as she shook her head.

“What!? She is! Now that she's not being all gripey and acting like she's queen of the school or whatever. She kinda has that soft, timid personality going on. It's really attractive in a way.”

“Alright, fine. I guess it can't hurt nothing letting her join us this once.”

“Then it's settled!” Pinkie Pie whispered excitedly. “I'm gonna go invite her.” She turned about, and took an energetic step towards Sunset.

“Hold on a minute!” Applejack called to her. Pinkie screeched to an abrupt halt. “Tell her about that thing that we sometimes do. It ain't fair for her to come along and then get hit with that all of a sudden.”

“Gotcha! I'll tell her.” Pinkie Pie said with a wink.

Sunset Shimmer packed the last of her supplies into her backpack, and moved to zip up the top. On the left side of her peripheral vision, she thought she saw something pink and poofy creeping up to her. She turned her head, and saw nothing but an empty hallway. Feeling a bit uneasy, she turned her head to her right, and closed the door to her locker, and was met by the overly excited face of Pinkie Pie, mere inches from Sunset's nose.

“Hi Sunset!” Pinkie Pie exclaimed, making the girl jump several feet into the air. Pinkie watched as Sunset clung to the slant on top of the lockers for dear life, her smile not faltering in the slightest.

“H-h-hey P-Pinkie.” Sunset sputtered as she trembled. “Nice seeing you, again.”

“So... got anything planned for tonight?” Pinkie asked, bouncing on her heels as Sunset carefully slid off of the lockers and landed on her feet.

“Not really,” She muttered, her heart rate returning to normal, while the other four girls showed up behind Pinkie. Fluttershy smiled feebly at Sunset, who averted her eyes at remembering how she had snapped at her previously.

“Great! Well, me and the girls were chatting, and all of us would love it if you came over to my house for a sleepover tonight!”

Sunset perked up when she heard what Pinkie had offered her. “Really?” she asked, looking at Pinkie Pie, who nodded her head enthusiastically. She had assumed from her awkward display at the lunch table, they had no interest in befriending her. But as her eyes scanned the girls behind her, all of them showed a look of approval on their faces, including Applejack, though she still looked a bit uneasy. “Um... sure! Okay, thanks.” Sunset replied, the corners of her mouth stretching in appreciation. She couldn't believe that on the day when she was feeling her absolute worst, she was being invited to her first slumber party.

“Great! So, you probably don't have any pj's or anything with you since I just now invited you, but that's okay! You can borrow some of mine. Come on, let's get going!”

“Pinkie...” Applejack uttered, a touch of agitation in her voice.

“What?” Pinkie asked, puzzled. “Oh, right! Applejack wanted me to tell you that sometimes we like to tell really spooky ghost stories, so hopefully you're not scared easily.”

“No, not that.” Applejack refuted.

Pinkie's smile twisted into a confused frown as she scratched the back of her neck. “We, uh... sometimes eat so much candy, that we pass out, and then we get really sick in the morning?”

“You're the only one who does that. Never mind, I'll tell her.” Applejack said, stepping past Pinkie Pie who was still racking her brain for what she was supposed to be saying.

“What's going on, Applejack?” Sunset asked, perplexed at what could be so important to address to her.

Applejack lifted her chin, and looked down both ends of the hallway to make sure no one else could hear them. “Well, the thing is, we, uh, that is, all of us, Pinkie, Rarity, Dash, Fluttershy and me, we uh...” The girls behind her seemed uneasy as well, Fluttershy poking her fingers together, Rarity pressing against her own temple, and Rainbow Dash crossing her arms in a huff.“We kinda, sort of, eh... experiment with each other, from time to time.” Applejack admitted, a nervous chuckle following.

“Experiment?” Sunset asked as her right brow raised slightly.

“Oh, that's what you're talking about!” Pinkie exclaimed with a smile, as she turned back to face Sunset. “Nah, Applejack's saying we sometimes have sex with each other!”

Every girl in front of Sunset winced as Pinkie blurted the words, except for Fluttershy who let out a soft whimper behind her hair. However, a rather joyful expression remained glued to Pinkie Pie's face.

“Welp, cat's out of the bag now.” Rainbow said in a droll tone, rolling her eyes.

“I... what?” Sunset asked, as she stood in place looking baffled. Her pupils shrank as her mind was filled with images of all five girls in front of her unclothed and touching each other in the most provocative ways. “You guys...” Pinkie and the others nodded. “... With each other?” Again, they nodded. “... More than once?” A third time, the girls confirmed what she was thinking. “I just... how? Did you guys all just decide to go at it one night?”

“Ooh, it's actually a really funny story!” Pinkie Pie lit up as she waved her hands in front of her. Applejack pulled her hat down in front of her face, while the other girls visibly cringed with embarrassment. “Okay, so about a year ago, we were having this sleepover, and I was trying to make this awesome cake for everybody. But I got a little crazy with the frosting, and ended up coated in it from head to toe. I licked off a bunch of it, but a bunch of it was in my hair too, so I had to take a shower. So, I jumped in the shower, and I was drying off, but I forgot to take some clothes in the bathroom with me. So, I had my towel wrapped around me, and I went in my room where the other girls were, and while I was rummaging around for clothes, my towel fell off! And then Rainbow Dash gasped, and when I looked over to her, everyone was looking at me, completely naked!”

Pinkie Pie giggled as she recounted her story, the others listening in embarrassment, and watching to make sure no one walked near them to hear what she was saying. Applejack looked as if she was trying to disappear through a magical portal inside of her hat.

“And I was all like 'whoopsie!'” Pinkie continued, illustrating the pose she had been in, bending over with her legs straight up, her butt sticking out as she wiggled it slightly. Sunset was immediately hit with the mental image of the girl stark naked while bent over, her wet towel draped around her feet.

“I was gonna pull it back up, but I figured they already saw everything, so I just left it there and got dressed. We had a movie playing after that, but everyone just kept staring at me. So I was like 'do you guys wanna see me naked again?' and they were all quiet, except for Rainbow Dash, who was like 'yeah, kinda'. So, I stood up, pulled my pants down, and yanked off my shirt, and laid on the floor naked! And they were shocked! Like they'd just seen the most delicious ice cream sundae with chocolate, caramel and marshmallow sauce, with all the fixins! So I said 'you guys can touch if you want'. And then Rainbow Dash moved forward and started rubbing my butt. And it felt really good! I could feel my bajingo getting all tingly and stuff.”

Pinkie Pie stopped her story, and tapped a finger to her chin. “It's kind of hard to say what happened after that. I felt a hand brushing my back, and another on my feet, one on my hair. I think someone was licking my chest, and someone else had their finger up my hoo-ha. I couldn't really keep track of whose hand belonged to who, but I knew they all belonged to my best friends, so I was really happy it was them! After we were done, we were all naked and sweaty, and we had these big smiles on our faces.”

“I think she gets it, Pinkie Pie.” Applejack said before Pinkie had another chance to keep going. “Well, there you go Sunset. It's not a thing we do ALL the time, but we just kind of let it happen if we're in the mood. Sometimes we'll all go at it, sometimes just two of us'll fool around, and the others watch.”

Sunset looked uneasily at Applejack as the situation was explained to her. She knew that the girls were close friends, but she had no idea they were that close. It was a lot to take in at the moment.

“So, are you guys in like a big, five-way relationship or something?”

“Oh, hardly.” Rarity chimed in blatantly. “I prefer boys myself, so I could never see myself in a committed relationship with a female.” Rainbow Dash snorted her disapproval, as Rarity rolled her eyes and continued. “We just do this from time to time to help each other relax and unwind, in a way that we're unable to do with the students around us. It's quite relief to have your best friends that you can snuggle up close to when you need them.” Sunset grabbed her adjacent elbow with her hand as she averted her eyes from them.

Sunset's eyes met the floor, staring at the legs of the girls in front of her. So many thoughts were racing through her head at the moment. She wasn't sure how comfortable she was being in a place where girls she hardly knew might jump into an orgy at any second. Would they shut her out while she had to watch? Would they try to make her join in? Would she have to perform well in order to win their friendship? What if she didn't, and ended up embarrassing herself? Would they never speak to her again?

“Sunset?” Fluttershy asked softly. “If it makes you uncomfortable, don't worry about it. We don't have to do that or anything. We just want you to spend some time with us, that's all.”

“It'd be kind of cool if you did though- ow!” Rainbow Dash yelped as she received an elbow to her ribs from Rarity. “But yeah, you don't have to. We can just watch tv, play videogames, and junk.”

Sunset Shimmer felt herself smile, for the first time since she had been given a chance to man the bakery fundraiser earlier that day. All of them earnestly wanted her to join them. She wasn't used to receiving this sort of kindness, nor was she used to the warm feeling spreading throughout her chest that the offering gave her. Breathing through her nose, she forced herself not to cry again: she'd done enough of that for one day.

“Okay. Sure, I'd love to join you all. Thank you.”

“Great, then let's get going!” Pinkie Pie exclaimed, grabbing Sunset by the wrist and pulling her towards the school exit, the rest of her friends hastily trying to keep up with her.

“Alright, I know who the culprit is!” Pinkie Pie declared vigorously, the volume of her voice and the stern expression on her face striking fear into the girls around her. Sunset Shimmer and Fluttershy clung to one another, while Applejack found herself sandwiched between Rarity and Rainbow Dash. Each of them were dressed in their own pajamas with a color scheme or pattern to match their physical appearance, with the exception of Sunset, who had borrowed a mulberry pair with short sleeves that Pinkie hardly used.

“They thought they were so clever, that they could get away with their anus crime!” Fluttershy quietly piped up “heinous” before Pinkie resumed with her tirade. “Their HEINOUS crime! But Pinkie's Thinkie is way too sharp to let them get away with it. And once I rat them out, they're gonna get it! They'll have the book thrown at them! They'll spend the rest of their days in the brig! They'll be so sorry, they-!”

“Today, Pinkie.” Applejack urged her, pushing Rarity and Rainbow Dash off of her.

“It was...” Pinkie Pie paused for dramatic effect, before taking a deep breath. “Hanky Panky, in the warehouse, with a rubber chicken!” She cried, pounding her fist on the game board in front of her, making all the pieces jump in the air, before falling back into their precise places.

With her estimation finished, Pinkie reached for the envelope in the center of the board, and pulled out the three cards inside. After looking at all three for a few seconds, her scowl transformed into a smirk, and she laid out each card on the board, one by one, for all of her friends to see.

“Rubber chicken! Warehouse! Hanky Panky!” Pinkie Pie declared triumphantly. “I win!”

“How on Earth did you win?” Rarity inquired, rubbing her palm against her hair as she looked at her cards.

“With a keen eye for detail, one truth always prevails!”

“Darling, you've been on your laptop for the majority of the game.”

Following an electronic beep, Pinkie Pie turned to the side, and hunched over to gaze at the light glow brimming from her laptop. After a few clicks, she burst out laughing and pointed. “Oh my gosh! It's a puppy riding a unicycle!” she cried out, as the sound of barking filled the air in front of her. “Ha ha ha, that's so funny!” She then laid down on her belly, her legs swinging up over the end of her pink shorts and night gown.

“Wow, that was a lot of fun, Pinkie!” Sunset conveyed, while the girl in front of her laptop held her stomach from laughing so hard.

Rainbow Dash grumbled as she threw her cards in the air disappointed. Her eyes scanned Pinkie Pie's bedroom, the walls adorned with painted balloons and colorful streamers. She found herself staring at the television, with her videogame system on the floor in front of it. A smile formed as she looked over to Applejack.

“Hey, wanna play Alpha Strike?” She asked, holding one hand over the other arm of her short sleeve shirt and striking a muscular pose.

“Eh, sure.” Applejack replied. “Just don't get mad when I whip you like I did last time.”

“Yeah yeah, save the smack talk for later.” Rainbow Dash sat up and began to fiddle with the system, powering the machine on and changing game discs. Sunset watched as the screen began to light up, and a brightly colored title flashed, along with a command for one of them to “press start”.

“You don't have any interest in those things, do you?” Rarity asked, crawling on all fours to Sunset, and adjusting her purple night gown over her knees as she sat down.

“I don't really even know what it is.”

“You've never played a videogame before?” Rainbow Dash asked, while Applejack moved her control stick, prompting the right half of the screen to cycle through a number of fierce looking characters.

“Well, I remember there was something that somepony made back when I lived in Equestria. It was like, virtual tennis or something. Just three lines and a circle on a black screen. It looked really boring.”

Applejack and Rainbow Dash stared at each other in wonder. “Wow, that's retro.” Rainbow commented, turning back to to the screen. Applejack's side was locked on a young woman with boxing gloves, while Rainbow chose a large man with track pants and bandaged hands. The screen changed to show their selected characters in a new area, and the words “FIGHT!!” flashed across the screen. Sunset watched the two girls mash the buttons on their controllers as fast as they could. Applejack had to adjust her hat in between button presses a few times. Sunset thought it was funny that she kept her stetson on even when she was dressed in a onsie adorned with spotted apples.

“I for one don't care for them in the slightest.” Rarity commented. “Obnoxiously violent and loud. Very jarring, and the cause of a lot of stress in young boys from what I see. Oh!” Rarity looked at Sunset's fingernails, and her face lit up with excitement. “Ooh, can I paint your nails? I think I know a color that would look enthralling on you!”

Sunset Shimmer looked down at her bare, colorless fingernails a moment, then back up to Rarity's eager face. “Okay.” She agreed casually.

“Wonderful! Fluttershy can do your toes while I'm on your fingers. Fluttershy?”

Sunset wanted to object, but before she had a chance to, Rarity was already moving to adjust her properly against the end of the bed, with a pillow to keep her propped up comfortably. She tossed a pillow to Fluttershy, who placed it under Sunset's ankles to keep her legs elevated, and her feet rested over the legs of Fluttershy's amber pajamas. Rarity rummaged through her bag, and pulled out a vial of scarlet red, and sunny yellow. She handed the yellow one to Fluttershy, and gave her instructions to only paint every other nail, as she would do the same with Sunset's hands.

Sunset's arm tensed a moment before the wet brush made contact with her, but found its touch wasn't as distressing as she anticipated it to be. After a few strokes on the same nail, she found it rather soothing.

“So, Sunset, you mentioned that you were from Equestria, and you referred to the one who was making videogames as 'somepony'. Does that mean you're from the same world that Twilight is from?”

“Oh yeah, didn't even think about that.” Rainbow Dash said, offhandedly commanding her character to shoot a shining fireball at Applejack's.

“Yeah, I am.” Sunset replied, the soles of her feet relaxing as she felt Fluttershy's wand brush across her littlest toe.

“Ah, interesting. So, what is your world like then? I've been wondering ever since Twilight told us about her being a pony princess and all. Oh, does that mean you were a pony when you lived there?”

Sunset took a deep breath, letting the tension in her shoulders melt away. “M hm. I was a unicorn, actually. How do I describe it, it's been so long.” Sunset trailed off, trying her hardest to recollect her years in Equestria, the land she had called home for most of her childhood. “It's big. But, not in the way that the city here is. It's hard to describe, but when I came here to Canterlot High, it felt like most of Equestria had been packed into one building. Cities like this aren't that commonplace back in Equestria. They have maybe three or four big ones, and the rest are small villages or farm land. Technology isn't nearly as developed as it is here. I don't even think they had computers yet, last time I was there.” She finished, her eyes finding their way to Pinkie Pie, who was still on her stomach and typing rapidly on the keyboard.

“I think it sounds wonderful.” Fluttershy uttered with a smile, as she began to paint Sunset's big toe.

“Really? How come Fluttershy?” Rainbow Dash asked, her character receiving a succession of jabs from Applejack's. Rainbow Dash hammered a few buttons on her controller, and her the muscular man knocked Applejack's boxer away with a jumping uppercut.

“Well, living in the big city gets a little intimidating sometimes.” Fluttershy continued. “I'd like to live in a world where cities aren't as big as the ones here, and the villages are small with only a few dozen residents. And, oh I can't imagine what it's like being surrounded by cute little ponies, using ther tiny hooves to move around on their small, soft bodies while their tails swish about over their tushies.” Her eyes began to shine with excitement as she rambled on. “I wish I lived in Equestria!” she exclaimed jubilantly. Fluttershy's smile faded as she found all eyes on the room were directly on her.

“DEVASTATED!!” The videogame announcer shouted, as the last fireball Rainbow chucked hit Applejack, depleting the last remnants of her vitality bar, and knocking her character unconscious. Fluttershy touched the tips of her index fingers and kept her eyes downwards in embarrassment.

Sunset Shimmer smirked as she looked at Fluttershy. “You kind of get over the novelty of it when you're born there. “

“But Fluttershy, if you lived in Equestria, then you might run into your other self.” Pinkie Pie said, her eyes still fixed on her laptop. “And if you do that, you might destroy both our worlds!”

“Say what now?” Applejack asked, as the characters reset themselves for another round of fighting.

Pinkie Pie pushed the screen of her laptop closed and sat up to look at the group of girls adjacent from her. “Okay, so I never really paid it any mind before, but every now and then when I'm not in school and walking around the city, I would see this one girl with purple hair with a pink streak in the front. And she always had a cute little puppy with her, with purple hair and green ears. Then one day, I'm setting up decorations for the Fall Formal and I was shocked to see the same girl and dog right behind me. She started talking to me, saying that her name was Twilight and the dog was Spike. I asked her a question to see if she was the same girl I saw before, but it turns out she wasn't. Sooooo, that means there's a human Twilight living here, and a pony Twilight living in Equestria.”

“That is astounding!” Rarity exclaimed, removing her brush from Sunset's fingers. “Sunset, are there pony counterparts to the people who live here, in Canterlot High?”

“There's definitely a Celestia. I was her student for a while. And I know there's Luna, though last I heard, she wasn't around anymore. I didn't exactly see them face to face, but I thought I remembered Twilight saying something about her 'friends back home'. She warmed up to you girls really quickly, and you were able to wield the elements of harmony, I guess it's safe to say her friends were likely your counterparts, since they wielded the elements themselves.”

The five girls exchanged excited glances at each other in response to the new revelation.

“That is so awesome!” Rainbow Dash shouted, dropping her controller to look at Sunset fully.”

“That's pretty fascinatin'.” Applejack added, keeping hold of her controller, and commanding her boxer to pummel the docile muscular man that Dash wasn't moving.

“I wonder if mine plays soccer? Wait, how would ponies even play soccer, if they're running on all fours? Maybe they- hey!” Rainbow Dash shouted as she scrambled to pick her controller back up and fight against Applejack.

“Well, that is the most invigorating thing I have heard.” Rarity remarked, trading paint vials with Fluttershy, so she could fill in the fingers she had left blank, and Fluttershy could do the same with her feet. “Just imagining all the students and teachers as various creatures in Equestria: the possibilities are truly endless!”

A few minutes passed, and Sunset Shimmer's nails all had a new coat of paint on them. She craned her head forward to look at them, seeing that they had alternating red and yellow caps on her digits.

“Wow, they're pretty.” Sunset observed, before turning her eyes to Rarity and Fluttershy. “Thank you so much for this.”

“Oh, it's no problem at all dear. Now, sit tight, I shall return in a moment with some cold water, so we can quickly dry the paint.” Rarity said, pulling herself up off the floor and stepping out the door of Pinkie's bedroom.

Sunset turned towards Fluttershy, who offered a bashful smile in return. Even though sunset had no qualms with her, she still found it difficult to talk to her sometimes, with her being so meek and softhearted. Sunset felt she had to say something to her in any case.

“I'm... sorry about earlier today, Fluttershy.” she offered, looking at her for only a moment.

“That's okay.” Fluttershy replied softly.

“No, it's not. You were just trying to help, and I bit your head off. That's not okay.”

“But, you weren't really in control of yourself when I saw you. You were scared, so you wanted to scare whoever was bothering you back. You didn't know it was me.” Sunset looked up momentarily to see Fluttershy smiling at her. “Besides, you know that what you did wasn't right. So I can forgive you.” She finished, massaging the top of Sunset's left foot.

Sunset felt at ease while Fluttershy smiled and rubbed her foot. It sent a warm, captivating feeling up her leg, and helped her relax into the end of the bed she was propped up against.

“Land sakes Dash, you gonna keep spamming that all night?” Applejack griped. The outburst got her attention, and she turned to see that Applejack's fighter was having difficult time jumping over and blocking a rapid surge of energy balls from Rainbow Dash's.

“As long as it keeps working I will!” Rainbow Dash replied with arrogance.

“But it's cheating! That's why they came out with that new one, where they slowed the fireballs down.”

“Well, until Pinkie Pie gets the Tournament Edition version, nothing's stopping me from using it.”

While Sunset watched the two girls argue, she felt the mattress move behind her. Being careful not to move too erratically and mess up her nail paint, she looked over the edge of the bed to see Pinkie Pie crawling along its surface towards Rainbow. Looking at Sunset, Pinkie lifted a finger to her lips, signaling her not to give away her position. Sunset turned back to her original position, but glanced out the side of her eye towards Dash. She found herself a bit eager to see what Pinkie, known throughout Canterlot High for her light-hearted pranks, had planned for the smug athlete at the moment.

Rainbow Dash continued her projectile assault on Applejack, who had resigned to ducking and blocking, waiting for the minimal damage it was inflicting to pile up and eventually defeat her. Dash was unaware however, that Pinkie Pie was right above her, looking down with a maniacal grin. Her hands were up near her head, wiggling her fingers in anticipation. In the blink of an eye, Pinkie reached down and grabbed the front of Rainbow Dash's short sleeve shirt.

“Honnnnk!” Pinkie Pie shouted, giving her small chest a firm squeeze.

Rainbow Dash exclaimed in something that was half a giggle, and half a delighted gasp. She closed her eyes, and for a moment, her fingers stopped tapping her controller. With a chuckle, Applejack took advantage of Rainbow Dash's state, and began to advance on screen towards Dash's character who had ceased shooting fireballs.“Mmmm- hey! Don't distract me!” Rainbow Dash clenched her body tight, while she fought to keep her fingers working on her controller.

“Distraction's part of the battlefield, Dashie.” Applejack replied, getting in a jumping attack, combining it into a right hook and a rapid blow of jabs to the face.

“Yeah, come on world warrior!” Pinkie Pie teased, tapping her fingers against Rainbow's chest as she tickled her. “Coochie coochie coo!”

Sunset Shimmer had trouble processing what she was seeing. While it was obvious that Pinkie Pie was teasing Rainbow Dash in good fun, she was caught off guard to see that her first choice was to grab Dash's breasts. Did she have an ulterior motive with Dash, or was that kind of contact considered friendly amongst them?

Sunset noticed Rainbow's nipples poking up from under the white part of her t-shirt as Pinkie's hands moved around. While she struggled to keep playing, Pinkie's hands found their way to the protrusions, and she pinched them between her thumb and finger. Dash's toes curled in and her thighs squeezed together as she moaned out loud. With Dash's character nearly depleted of her health, Applejack put in a staggering amount of button inputs, then put her controller down. The screen turned dark, except for her character, which flashed brightly.

“You're finished!” the boxer screamed, before charging in and slugging the man several times from side to side across his face. With her right boxing glove glowing, she brought it up from her chest against his chin, and sent him flying to the air with a definitive uppercut. “SUPER-ASTRAL-HYPER-KNOCKOUT!!” the announcer screamed, before declaring Applejack's character the winner.

“Both of you stink.” Rainbow Dash pouted, letting go of her own controller, and leaning back while her chest moved up towards Pinkie's hands.

“Aw, don't feel so bad sugarcube.” Applejack replied, moving to straddle Rainbow's legs and stare her in the face. “I was getting tired of playing on that controller. I'd much rather mash your buttons.”

Sunset watched as Applejack slid her hand down Rainbow's moving chest, until she reached her lap, and poked her fingers in where Rainbow had her thighs clenched. Since Sunset had arrived at Pinkie's house, the girls had kept themselves entertained through wholesome activities; dinner, chatter, board games and such. She had been enjoying herself so much, that she had completely forgotten about the warning she received before arriving, about the activities the girls delved into on various occasions. It seemed to be happening right in front of her, and for reasons she couldn't explain, Sunset was unable to turn away from the scene before her.

“Ugh, really Applejack?” Rainbow Dash scoffed, as she closed her eyes. “'mash your buttons'? Do you know how corny that sounds?”

“Yeah yeah, it's the best I could come up with.” Applejack refuted, moving her hands up Rainbow's shirt and behind her back. Sunset watched her dark blue bra fall to her waist.

“Um, girls?” Fluttershy's voiced peeped out softly. None of the girls in the room seemed to notice her.

Applejack took hold of the bottom of Dash's shirt and peeled it up, revealing to everyone in the room Dash's blue, baseball sized breasts. Pinkie's hands moved down to caress her flesh and tweak her nipples. Rainbow Dash's open mouth rounded a bit in reaction, while Applejack began to kiss underneath her chest.

“Girls...” Fluttershy's voice again fell on deaf ears. Sunset's face grew hot as she leaned to the side, instinctively trying to get a better view of the scene taking place in front of her. She wondered how far Applejack was going to go with her, and she felt a tickle in her belly as the farmer's chin reached the waist of Dash's leggings. The door to Pinkie's room opened up to Rarity with two bowls of fresh cold water in her hands, and she gasped at the sight of Dash partly naked, with Applejack's teeth reaching to grab her waistline.

“What on EARTH do you think you're doing!?” Rarity said sharply, putting in effort to keep from shouting.

“Eh, it's no big deal.” Rainbow Dash, after a soft moan. “I think I'd rather play this game than Alpha-”

“Our NEWCOMER, the one we said we weren't going to do this in front of, is a FOOT away from you!”

All three girls traded wide eyed looks of panic, before they looked at Sunset, her cheeks as red as a cherry. With their eyes meeting hers, she became aware that she was staring at them so intently and looked away, in search of anything to keep her distracted. She tried to pretend that bookshelf was the most interesting thing in the world while the trio jumped away from each other.

“I'm sorry, Sunset!” Pinkie Pie called out, while Rainbow Dash yanked her shirt down. “I completely forgot we weren't gonna do this tonight, since you're not used to it. We just got caught up in the moment. Sorry!”

“Well, it certainly won't happen again.” Rarity assured Sunset for them. Rainbow Dash looked a bit reluctant to agree, but nodded along with the others.

“It's fine.” Sunset responded. Rarity knelt to the ground and placed the bowl in front of her. As she held Sunset's hands and guided them to the bowl, Rarity's eyes glanced downward a moment, then raced back to meet Sunset's. Was she staring at something on her shirt? Sunset looked down as she felt Rarity dipped her hands in the bowl and winced, as she saw the cloth of her shirt being held up by the force of her nipples standing up.

“Oh, I know it's cold darling. But there, all done!” Rarity assured her as she eased her fingers out of the icy water, and pat them dry with a towel. “Now, we just need to do your feet.”

Once Sunset's fingers were dry, she brought her hands to her stomach, and slowly crept them upwards to cover her chest, and hide her nipples from those around her. While Rarity moved her legs to angle her toes in the bowl of water, she found her mind racing with all sorts of thoughts, none of which she was comfortable with. Did the other girls see her nipples standing? If they did, what did they think of her? Did they assume she was turned on by what she had seen Pinkie and the others doing? Sunset told herself that she wasn't, that it was probably the temperature in the room, or any number of reasons. Nipples had a mind of their own, sometimes.

“Goodness Sunset, you're trembling,” Rarity remarked as she dried the girl's toes. “The water isn't THAT chilly, is it?”

“N-no, it's not.” Sunset replied, pulling her legs into her chest.

“Are you alright?”

“I'm fine!” Sunset told her. Rarity looked at Sunset inquisitively, not completely believing her. Sunset's mind scrambled to formulate a fib to tell her why she was trembling. She wondered if she could tell them she was getting sick. Then she realized that if she went with that story, they would all try to avoid her for the rest of the night, if they didn't outright ask her to leave to avoid catching her illness. She quickly realized that lying was not going to be the best solution for the night. But she also couldn't bring herself to tell the entire truth either.

“I'm... nervous.” Sunset confessed at last. “I've never been to a sleepover like this before. I just feel a little out of place.” She felt a little better, telling at least part of the truth to Rarity.

“Oh, well that's understandable.” Rarity nodded, crawling on all fours up towards Sunset. “You've probably never been around so many of your peers in such an intimate way. It's natural to have some difficulty adjusting to a new environment. Ooh, I know! I'll give you a massage that I picked up from the day spa down the street.”

Sunset tried to object, but the fashionista had already forced her away from the bed and scooted behind her. Rarity's hands rested on Sunset's shoulders, and she squeezed them with care.

While Sunset enjoyed the feeling of Rarity's hands squeezing and caressing her tendons, it did little to ease her mind. While she was sure that she wasn't attracted to them, she still found her mind focusing on Applejack, Dash and Pinkie. She had to tell herself over and over again that it was because she had never watched anyone do such a thing in front of her that she was so intrigued. Sunset wondered if that meant she had discovered a voyeur complex dwelling within her subconscious. She wanted terribly to think of something else, but still her thoughts were locked on Applejack's face trailing down towards Rainbow Dash's pants.

Sunset wondered what would have happened if Rarity had not come back in when she did. Would Applejack have gone further? Would she have bitten Dash's pajama bottoms and pulled them down to her ankles? Would she have done the same for her underwear, and left it exposed for her to gaze at? Or would Applejack leave them on, pressing her face up against her underwear and letting Dash writhe in arousal behind the bit of fabric between her legs? Sunset's fists clenched as the thought sent a tickle running between her breasts, and spreading down past her belly. Would Pinkie Pie continue to play with her from her position on the bed, or would she drop down and join the two more personally? And what on Earth could a girl with Pinkie's energy do with those two?

A chorus of giggles rang out from the side, and Sunset turned her head towards the other girls, afraid that they were laughing at her. She looked to see that their eyes were fixed on the television screen, which depicted a cartoon involving some fat old man chasing around a spry looking animal humanoid creature. Sunset breathed in relief, knowing they weren't laughing at her. She looked back at Rarity, who had pulled her hands away at Sunset's sudden movements, and offered her an apologetic smile before she resumed her ministrations.

A moment later, as Rarity moved her thumbs down Sunset's spine, she found herself again thinking of the scene with all three girls touching each other so intimately, but this time, all three were completely naked. And instead of Rainbow Dash between Pinkie and Applejack, she imagined it was herself in the center, with Applejack's mouth hovering over her naked pussy lips. She would feel the farmer's hot breath puffed over her wanting lips. Pinkie Pie would be right behind her, pressing her soft breasts up against her own bare back, holding her as her body went rigid and kissing her shoulder.

“Haaah!” Sunset moaned, as she felt Rarity's hands push tenderly against her back. The touch, combined with her fantasy, send an exquisite tingle reach between her legs, and made her clitoris throb. She immediately pulled herself away from Rarity and covered her mouth at realizing she had made such a loud noise. She was afraid to look at the girl behind her, or the ones adjacent to her. There was no way they hadn't heard her. They would have all had to be deaf to not hear the lustful sound that had just escaped her throat.

“Are... you alright, dear?” Rarity asked, a touch of uneasiness in her voice.

Sunset's fear surged as she felt her hips move, and a touch of slickness between her legs. Her face burned as she realized that her labia was wet, and the sensation made her throb once again. Panic gripped her, as the image of her with a wet spot on her pajamas, even worse on the floor, where everyone could see it, plagued her mind.

“I... uh...” Sunset stammered, racing to find something, anything to say to get her out of the situation. “Bathroom!” she blurted out, heaving herself up off the ground. She regretted pushing her butt up first as she felt the wetness press against the top of her thighs, fearing that if there was in fact a wet spot on her behind, she had most likely given Rarity an eyeful. Avoiding any contact with the girls in the room, Sunset raced out of Pinkie Pie's room and into the bathroom down the hall.

Chapter 3

Chapter 3

Closing the door behind her, Sunset Shimmer leaned back against the wall and breathed rapidly. She couldn't understand what was going on tonight, and why what she had seen was having such an effect on her. It wasn't as if Sunset had never had an erotic fantasy before, but now that the real thing was being carried out in front of her, it was quite a shock. And her fantasies had mostly been composed of males, ones that were more mature and sophisticated than the specimens at Canterlot High. She had never once thought of a female in such a way. Was she really feeling more than just admiration for her saviors? Was she attracted to them as well?

Various images shot into Sunset's mind of all of the five girls at varying points. She imagined Applejack on a warm day, lifting her shirt over her head and wiping the sweat off of her brow from it. She thought of Rarity, wearing a leather corset and zipper boots as she stared down at Sunset from above. Pinkie Pie was completely naked, wiggling her butt and moving her boobs up and down as she sang along to some bubbly tune playing in her head. Rainbow engaged in a variety of stretches, her tight fitting work out clothes pulling up into the intimate creases of her body. And Fluttershy slowly lifted a skirt above her waist, her cheeks an adorable pink with an embarrassed but eager smile as she revealed to Sunset she had no underwear on underneath.

Sunset sank to the floor, her head buried in her knees. Not only was she having lustful feelings towards females, but they were the same females who she owed everything to, despite her being so cruel to them in the past. Was it okay for her to look at them in such a way? Or, was she letting her pitiful state get the best of her, being so thankful for their heroism that she inadvertently put them on a pedestal that she longed for? Sunset crossed her arms in front of her chest. She thought it might be best for her to leave. If her heart was playing tricks on her, making her think she was attracted to her heroes, then it might not be a good idea to be in a close proximity with them.

Looking over her forearms, Sunset eyed the porcelain seat on the other side of the room. She was made aware of a new tingle between her legs, one that had replaced the sensation of arousal she had felt a few minutes ago. Before she even contemplated leaving the house, Sunset lifted herself off the floor, deciding it would be best to tend to that matter first.

Sunset raised the lid up gently, turned about and placed her thumbs inside the waistline of her panties. She pushed down until her purple pajama bottoms were around her knees, and let them fall the rest of the way to the floor. She bent over slightly, and sat her bare amber cheeks against the seat, shivering a bit from the coldness of the porcelain. With her buttocks pushed up and slightly over the seat, Sunset leaned forward, resting her elbows on her thighs.

“Phew,” Sunset let out a breath, and commanded herself to relax. She felt the gates open, and a trickling sound echoed throughout the room. A sense of relief washed over Sunset’s lower body, but her mind was still racked with tension as her thoughts returned to the situation before her. She thought of how unbelievably nice the five girls in the room through the bathroom wall were. They had done so much for her, and tried to make her a part of their group, with no malice or reservations as far as she could tell. And she was genuinely enjoying herself in their company, before things became awkward. It was a shame that her emotions had made things complicated, and ruined any chance of friendship with them she might have had.

As the trickle subsided to a few drops, Rarity's explanation from earlier that day rang in her mind once again.

It's quite relief to have your best friends that you can snuggle up close to when you need them

Sunset tilted her head up as she contemplated her words. Maybe she loved them, but wasn't in love with them? Perhaps she cared for them in the way that they did each other, as very close friends who share intimacies with each other. Thinking about it in that light, Sunset thought it sounded rather nice that they could all cut loose in such a way without fear. If that was the case, then there shouldn't be any reason that she couldn't do the same.

The problem that plagued her mind still was that she had never had sex while she was in the world of Canterlot High, and had no idea how sex worked with the type of body she and the others had. However, she reminded herself that those five girls would not be the type to ostracize her for being inexperienced, and would just enjoy her company, the way she enjoyed theirs. At least, she hoped it worked that way.

Her bladder empty, she reached to the side, pulled off a hefty amount of the softest toilet paper she had felt in a while, and pressed it
against her pubic area. She swiped down and let it fall into the bowl. Sunset reached down to her pajamas and pulled them up as she stood, until they covered her bottom once again. She reached back and pressed the metal handle, and the gurgling sound of the water being sucked down the basin filled the room.

After washing and drying her hands, she looked at herself in the mirror. She took a few breaths to prep herself up for what came next.

You're going to march in there, confidently, and you're going to tell them that you're up for having sex with them. She assured herself. If they still want to, you're going to relax, and you're going to enjoy yourself with them. It's a new chapter in your life; let's give it a fair chance to start off right.

Sunset lifted her head and nodded, with a confident smirk on her face.

“Let's do this.” She said aloud, before opening the door.

Sunset stepped out of the bathroom, and into Pinkie's room. She shut the door behind her, and closed her eyes before speaking.

“Okay, I want it!” She blurted out, sinking her neck into her shoulders, in anticipation of their reaction.

Silence hung in the air after her outburst. Sunset opened her eyes, to see that all five girls were sitting in a circle with playing cards in their hands, Pinkie Pie, Rarity and Fluttershy on the bed, while Applejack and Rainbow Dash were on the floor. All of them however had lost focus on their game and were looking at Sunset Shimmer in confusion.

“Uh... you want... what?” Rainbow Dash asked skeptically.

“I want, uh, what you, you know, earlier...” Sunset stammered, her voice getting softer as she went on, feeling their eyes upon her, watching her confidence dwindle away. “The thing... sex.” Sunset piped.

The girls in a circle all gasped as they stared at each other in astonishment. Rarity hoisted herself forward to get a better look at the girl in front of the door.

“Sunset, are you quite sure?” she asked. “There's no reason to force yourself to do anything. It's not as if we HAVE to give into our carnal desires to enjoy each others company.”

While Sunset was still nervous and anxious about what she was getting herself into, she thought hard on it, and realized that her reservations on the matter revolved only around her own insecurities, not on the group in front of her.

“I want it.” She said, with more resolve in her voice. Sunset walked towards the center of the room, then sat down on her knees in front of all of them. “I've thought a lot about it, and I've found that I'm really fond of all of you, in more ways than one. I've seen the way you treat each other in school; with respect and gratitude, trust and sincerity. And I saw it even more while I've been here in this room, where you're given even more of a chance to explore your relationships with one another. The way you all interact, there's not a moment of tension when you're all together. It's like you all feel safe in each others presence.” Sunset couldn't see while she looked down at her knees, but all five girls were looking at her with glimmering eyes and wavering smiles. Pinkie Pie had found a box of tissues and was mopping up a river of tears pouring down her face. “And the more I think about it, the more I realize I want that too, if you're still willing to give it to me.”

Following a loud sniff, Pinkie Pie blew her nose with a honk just as loud into her tissue, while everyone else glanced at each other sentimentally.

“Gosh, Sunset,” Applejack started, fanning her eyes with her stetson. “That might've been the sweetest thing I've ever heard,”

“That is like, even sweeter than the angel food cupcakes that Mr. and Mrs. Cake make with orange cream icing on top!” Pinkie Pie said, her face cleaned up with the exception of some mascara streaks smeared under her eyes. “Ooh, girls! Let's give her the all-for-one treatment! That'll be perfect for her! Somebody get me some towels!”

“Just before you start, I wanted to warn you!” Sunset said with her hands in front of her, as the girls all began to move. “I've never actually had sex in this form before, so... I kind of don't know what I'm doing.”

“No worries,” Rainbow Dash reassured her, sliding her behind above the floor and away from the bed. “All-for-one doesn't require you to do a whole lot, as long as you're the one at the center.”

“It doesn't?”

“Nope!” Pinkie Pie chimed in, sliding off the end of the bed and sitting back against it. “In fact, it's gonna be perfect for you, since you're the newest addition to the group. All we need you to do is lay back and relax.” Rarity handed a pair of towels to Pinkie, and she unfolded one before laying it out longways in front of her. As Pinkie Pie pulled a pillow into her lap, Sunset reached to the bottom of her shirt and lifted it up over her belly, before Pinkie Pie waved her hand at her. “Ah ah ah, not yet.” She said, prompting Sunset to stop midway. “We'll get to that later.” She pat her hands against her legs, where the pillow laid over her lap, then extended her arms outright, beckoning her to come closer.

Sunset let go of her shirt, and uneasily crawled towards Pinkie Pie, turning herself about and laying her head backwards, until her back was against the carpet at an angle. Once her head touched the soft fabric of the pillow, she felt Pinkie Pie's hands brush over her crimson hair. For a girl as energetic as Pinkie, her hands felt surprisingly soft against her hair. Sunset's chest moved up and down slowly with each breath, reveling in the feeling coursing through her locks.

“Okay, now we've got Applejack on one side of you, and Rarity on the other.” Sunset opened her eyes to look on her right, then her left, seeing the aforementioned girls on their respective sides. Each girl reached to her and placed their hand on her upper body, Applejack with her hand on her shoulder, and Rarity just below her collar bone. “Oh, and Rainbow Dash is gonna be at the bottom. They're not gonna do anything extreme right away, they're just going to help you loosen up.” Pinkie Pie explained, while Sunset watched Rainbow Dash give her a half-handed salute. “Just tell us if you're uncomfortable at all, and we promise we'll stop. Sound good?”

Sunset looked up towards the ceiling, where Pinkie Pie's smiling face looked down at her. She felt a little more assured hearing that promise, knowing she wasn't pressured to continue anything once she started, and nodded. She tightened her leg when she felt Dash's hand caressing her calf, but soon let herself relax.

“Hm, Fluttershy, I'm not really sure where to put you.” Pinkie Pie said, keeping her hand moving across Sunset's hair.

“That's okay, Pinkie” Fluttershy's voiced replied softly. Sunset craned her head to look forward, through the space between Rarity and Rainbow Dash. She saw Fluttershy prompting a number of pillows behind her, and laying the extra towel out in front of her legs. “I'm more than happy just watching.” Fluttershy laid back with her legs spread just slightly.

“Okey dokey lokey!”

Sunset Shimmer breathed in through her mouth, and relished in the sensation coursing through her. Each hand on her body moved slowly, carefully across her skin. It made her nerves stand on end, filling her body with a wonderful tingle that made her smile. The sensation accumulated in her chest, which she pushed towards the ceiling in reaction.

“Mm, I'm not sure, ladies, but something tells me she's enjoying herself,” Rarity's voiced sauntered out, as her hand moved slowly down the middle of Sunset's chest. Rarity lightly moved her finger across Sunset's shirt, moving her hand to her left breast. She traced invisible circles with her finger around her areola, until she reached the tip of her nipple, standing erect and upright. She felt Rarity's finger push against it, and Sunset gasped lightly at the thrill it gave her. Rarity let out a saucy giggle as she moved her finger back and forth across the tip. “Would you like me to get a little closer, darling?”

Sunset nodded. She felt Rarity's hand slip down her front and to the end of her shirt, and lifting it up to her neck. The hand moved to her back, and after a light pull at her bra, it was unsnapped. Sunset couldn't believe she had been able to do that with one hand. Rarity's hand gently peeled Sunset's shirt up to her neck, and she felt the air of the room hit her uncovered chest. Rarity moved her hand back to her front and gave the entirety of her left breast a firm squeeze. With her shoulders blocked off, Sunset felt Applejack's hand on her right side move down to her chest as well, mimicking Rarity's ministrations.

Feeling herself tensing up from their contact, Sunset commanded herself to relax. She forced a deep breath, and her body unclenched itself. She let herself melt into the hands of the girls touching her, only her hips stirring from side to side, a result of the three girls touching her above, as well as Rainbow Dash caressing her legs.

Sunset heard it for just a moment, but there was no doubt a soft gasp away from her and the girls tending to her body. She looked to the side to see Fluttershy, her left hand stuffed up the front of her shirt, squeezing her breast in succession. Her right hand was quickly making it down her belly, and into her pajama pants where it disappeared from sight. All Sunset could see now was a large tent in Fluttershy's pants, moving in circles as she rocked her hips forward slowly. Fluttershy kept her eyes locked on the scene in front of her as she bit her bottom lip, watching her best friends caress Sunset with the most tender of care.

The tingle in her body surmounted between her legs, making her clitoris throb once again. She felt a bit of wetness slip between her folds as Dash's hands moved up her right thigh, giving her a firm but gentle squeeze. This time, she was no longer embarrassed for how her body responded to the pleasure she was feeling. However, she still felt some reservations about wetting the pajamas that Pinkie had so kindly let her borrow.

“R-rainbow?” Sunset asked in between breaths.

“Yeah?” The athlete responded, looking up at her with a confident smirk.

“Could you... take my pants off?” she asked. Her face turned a bit warm as she heard herself ask in such a direct way.

“Heh, alright. I guess I could.” She responded, feigning obligation. Rainbow let her fingers glide upwards, across Sunset's buttocks, and to the waist of her pajama pants. To her surprise, Rainbow slipped her fingers in under the waist of her panties. Though she had initially meant to keep them on, she rationed that she was going to want them off eventually in any case, and that it was better to get rid of them now rather than later.

Rainbow pulled slowly, and Sunset felt the cotton fabric slide down her skin, past her knees and then her ankles, until they were fully off. She was expecting Dash to dive in head first, and ravage her soaking lips. But the girl instead rested her hand against her waist, trailing her finger across her skin, and down to the light layer of red and yellow pubes above her wet lips.

Sunset winced as she suddenly remembered the state of her pubic hair. Her heart sank as she realized that all of them could see her unkempt hair. She could only imagine how disgusted all of them must be at the moment.

“S-sorry.” Sunset murmured weakly.

“For what?” Rainbow asked.

“I didn't know this was gonna happen, so... I didn't shave.”

“Pft. So what?” Rainbow replied playfully, taking her hand off of Sunset a moment and moving to stand on her knees. “I mean yeah, I kind of trim mine, so it doesn't push up against my shorts. But I'm not bare or anything. See?” she said, pulling her pajamas past her buttocks, and giving Sunset a full view of her multi-colored pubes.

Sunset stared at her wide-eyed. She couldn't believe that another girl was sharing something so intimate with her, in fact presenting her body to her, in view of others. She felt her clitoris throb at the sight, while Rainbow stuck her tongue out and wiggled her hips in good fun.

“I trim mine sometimes,” Pinkie Pie added, her fingers still running through Sunset's hair. “But only when I get bored, then I trim them into different shapes. Ooh, one time I cut them to look like kitty head! Hee hee, get it? Kitty? 'Cause it's right above my pussy.”

“Hilarious.” Rainbow Dash said, before turning to her right. “What about you, Fluttershy? You don't shave, right?”

“Huh?” Fluttershy's hand ceased moving in her pants as she snapped to attention at Rainbow's question. Sunset noticed that a dark spot had accumulated at the center of her pajamas, and was trailing just slightly down her backside. “Oh, right. Um, I shaved once before. It looked nice and all, but it was a little troubling to keep maintained. And it was really itchy when it was growing back. I let it grow back all the way, and decided not to do it again.”

“Well, I for one keep my front porch free of clutter at all times.” Rarity announced, pulling herself up and lifting her gown up, while using her fingers to push her underwear down just enough to reveal her flesh. Sunset was a bit jealous to see nothing but spotless white skin, with the tightest folds moving inwards between her legs, staring back at her. “Just in case I find myself in the right situation, I don't want to take a chance that my gentleman might be put off by my an unkempt doorstep.”

“I'd rather my man understand that I'm a woman, not some lil girl.” Applejack said self-assuredly. “If he don't like my bush, I guess I don't want his tree.”

Sunset snorted as she envisioned some boy from Canterlot High unzipping his fly, and a life-size tree jutting out from his groin. All of the girls in the room let out a hearty laugh, with the exception of Rarity who wore a smirk as she rolled her eyes.

“So, you're not grossed out or anything?” Sunset asked, as the laughter began to die down. While the banter about what they did with their privates had put her at ease, Sunset was hoping they would continue rubbing her; her arousal still clung to her, making her hips flex out toward Rainbow Dash as her body begged to be touched.

“Nah. Don't worry about it.” Rainbow said, tapping her butt reassuringly and making her jump. “To tell you the truth, it looks a little hot on you.” Rainbow slipped her hand down her front, and gently drug her fingernails across her skin through her pubes.

Sunset gasped and pushed her hips up. It felt so crass, so unrefined, but so very delightful as well. Rainbow continued her trek down Sunset's body, stopping just before she touched the swollen nub at the top of her slit.

Sunset's mouth curled as she internally begged Rainbow Dash to touch it. Sunset had never been more turned on in her life, and it showed in how much her nipples were standing, while Applejack and Rarity continued to tickle and tweak them with their fingers. Sunset felt a lustful whine building in her throat as Rainbow's finger trailed the left side of her labia, reaching the bottom of the crease, and then pulling it upwards. The tip of Dash's finger brushed against Sunset's wet slit, fluid building in front of her nail as she forced it up, until she reached the button flexing at the top.

Touch it touch it touch it touch it touch it touch it touch-!

Sunset felt her eyes roll back as she felt a firm pressure against her swelling nub, and an intense wave of ecstasy spread through her body. Sunset opened her mouth and let out a rather loud moan from the surge coursing through her.

“Sssssh!” Pinkie Pie whispered to her frantically as she leaned over to look at Sunset in the eyes. “Don't do that too much, okay? You might make my parents come check on us.”

Sunset nodded, and Rainbow Dash continued to rub her finger against Sunset's clitoris. It took a few tries, but Rainbow managed to find a steady rhythm to keep up with Sunset's instinctive thrusts, to give her the most pleasure out of each push against her nub. The nerves of Sunset's entire body were standing on end, as she felt her arousal reach heights she wasn't aware were humanly possible.

“L-lick it...” a soft voice cried out, accompanied by the sound of fast, rhythmic squishing. Sunset looked down to see Rainbow with a look of surprise on her face. Sunset tilted her head, wondering where the voice had come from. Rainbow turned to her right, where she could see Fluttershy's head leaning back, her hand rubbing back and forth furiously inside of her pajamas.

“What did you say, Fluttershy?” Rainbow asked, suppressing a laugh.

“Oh! Sorry!” Fluttershy replied, ceasing her movements for a moment. “It just looks like she's really enjoying herself, and I thought, maybe she would like it if you did that?”

“Hm... hey Sunset. Fluttershy wants me to lick you.” Rainbow Dash placed her hands on the inside of Sunset's legs. “What do you think? You want me to?”

Yes! Oh gosh yes, Rainbow, put your tongue down there and never take it away!

“Only if she wants it though, of course.” Fluttershy added, squeezing her thighs together in anticipation of what was to come.

“Uh... yeah. Go for it.”

“Mm, alright. I can't wait to see what you taste like.” Rainbow Dash said, before licking her lips. She spread Sunset's legs open wide, making the lips of her pussy open even more. She felt a light tickle as her folds stretched, and watched Rainbow Dash lean forward and kiss the bottom of her tummy. She let her chin drag across her fiery pubic hair, then pushed her legs back just enough to lift her bottom off the floor. Rainbow extended her tongue and pushed it against the bottom of Sunset's passage. Her body jumped once at first contact, but she quickly began to enjoy the feeling of Rainbow's tongue coursing up her slit. Her tongue was soft, wet, and malleable. Her entire body writhed from the sensation as Rainbow lightly caressed her vulva. Applejack and Rarity kept their hands steady as she moved, until she remained still again, then continued to rub the sides of her breasts.

Applejack moved to unbutton the top of her own one piece pajamas, and pulled it open. She let her right breast poke out, and cupped it in her hand, giving it the one squeeze it needed to get her nipple standing pointed and rigid. Applejack leaned down and moved her breast over Sunset's, letting the tips of their nipples rub against one another. Sunset pulled her shoulders up as a spasm overtook her, and she pushed her chest up to ride it out.

“Ooooh, oh that's nice!” Fluttershy squeaked out, her voice reaching an even higher pitch than usual. “Aaaaah- eeep!” Fluttershy whimpered, and thrust her hips forward with her hand pressed firmly into her folds, before a loud squelching sound filled the air. “Ahh...” With her eyes rolled up and an open smile on her face, Fluttershy leaned back against her pillows once again, squirming and writhing in the afterglow of her climax.

“Man, you came already?” Rainbow Dash asked, pulling her mouth back from Sunset with a strand of saliva hanging for a moment from her mouth to Sunset's lips. “I barely even went in.”

“S-sorry...” Fluttershy whispered, still basking in the joy her orgasm gave her. “It's just that, I'm so used to Sunset being mean and aggressive. I'm not used to this timid, submissive side of her. She just looks so happy with everything going on, I... got a little excited.”

Sunset's heart melted. With the way Fluttershy had climaxed while watching her, and Applejack eager to press her body against her own, she became more aware that these girls weren't pleasing her because they felt obligated; they were honestly attracted to her, just the way she was to them.

“Sure sounds that way.” Pinkie Pie observed. “Also sounds like you made quite a mess over there.”

“You could hear that?” Fluttershy asked in shock.

“I think the whole room could hear it! Good thing you have that towel, or you probably would have wet my floor.”

As Fluttershy's face turned pink and she hid behind her hair, Sunset's mind began to contemplate what kind of mess Fluttershy was sitting in. She still had her pants on when she had squeaked, so the fluids couldn't have leaked out anywhere. If they had even left her panties, they might be seeping down her thighs, and towards the back of her knees.

“Fluttershy...?” Sunset asked absentmindedly.

“Y-yes?” She asked, still keeping her head behind her hair.

“Can I... clean you up?”

Fluttershy's face was frozen upon hearing her request, as were the faces of the rest of the group. For a moment, Sunset wondered if she had asked something out of place, even though Dash was currently eating her out.

“Um... sure! If you want to.” Fluttershy replied, a hint of eagerness rising in her voice. She struggled to stand to her feet, then moved her fingers to the waistline of her pajamas. Fluttershy pushed her pants and underwear down only a bit past her buttocks, then wiggled her hips to shake them down her legs. A thin trail of her excited fluids hung between her wet lips and the cloth of her underwear, then broke as they reached the floor. She stepped out of each leg hole, then made her way to the group, easing her legs in carefully to avoid stepping on her friends. Once her feet were on either side of Sunset's shoulders, Fluttershy knelt down, carefully lowering herself towards Sunset's face. On her way, she found her breasts pushing closer and closer to Pinkie Pie's face.

“I'm sorry, Pinkie” Fluttershy apologized, when her chest pushed up against the face of the girl in front of her. “It's just sort of a tight pinch between you three.” Pinkie Pie, with her face covered by Fluttershy's endowments, lifted her hand and offered her a thumbs up in approval.

“I, um, hope you're thirsty, Sunset” Fluttershy said with a flirty tone, once her sopping lips were just an inch away from Sunset's mouth. “I've got plenty for you to drink.”

Sunset forced down a laugh. Fluttershy trying to act seductive was something that had never even crossed her mind. Seeing it before her was cringe-inducing with how out of character it was for the girl, but Sunset also found it sweet that she was so eager to try.

Sunset had to lean in just slightly, but she managed to press her tongue against Fluttershy's lips. She felt the girl's body tense for a moment as it felt a new touch, but as she had to Dash, Fluttershy quickly welcomed the sensation it brought. Sunset let the taste of Fluttershy's arousal roll against her tongue. It tasted very tangy, but with a sweet aftertaste, like a lime wedge with just a tiny pinch of salt. Sunset craved more of it, and lapped her tongue up greedily against Fluttershy's folds.

“Oh my... she's good.” Fluttershy murmured, softly motioning her hips towards the mouth that was pleasuring her.

“Better than me?” Rainbow Dash asked, pulling her lips away from Sunset once again.

“Well, n-not better, just... different.” Fluttershy replied. Rainbow Dash chuckled, and then returned to Sunset's soaking folds, moving her tongue in circle's around her rigid clitoris and making her hips push in response.

Applejack kept her hands busy with Sunset's breast. She looked across Fluttershy's stomach, where there was still some room to see Rarity attending to the breast near her as well. She could see Rarity's chest rising a bit as she worked, and her eyes glimmering with excitement as she watched the girls in front of her receive more attention than she was receiving. Her eyes met Applejack's for a moment, and the farmer raised an eyebrow at her as she flashed a seductive grin at her. Rarity's eyes closed monetarily as she thought back on the ravishing things Applejack had done to her in the past, the things she wanted to do to her right now. She forced her eyes open as her mouth remained open, still gazing longingly at the farmer. Without using her voice, Applejack mouthed the words “after we're done” to the girl on the other side, and Rarity wiggled her hips in excitement.

“Hnnng, Pinkie!” Fluttershy cried as the girl holding Sunset's head in her lap pushed Fluttershy's shirt up to expose her breasts.

“Wha?” Pinkie replied, with a mouth full of cleavage. “Yoor boobth are juth tho cute!” She took a soft breath with the little room she had, and let her lips vibrate against Fluttershy's yellow flesh.

“Hee hee hee, oh gosh that tickles!” Fluttershy laughed, as her lips clenched over Sunset's face. Fluttershy was dripping like a drain pipe into her mouth, to the point that some of it dribbled down her chin. Sunset could feel Fluttershy's labia expand more and more with each pulse that her excited nerves sent throughout her body.

Sunset felt a push against her entrance, as Rainbow Dash flexed her tongue and pushed past the entrance of her vagina. She flexed the soft, malleable force against her inner walls. Sunset had never entertained the idea of being penetrated by another woman until tonight, but she absolutely loved it. Rainbow Dash had marvelous control of her tongue, pulling it in and out at just the right distance to keep her satisfied, and working her muscles to give the walls a little stretch. Her heart soared to a new level of bliss as she worked her hips in rhythm to Rainbow's ministrations. The force made Sunset moan from her chest. The sound a vibration into Fluttershy's passage, and the warm breath from her mouth tickled her clitoris.

“Ohhhhh!” Fluttershy moaned, placing her palms on Pinkie Pie's shoulder. “C-c-cumming again! Mmmmm- ahh!” Her vulva flexed over Sunset's face, and a gush of fluid seeped out, onto the waiting mouth below her. Fluttershy's entire body shook from the force of her second orgasm, and Sunset could see her knees shaking especially as she struggled to keep standing on them. In fact, Fluttershy's strength began to fade as her vagina seemed to be getting closer to Sunset's face, putting her in danger of being smothered.

“C-c-can't... m-move... help” Fluttershy stammered, as Sunset felt a bit of Fluttershy's weight bearing down on her.

“Oh for Pete's sake.” Applejack grumbled, standing up and moving behind Fluttershy. She tucked her arms under the girls shoulders, and lifted her up in one heap off of Sunset, who took a grateful breath of air into her lungs. Applejack gently lowered Fluttershy to the floor, and let her lay curled up by her side, writhing out the slowly subsiding waves of her orgasm with a blissful smile on her face.

Applejack returned to her side, but instead of placing her hands back at Sunset's breasts, she instead reached them out to Rarity and pulled her forward. Though surprised, Rarity was more than willing to follow her lead, and the two girls met each other over Sunset's tummy in a passionate kiss. The surface of their lips pecked only once, and then they quickly opened their mouths to poke their tongues out and into the open mouth of the other. Their noses rested on opposite sides as their tongues danced around one another. Applejack moved her hand up Rarity's frock and, Sunset could see through enough to watch her hand find Rarity's right breast and give it a loving squeeze. Rarity, with her mouth still occupied, let out a throaty moan. Applejacks hand sunk back down and her arm kept the frock lifted, while she pressed her fingers against Rarity's soaking panties.

As Sunset watched them, she noticed Pinkie at the top of her vision doing the same, before she looked down at Sunset with a half-lidded smirk.

“Pretty hot, huh?” Pinkie asked. Sunset offered an eager smile, while Pinkie snickered and rubbed behind Sunset's ear. She could feel her arousal reaching its peak, with the excitement of being part of a new group, them tending to her needs, and she tending to theirs in various ways. With Pinkie caressing her and Rainbow stimulating her while Applejack and Rarity put on a show. She could feel it building, knocking at her clitoris, tempting to break free.

Then she felt trapped, stuck at the highest point of arousal, as Rainbow's tongue left her wet folds. She looked down to see Rainbow taking a breath and smacking her lips together.

“Haah” Rainbow Dash panted, trying to catch her breath. “Ready to cum?” Sunset's chest heaved up as she nodded feverishly. “Heh, alright alright, not gonna leave you hanging like that. Just lemme readjust.” Rainbow lifted herself up and crawled forward, leaning her front over Sunset's hips, and working her hand down between her legs.

“Okay ladies, it's finale time! All hands on deck!” Pinkie Pie announced, catching the attention of Applejack and Rarity as they broke their kiss. They immediately returned to their posts, but this time had their mouths over Sunset's prominent nipples. Rainbow Dash had her finger lazily dragging over the front of Sunset's lips, and Fluttershy weakly crawled up next to her, with her hand moving in next to Rainbow Dash's. All four girls were poised, waiting for Pinkie to give the word.

“Annnnd... go!”

At Pinkie's command, all of them jumped into action at once. Rainbow Dash slid her index finger in as far as she could manage, then flexed it upward to rub against the inflated mass of her g spot. The powerful jolt the touch gave Sunset was multiplied as another pressure returned to her clitoris, a pressure provided by Fluttershy's delicate hand. Sunset's back tried to arch, but she was kept down by the weight of Rarity and Applejack's heads, their mouths wrapped delicately around her nipples and sucking on them firmly. Each girl used a free hand to grab onto Sunset's, and she squeezed them back firmly as her body rocked up and down. Pinkie Pie kept her palm underneath Sunset's chin, and her other hand tickled the side of her neck gently. The sensation from all sides drove Sunset wild, and made her heart thump in her chest as dam between her legs teetered close to breaking.

“Yes-yes-yes-yes-yesssss!” Sunset muttered, her voice slowly rising with each thrust her body gave. Her eyes were closed, but she could still feel all of the ladies around her. They were her classmates, her peers. For the first time in her life, she knew without a doubt that these girls were and would forever be her best friends, and she would be theirs. There wasn't a force in this world nor the magical land of Equestria that could ever break the bond they had all formed on this night.

“Aaaaaaaaah!!” Sunset Shimmer screamed as her hips pushed up. Rainbow Dash and Fluttershy pulled their fingers away, and the pressure was released as they let her orgasm burst forth. A thin stream of liquid shot out of her and onto Rainbow Dash's torso. She pulled back down, rocked up to shoot another stream, before sitting her behind down for good, her hips still flexing instinctively while Applejack, Rarity and Pinkie Pie kept her still.

The air of their success was interrupted by a sudden and terrifying knock on Pinkie Pie's bedroom door. The pupils of every girl around Sunset shrank, as they prayed that whoever was on the other side didn't open it.

“Pinkamena Diane Pie, what is that racket?” An older, female voice called through the door. “I hear one of you screaming their heads off. Just what in the world is going on there?”

“We're fine, mom!” Pinkie Pie called back, clenching her teeth in worry. “Sunset Shimmer, uh, had a nightmare! Yeah, something about a, uh, old man, with a mustache made of barbed wire, who rides a pogo stick, that's also made of barbed wire, was trying to get her! We're consoling her right now, she's gonna be fine.” The other girls shot Pinkie Pie a doubtful glare, while she in turn shrugged her shoulders at a loss for anything better to say. She moved her hand down to Sunset's mouth, keeping it covered as the girl made light whimpering sounds from behind her closed mouth, while she rode out the lingering waves of her orgasm.

“That's what happens when you eat too much junk food before bed, young lady.” Mrs. Pie scolded her. “Next sleepover, I'm putting all of you on a strictly vegetarian diet. Get your friend and get back to sleep; I don't want to hear anymore screaming tonight, do you understand me young lady?”

“Yes ma'am.” Pinkie called back. All of them held their breaths as they listened to the sound of steps walking down the hallway, growing more faint as they stepped away from Pinkie's door. The sound of another door across the room they were in opened, and they all waited until an audible shut was heard before they breathed a collective sigh of relief.

“That was far too close for comfort,” Rarity mentioned, as she moved her hands to fix the hairs that had gone astray on her hair.

“Mm... sorry...” Sunset purred, her mind only now allowing her to process what had just happened. Her chest rose and fell as she willed her breathing to return to normal.“I didn't know... I could get that loud...”

Rainbow Dash rubbed her thigh assuredly.“Hey, don't sweat it.” “Nothing to be embarrassed about. At least you didn't fart when you finished.” She said, prompting a deadly silence to cling to the air around them. “... Rarity.”

Before she could react, Rainbow Dash received a swift punch in the arm from the fashionista. Rainbow burst out laughing, and had to throw her hands in front of her mouth to keep the noise from prompting Mrs. Pie to pay them another visit.

“I told you that was a queef.” Rarity snarled through clenched teeth. “I would never be so vulgar as to do that.”

“I don't think queefs are supposed to smell like that, sugarcube.” Applejack teased, rubbing her hand against Rarity's back. The others laughed softly as Rarity kept her face hidden from them in her arms.

“Girls. Look!” Pinkie Pie whispered, prompting them to turn and face her, until she motioned downwards.

There on the floor at the center of the group, with her thighs still soaking from her endeavors, was Sunset Shimmer, laid on her side with her knees slightly bent up towards her chest. Her chest rose and fell as she breathed softly, her cheek resting against the pillow in Pinkie Pie's lap. Spread across her face, between the soft pink glow on her cheeks, was a calm, relaxed and joyful smile.

All five girls cooed in sequence as they admired the sight of Sunset Shimmer completely at peace for once. Gone for the moment was any notion of doubt for herself, or shame about her past. Through the excursions of her new friends, she had been gifted with the chance to let go of the misery she had held onto for the past month. Now she basked peacefully in the soothing vapors of friendship, without a care in the world as she slept off the weariness her orgasm had brought.

“Oh, how sweet.” Fluttershy gushed as she held her hands to her mouth and squealed.

“She is just so adorable.” Rarity said, as she reached over and brushed the back of her finger across Sunset's face.

“Can you believe this little cutie tried to take over another dimension with demon powers?” Pinkie Pie asked, as she brush Sunset's hair, her head craning up just slightly at Pinkie's touch.

“Mm... you girls are the best,” Sunset murmured unconsciously.

“Oh wow, didn't know she was a sleep talker.” Rainbow Dash chuckled.

“Hey Sunset, we're so glad you came over tonight,” Pinkie whispered, keeping her hand gliding across the girl's hair. “We had a lot of fun with you, and we're thrilled that you had fun with us. And I think you're gonna fit in with our group just fine. Isn't that right girls?”

The others kept their eyes on Sunset, and all nodded accordingly, without hesitation. Sunset's head pulled into her shoulders, and she snuggled deeper into her pillow.

“I wish... other students... liked me too...” She murmured.

Pinkie Pie's heart sank, as did the others as they looked at each other anxiously.

“Sunset?” Fluttershy whispered, crawling across the floor to bring herself closer to the sleeping girl. “I think you need to let go of your past. I know it's hard to do, because you can never erase or forget it. And you shouldn't forget it, or else you might let it happen again. But if you can't forgive yourself... well then, the other students might not forgive you either.”

“That's right.” Rarity said, her hand gently caressing Sunset's shoulder. “We know that you've done bad things in your past. But we also know that you regret your mistakes, and we've seen you trying to make a change. If you keep at it, then the students will eventually recognize it and see you for the beautiful girl you've kept hidden from us for so long.”

“Really...?” Sunset asked, her voice cracking just slightly.

“Yeah,” Rainbow Dash assured her. “And hey, in the worst case scenario, if none of those jerks in the school ever forgives you.” She reached down and held Sunset's hand in her own gently. “Then you got us. We got your back from now on.”

Sunset's mouth returned to its peaceful smile, and after stirring for a moment, remained silent.

“Alright, I think we better do the same.” Pinkie Pie announced, as the other girls slowly stood up and walked towards their sleeping bags.

“Uh, kind of looks like you're trapped, Pinkie.” Rainbow Dash said as she looked at Sunset's head pinning down Pinkie's lap.

“S'alright.” She said, her hand stroking Sunset's hair. “I don't think I'd want to move away from this spot even if I could.”

“Hm... not a bad idea.” Rainbow Dash stepped away to retrieve her sleeping bag, then returned to lay down at Sunset's legs as she scooted into her bag. Applejack laid up above Rainbow Dash and next to Sunset's chest, while Fluttershy pulled an extra blanket out of Pinkie Pie's closet. After she draped the blanket over Sunset's half naked body, Rarity shut off the lights to Pinkie's room, and the two girls squeezed in where they could next to Sunset.

Soon, all five elements of harmony were fast asleep. Kindness, laughter, honesty, generosity, and loyalty had once again ignited a spark in one who hadn't the faintest idea what friendship was, and its magic had captured her heart and changed her, as well as all of their lives, for the better.

Chapter 4- Epilogue

Several rows of chairs had been placed outside the front lawn of Canterlot High, all facing towards the front entrance. The interior of the school could no longer be seen from the outside, now that construction on the front had finally been completed. Principal Celestia and Vice Principal Luna finished their conversation with the head of construction, and after Celestia checked her watch, the two made their way to the podium outside the doors. Celestia tapped the microphone to ensure it was working properly before speaking.

“Good morning students, and staff” She greeted them all warmly. “As I'm sure you've all noticed, the construction on Canterlot High has officially come to an end. I would like to personally thank Mr. Rick Shaw and his team for their diligent work, while also keeping the site safe and accident free around our students.” Following her lead, the crowd of students applauded while one man in the audience, adorned in carpenter jeans and an orange vest, walked up to the front and tipped his construction hat to them.

“Now, the next person I would like to point out is someone you should all be more than familiar with, as it's hard not to notice her if you've been to the school more than once. She's brimming with energy, always smiling, and dedicates every fiber of her being to helping everyone in the school have fun. And in the wake of the damage caused to the school, she put together the means to pay for the repairs, to prevent us from cutting back on your favorite activities. Everyone, please put your hands together for the hard work that Pinkie Pie went through to make this happen.”

As the applause started once again, a few students at the front of the crowd parted to allow the pink-haired girl herself to emerge. Pinkie Pie raised her hands, and tilted forward as she cartwheeled to the stage, her pink dress doing well enough to keep her thighs concealed. Getting close to the podium, Pinkie forced herself to stop on her right foot, her arms rotating forward to keep herself from falling. Keeping her balance, Pinkie stood on both feet, and pulled her arms behind her back with an eager smile.

“Nailed it.” Luna muttered with a laugh as Pinkie stepped in front of Celestia

“Hey guys!” Pinkie Pie waved excitedly to them before their applause died down. “Wow, I can't believe how fast the repairs went by! I mean, it feels like only yesterday there was this big, huge gash in the wall, and all the birds were flying in and stuff- oh, right.” Pinkie Pie cleared her throat before she continued. “Well, I know I'm the one who was handling the money and stuff, but I wouldn't have had anything to sell you guys if it weren't for Mr. And Mrs. Cake! I came up to them a few weeks ago and told them about how I wanted to help, and they got to baking right away. And they did it all for free! Wasn't that nice of them? Oh hey, there they are!” Pinkie Pie exclaimed as she pointed them out in the crowd.

A tall lanky man stood up with his more round wife, both of them still dressed in their customary aprons. They both had in their arms their two babies, Mr. Cake holding their daughter Pumpkin, and Mrs. Cake holding their son Pound. Once the two were on stage, they each took a hold of their childrens' little hands and waved them at the crowd.

“And last but not least, we want to thank all of you who bought something from us! Every time you bought one of their delicious treats, you've been helping us reach our goal for funds, and you guys hit it dead on! You guys rock! Woo hoo!” The entire crowd stood up and cheered as they applauded themselves and everyone around them.

A skinny little boy with dark orange hair flashed a buck toothed smile as he held a camera up to his eyes. The principals, Rick Shaw and the Cakes all gathered around Pinkie Pie, and smiled towards the camera. With the press of a button, a snapshot of all of them in front of a newly repaired Canterlot High was captured.

A few yards away, near the equine statue at the center of the school's walkway, Sunset Shimmer stood behind the base of the stone marble, applauding softly as the students far away from her did. A blue hand reached out and rested on her shoulder.

“It's all covered up now” Rainbow Dash said to her softly with a smirk. Applejack, Rarity and Fluttershy all nodded in affirmation. “You sure you don't want to go over there?”

Sunset looked towards the audience, their applause just beginning to subside. She wished terribly that she could be among them, and savor the victory their school had achieved altogether.

“No, that's okay,” Sunset replied meekly. “I'd rather enjoy this without hearing what they're whispering, or getting a bunch of death stares.”

“They're gonna let up one day, sugarcube.” Applejack reassured her. “You just gotta bare with it. It ain't gonna be easy, and it might take a long time. But it's gonna pay off.”

Sunset looked towards Applejack and nodded. “I know. I trust you.” She turned to walk behind them, looking at all of them, including Pinkie Pie in the distance.

“I trust all of you.”

“No way! You mean Canterlot's a city in Equestria!?” Pinkie Pie exclaimed, dropping her veggie burger onto her lunch tray.

“Yup!” Sunset Shimmer peeled off a slice of orange and took a bite before she continued. “And it's beautiful, one of the most esteemed in the country. I didn't really get to explore it that much when I lived there, but I remember that there were golden spires, and rivers and waterfalls running all over the place. It's where most of the unicorns live, and also where all the noble ponies live. Anypony who's anypony lives there.”

“Anypony?” Rainbow Dash asked.

“What? That's how we talked there.”

“Oh, that is just precious.” Rarity chided her, as Sunset took another bite of her orange. “But go on, tell us more about Canterlot! The place sounds absolutely divine.”

“I didn't really spend a lot of time walking throughout the city. Most of the time, I was just studying and trying to improve my magic, so I could be the best protege' Celestia had ever taken in.” Sunset noticed that her friends wore rather puzzled looks on their faces. “Oh, Celestia's the princess there.”

“I thought that Twilight was the princess?” Applejack asked.

“She's A princess; Celestia is THE princess, as in, of the whole nation. She's been around the longest, and she's the one who makes the big decisions.”

“So, Principal- or rather, your Celestia's the head honcho. And Twilight's a princess, but not on the same level Celestia is.” Applejack stirred around her macaroni and cheese as she contemplated the idea. “Just how many princesses y’all got over there?”

Sunset raised her hands and counted on her fingers. “Celestia, Luna, uh... whatsername. There was another one, but I don't remember if she was princess of anything particular when I was there.” The five girls exchanged confused glances with one another as Sunset counted. “So, Twilight would make four.”

“Oh no.” Fluttershy murmured, turning her eyes towards Rarity.

“What's the matter darling? Oh, oh dear.” Rarity turned her eyes away from the front and put her hand over her face. “Don't come over here, don't come here, don't come over here.”

Sunset's right brow raised in confusion before she turned around, and a collective sigh of frustration followed. The sight of a boy with blue spiky hair and an open sports jacket walking towards them made her stomach twist in knots, and she felt her face go rigid.

“Hey ladies!” The boy said once he was close to their table.

“Hi, Flash.” All of the girls said in mock-enthusiasm, excluding Sunset. She felt her left eye twitch involuntarily as he nodded politely at her.

“So, you girls heard about the Mane Event?” Flash asked, with a smug look on his face.

“Yes Flash,” Applejack replied, letting her agitation slip for only a moment. “Principal Celestia made the announcement about the musical showcase right after they finished talking 'bout school repairs. The whole school was there.”

“Well, I don't know about you girls, but I'm stoked for it! Me and my band the Sentries are gonna enter, and we're gonna help rock the school!” He said, motioning his hands in a display of an imaginary guitar. He looked at the table inquisitively for a moment. “Say, you wouldn't happen to know the whereabouts of... uh... you know.”

“Twilight's out of town, Flash.” Rainbow Dash said, before taking a sip from her can of cola.

“Oh, that's too bad.” Flash said dishearteningly. “I just thought if she was around, she might wanna come over and watch us practice for a bit?”

Sunset barely caught it, but she could no doubt hear Fluttershy whisper under her breath “Flash, please leave”. She herself was wishing for the first time ever that she could regain her demonic powers for just one instant, enough to blast the boy in front of them to smithereens. After the deed was done, she could relinquish them and go back to being a good-hearted girl like she intended to be.

“Well Flash, if Twilight comes around, believe you me, you'll be the FIRST to know.” Applejack reassured him with a forced smile.

“Awesome! Alright, well, you girls have a rockin' day, alright?” He pointed his fingers at them and backed away, bumping into a cross-eyed blonde girl and knocking her food off of her tray. "Oh, heh, sorry," He said, before rushing off. The girl's eyes were fixed straight towards him for a moment in an angry glare, before she stepped back in line for a replacement meal.

“You know Sunset,” Dash began, as the girl turned back towards them. “We're all more than happy to put the bully-slash-demon thing behind us, but the fact that you dated Flash Sentry is a crime we're never gonna forgive.” Sunset covered her nose to fight the milk that was trying to make its way up her passages, and after forcing it down, let out a powerful laugh. “Seriously? WHY? What did you see in him?”

“Popularity.” Sunset replied, wiping her mouth. “Everyone thinks he's cool, for whatever reason. When I first got to the school, I saw someone at the top to latch onto, so I did. I don't get why Twilight thinks he's so attractive.”

“Well, at least tell me it was YOU who did the dumping?” Rarity asked.

“Tch, definitely.” Sunset took another swig of her milk now that she assumed she wasn't in danger of snorting it through her nose. “Oh, but while we're on the subject; I don't care what he tells you; he cannot play guitar. The other guys in his band are okay, but he's so bad.”

“How bad is he?” The girls asked in unison.

“Flash Sentry is SO bad at guitar,” Sunset giggled before forcing herself to continue. “That the sounds coming out of the bathroom on Taco Tuesday make for better music than anything he plays!”

The five girls joined Sunset in an uproar of laughter, Applejack slapping the top of the table while Fluttershy held her hands up to her mouth in a fit of giggles.

“You know, I'll betcha we could play better than him,” Applejack mentioned, using her hat to fan her eyes of the moisture that had built up from laughing so much. “In fact...”

“Hey guys, we should form our own band!” Rainbow Dash exclaimed. Applejack's mouth hung open as she watched the girl stand up, with a foot on the table and an ambitious smile on her face. “We'll call ourselves the Rainbooms!”

“Rainbooms?” Fluttershy asked timidly.

“Yeah, Rainbooms! Like rainbows, but with more punch!” Dash pumped her fist in the air excitedly.

“Wow, you guys can play?” Sunset asked, fascinated by Rainbow Dash's resolve.

“Uh... no.” Rainbow Dash admitted, her arms slumped by her sides. “But come on, how hard can it be learn? Pinkie Pie, now that you've pretty much saved the school financially, you're in tight with Principal Celestia and the board. Do you think you could ask if we could use their equipment until we raise enough money to buy our own instruments?”

“Hay yeah!” Pinkie Pie cheered, right before the bell rang to signal that lunch period had come to an end.

“Then it's settled.” Rainbow Dash put her hand out, palm facing the table. “After school, we're all gonna start practicing, and we're gonna find out how hard we can rock.”

“I'm in!” Pinkie chimed in with her hand on top of Rainbow's.

“Me too!” Applejack followed suit.

“Oh, why not?” Rarity placed her hand on top of Applejack's.

“Woo hoo.” Fluttershy cried softly, delicately putting her hand on top of Rarity's.

Sunset watched all five girls keep their hands together, then look at her all at once. “Oh, me?” She asked surprisngly.

“Yeah you!” Rainbow Dash urged. “We need a sound coach; someone to tell us how awesome we sound, and how we can sound awesomer, if that's even possible.”

Sunset wasn't sure if that was the most esteemed spot in the band, but she was happy enough to be included in the groups activities. She nodded and placed a hand on top of the other girls, savoring her place in their big group circle.

“We are the Rainbooms!” Rainbow Dash said, lowering her hand slightly as all six of them dipped towards the table.

“Awwwww YEAH!” All of them cheered, throwing their hands up towards the ceiling in triumph.

Author's Note

Well, there you have it, my 2nd Equestria Girls clopfic, after I spent a majority of a year absolutely hating the first film. Life's kind of funny like that isn't it? I blame Sunset. She was really appealing in the 2nd movie. Still can't believe I was able to crank out four chapters worth of a story in a little more than a week. I swear it was an accident. :pinkiegasp:
Big thanks to RedRover for proofreading this so quickly despite his busy schedule. Also thanks to Lexxi for helping me learn how to look for the good things that are sometimes buried under the bad.