Living in Equestria

by saltybedspackle

Rating: mature
Tags: Scootaloo, Slice of Life, Human, Main 6, My Little Pony: Friendship is Magic, Romance, Original Character, Sex, Cutie Mark Crusaders
Length: 170856

Mason has found a home in Equestria and now must navigate a new life... and a new love.

Since finding himself in Equestria from Twilight's magical tinkering, the human Mason has found a new and incredible life. After battling with Scootaloo's disturbed father and brother with help from his friends, growing wings from a pegasus bite, and helping to destroy The Element of Hate... he's now ready to settle down and discover everything that his new world has to offer. But how will he manage the finer points of living in Equestria... and the finer points of loving a pony?

Part three is up! Find it here Contest in Equestria

Thanks to jackanarchy99 for the awesome cover art!

Don't forget.... Green thumbs make me write faster :pinkiecrazy:

Contains Foalcon.

This story picks up right where Waking up in Equestria ends. You should probably read that one first or you'll miss out :pinkiehappy:

Published 2015-01-17 05:30:02 UTC
Last updated 2015-04-24 19:26:58 UTC

Chapter 1

Rainbow Dash didn't waste any time. I guess it was in her nature to move fast and not wait around for others but I wish she had let me sleep. It was only yesterday that we had traveled from deep inside the Everfree forest, walking for hours on end to arrive just after dark tired and hungry from the days trek. Dash had offered to teach me how to fly during the hike and I had assumed she would wait a while before starting the lessons. But she had come, barging into my room at Sweet Apple Ares that morning just after dawn, hollering like a drill sergeant at the top of her lungs.

"Alright, stupid human! I want your flank outta bed and on the lawn in ten minutes! Training starts today and I want noooo excuses, you hear me! Anypony under my wing is gonna have to get used to the idea of having to move fast at any second!!" she stood in a wide stance in the door with narrow, focused eyes and an eager grin. Scootaloo moaned beside me, flipping the pillow over her head in an attempt to block it all out.

"Make it stop, Mason..." she protested thickly.

"Really, Dash...Jesus..." I propped up on my elbows, rubbing my eyes and feeling the crusty morning grit there rolling under my fingers.

"I don't know who Jesus is, but you better hope he doesn't come around to try and get you outta this, now move!" she jumped forward and snatched the blanket off the bed with her muzzle in a lightening fast whip of her head.

There was little I could do about the situation I found myself in except let it happen. Mornings around here came frequently with a stiff reminder that I was in a bed with a warm body next to me... and I had to pee.

"Bwah hahahah!" she laughed, dropping the blanket from her mouth and pointing with a hoof at my midsection. "What'd I tell ya! It DOES look like a white candle with a funny knob at the end!"

I sat there in misery listening to her laughing down the hall as she left.

_______________________________________________________

"Keep it up!!" Rainbow Dash encouraged me as I gained altitude once again to where she hovered in the air. The heavy bag in my arms dragging me down and rapidly tiring out a part of me that I never knew existed... or even had until a couple weeks ago.

The sun had climbed up into the clean azure sky a good distance since I'd left the soft comfort of the bed. It wasn't the ten minutes that Dash had demanded and she had made me fly in circles around the barn once for each minute I was late. She was infinitely worse than Mr Phelps, my old PE teacher back in the human world, but despite her tough and insistent demands... I didn't seem to mind it one bit. I knew she was trying to help me in the best way she knew how and I was grateful for it.

"Twenty!!" she called out, finally satisfied with how high I'd come. "Alright, that pack is about half of what Scoots weighs, so keep that in mind." she zipped over to me and took the heavy brown satchel from my arms easily, flinging it up and moving to catch it on her back between her wings with no visible effort.

"I... need to... rest..." I gulped for air. There was a burning sensation between my shoulder blades now along with an over all sense of exhaustion that throbbed between my ears. It was a long way down to the yard in front of the barn below us but I'd learned to trust my wings enough that my fear of heights wasn't as bothersome anymore.

"Not yet!" she smirked. "You touch that ground before I tell you and I'll make you sorry, stupid human! Now follow me!" she took off at what to me seemed like an incredible pace. I followed as best as I could, catching up to her as she hovered next to a small wisp of cloud just as she was depositing the bag on it's puffy surface.

"Alright, pokey. Ten times between this cloud..." she gave the soft cottony ball a small kick and the zoomed off into the distance near another and waved to signal where I was supposed to go, crossing her front legs expectantly while hovering upright.

I took off as fast as I could to reach her. Already I was out of breath and flagging before I even came near her but pushed myself to get the task done. After tagging the cloud by her side and turning around, she gave my butt a painful smack with a hoof.

"Get moving, human!" she yelled.

Each lap felt like an eternity... and that eternity got longer with each trip between the two puffy yet magically solid white blobs. I only managed eight trips before my wings gave out and my altitude started to drop. I struggled to regain the height but it was no use, my wings and whatever magic I had that allowed me to use them wouldn't respond.

Gliding down in a circle, I aimed to land near the edge of the trees under us. Dash was on me in a second, hovering near and eyeballing me with disappointment.

"Are you seriously giving up?!" she barked. "I thought you wanted to learn how to fly?!"

"Dash... I... Can't any...more... I'm sorry." I said. Somehow I was angry at myself for disappointing her.

I braced myself for the incoming assault of insults but she surprised me by softening her expression into a kind and sympathetic look.

She gave a sigh. "Well.. it is your first lesson..." Swooping behind me, she hooked her two front hooves under my arms. "Here.. just relax. I'll let you down."

I complied and sank into her supporting legs. She held me up with surprising ease and gently brought us to the soft grass next to a large apple tree with thick branches. My feet hit the ground and I sank to my butt, panting hard.

"You're gonna need lots a work, human." she said, sitting next to me and giving her wings a shake to straighten out her feathers.

"I know... Thanks for doing this, Dash..." I said.

"And don't forget to preen your feathers tonight. It's real important to maintain them. The more combed they are, the easier it is to fly... simple as that." Dash had resumed her sisterly lecturer role.

"Scootaloo did it for me last time. It was kinda nice, actually." I admitted. She had combed through them two days ago by the campfire we had made just before those shadow creatures took us. I also remembered the moment I'd had with Sweetie Belle shortly after.

"Oh yeah?." she gave me a chummy smack on the shoulder. "Preening somepony elses feathers is something you do just before some serious action!" she didn't have eyebrows, but she waggled her eyes in a meaningful way all the same. Dash had already proven herself to be a pony who was free and easy talking about my relationship with Scootaloo. She had grilled me in the Everfree forest about it.

"Actually it was just before we were caught by those shadow creatures..." I diverted.

"Sucks to be you, stupid human." she chuffed and turned her head to begin straightening her own feathers.

We sat together for a moment in silence, me catching my breath and Rainbow Dash going about preening. Suddenly, her head cocked up, ears twitching and rotating.

"What's Pinkie Pie doing here?" her confused face twisting up in a question mark.

"Huh?" I'd learned ponies could hear much better than I could long ago. "I dunno. Where's she -"

The sound reached me now. It was Pinkie Pie alright. I could hear her singing a nameless tune in the distance, her voice brought to me on the light breeze. Moments later, she bounced into view.

"La la la la la" she skipped towards us from around the next row of trees over, bouncing up and randomly snapping at the air with her muzzle as if she was capturing something in her mouth. After each one of these breaks in her singing, she would crane her head to the side to stick her mouth in a large bag hanging over her midsection. She didn't seem to notice us, only continued to sing her wordless song and occasionally depositing what looked like mouthfuls of air in her bag. When she came near, Rainbow Dash spoke up.

"Pinkie... what are you doing?" she asked as if expecting a completely nonsense answer.

"Hi Rainbow Dash! Hi Mason!" she said brightly, finally acknowledging us. "I'm catching dust mites... Duh!" she rolled her eyes as if it was perfectly obvious as to what she was doing.

"Dust mites?" I asked. Rainbow's expression matched my own of cautious curiosity. Pinkie was harmless... weird... but harmless.

"Yeah! Dust mites! Don't you know that dust mites grow up to be..." she crouched down into a mean and defensive stance "... Dust Bunnies!" she intoned gravely.

"Aaannnd what does that have to do with catching dust mites?" Dash took the words right out of my mouth.

"Why...If they don't grow up to be Dust Bunnies, then you never have to dust things... sheesh. Don't you know anything?" she asked with an expression of sympathetic wonder at our lack of understanding.

"Ok... well..." Rainbow Dash turned her eyes to mine, searching for some kind of reply. Clearly Pinkie was in a zone right now.

"I'm just gonna -" Pinkie Pie stopped mid sentence with an alarmed look on her face. Suddenly, her whole body stiffened up and her pink bushy tail stuck straight out behind her. A moment later, it twitched violently, like someone was shaking it right at the dock.

"Twitchy Tail! Twitchy Tail!" She cried in dismay and began to look up at the tree over head.

"What are you...." I began.

A loud crack from the tree interrupted me and twin voices of dismay cried out in unison. Leaves and apples began to rain down just before I saw a yellow and red blur land on Pinkie, squishing her into the ground. A moment later came a very familiar orange pony, dropping safely from the lowest branch.

"Apple Bloom!" Scootaloo cried, running to her friend who was sitting on top of a flattened Pinkie. " You OK?!"

Apple Bloom was a mess. Tree sap was all over her, gluing twigs, leaves and other dirt into her bright red mane and yellow coat in several places. The solid cast on her back leg, an injury she sustained from fleeing Scootaloo's crazed father, stuck out stiffly in the mass of pony bodies on the ground.

"I told ya climbin the tree was a bad idea, Scootaloo!" she wailed.

"What are you guys doing?!" I asked them. "What in heck were you doing up in the tree?"

Scootaloo gave a moment's more concern to her friend before she moved slowly to me. Sitting on the ground as I was, her eyes were barely above my own.

"I wanted to watch..." she said glumly. "I wanted to see what it was like to learn from Dash how to fly."

That simple admission hit me painfully. The poor young pegasus wasn't ever going to be able to fly... not with the wings she had. It had already caused her enough trouble with her family and she looked up to Rainbow Dash as a mentor, but would never be able to learn from her the one thing she truly wanted to do.

"Aww, Scoot..." I said, giving her neck a sympathetic stroke of my hand.

"No...it's alright, really." her eyes were downcast though. "I know you're gonna be able to fly better than me. I just... wanted to watch, that's all."

"Well next time tell me ya want to come along, Squirt! You know I can hold ya on my back any time!" Dash admonished.

"But Apple Bloom wanted to watch also... and we couldn't see from the ground very well!" she protested. "You can't fly both of us, Rainbow Dash!"

"What?" she turned, "Since when have you been interested in flying?!" The blue pegasus cocked her head in confusion, looking at Apple Bloom.

"I dunno... I jus... I just wanted to, that's all!" Apple Bloom was suddenly defensive. She had untangled herself from Pinkie and was getting to her feet.

"Hey... whatever combs your mane." Dash shrugged it off. "I think we're done for the day, Mason. Rest up and don't forget to preen those wings!"

"But..." Scoot looked at her, anxious to ask something.

"What's up, squirt?" Dash said.

"Can you take me flying?" her eyes were wide with eager excitement. "Just for a little!?"

"Ha! Since when do I do anything little? Climb up and let's go cruisin for a while!" she stretched her wings out, giving a place for Scootaloo to land when the small orange pony ran towards her, jumping with practiced ease onto her back.

"Back in a while, Mason!" Scootaloo said with glee as Dash launched herself off the ground, gaining altitude quickly and effortlessly despite the extra weight. I wondered if I'd ever be able to do that.

"La la la la la...." Pinkie Pie was already hopping away from us like nothing had ever happened, continuing her hunt for dust mites. The irrepressible party pony couldn't be flattened for long.

"Mah sister is gonna kill me!" Apple Bloom shook her head in misery. "When she finds out I been climbin trees with this here cast..."

I studied her. She was a frightful mess. Large patches of her mane and coat were matted and dark with sticky, gluey tree sap that had collected all manner of debris. Her red bow had come partially undone, one end hanging loose down her back. I moved beside her to kneel and attempted to pluck out a large brown stick from a matted, sticky patch on her side.

"Ow! Quit it!" she flinched and gave me a wounded look. "Don'tcha know ya gotta soak with Granny's bath salts first ta get this stuff off?"

"Well...Your sister will be gone for a while and I bet you can get cleaned up before she ever knows" I suggested.

"You won't tell er?" she looked at me with big hopeful eyes.

"Now why would I do something like that?" I gave her a secretive smile.

________________________________________________________________________

It had been along time since Rainbow Dash had Scootaloo on her back in the sky and she felt happy to be spending time with her adoptive sister again. Over the last few moon cycles it seemed like they haven't been as close as they used to be. Dash knew that she was growing up, changing in the ways that young mares do but felt clumsy and out of touch whenever she tried to approach her to talk.

When Scootaloo had her first estrus, it was her who she came to for help when the foreign urges were coursing through her body, lighting her privates on fire and causing colts and stallions to follow her around. Dash, who was normally the carefree and uninhibited type, suddenly found herself feeling awkward during that talk, something she wasn't accustomed to. Now that Scootaloo had found her first love in the human, a human that Dash liked quite a bit herself, she felt it was time to talk with her like like the young mare she was... and not the filly she had been.

She had flown them quite a distance from the farm where they'd left Mason and Apple Bloom. Far beyond the north reaches of Ponyville she had traveled with Scootaloo on her back, grinning from ear to ear. Even though she was a little older now, she still buzzed her wings furiously as she rode, mimicking the motions of Dash's own wings as best she could. It still melted Rainbow's heart when she saw her do it.

Finally she arced up high into the sky, looking for a suitable cloud to take a rest and maybe talk with her young friend for a while. She found one and gently brought Scootaloo around to rest partially on her front before flopping on her back in the soft support of the cloud's surface. It was a dance they had done many times for Scootaloo's benefit. She needed to be in contact with her in some way to stay up here with her otherwise she would sink slowly through the white surface and fall.

"Oh man! That was awesome, Dash!" Scootaloo smiled with joy at her. Tears had streamed back from the corners of her eyes, making a dark patch that spread out on her orange face like a mask.

"Yeah, that was pretty cool, huh. We haven't flown together in a while, squirt."

"I know! You've been busy, I guess." Scoot closed her eyes and relaxed against Dash's midsection. She was laying across her middle, her front legs dangling over one side and her rear over the other. It was they way they always had spent time together up here.

"Yeah.. I guess I have been. Sorry 'bout that..." she gave a ruffle of the short purple mane between Scootaloo's ears.

"Dash, do you think Mason will be able to fly me like you can?" her eyes opened and she looked at Dash with her big purple rimmed eyes.

"You know, that's just what I'm gonna teach him to do! I figured you'd probably like that."

"Yeah... It's nice being with him." she looked back down at the cloud on Rainbow's side, absently pushing against the yielding surface with a hoof.

"So what's the deal, anyways? You two kinda blew everypony away back there in the Everfree forest, ya know."

"I guess so... I dunno." she shrugged dismissively and continued to poke at the cloud.

"Huh? You don't sound very excited... That was way intense! Your guy's love totally smashed The Element of Hate!" Dash threw a hoof in the air to make her point.

"It's not that..." Scootaloo trailed off.

"Well then what is it?!"

"It's embarrassing..." now her cheeks began to glow red as she continued to stare at the cloud.

"Whatever... you know you can talk to me about anything, right? I mean come on! I'm your big sister!" she prodded the orange pony in the side gently. "What's on your mind, squirt?"

She didn't answer right away, only jabbed at the cloud a few more times before replying without looking at her. "I'm getting these weird feelings about Apple Bloom and Sweetie Belle. It's like I wanna help them feel what it's like to be with Mason... I feel really bad that they can't... you know... have the same fun as I'm having. It's like I'm leaving them out of it on purpose or something. I've heard other fillies and mares talk about herding before, buuut... I don't know if I'm supposed to be doing it or not."

Dash knew exactly where this was going now but let her continue uninterrupted.

"But I thought special someponies were special because they were yours. Part of me wants to let Apple Bloom and Sweetie Belle be with Mason but another part is feeling weird about it now. It didn't at first... and now I'm all confused. I'm not even sure Mason really wants too..."

Dash decided to play dumb. "You mean you've talked to him already about it?"

"Kinda... Apple Bloom started it, really. She felt really left out whenever she would see us together. Sweetie Bell doesn't say much, but I can tell she wants to know what it's like too."

"So by being with Mason... you mean... you guys have..." Rainbow tried to ask the question without saying it, giving her a prompting look instead.

"Yeah... a couple times now." she looked down at the white surface below, her cheeks flushed again at the topic.

"Hey! Way to go!" Dash gave a small laugh and shot another poke at her side in congratulations. Scootaloo smiled and gave a little giggle of her own.

"Shut up, Dash... It's not funny." She sounded offended, but the smile on Scoot's face said otherwise.

"Pretty sweet, eh? Not even flying compares to that sometimes!"

Scootaloo gave another small laugh. "Yeah, it is pretty awesome. Especially when... Shut up! Never mind! You're not gonna get me to talk about it!" she protested when she realized where it was going.

Rainbow Dash laughed at her friend's discomfort. "Alright.. alright. I just wanted to make sure you're doing OK, squirt. Sounds like you are." She gave her a wink.

"But I don't know what to do about my friends... Is it really alright to share him like that?" she looked with a totally open and earnest need to know at Dash. "Nopony will think I'm weird?"

"Ya know, most mares go through life wishing to be with somepony they could get the herding urge from. It's a sign that you're with the pony you're meant to be with. It's just how it works! Stallions will feel it too... and understand that it's something magical that is supposed to happen when the time is right. Mason isn't a stallion.. but I think he loves you enough to recognize the magic when he feels it."

Scootaloo considered this for a while, processing her feelings against what Dash had told her. When Sweetie Belle offered her horn to Mason that night at the fire, she had felt a rush of exhilaration at her friend's obvious pleasure that scratched the mental itch she had about the whole situation. But there had been a lingering doubt that Mason really was OK with the whole thing, like he was just going along with it because she had asked him. In the end, Scootaloo decided she still wasn't quite sure. A part of her still felt like it would violate some aspect of their relationship if she did.

"Thanks Dash... I guess I just need to figure it out for myself... but it helped to talk to you about it." she slid around to lay along Dash's body to give her a hug. The two pegasi lay there embracing for a while, each one thinking about the other and how they've missed times like this. Other clouds drifted by, watched by them in the quiet calm on top of the small cloud's surface.

"You ready to go back down?" Dash asked after quite some time had passed without either of them talking.

"Yeah..." Scootaloo smiled up at her friend before planting a kiss on her cheek. "Thanks"

"Anytime, Scoots."

Chapter 2

It was a slow walk back to the barn with Apple Bloom limping along in misery next to me. Her cast prevented her from walking at a normal pace but she had learned to move pretty quickly all the same in the last couple of weeks since her injury. The young pony had born the second worst injuries from our episode with Whipwind, Scootaloo's father, who now waited alive and aware in a stone statue for his punishment from Celestia. The scar on her head was visible just below where her mane started and there was still a patch of red hair that was growing back where he had clobbered her. After it was all said and done, I guessed I had come out ahead in the deal. It was Whipwind who was responsible for my new wings after all.

"The salts are in the cabinet under the kitchen sink." Apple Bloom said when we entered Sweet Apple Acres. I moved to towards the sink while she continued on through the kitchen and towards the stairs leading up from the great room beyond. The barn was empty. I was pretty sure Big Mac was probably out in the fields somewhere and I had no idea where Granny had wandered off to. Applejack was at her doctor's appointment to get her injuries looked at today, so who knew when she would return.

There was an incredible variety of bottles, jars and containers under there. The smell of old potatoes and lemons filled the air as I examined them carefully for some indication of what I was looking for. Each container had a faded, written label on it that I read slowly before moving on. Granny's handwriting wasn't all that great these days apparently.

"Ah!" I gave a crow of victory when I spied the large clear glass bottle filled with large grains of a white crystalline substance. It looked like salt but much much bigger in size and tinted a faint pink. "Granny's Bath Salts" I read the label aloud. I heard water being drawn in the large bathtub upstairs now and moved to bring Apple Bloom the stuff she needed to get the sap out of her mane and coat. When I got to the bathroom door, it was open. I saw Apple Bloom standing with a hoof in the running water, testing it's temperature while steam rose from the basin behind her.

"Did ya find it?" she asked hopefully.

"Yeah, here it is. There's plenty." I moved to set the bottle on the sink and leave but Apple Bloom was already asking me to pour it into the tub for her.

Pulling the large cork out, I moved next to her and watched the large grains slide out of the neck and fall into the clear water below, dissolving instantly and tinting the water a light pink color, adding a scent of roses to the steam rising to my face. Apple Bloom shut the spigot off, satisfied with the amount of water.

"Alright, you all set?" I asked her, sticking the cork back in the bottle after emptying about half of it into the tub.

She looked up at me, and then looked behind her at the cast on her leg. I'd never broken a bone before, but I knew you weren't supposed to get them wet.

"I think yer gonna have to help me." she said, looking back at me with her orange tinted eyes. Her cheeks began to flush and she started to look nervous. "Can ya.. please? Ah don't want my sister to find out I been climbin trees..."

What was I supposed to do? Not help her?

"Sure... what do you need me to do?" I asked, realizing this was getting to be more than I'd bargained for.

"Well.. first can ya help get my bow out?" she said in an uncharacteristically shaky voice, lowering her head to give me easier access.

I knelt in front of her, reaching up and working the knot behind her head. She leaned into me, pressing her forehead into my chest and gave a big sigh. Her red tail, matted and dirty, swished a few times as I worked the bow out of her mane, setting it aside.

"Alright there you go... now what?"

"Just hold my cast outta the water till I get settled." she scrambled up over the edge of the tub and I grabbed a hold of her back leg as carefully as I could. It was awkward and clumsy. Several times I got her flank in my face with an unobstructed view of her neither regions. It was different than Scootaloo's, much plumper and the inner lips protruded more... the red interior was just visible contrasting sharply against the yellow hair surrounding it. I also caught a whiff of her thunderous scent that was mingled with the pine-y woody smell of the sap. This was also different... Apple Bloom had a sharp, tangy musk instead of the warm, rich one I had gotten used to. I wasn't surprised when I noticed it was moist.

Finally she settled down into the tub with her back resting against the far side and her cast resting on the near edge up out of the water. Her tail floated around her in the pink steamy water but did little to obscure the view I had between her rear legs, such as they were. She had no shyness or inhibitions about it either. In fact, the look on her face was of playful mischief and no longer that of a desperate pony in need of a coverup. I couldn't stop my eyes from looking at her lower half just under the pink tinted water.

"Yeah..." she sighed into the warm bath, closing her eyes. Already I could see bits of dirt and twig floating on the surface of the water.

"Anything else?" my knees were starting to hurt from the hard wood floor, not to mention I was very distracted by her body. My conversation with Rainbow Dash in the forest had enlightened me on the concept of herding... and I was pretty sure Scootaloo was already thinking the same thing based on our talks. Even with all that floating around this situation, I still felt a bit strange getting a raging hard-on looking at my lover's best friend in the tub with her sex on display for me.

When she opened her eyes again, we met each others gaze and locked. An almost palatable tension crackled to life between us. That tingling sensation that I got when I started to fly or turned the lights on around here descended on me as if some magic was at work. Apple Bloom looked like she was on the verge of saying something, her mouth opened slightly then closed again. The red strands of her loose, red mane floated around her shoulders in a fan that gave her a completely different look that was more seductive and sultry than I thought possible from the rough and tumble young farm pony. The electric spark of sexual attraction building in my loins signaled that I was losing resolve.

"Umm.. Can ya..." her eyes broke from mine and cast around, seeking something. Then her face lit up when she spied it and she pointed above. "There! The scrubbing brush..."

I stood up, grabbing the stiff brush from the hook near the shower head and stood above her looking down. The bulge in the front of my pants was impossible to miss from her angle... and she didn't. Her eyes flicked to it once, then darted away like it had burned her only to return again for a longer look.

"Ya gotta brush the stuff off me..." she said in a quiet and strangely seductive voice that I'd never heard from her before. Her face had become an awkward mask of demure bordering on sleepy staring at the tent in my bottoms... like she was trying to figure out how to mold her features to fit the message she was trying to give. She settled on half closed eyes while biting her bottom lip.

I knelt over the tub, this time taking the towel from the wooden bar first and knelt on it to save my knees. The fragrant water was warm when I plunged my arms in it. Putting one hand on her side, I ran the brush along the opposite length of her body underwater. It snagged and pulled at the clumps of sap, but they yielded easily enough. Larger clumps of dirt floated to the surface as the snags loosened and then disappeared.

Apple Bloom's eyes never left mine. She looked up at me from the surface of the water with her mouth slightly open and her two front hooves slackly hanging in front of her chest. She was enjoying the experience... and frankly, I was too. Her body was soft and slippery in the water, firmer and wider than Scootaloo's with more muscle.

"Ya gotta... do my front also." she breathed in a tiny voice, her face never changing. Spreading her front legs spread wide to the sides, she was now completely open before me, waiting for attention on her chest, stomach, and beyond.

I slowly ran the brush from just under her chin, down her chest, over the ridge of her breastbone and onto the pale, nearly hairless patch of her belly. Her nipples were smaller and further apart than the ones I was familiar with. They also lacked the long strands of hair surrounding them like Scoots had. They stood out alone and contrasting against the soft, pale underbelly below the pony's stomach. Apple Bloom sucked in a breath and her eyes fluttered when the brush's stiff bristles ran over these two dark brown bumps lightly. She was trembling now...

I didn't go further, stopping just before I reached the growth of longer yellow hair that topped the red slit between her legs. I brought the brush back up and continued running it down her front several times, not wanting to go to far to fast with this regardless of the throbbing need I had of my own. After a few times of running the brush over her nipples, she began to squirm in the water.

"You alright?" I looked into her cloudy eyes, seeking a response.

"Ah... I think ya should..." she shivered as the brush passed over her nubs again. "...let the water out... so ya can do my back." Again, her eyes never left mine. Her expression had changed to a wanton need, her eyes still half lidded over her orange pupils that were hazy with desire.

I found the chain with my hand and pulled the stopper. The water quickly dropped, leaving her completely exposed and splayed out in front of me. Her marehood was a dark, red, glistening gash that was slightly pealed open revealing her pink inner lips. I'd yet to get a close up look at Scoot's body like this in the light, I wanted to see more... to explore with my eyes as much as the rest of my body did.

Apple Bloom stayed that way, looking up at me with seeking eyes and on display much longer than she needed to. She was breathing heavy. Much heavier than she should have for simply laying in the tub. Eventually she did move, however, rolling around and bringing her cast into the now empty tub to thunk dully on the bottom along with a collection of stick and leaves that had been released by the salts in the bath.

She stood up, water dripping from her everywhere and pooling on the basin floor before running down the drain. Her mane and tail hung limp from her in bright red waterfalls around her yellow body. There were only a few matted spots left on her coat that were taken care of quickly. The worst was still clinging to her tail.

It took some effort, but I managed to not only focus on the task... but actually getting her tail combed clean too. She stood facing the front of the tub, occasionally looking back at me to check my progress. As I got closer to her dock, her legs slid further apart until they socked against the edge of the tub. At some point, the knuckles of my hand holding her tail brushed against the puffy, wet lips of her sex when I changed my grip. She sucked in a rasping breath, her neck stuck out stiffly with closed eyes.

"Sorry..." I whispered.

"I'm not..." she turned to look at me. Apple Bloom had regained some of her spunk and now had a devious smile on her lips.

"You sure?"

"Yeah..."

Swallowing, I pushed my knuckles back against her harder. This time feeling them slip between the soft fleshy lips of her marehood and sink between them. Apple Bloom gave a shuddering moan and wobbled on her legs. The heat against the back of my hand was incredible. Already her own wetness was replacing the water from the bath, evidenced by how slippery the folds of her sex were.

I slid my knuckles along the lips and felt the hard nub near her belly, causing her to cry out a single syllable of pleasure that reverberated loudly in the tight space. I gave up the pretense of combing her tail and abandoned the brush, it clattered loudly against the bottom of the tub.

With my free hand, I lifted her tail and she helped with eager willingness. Her slit was now open and in full view, throbbing with her heartbeat inches from my face. The fleshy red hole deep inside winked with the rhythm, leaking drops of her juices with each pulse that ran down between her outer folds and dripped in a long, sticky strand from the end of the purple nub of her clit protruding visibly. Her smell landed on my nose in a powerful wave that sent a shock straight to my dick, causing it to jump and twitch several times on it's own accord. For a moment, I thought I was going to cum in my pants.

"What are you gonna do..." she looked back at me with those half lidded eyes and slack mouth again. She looked like she was in a trance.

I was suddenly aware my mouth was watering. Something about her smell and juicy marehood lips was driving a need to taste her. I leaned forward in a hypnotic daze, intent on running my tongue up from the hard nub of her clit to the oozing hole near my hand holding her dock, collecting that sappy goodness on my tongue to savor. I was mere inches away from tasting her... the smell and heat flooded my senses and that magic tingling sensation washed over me again.

"Hello! Anypony here?!" Applejack's voice called out from below.

Apple Bloom's eyes bulged from their sockets and she jerked away from me. I too snapped out of it, dropping her tail and standing up quickly.

"Get outta here... quick!" she whispered loudly, but she didn't need to tell me. I was already moving, shuffling backwards and grabbing the door's lever to pull it shut. The shower was on before it snicked shut. On light feet I tip toed to my room, gently closing the door behind me and leaning against it to catch my breath. I heard Applejack's hoof steps on the stairs and then in the hallway beyond the door. A knock came just before her voice rang out loudly in the hallway.

"Apple Bloom? Ya in there?"

"Yeeahh!" I heard her reply barely over the water.

"Ya ain't gettin' yer cast wet, are ya?"

"AWWW HORSEAPPLES!!"

Chapter 3

I felt horrible... didn't know what else to do as I listened to Applejack tear her little sister a new one for getting her cast soaking wet from the other side of the door. I didn't dare leave... not with the smell of Apple Bloom's sex heavy on my skin. I couldn't tell where it all was coming from but I was sure the older farm pony would catch it in a second on me if I went out there.

"Ah just got BACK from tha doctor, now we both gotta turn 'round and go right back! Good gravy girl, what in Equestria were you thinkin?!"

"I'm sorry Applejack... I just fergot! That's all!"

"Fergot? How could ya ferget that? I dun told ya a thousand times! It ain't right you not mindin me, Apple Bloom... you sure you're feelin alright? You look all red and flustered..."

"I'm fine!"

"Get yerself dried off. We're leavin right away ta get that cast redone. Doc says ya gotta wear it another couple weeks anywho. I'll go get Big Mac n have him pull the cart 'round for ya."

I heard Applejack's hooves descend down the stairs again, leaving me clear to open the door and go to Apple Bloom. She was a soggy mess standing in the middle of the bathroom. Her hair and mane dripping wet creating puddles on the floor. Her head was hanging down and I couldn't see her face but her midsection hitched as though she was crying. I felt responsible for the whole thing.

"Apple Bloom... I'm sorry. I shouldn't have done that. You would have been all cleaned up if I just did what you asked me to do and Applejack would have never yelled at you." I apologized quietly to her standing in the door.

Her sides hitched again and I began to move to her to comfort her somehow. But then her head lifted and I saw a mad grin on her face. Her eyes were bulging with excitement. Was she was holding in laughter?

"That... Was... Awesome!" she said in a contained but enthusiastic voice. Her eyes sparkled with happiness. "She didn't suspect a thing!"

"Huh?" I was unsure how to handle this one. "But... she yelled at you?"

"Who cares?! She's mah sister an yells at me all the time! I so excited I get a new cast that's clean again!" she waggled the disgusting soggy mess that was wrapped around her back leg.

"So you're not mad?" I asked hopefully.

"Mad! Why would I be mad?!"

"Because... I mean..." I pointed at her, then the tub, then downstairs in confusion.

She didn't reply. She only took a couple of soggy steps towards me and wrapped a hoof around my lower thighs. Her cheek pressed into the still heavy and warm flesh in my crotch in a wet hug. There was no way she couldn't feel the swollen lump against her.

"That was better'n I'd ever thought it would be" some of that demure voice had returned.

Putting a hand on the back of her head, I held her to me for a moment, letting her wet mane dampen my clothes and relieved at how this had turned out.

"Now get outta mah way. I gotta get dried off so I kin get a new cast!"

_____________________________________________________________

Applejack had tried to hitch the cart up to her own yoke, but Big Mac refused to let her... wordlessly indicating the fresh wrap around her midsection. Apparently the doctor thought she needed more time to mend.

"Now you listen ta me ya big red dummy! If I say I kin pull this here cart then I say I can!"

"Eeeenope." Big Mac simply closed his eyes and shook his big, crimson head once.

This went on for a while, and grew more insistent with each exchange. By now I had washed up and no longer had the wafting scent of Apple Bloom's arousal on me. I was sitting outside on a log, propped up against the wall near the door watching the exchange between the older siblings while Apple Bloom sat by me and waited for it to get sorted out. We occasionally exchanged knowing glances at each other, the scene in the bathroom still fresh in our minds. Our eyes would meet, lock for a moment, and then she would turn red and look down again, scuffing a hoof in the dirt.

It had turned out to be a scorcher of a day. There was no breeze and the early afternoon sun was mercilessly pounding down on the dusty, dry earth with no shadows to be seen anywhere. I longed for a pair of cheap gas station sunglasses from home to cut the bright light down but at least here in the eave of the barn there was a ribbon of shade. Hot, fumy farm smells wafted by me filled with images of haystacks, tilled earth and sweat.

"Alright, ya pain in the tail! If ya wanna walk inta town with me then fine! Suit yersef! Come on Apple Bloom, quit sittin round gawkin!" Applejack waved an impatient hoof.

"See ya..." Apple Bloom gave me one more look before squishing over to her sister, leaving a damp circle from her cast in the dry earth as a trail.

"See ya" I called after her.

Applejack trotted towards me, passing her sister with a glance that wasn't returned by the younger one and pulled up short in front of me.

"Say... This day's gone ta seed for me, an... well I was really hopin ta get the new barrel of cider outta the storage shed in the west field and bring it 'round for tonight. I figure it's right about perfect by now. Would ya mind gettin it over here and up onto the keg saddle in the kitchen for me? Feel free ta tap it and give it a taste, if ya want. Ought ta be good and powerful, if ya know what I mean." she gave me a wink.

"Sure." I said. "Uh... what way is the west field?"

"Just head on over that way, straight from the barn" She gestured with her hoof directly behind me. "Shed's open... can't miss it. We'll be back in a while." She started off and then remembered something at the last second. "Oh... Granny's off at a knittin circle. She won't be home till late, just so ya know."

"Ahh.. wondered where she was." I told her.

"Alright then, see ya later." she turned and joined her siblings to leave.

Soon, I was completely alone with nothing but my own thoughts and the occasional bumble bee to keep me company.

What happened in the bathroom with Apple Bloom weighed heavy on my mind. I was excited, aroused, apprehensive and anxious all at the same time, agonizing over how I was going to tell Scootaloo about it. There was no chance in hell she wouldn't find out as soon as those two were together again, Apple Bloom and Sweetie Belle were already talking with Scootaloo about 'sharing' me. But would Scootaloo be mad because something happened when she wasn't there?

The whole idea ran counter intuitive to everything I thought I knew about how relationships were supposed to work. When you found someone you loved, you were supposed to be faithful and true to them... at least that was what society said back home. I'd seen girls break up with their boyfriends for even looking at another girl. So how was this alright for me to be screwing around with Scootaloo's best friend?

The answer, of course, was herding. Something Rainbow Dash had explained to me back in the Everfree forest when we were gathering wood. Supposedly, when a mare felt like she had found the one true love of her life it was instinct to share that feeling of love with her closest friends by having the stallion to be with them sexually. Dash even mentioned that there was some sort of magic involved... enough that even the mare's friends might know he's the right stallion before she did. That would explain that tingling feeling I got right when things were starting to heat up in the bathroom.

Scootaloo and I had already talked about it, and of course there was a part of me that was eager to take advantage of the situation. Yet I guess the human side of me was still coming to terms with it. It was like I was diminishing the special closeness I had with Scootaloo by being with other ponies. But if this was something she was compelled to encourage me to do... then how could I refuse? I sat for quite some time watching the clouds drift by lazily thinking of the situation. A sudden urge hit me.

I didn't have a whole lot of experience with alcohol, it was hard to get when your mother was a prude and you didn't party with friends, but a cold beverage sounded really good. Maybe if I got a good buzz on I'd feel less confused about it. Applejack did say to go ahead and sample it once I'd gotten out out of the shed...

I rose from the log, wincing at how stiff and sore my wings were from the workout they'd gotten earlier in the day. I actually couldn't wait to ask Scootaloo to preen them tonight. I set off in the direction Applejack had indicated looking for the shed. The temperature dropped noticeably when I got under the shade of the west orchard and I walked pleasantly between the well manicured trees that already had large apples on them working their way towards being ripe.

Eventually I did see a building in the distance beyond the end of the orchards rows. Painted red just like the barn was, it was a good sized shed that was as large as some small houses were back home. A simple wood plank ramp led up to the large sliding door that was unlocked and it pushed aside easily along it's well oiled track. The interior was dim and dusty, stiflingly hot in the afternoon sun that baked the wood roof overhead.

_______________________________________________________________

Applejack's head snapped up a sudden panicked realization while walking on the road just outside of Ponyville. Her heart skipped a beat when she realized what she might have done by asking Mason to get that keg of cider. "Nah..." she told herself. "He wont go back that far..."

It did little to ease her mind.

______________________________________________________________

Moving into the shadowy shed, I looked around for my target. There were several other carts similar to the one pulled by Big Mac parked in here along one wall to my left as well as a reserve stack of hay in the far corner. On the right, several barrels were clustered together in a group.

After giving my eyes a few moments to adjust to the darkness, I inspected these but they were all empty. Sweat ran down my back in streams, dripping from my armpits and and running down the crack of my ass in the sweltering shed. "Where the fuck is it, Applejack?"

I walked towards the back of the shed and looked along the far wall. The haystacks were not tight against boards but stacked up several feet in front, leaving a large space remaining where I could see a few more wooden barrels along the wall back there. Shaking my head at such a hidden place to put them, I moved down the corridor and put my hands on the first barrel, giving it a shake. It was solid and full of liquid. Bingo.

I worked to get it out from behind the haystack enogh to tip it over and roll. It fell with a heavy thump, clattering against the wood floor causing dust to cascade down in a fine shower for a moment. I took a break from the effort and moved back to the nook behind the hay to look at what else was back there.

There was only one more barrel, but a good space was left behind it and where the corner of the shed was. Peering over, I saw a blanket was laid out neatly in the dark corner with a large bundle of cloth on it. It's recent look and clean appearance seemed out of place here and it piqued my curiosity. Slipping around the barrel, I knelt onto the checkerboard pattern of the blanket to inspect the bundle, smelling hay, heat, dust... and now something else. A wild and fiery faint musk tingled my nose with recognition. When I put my hands on the bundle, there was a firm round object inside. I carefully unwrapped it and sat slack jawed looking at what I had found.

A large light blue horse cock dildo... the strap on kind... was wrapped inside the soft cloth bundle on the blanket. The thing was easily as long as my forearm, maybe longer and I wondered if that's how big they really were here or if Applejack just had a thing. I assumed it was Applejack at least... there's no way Apple Bloom played with anything this big. A brief thought of Big Mac crossed my mind. Hell, I had been known to experiment back there from time to time with small things. But it was the musky odor permeating the space that made me almost certain I'd found Applejack's hiding spot.

I stared at the sex toy dumbly for a moment, the wheels in my head were turning furiously trying to grind the scene I was seeing into a tangible thought. It was clearly meant to be strapped to a pony and that meant this was a two person event, Applejack and who else? I've never seen her with anyponies besides the group I already knew, and-

Blue.

Even in the dim light I could tell that it matched Rainbow Dash's coat almost perfectly. It had to be her. The most emotional I'd ever seen Dash was when she greeted Applejack the day she came home from the Cloudsdale hospital. I'd also noticed the way their tails had briefly twined together that evening and the closeness they sat together. It all made sense.

I no longer felt as awkward about my own situation with Scootaloo and the herding issue. If Rainbow Dash and Applejack were pleasuring themselves in this dusty, hot hidden corner of the farm secreted away from the eyes of the world then maybe the concept of sharing intimacy with friends wasn't so bad? Ponies here were just as driven by primal urges as any human I'd ever known... including myself. If an honest, hard working down to earth pony like Applejack was getting railed by Rainbow Dash...

I wrapped the toy back up carefully in the same way I'd found it, not knowing if I'd ever say anything to them... but my take on ponies and their views of sex had definitely changed.

_______________________________________________________

It took me forever to get the keg half way back to the barn. The son of a bitch was heavy and didn't roll very well in the grass isle in the orchard. Several times I had to stop and take a breather before resuming the laborious task. I probably would have taken all afternoon if a familiar voice hadn't cried out my name half way back.

"Mason!!!" the voice of Scootaloo reached my ears. I looked up from another shove of the barrel to see Rainbow Dash directly ahead, slowly cruising down the orchard's row from the direction of the barn, Scootaloo on her back waving madly with a huge smile. They reached me in seconds, Scoots jumping from her back just before they reached me and buzzed her wings to glide into my open arms. She was heavy, but I was ready for her weight this time and absorbed the impact. Her front hooves wrapped around my neck and her lower legs clamped around my waist.

"Hey!" I said, happy to feel her against me and see her face. We kissed before she gave me a tight hug, giving a happy "mmmmm" in my ear as she did before dropping down in front of me. Rainbow Dash had landed close by, watching with a smile.

"You guys have been gone forever!" I remarked happily. "Where ya been?"

"Ehh.. around" She shrugged and smiled earnestly up at me. "We don't really go anywhere... just cruise and hang out, ya know?"

"Yeah, something you can't do right now..." Dash said. She stepped next to me and gave my side a friendly poke with a hoof before saying with a playful smile. "...stupid human."

'Stupid human' had become her affectionate name for me ever since the conversation in the forest. But when she said it this time, there was a feeling behind it I'd not noticed before. Maybe it was her look that said she knew something... or maybe it was because I was envisioning her with a strap on fucking Applejack.

"What's this?" Scootaloo asked, giving the barrel in front of us a poke with her hoof that thunked dully.

"A new barrel of Apple Cider I think. Applejack asked me to get it out of the shed before she left and get it set up in the kitchen."

"Left?" Scootaloo crinkled her nose. "Wasn't she gone already?"

I relayed the story of Apple Bloom's cast, leaving out a great deal of my involvement for now.

"Huh" Rainbow Dash considered. "So your telling me we have permission to crack this baby open when we get it into the barn?"

"Eeeuup" I did my best Big Mac impression. Scootaloo giggled.

"And noponies around to stop us?"

"Eeeuup"

"Then staaand back! This thing's gettin there in ten seconds flat!"

Chapter 4

"Thunk!"

Rainbow Dash gave the barrel a solid buck with her rear hooves, sending it rolling quickly away from us at a pace much faster than I'd accomplished. We moved to follow it, but Scootaloo stopped me.

"Gimme a ride!" she smiled up playfully at me.

"Eh?"

She made a "tsch" sound with her tongue and rolled her eyes. "Kneel down!" she said and then pulled at the hem of my shirt with her muzzle.

I obeyed, wondering what my little spunky friend was up to. She quickly hopped around behind me and I felt her front hooves wrap around my neck, her head resting on my shoulder in my black hair that had grown long in the time I'd been here. It was the universal language of 'Gimme a Piggy Back'.

"Carry me!" she said with a smile in her voice.

I stood up, hooking my arms under her two back legs that came around my waist. She had some weight to her, but it was much lighter than her frame and size should be. I found I could carry her comfortably for a quite while.

I walked with her on my back, following Dash down the orchard's row in the shade from the afternoon sun. The air smelled sweet and fragrant, loaded with the vibrant scent of growing things. It was a beautiful day made all the more special by the sound of Scootaloo breathing in my ear and occasionally reaching up to swat at a low hanging leaf or branch as we walked by.

I was struck by how different I felt with her near me. Even with the day's events, there was another level here between her and I that I didn't feel when I was with Apple Bloom. It was like Scoot and I fit somehow into places that I didn't with the others. It felt great and I found myself smiling for no other reason than I was alive and enjoying this moment with Scoot on my back immensely.

It wasn't ten seconds, and the walk was still a goodish one but Dash got the barrel to the barn door a lot faster than I could have ever hoped for. I let Scoot down with a pang of regret, wishing that walk could have lasted longer, and together the two of us wrestled it into the kitchen. I would have been stymied here also if Rainbow wasn't around to share her vast knowledge of kegs. She showed me how to use the clever devices built into the large U shaped cradle that held the keg sideways and then instructed me on how to hammer the spigot into the small wax circle on one end.

"Jeeze... you are a rookie, aren't you..." she commented when my first swing of the hammer only succeeded in a painful knot on the back of my hand. A few more careful tries and it finally socked home, seated tightly.

"Now for the fun!" Dash's eyes lit up, casting her eyes around for a mug.

"Isn't it going to be hot?" I asked.

"Ha! Stupid human..." she gave me a mocking look. "Don't you know anything? An apple cider keg would rather be caught dead than serve warm drinks!"

She grabbed up a mug, sliding her hoof into the handle and brought it over from the counter, setting it on the round flat surface just under the spigot. Giving a push with her hoof against the lever, a clear, golden liquid streamed down, filling the earthen brown mug quickly.

"See for yourself!" she offered.

The mug was indeed cold on the outside already. It smelled sweet and fragrant with a sharp fermented tint that wasn't all that unpleasant. Raising the cup to my lips, the cold liquid filled my mouth with a delicious intense apple flavor that I smelled more than I tasted. It burned slightly when I swallowed, tracing a pleasant path of fire that hit my belly with a comforting and warm sensation that was at the same time refreshing. I was hooked and quickly downed the whole thing.

"Preeety good, eh?" Dash gave a knowing smirk. "Twilight's wussy stuff is alright... but there's nothing like a fresh keg from Sweet Apple Acres!"

"Can I try some?" Scootaloo looked to Dash hopefully.

"I dunno... squirt. You sure you can handle it?" she asked. I could see Dash had already made up her mind but was wanting to mess with Scootaloo a little first. I almost reminded her of the day I found the pegasus piss drunk the morning after the Thundercloud Stampede.

"Of course I can!" Scoot shot back offended. "You think I haven't had cider before?"

"Weeelll this ain't no fancy dinner cider... this is a real pony's cider!" she continued, puffing her chest out dramatically.

"I am real pony! Scootaloo stamped her hoof against the floor to make her point.

I realized I was smiling watching the exchange. In fact, the whole scene seemed hilarious to me right then, aided by a warm glow emanating from my belly where the cider had landed.

"I dunno... Mason? You're gonna have to scoop her up off the floor if it gets out of hand. I'm not dealing with a sick filly!" she turned her head, dragging me into the argument.

"Mason will let me, wont ya? I promise ya won't have to scoop me off the floor..." she pleaded and gave me her best puppy dog eyes. God dammit she was cute. If she asked me to run into a wall at full speed with that look, I'd probably do it without even thinking.

"I don't think it would hurt to have a little... right, Dash?" I shrugged. The little orange pony's eyes lit up in victory with a grin

"I guess not..." Rainbow Dash considered and then gave Scootaloo a little shove. "Go get a mug, squirt... and bring me one too!"

I filled all three of the brown containers with the hoof sized handles and set them on the table. Scootaloo sat next to me with Rainbow Dash directly opposite. Dash held hers up and looked at the two of us.

"To my two proteges!" she toasted

We clunked mugs together, Scootaloo having to hold hers with both hooves, and then we drank. I watched out of the corner of my eye Scoots first sniff the brew, and then take a small sip. She tried to hide the grimace as it burned down her throat and then took a larger gulp.

"Man! That's the best!" Dash said, draining half of hers in one gulp and setting it back on the table.

"It tastes like apples and wet mane..." she crinkled her nose at it.

"Aww... what's a matter, squirt? Don't like it?"

Scootaloo's face changed to one of denial. "No! I like it!" and to prove a point she began to chug the remainder determinedly while Rainbow Dash laughed.

"Easy there... that stuff will creep up on ya, kiddo." she tipped her mug at Scootaloo who was looking at her with big eyes over her own mug trying to impress her idol and friend.

I knocked back a good portion of my own as Scoots slammed her empty mug down in triumph with both hooves.

"There..." she panted. "See... I can... BRRAAAAAPPPPP!" a long, loud belch interrupted her words, catching her off guard and her face went wide with surprise at the enormity of it. This sent both Dash and myself into a fit of laughter.

"Ha! hahah! Good one, squirt!" Dash put a hoof to her head, still laughing.

Scootaloo turned to me with the same expression. "It's warming my belly!" she commented in amazement.

"Yeah... it'll do that" I smiled at her and gave her a one armed hug while she stared into the empty mug of hers.

Dash and I finished up ours and I refilled them. I could already feel it's effects on me. Everything was a bit numb and my legs seemed to be longer than they were before. When I returned, Scootaloo grabbed hers right away to start again but I stopped her by leaning in and putting a hand on her back.

"Give it a little bit..." I cautioned with a whisper in her ear, doing my diligence to look out for her. I could see this knocking her on her ass quickly and with my last vestiges of sober caution I wanted to not only keep Scoot from getting sick, but to also avoid a complete cluster when Applejack got home.

She looked at me with big, trusting eyes that were already beginning to get a bit pink and watery. "Kay..." she said quietly and only took a small sip.

We drank and talked, all the while I kept having to shake the mental image of Rainbow Dash in the shed with Applejack. The cider was on me now, giving me a devious and playful attitude towards life in general. With my new found snark, I was thinking of a way to steer the conversation just close enough to let her know I knew... but not come right out and say it.

"Hey Dash... remember in Cloudsdale that pegasus who brought us to you..." I started.

"Oh yeah, Windshear. What about him?"

"I always wanted to ask you something about that..."

"Ask away, stupid human!" she raised her mug and took another swallow.

"Maybe I heard you wrong, but it sounded like you mentioned another "him" that he left you for..."

"Ha! Yeah... turns out ol Windshear liked his bread buttered on that side... who knew?! Wait... you're not one of those ponies who has a problem with that... are you?" her eyes narrowed suspiciously.

"What?! No! Whatever does it for ya is your business..." I shot back. And this was true. I'd gotten my rocks off to both sides of the fence during my internet browsing days.

"Good... 'cause there's nothing I hate more than a pony with nose in my bedroom" she gestured towards me with her mug again.

"Whaz bread got to do with your bedroom, Dash?" Scootaloo asked thickly. She'd only drank about a quarter of her second mug... and that was probably a good thing. I don't think she was drunk yet, but probably had a good buzz going.

"It's just a saying, squirt." she dismissed. "What I mean is, Windshear's idea of a special somepony is another stallion... not a mare."

"Oooohhhh" Scootaloo's eyes got big. "But then..." she looked at me on a head that seemed to wobble slightly. "How do they..." her eyes squinted while she worked out the mechanics and then a look of disgust came over her face. "Eeeewwww! Iz that what tha colts at school talk about when they mean putting it yer butt?"

"Ha!" Rainbow laughed at this. I had to as well... her innocence was adorable. "You got it, Scoots. Welcome to Dash's alternative mating class!" she raised her mug again in a toast. I followed and waited as Scootaloo fumbled with hers enough to get it to clunk together with ours.

"Mares, too... right Dash?" I prompted.

"Heck yeah! Only mares have way more fun than stallions, I think."

"... as long as you have the right equipment" I finished for her, jumping on the opening.

"Well, a tongue can only do so much..." She said offhandedly.

"What tho oo thoo ith ur thungs?" Scootaloo was sticking hers out as far as she could, trying to see it.

"Use em on each other down there... what else?" Dash answered her in a matter of fact tone. Scootaloo sucked her tongue back in with an urgent look to tell us something.

"Ohh! This one time I heard Silver Spoon telling somepony about licking Diamond Tiara and they laughed like it was a funny secret... do you think that's what she was talking about?" she asked Dash

"Ehh.. could be, squirt. Diamond Tiara and Silver Spoon are pretty close friends. It wouldn't surprise me." she shrugged.

"So it's OK for close mare friends to do that with each other?" her eyes eagerly fixed on Dash for her answer.

"Yeah! I mean... as long as both ponies are into it, sure!"

"Sounds like you know from experience..." I said coolly from behind my mug as Scootaloo looked down into her own, considering what she had heard.

One side of her face twitched. "Ahh.. ya know... it's common knowledge, that's all." she gestured dismissively with her hoof.

"So common you can probably buy toys that match your own coat, I bet." trying my best to dance around the bulls eye in victory without stepping on it.

"Errr... I suppose you could..." she quickly pounded back the rest of the cider in her mug. "Who's up for another??!" she changed the subject.

"Wait... whatcha mean toys, Mason?" Scootaloo asked. I hadn't counted on this becoming a learning experience for her, but went with it anyways.

"That's what two mares use when their with each other. They make things that look and work just like a stallion's parts." I shot another look at Rainbow Dash who met my gaze with a thin layer of cool calm. "Some can even be worn like them and be colored to match a pony's coat."

Her orange face considered this and then she giggled. "This cider makes me feel funny!"

Well.. Scootaloo was officially buzzed. I hoped Applejack wouldn't flip out over it. I don't know how or when she became the one to tip toe around, I guess it was just her stubborn nature.

Dash changed the subject then, leaving our impromptu alternative mating class behind and moving onto the Wonderbolts. I didn't know much about them, other than they were some acrobatic pegasus flying team. Both Dash and Scootaloo knew everything about each member and talked excitedly about rumors and events that didn't make much sense to me. I tried to follow along as best I could to keep up. It all blurred together after a while though and it reminded me of listening to two people talk about a sports team that you had no interest in.

I did eventually slide Scootaloo's forgotten mug away from her and began to drink it myself. As much fun as it would be to explore drunken pony sex later... it was still to early in the day for her to be getting shitfaced. A noise outside halted their debate about who had the fastest relay time and we all turned when the door opened.

"Scootaloo!" Apple Bloom's voice rang out in the kitchen. She was sporting a new, brilliant white cast that was clean and unmarked except for the leathery cup on the bottom to prevent it from getting dirty when she walked. Her mane was still loose with no bow, reminding me of how she looked in the bathroom with a pulse of cider tainted arousal.

"Apple Bloom" Scootaloo cried at her friend and clambered down from the bench, running to the door in a jerky trot that looked a little off.

"Hey ya'll! See ya got the keg goin!" came Applejack's greeting as she stepped to the side of the table near Dash and myself. "Eh.. how'd everything go gettin it outta the shed?" she asked. Her eyes went from mine to Rainbow's and back again, looking for something with an almost worried expression.

"Oh I found it..." I smiled at her and left it at that, enjoying the game I'd been playing.

"Ah... yeah. I see ya did. Well how is it?" she asked, still bearing that same faint worry.

"Pretty darn good as always, AJ!" Rainbow Dash answered her.

"Scootaloo, do ya wanna go put yer name on tha new cast? Apple Bloom asked her friend.

"Yeah! Les go!" she barely slurred and raised a hoof.

"You alright, Scoots?" Apple Bloom asked. Applejack's head turned and studied her as well.

"Yeah, I'm fine! C'mon!" she trotted off with her head held high and stiff as if to show how much in control of her body she was. Apple Bloom shrugged and followed her upstairs to their room.

Applejack watched them leave and then turned her gaze to me and Dash. "Ya'll didn't let that filly drink, did ya?" she asked with disappointment in her voice. I was forming the words to reply but the pegasus beat me to it.

"Darn right we did, AJ... She's not a little filly anymore! She deserves it after all that stuff she went through!"

"Rainbow Dash... Just 'cause she gettin older now don't mean she should be chuggin down mah cider. Heck, this stuff get us inta all sorts a trouble and just imagine what it would do to a filly."

"Take a chill pill, sister. She's got Mason and me lookin after her. She's in good hands, right S.H.?"

It took me a moment to process what S.H was. Stupid Human.

"Sure. I'm not gonna let anything happen to her." I promised.

"Well... I still can't imagine letting my Apple Bloom have any... and she knows better ta ask." Applejack said, getting a mug of her own and joining us at the table beside Rainbow Dash. "Heck, I still get all worked up when I think about leavin her alone at the farm! Next thing I know, she's gonna be bringin home a colt friend..." she took a large enough swallow to drain half of the mug.

"Come on... you can't be serious, right?" Dash said incredulously. "We were already off running around with colts when we were their age!"

"She aint even got her cutie mark yet, Dash! I swear those three fillies are gonna be the last young teenagers in Ponyville without em..."

"Ahh, you need to lighten up." Dash gave her an affectionate punch on the shoulder. "I bet Apple Bloom's already doing all sorts of stuff behind your back just like we were... let her grow up!"

"Well that's easy for you ta say. Apple Bloom bein with a colt is the last thing I need." and with that she drained the last of her mug.

Chapter 5

I tried to go slow with the cider after Applejack joined us but it was hard. The stuff was damn good and the pleasant loopy feeling it was giving only encouraged me to keep going. Her comment about Apple Bloom had given me a bit of anxiety and I tried to pass it off as best I could. It wasn't long before Applejack had gone through a couple of mugs herself, catching up to Dash and I pretty quickly and getting more talkative with each gulp. We were sitting around the table in the aging afternoon, deep in conversation about Ponyville and it's citizens when what started as a simple question from me about the farm's history soon took a turn that caught me off guard.

"This here place has been in mah family for generations" she said, looking around at the farm's kitchen in nostalgia. "I always knew I'd end up runnin the place but I sure wish it hadn't happened like it did. I just hope pa's happy with how I've handled things..." she looked down into her mug. Her cheeks burned with the effects of the cider and perhaps something else.

"Where are your folks, anyways? I've never heard you talk about them." I asked.

"Oh, they been gone for some time now, Mason." she looked up at me. "Accident on the rail line 'tween Manehatten and here..."

"Sorry."

"No, it's fine. I ain't gonna lie... I miss em and all but it made my life a heap o ton easier."

"Didn't get along with them?" I asked.

"I let em down..." she said with a regretful look. Her ears sagging along with her shoulders. She had taken her trademark hat off and let her long blond mane down. She was stunningly beautiful in a rustic and simple way.

Dash looked over at her with exasperation. "Don't start that again, AJ! Your folks blew that way outta hand and you know it!"

"Well they had a right to!" she shot back. "I had no business gettin in trouble like that and I didn't help matters none by tryin ta hide it! Look where that ended up!"

"What happened?" I asked her, curious as to what the honest and straightforward Applejack could have done.

She let out a sigh. "Ya better fill up my mug if ya'll wanna hear this tale." she slid her empty container over to me for a fourth round.

"I think I'll pass, AJ. You know how how I feel about that whole thing..." Rainbow Dash got up to leave.

"Dashie..." Applejack started.

"No, It's cool, really. I should've headed back to Cloudsdale a while ago. If Mason wants to know then you should tell him, I just don't want to spend the rest of my night thinking about it like I always do whenever you tell the story. It was bad enough having to watch it once."

"Alright, Sugarcube..." Applejack gave her a watery smile. "See ya 'round, then"

"See ya guys." Dash said, giving an affectionate hoof to Applejack's shoulder before getting to her legs and leaving.

I took our mugs and topped them off, sitting back down and sliding the cool liquid across the table to where she sat. Her normally large and piercing green rimmed eyes were showing a tint of bloodshot.

"Dash hates hearin' bout this, don't take it the wrong way. She means well. I don't think I'da ever made it without her." she looked out the window at her friend who had taken to her wings and was now just a tiny speck.

"Tell me." I said, taking a drink from a fresh mug.

She took a deep drought herself... and began her story.

___________________________________________________________________

Applejack could hear the beat of the music long before arriving and gave a small shudder at having to listen to Vinyl Scratch work her electronic gizmos. The young farm pony liked simple music that had fiddles and a good twangy guitar over the repeated throbs of the dance music that her classmates seemed to like so much.

She opened the door to the darkened interior of the school gym where she had spent the last four years playing Hoofball and Ringcatch on those cold winter days when the weather was too bad to play sports outside. Her fellow classmates were packed together on the hard wooden floor that was polished heavily, reflecting the twirling, flashing lights of the DJ booth set up on the far side of the dim, cavernous space.

Heated air from all the ponies pressed together and gyrating to the beat washed over her, blowing her blond mane back with the smell of sweat and the mix of perfumes of the young mares inside. Dances weren't her thing and she ordinarily would have much rather stayed on the farm to help her Pa with getting the pie stands ready for the upcoming summer bake off, but there was something she just had to do tonight. Something she'd been thinking about for a long time.

Moving into the crowd, she began to scan the faces, looking for the one she wanted to talk to. Her heart was pounding in her chest now that she was actually going through with this. If her Pa knew what she was doing here, he'd tan her hide for sure. Her father didn't approve of her recent behavior lately, in fact... anytime she didn't have dirt on her hooves or sweat dripping down her back he considered her to be 'messin round'. She also shuddered inside when she thought about what would happen if he knew Applejack had been into his cider this evening, trying to work up enough courage to come here in the first place to do what she'd wish she'd done long ago before it was too late. The senior class's year was over, and this was the goodbye party the school had every year.

Rounding a group of mares who were dancing in syncopated moves to the beat of the music pounding from the speakers nearby, she felt her stomach turn in anxiety. She saw him standing in a group with his friends next to the gloomy darkness near booth. She swallowed against the lump that had suddenly grown in her throat and steeled herself to go talk to him. For the last four years her eyes had constantly drifted to his face whenever she'd had the chance. Passing in the hallways, stealing glances at him from across the room during the long, droning classes they shared together.

Applejack had begun to feel this way about him during the summer just before they started high school, but even though the tough farm girl could take on bullies in her class without batting an eye, she found herself unable to even muster a simple "hello" whenever he was near. Now that the end of school was here, she couldn't go the rest of her life without saying something.

He looked at her and gave her a smile that melted her heart when she finally belted out a nervous "Hey there!" to him, having to raise her voice above the loud music. He was charming, talking easily and freely with her in a friendly way that completely disarmed her fears and doubts about what she was doing. She didn't think twice when he asked her if she wanted to go outside where it was quiet.

Applejack was captivated by his expressions, his eyes, the way he complimented her and seemed interested in the farm. She offered him no resistance when he leaned in to kiss in the darkened path they had walked down behind the school and gave herself over to the excitement when his hooves began to stroke her side, moving lower and causing fluttering sensations to fill her belly. He whispered about them being together on the farm, spending long hours walking under the apple trees, learning from her all she knew about how to grow things. She felt like talking to him was the life changing moment of love she had been waiting for.

Later, she would tell herself that it was probably the cider that caused her to give into his pressuring hooves, leading her into the concealing brush in the blackness that night near the school grounds. She let herself be turned around, feeling his weight on her back and the probing hot shaft of his member sliding along her stomach. He adjusted... and then took her in one swift thrust, causing her to bite her lip painfully to keep from crying out at the sudden intrusion.

It was over in moments, ending in a void of physical pleasure for her as she kept waiting for something magical to happen. But there was nothing. No explosions, no fireworks like she'd heard about. He simply grunted, then stiffened inside her and she felt the throbbing release of his seed inside splashing against her inner walls. Disappointed but not knowing otherwise, she didn't let it show when they kissed again and he told her how good she was. He said that he would stop by the farm tomorrow and they could go into town together, maybe get an ice cream at Sugarcube corner. She told him that would be great and couldn't wait to see him.

The stinging sense of regret and heart break didn't start until the third day of him not showing up. The first day she figured he must be busy. The second... well, maybe he had gotten held up or something. But by day number three she gave into the sinking feeling in her heart that she had been lied to. That sinking feeling quickly turned to pain... and then anger.

It took her only a couple of hours in town to find out he'd left for Manehatten, where his family was originally from. They had come here for the schools and left as soon as they could now that it was no longer a need. She cried all the way back to the farm, angry and disgusted with herself for letting a pony take advantage of her, and vowed never to do it again. The resolution gave her little comfort.

A couple weeks later, when the emotional rollercoaster had subsided enough for her to feel like her old self again, the morning sickness started. At first she thought she'd caught a bug or something and stayed in from the chores. A few days later, her estrus failed to start. Applejack knew then what was happening. She sat on her bed, her mind reeling from having to tell her parents about it. She wasn't the type to lie, it just wasn't in her nature... but she couldn't face her father's anger.

To hide her pregnancy she worked extra hard, never slowing down or giving a moment for her father to question her about what she was doing. The months slipped by and her belly began to show. Luckily, winter was arriving and she could get away with wearing wraps around her middle claiming to be cold. She woke before everypony else and was out in the fields before her father had a chance to see her, staying out long into the evening despite the chilling air and the exhaustion she felt as her foal grew inside her.

It wasn't her growing belly that ended her deception... it was ice on the ladder's steps to one of the silo's hatches one frozen morning. It was nearing the end of fall and she had grown considerably in the last few weeks, changing the way her body moved and her center of balance. She slipped trying to get the side cover off about half way up to check the level of grain and fell, landing flat on her stomach. There was intense pain, and she had started bleeding. Big Mac had found her crying in reddening snow, probably saving her life.

The hospital, the surgery, the horrible feeling of loss. It all paled to her father and mother's ire and disappointment on their faces when they came into the recovery room for the first time. For weeks they didn't speak to her beyond a single syllable answer and Big Mac was an emotionless pony anyways. Only Granny Smith showed her the compassion and love she needed at home while her friends, particularly a spunky and competitive pegasus named Rainbow Dash, filled in the rest of her lonely recovery time as much as they could.

At Hearth's Warming, the silence finally broke. The fight had been epic between the stubborn apple farmer and his equally stubborn daughter. He felt like she had ruined the family's reputation of being hardworking and honest ponies, vowing never to let her have anything more than a helper's hoof dealing with the business because of her lack of responsibility. She was crushed. It had been her goal to be the best apple farming pony in all of Equestria through hard work and determination. But instead her mother and father were taking a trip to Manehatten to see about getting some investors to sell the farm to a public company once they were gone. It tore her heart out to think about the farm being taken over by anything other than an Apple. Big Mac didn't have the business sense and her baby sister was still too young to trust what her disposition in life was going to be.

The snow was coming down hard the day several weeks later when her parents left the farm for the train station to Manehatten. Granny had begged them to wait, to reconsider, to do anything but follow through with letting go of everything but her father didn't want to hear it. He had made up his mind already and no amount of talking would get him to back down. Applejack didn't say goodbye to them. She only sat in her room, crying at the mess she found herself in and desperately wondering what her life was going to be like now that she didn't have running the farm to look forward too.

She never saw them again.

Two days later, Princess Celestia came to Sweet Apple Acres with grave news. Later, she learned that her father had died almost instantly, consumed by the flames when their car caught fire after derailing but her mother had lived for a few hours, long enough to get to a hospital... but she didn't make it. Her father's last act in life was to wrap his large frame around his smaller wife's body to shield her. Applejack never allowed herself to mourn. She didn't feel like she deserved to.

And just like that, the young Applejack was thrust into the role of caregiver, custodian, and business pony of the entire farm. Granny Smith did her best to help with the home life while her and Big Mac took over the task of getting the farm ready for the coming spring. It was Apple Bloom who suffered the most, too young to know the full scope of what had happened between the father and daughter but old enough to know that her parents were never coming home. Applejack spent every night consoling her while she cried after the nightmares for weeks.

But the farm grew, prospered and the emotional wounds healed over to ugly scars that were a permanent reminder of how important it is to be honest, hardworking and responsible. Most of Ponyville had come around to help at one time or another, lending a hand picking, pruning, mending tools and offering whatever support they could at a moment's notice.

___________________________________________________________

"I still feel guilty 'bout it, don't you think otherwise. I'll 'prolly never get over it and think about it most everyday. When I say it made my life easier, it wasn't 'cause I wanted it." Applejack looked at me with sad eyes. "I guess that's why I'm so hard on Apple Bloom... I don't want her ta make the same mistakes I did."

The sun had dropped quite a bit now and the afternoon shadows were lengthening. I sat in disbelief as her story wound down. It explained so much about Applejack's personality, that I was struck by the personal connection I was left feeling with her. I'd would have never guessed that this family had that kind of history. It was a tragic and very human story that touched a nerve with me deeply.

"Wow... I don't know what to say, Applejack..."

"There ain't nuthin ta say, Sugarcube... It was the biggest mistake of mah life... I just hope Apple Bloom is smarter n me." she rubbed absently at a stain on the wooden surface with her hoof.

"I think she'll be alright." I said robotically. But I knew now that I had to tell Applejack what was happening before things went any further. I just didn't know how to start.

"Can... Can I ask you something Applejack?

Chapter 6

"What's on yer mind, Mason." Applejack shook her head a bit, clearing some of the gloom on her face from the recollection of her past.

I suddenly found my throat was dry and could feel my cheeks burning at the question I was forming.

"How do you feel about... herding?" I tried to ask as nonchalantly as possible. I winced at how awkward this was, but I didn't even want to go upstairs and see Apple Bloom again until this was done, not after learning so much about them. The cider running through my veins had given me just enough courage to do it, too.

"Well that's a bit outta the blue, ain't it?" her face perked up confused at the oddity of the question. "Where'd ya hear about somethin like that?"

"Scootaloo..." I said in a not-so-confidant voice.

Applejack was a smart. Maybe not book smart like Twilight, but she possessed the instincts of somepony wise beyond their years from her experiences in life. Hell, if Rainbow Dash had guessed it then it should've been pretty obvious. So I really wasn't that surprised when I watched her face transform from a questioning one to an open mouthed, wide eyed realization in a slow, dawning slide.

"Scootaloo?" she whispered, only her lips moved when she spoke, her eyes remained focused on my own.

I had to look away from that penetrating stare. It was more than I could handle to muster any sort of affirmation while her gaze bore into me. I looked down into my mug and muttered the single syllable to confirm her question. She didn't say anything for a moment, the ticking of the grandfather clock in the great room was loud in the pregnant silence, counting by the seconds that hung in the air between us.

"She ain't got but two best friends in the whole world and that would mean..." she said quietly. I brought my eyes back up to her face to find she'd gotten a distant, vacant look. "...my Apple Bloom."

"Yeah..." this time I tried to hold my eyes to hers. It was all out on the table now and hopefully me being open and honest with her would help things.

"I..." was all she said at first. Then her face twisted in anger, her lip came up in an ugly snarl and her eyes narrowed dangerously. "Get out" she growled.

"W- What?" I stammered, my heart leaping in fear at her transformation.

"Get outta mah barn and take that no good trouble makin' filly with ya! she yelled at me, her fury rising as she placed her front hooves on the table, bouncing the empty mugs. "I gave ya both food, shelter and a home ta call yer own and you two repay me by wanting to fiddle 'round with mah Apple Bloom!!?"

"Applejack... wait, let me..." I felt like I was going to vomit as I tried to calm her down but she didn't let me speak.

"There ain't nuthin ta wait for! I don't need mah Apple Bloom mixed up in some herd! Who do ya think ya are coming 'round here with ideas like that?!?"

"Look, this isn't...! Please, just listen..." she cut me off again.

"There ain't no words yer gonna say ta make this better so save yer breath. Yer gonna need it for walkin! Now GET OUT!!"

"What in Equestria is goin on in here? Why ya yellin at Mason, Applejack?"

It was Apple Bloom's voice coming from the doorway beside Scootaloo who was looking worried and confused.

"Scootaloo... You listen ta me good, filly! I always liked ya but I'm sorry, you can't stay here no more!! You and Mason are just a heap o trouble just waitin ta happen and I don't want my Apple Bloom hangin 'round you ever again, ya hear me!? she turned her anger towards the pair. "And if I catch you two within sight of each other I'm gonna ground you for the rest of yer life, you mark my words Apple Bloom!"

"WHAT??!" they both said in unison.

"You get to yer room Apple Bloom, right now! Mason, Scootaloo, I want you OUT!!"

"You can't tell me what ta do, Applejack! I ain't no little filly no more!" Apple Bloom lowered her head in defiance.

"Don't you sass me, girl... now GO!"

"NO!" Apple Bloom held her ground. "Tell me why?! Why ya bein this way!?"

Applejack reared up in frustration, landing heavy and moving towards her sister with quick deliberate steps. Scootaloo in fear scampered out of the way to my side, pressing against me wide eyed at the confrontation taking place. The two siblings were nose to nose, their eyes locked in a battle of stubborn wills that neither were willing to back down from.

"So help me, I will tan your hide if you don't mind me! After everything I taught you this is how you end up? Lettin yerself get mixed up in a filly's herd!?"

Apple Bloom blinked at her sister's knowledge, but only for a split second did she let it show that Applejack had touched a nerve and then came back swinging. "Yeah, so WHAT?! At least I ain't gettin knocked up!" she shot back at her older sister.

The statement hit Applejack so hard that she looked like she'd been slapped. "Wha- What did you say?" she stammered in disbelief.

"You heard me! So what if I wanna be with Scootaloo and Mason?! It ain't like I'm gonna come home after ruttin with some strange pony and try ta hide it like you did!!" the anger was still in her voice, but there was a quality to it that ran deeper than just defiance. A heartbeat of quiet shock pulsed through the room.

"Apple Bloom... Why... why would ya say something like that ta me?" The fire had gone out in Applejack like a bucket of water poured on a lit match. She took a step back from her younger sister, staring in shocked disbelief at what she was hearing.

"'Cause!! You're always on mah back about everything! I can't even go to tha bathroom without ya right behind me wonderin what I'm doin an I'm tired of it, sis! I know ya feel bad about what happened with Ma and Pa but don't try n make up for it by controlling mah life so much that I can't even be mahself!" Apple Bloom's voice started to quiver. "Scootaloo and Mason are my friends, they wouldn't do nuthin' to hurt me... you kin see that, right?" she pleaded with her sister, tears forming in her eyes.

Applejack sat down on her flank like she'd been pushed. Her shoulders slumped beneath the flowing blond mane that had become wild and tangled in her agitation. She didn't say anything, only the sounds of Apple Bloom's sniffles were heard while the older sibling searched for her words.

"Ya... ya never told me ya knew about my foal...." Applejack finally said. Her voice was empty and hollow.

"Granny told me a long time ago..." she said with the last of her defiant tone crumbling into tears. "Granny knows I'm old enough ta know about life... why don't you?"

"Apple Bloom... I... " her head sagged. "I don't know if I kin let ya go... yer always gonna be that little filly ta me..."

"But I'm not no more..." she took a step towards her sister. "... and I wanna be with Scoots and Mason. If ya can't let me then... then I'm gonna have ta leave too."

Applejack gave a heaving sigh, her anger was gone and her resistance had caved in from her sister's revelations.

"Then I reckon this is somethin I can't stop from happenin. If that's the way ya truly feel Apple Bloom, then... then I guess I should be glad it's with your friends rather than some colt out there with nothin but his own needs on his mind..." She turned her face to us, her eyes were heavy with emotion and wet with tears. When she spoke, it was with metered slowness.

"I'm sorry, ya'll... I guess I got a bit carried away. Scoot... if yer feeling that urge then I should be happy fer ya. It's every mare's dream to get that feelin with their special somepony." her voice was quiet, deflated. "There's plenty worse things that could happen, I guess. Mason, you gotta good heart... as good as any stallion out there. I know you don't mean no harm to anypony... I take back my words callin ya troublemakers."

She stood up and looked between Scootaloo and I and then to Apple Bloom. "I... I need some time ta myself, ya'll... if you'll excuse me..." she said in a quivering voice that was uncharacteristic of her and turned to leave, picking her hat up off the table on the way out. She'd only just gained the grass outside when Apple Bloom ran after her.

"Wait.. sis! I'm sorry!" she cried out, following after and catching her on the front yard. We watched through the window as they stood face to face for a moment, and then embraced tightly. Even from inside I could hear Applejack's sobs before they walked off together into the apple trees to talk.

"What brought all that on?" Scootaloo finally broke the silence.

I took a deep breath, realizing that it might not be over for me yet. "Because I told Applejack about us and Apple Bloom..."

"Oh..." she looked down and then returned her gaze to mine. "Whatdya do that for? Did you want Applejack to go ballistic?"

I sat down on the bench of the table facing her, the cider was making my head hurt now and the argument that had just played out in front of us had taken all the fun out of it.

"I told her because I thought she should know."

Scootaloo gave that crinkled nose look of confusion again that made her the cutest thing I'd ever seen. "But why? It's none of her business what we do!"

"It kinda is, Scoots! Imagine how Applejack would have been if she found out by accident or something?"

"I don't care!" she threw a hoof in the air "I'm just trying to help Apple Bloom! It's got nothing to do with her! Now it's all messed up and Applejack is involved and it's all 'cause a you!"

"Don't you care about Applejack's feelings?"

"Well, yeah... buuuut... she's got nothing to do with this! That's what I'm trying to tell you!"

"No, I'm trying to tell you that it does!" I was starting to get irritated that she wasn't listening to me.

"Eerrrg! What do you know! You're just a dumb human who can't keep his mouth shut! All you've done is ruin it!"

"Ruin it?! What are you talking about?"

"It's never gonna happen now that Applejack knows about it! She'll never let Apple Bloom out of her sight!!"

"Wouldn't you rather have it happen so that nopony got in trouble?!?"

"Nopony WOULD have gotten in trouble if you woulda just kept your mouth shut!" she was bristling now, her short mane and purple tail were puffing out.

"Can we not argue about this? What's done is done... Let's just drop it." I didn't want to argue anymore. There had been enough of that already today.

"Oh I'll drop it alright!" she yelled. "All I wanted to do was help my friends and you couldn't even let me do that without screwin it up so as far as I'm concerned... you're DROPPED!"

"What?!" I couldn't believe she was saying that. Not after everything that had happened...

"I'm sorry... You want and explanation? I thought you wanted to drop this..."

"What's the matter with you Scootaloo? You've never acted like this before!"

"Well you've never done anything this stupid before!"

"You know what...!!" I began and barely stopped myself in time. I wanted to tell her she was the stupid one. I wanted to tell her how crazy she was being right now. I wanted to tell her a lot of things. But couldn't do it... I couldn't stop thinking of how alone and hurt she had been the first night she had come to me after her father had come home. How if she lost Applejack, Apple Bloom and myself... she really had no where else to go. I couldn't understand why she was being this way when she had so much to lose.

She stood in front of me, breathing heavy through her nose and glaring.

"What's a matter! You finally learn to shut that trap of yours?!" she gave me an angry, malignant smile.

I didn't say another word. I was hurt, frustrated and nothing good would come of me sitting here anymore. When I stood up, she jumped back and crouched down as if I was coming at her. I turned and walked out the door, leaving her standing there waiting for something. It wasn't until I was a good distance into the yard with watery eyes that heard her yelling behind me.

"Yeah! Go on! Screw my life up and then walk away... JUST LIKE EVERYPONY ELSE!!"

________________________________________________________

"Sis?..." Apple Bloom walked beside her sister in the orchards. "I really didn't mean that stuff... I was mad. You know how I get sometimes..." she trailed off, not needing to give a description.

"I know, Sugarcube. I guess I'm more angry at myself than anythin'. I shoulda told ya about my foal a long time ago... you deserved ta know. It's not right ta keep secrets from family."

"Can I ask ya something?"

"'Course..."

"Do ya miss it... yer foal, I mean. Do ya ever think about what it would be like if it was here?" it was the one question Apple Bloom had always wanted to ask her sister ever since she'd found out the truth from Granny.

Applejack gave a thoughtful smile. "Ya know what... I do, Apple Bloom. I wonder about it a lot. Especially when I'm out here in these trees workin and I see you runnin round playin with yer freinds. Why... sometimes I kin imagine it runnin 'long behind ya'll tryin ta keep up." She turned that smile to her younger sister. "But that's not the way it worked out, I'm afraid. And I guess I'll have that ta think about the rest o my life."

"I'm really sorry, Applejack... that was really mean of me ta say back there."

"Ahh don't be... And maybe I deserved it after tryin ta wrangle ya all these years. I keep fergetin ya ain't that same filly I rocked ta sleep every night after Ma and Pa were gone. You're a young mare now, you should be able ta make yer own decisions and own up to em just like I did."

They walked in silence for a while, looping around the end of one field and starting back on the next. They were sisters who had survived a horrible loss with each other for company and that meant they couldn't stay mad at each other for long. It had only taken that one look and a tight hug to set them right again, but they still had plenty to talk about.

"Are ya still gonna make Mason and Scootaloo leave?" Apple Bloom asked.

"Naw... I guess should be so lucky that my sister has a friend like Scootaloo ta share that experience with for the first time... it is your first time, right?" she shot a sideways look.

"Yeah..." Apple Bloom said, looking down at the ground she was walking over. She didn't think it was the time to bring up the bathroom incident.

"Alright then, you go on and do what you will. I meant it when I said that Mason's a good pony. He'd never hurt you or anypony else and I honestly believe that." She gave her sister a coy smile. "Do ya like him?" she asked.

"Sure do! Wish I'da hung back with him instead a Scootaloo that day we found him, now that I think about it."

"Aww, that wouldn'ta made no difference. You saw what happened in that dark ol place in the forest. That's true love right there, kiddo. Those two were meant ta be together, otherwise we wouldn't be having his conversation right now!"

"I guess yer right. Still... I kin wish, can't I?"

"That'll prolly make it even better when it happens. They say there's a magic involved with it, you know that?"

"Nuh uh" Apple Bloom shook her head.

"Yep. I knew a filly in school who got the herdin urge with her special somepony. I wasn't close enough to her, but her best friend told me all about it. Plum drove that poor filly madder than a hornet's nest every day till it happened... like it was a powerful itch she couldn't scratch. Why, I bet Scootaloo's feelin tha same way."

"Yeah... she's always talkin' bout it. So much so I jus wanna get it over with now so she'll stop!"

"Yup... sounds 'bout right. Say... is Sweetie Belle in on this too?"

"Yeah."

"Whooeee.. tell ya what. Why don't ya'll let me talk ta Rarity first? Somethin tells me it'll come out better that way. Mason's a good pony n all.. but he ain't worth squat when it comes ta dealin with stuff like this!"

They had reached the clearing in front of the barn. The long shadows of the setting sun laid out on the grass and dirt surrounding the barn where they saw Scootaloo, laying on her side alone.

"What's she doin out here like that?" Applejack asked. But she was talking to thin air. Apple Bloom had already taken off at a loping, awkward trot, dragging her cast to her friend's side.

"Scootaloo? You alright?" she asked, poking a hoof against the orange pony's backside.

She didn't roll over... she only cried Mason's name several times before dissolving into sobs.

Chapter 7

It was an aimless and uncaring walk that eventually brought me to the clubhouse well after sunset. The cloudless sky visible through the canopy of trees around me glowed with a bright, full moon that dappled the ground underneath with it's pale light illuminating the wooden building. I didn't plan on coming here, it's just where I ended up after wandering the endless rows as the sun went down.

I felt like I was bleeding. I imagined if I turned around, I would see a trail of my own life force behind me from whatever wound I had sustained during my argument with Scootaloo. Her angry words, "you're DROPPED!", rang in my head over and over again, trying to understand why she would say something like that so quickly and easily. Confused thoughts battled each other out over their logic and meaning, occasionally giving way to the memories of her that pulled at my heart with a painful jab.

She had been so alone, so lost before the events surrounding her father had happened. The comfort and healing presence we gave each other on those emotional days and nights had been the most precious thing to ever happen in my life. Every day since then had been filled with us being together and being happy that we were together.

How could this one day's events cause all that to be meaningless to her? It didn't make any sense. It was like the idea of herding had consumed her to the point where she was beyond caring about anything else. Regardless of the outcome, I still felt like I had done the right thing with Applejack, and I took some small measure of comfort from that... at least I could say I was honest.

When I found myself at the bottom of the small staircase leading up to the landing of the clubhouse, I resigned myself to stay here for the night. I wanted to be alone for a while and maybe in the morning she would be her normal self again. Climbing the stairs and opening the small door, I crawled inside the dark space where the three friends had spent years hanging out together.

Light from the moon filtered through cracks around the rough and haphazardly made windows giving me just enough light to see by. I searched the room and found a good sized box with a flip top lid that contained a few old blankets and three pillows. I guessed that they were from sleepovers they'd had here in the past.

Laying these items out, I sat in the darkness consumed by my own thoughts for a long time. Occasionally having to wipe my eyes from the melee of emotions at work in my head. I knew that things would eventually work out between us, but I just didn't know how to go about doing it and hopped the sun tomorrow would clear things up somehow.

I'm not sure how long I laid there, maybe an hour... two... three? I had no way of knowing other than watching the strips of light from the moon's glow slowly walk across the walls and floor and counting the times I heard an owl give it's baleful cry somewhere nearby. I closed my eyes, waiting for sleep to take me away.

When the door creaked open, I sat upright in alarm. I hadn't heard any hoof falls on the wooden steps or landing outside. The light from beyond the door silhouetted a dark pony that didn't look familiar. It was too big to be Scootaloo or her friends, and the body didn't match any of the other ponies I knew. It's mane flowed and waved gently in a wind that wasn't blowing, giving it an otherworldly appearance. It bowed it's head and stepped soundlessly inside. The dark shape filled the space near the door with it's size just before the door closed behind it and I was thrown back into darkness with somepony I didn't know.

__________________________________________________________________

Applejack looked at Scootaloo with sympathy. The young pony was bawling at the kitchen table with her face buried in her crossed front legs on the wooden surface. Her purple mane was all she could see while Apple Bloom tried to console her. Big Mac had come in from the fields, took one look at the girly mess in the kitchen and "Nnnoope'd" himself to his room with a big bowl of cold corn casserole from the icebox. Applejack had rolled her eyes at her brother's reaction.

"Scootaloo... come on... he'll turn up again. Ya'll just had a argument... that's all. Why, look at Applejack n me! We're already over it an we ain't even special someponies like you guys are..."

"I... don't know whats wrong with me!" she cried into her arms. "I didn't mean it!!"

"Scoots... Maybe it's best ya just give it a night, ya know? It's been a long day. I'm sure Mason prolly wants ta work this out as much as you do and in the morning... everything'l be right as rain 'tween ya two." Applejack offered brightly, hoping her own confidence would rub off on the distraught filly.

The orange pony's tears slowly subsided. When she raised her head again Applejack could see the soaking wet hair and dark spot on the table where she'd been. "It... feels so bad that I hurt him... it's like I did it to myself..."

"I know, Sugarcube... Special somponies like you guys aren't meant ta be apart like this. It's gonna hurt till ya get it all fixed up. Why don't ya'll go upstairs n rest for the night. Granny Smith's liable ta be home any minute, I'll have her make somethin' and take it up ta ya. No sense in gettin her all wrapped up in this right now."

"Come on Scootaloo... we can talk up there..." Apple Bloom pulled at her friend's arm gently.

Scootaloo slowly followed looking miserable and depressed. Applejack's heart went out to her. It was bad enough she was still figuring out how to navigate her new life without her father around but now she had to deal with this new urge she was having. She mentally kicked herself for being so stubborn about it earlier. Now that she'd calmed down and gotten over the shock of Apple Bloom's involvement, she could see plainly that Mason was just trying to do the right thing. She owed that human a big hug and an apology next time she saw him.

The rest of the night passed by at the barn in peace. Even Scootaloo eventually stopped crying and fell into a fitful sleep where vivid dreams danced behind her closed eyes.

___________________________________________________________

"Who are you!" I said to the barely visible shadowy figure looming in darkness by the door. I could only see the vague outline of a pony standing there, regarding me in silence.

When it spoke, the voice was female. The words and cadence she used sounded unpracticed and clipped even though she spoke with a clear and even tenor.

"You are a human, are you not?" the voice questioned.

"Yes..." I said guardedly.

"And you are here alone?"

"Why?" I wasn't feeling scared, the voice didn't have any malice to it... only a strange unsureness about how it spoke. That all changed immediately when it's voice changed from the awkward clumsiness to a commanding loud bark that assaulted my ears with painful volume.

"Do not fear me, human! For I wish to speak with you like we are friends!"

A white light sparked just above the shadowy figure's head. I cringed and shielded my face from the sudden brightness that stabbed white hot daggers into my eyes.

"Why do you shield your eyes human! I mean you no harm! Do you not wish to look upon me!?" The voice continued to pound my eardrums in the small confines of the clubhouse.

"Stop yelling at me and I might feel better about this whole thing!" I shouted back with as much gusto as I could muster.

The light dimmed, dropping to a level that was no longer intense allowing me to remove my hand and see my visitor.

She was an alicorn, larger than Twilight Sparkle but not as tall as Celestia had been. Her midnight blue coat shimmered beneath a flowing mane of dark purple and blue. Around her neck she wore a small breastplate depicting a white crescent moon on a field of black that matched the markings on her flank. Emerald green eyes sparkled in the light cast by her horn as she regarded me with an almost apologetic expression.

"I am sorry, human. I continue to forget that our royal speech is not the normal way outside of the castle. Please allow me to start again.." she looked shy suddenly, as if this was something she wasn't used to. "I am Princess Luna, and I am very pleased to see a human once again." she gave an awkward smile to match her clipped and unsteady diction.

Her name rang a bell. I had been told about Celestia's younger sister who was responsible for the moon's rise and set among other things.

"I've heard of you... aren't you also Nightmare moon?" I had also heard about how the six friends I knew had battled against her.

"Please... do not speak of her. I am not that same pony I was." she shook her dark head and cast a remorseful look.

"You... you're the one who gave me that horrible dream the other night, aren't you? The one where I was back in the human world! Twilight said I must have gotten a visit from Luna... she meant you, didn't she?"

"Yes. I have missed the company of humans, for I once knew one well. Forgive my intrusion. I am the ruler of the night, and dreams belong to my realm." she stated with an air of dignity.

"Knew one? You mean the last human that came here? Celestia mentioned him once."

"Celestia would speak of him, yes. But she did not know him like I did. He was... close to me." she moved forward away from the door and came near, laying on her stomach next to me with her two front legs curled in like a cat and studied me. "Since his passing, I have not seen another. You... remind me of him."

"Well... I'm happy to meet you Luna..." I said simply. Something in the way she was looking at me gave me the feeling she was waiting for something, like I had a treat hidden behind my back.

"Well... are you going to greet me now?" she said expectantly.

"Huh?" the sound came out of my mouth before I could think.

"The last human would start by putting his muzzle against my own. I would very much like to experience that again, human." her tone was almost impatient now.

"Mason." I said flatly. "My name is Mason."

"Fine. If it pleases you, I shall call you by that name. Now will you press your muzzle against mine, Mason?"

Clearly there was a disconnect here.

"You want me to kiss you?" I asked, sure I was understanding her but at the same time not.

"Yes!" her face lit up with recognition. "That is what it was called. Kiss-ing! Will you do this kiss-ing with me?"

"Why? I... You don't even know me!" I was getting uncomfortable now.

"But you are a human. Do humans no longer greet their friends by kiss-ing? It was how the other human greeted me when I met him."

"So this human would just kiss you every time he saw you?"

"Yes, to start. Then we would perform the mating act. I would have do you this as well. It has been more than a thousand years since I last performed the ritual."

I swallowed hard. Another pony with weird sexual concepts.

"Luna... I don't know what you and this other human did... but I'm not sure you understand how this works." I thought about what I was saying and then added "... with all due respect, your highness." Just to be safe.

"Oh? Has the ritual changed? Do you no longer perform it in the same manner? I am open to new ideas as long as the end result is the same." her eyes were eager and open, seeking answers from me with an enthusiasm that reminded me of a child learning something fascinating.

"No... I mean.. Humans just don't go around doing that with strange ponies the first time the meet them!"

She blinked at me for a moment and then looked down, giving a small sigh before she spoke again. "I...am sorry. I attempted to deceive you."

A moment passed and she didn't say anything more.

"Sorry....?" I prompted her.

"I do not know of humans, or about kiss-ing. I only know what I saw in your mind while you were dreaming... and in Scootaloo's. I saw your memories of being together... I wished to experience it too." Her horn dimmed as she sank her head in shame.

It took me a moment to process this. Luna... a powerful alicorn that was responsible for making the moon rise, had tried to bluff her way into having sex with me. I didn't know if I should be flattered or feel sorry for her feeble, awkward attempt. I decided to play it somewhere in the middle and be open with her.

"Luna... I'm sorry. I'm honored you wanted to... really. But... I'm kind of in the middle of a problem with Scootaloo right now. Us doing that would probably make it worse."

"Yes, I know. I have been watching ever since I lit the herding spark within her. I watch every pony I give the magic too... It is part of the night's realm after all."

"You started this!?"

"Why yes. It is my duty to gift the magic of the herd to those couples we deem worthy." she said in a matter-of-fact tone.

"Who's we??"

"Celestia and Myself. It is the gift we bestow on a mare and her friends as celebration of a unique and special love."

"So do you know why Scootaloo is acting the way she is?" I was hopeful there would be an answer... something I could work with to help me understand what happened.

Luna gave me apologetic look again. "It is always harder with the younger ones. They are so full of emotion that the spell sometimes may cause them to act out. Especially when they do not know they are under it's influence. She is frustrated. The magic is burning within her by now and can only be quenched when her love is shared. When you are shared, Mason."

"Then why did you try to come here and... mate... with me if you knew all this?"

She stood up, regaining her former regal stature. Her horn glowed brightly causing me to shut my eyes from the sudden increase.

"A princess is entitled to try her luck... is she not?"

The light behind my eyelids changed quality. It flashed from a dull white light to a golden yellow glow. When I peeked them open to see what had happened, it was morning. The sun was streaming in the cutouts of the wooden panels covering the windows and I could hear a chorus of birds beyond greeting each other in their bright, chirping tones.

I couldn't immediately figure out what just happened. One second Luna was with me in the middle of the night and the next it was morning. It wasn't until I rubbed my eyes and felt the tell tale grit of sleep there that I knew the whole thing had been a dream. At some point I had drifted off last night and Luna had come to me. At least this time she didn't fling me back into that fake, colorless version of a human world.

I sat up and spaced out for a bit, staring at the closed door in front of me with the rapt attention of the mundane that only exists when you first wake up. Luna's advances had been clumsy and awkward... if that was the way she normally went about trying to get laid it's a wonder she ever has. It was only moments before Scootaloo and my desire to be with her again took hold of me. I knew all I would take is for us to see each other and everything would be alright. I don't know how... but I felt it with absolute conviction.

I was just about to get up and go back to the farm, probably fly there. I wanted to see her as soon as possible especially with my new knowledge I'd gained from Luna during my dream. I'd only gotten to my knees when the quick, rapid sounds of hooves on the steps outside rang out in the morning air. I could feel who it was before the door opened and I saw her with my eyes.

"Mason!" Scootaloo cried out as she threw the door open and flew into my arms. I caught her in a tight embrace, feeling her warmth against my skin that washed away the pain of last night instantly.

"I'msorryI'msorryI'msorryI'msosorry!" she cried. I felt wetness against my cheek where her face was pressed against mine.

"Scoot... I missed you..." I whispered to her.

"Please... I'll never let you leave me again..." she continued to hug tight against me for a moment and then pulled back so she was face to face with me, her front hooves on my shoulders. "Luna told me where you were..."

"Yeah, she came here too."

Another pony was coming up the steps now, slower and louder it came until a red bow was view. Apple Bloom reached the top out of breath and panting. "Well I'll be dipped in caramel... he IS here!" she said with a bright smile.

"Hey Apple Bloom!" I said from around Scootaloo's head.

She came in, closing the door behind her and moved in close with us. Scootaloo pulled one arm free to wrap around her friend's neck. Apple Bloom joined our embrace with my own arm coming around to lay on top of Scootaloo's own. It felt so good to be with them right now, like something was socked into place that had been missing. I felt a tingle of magic run up my spine that was mirrored by shivers I felt from both of my companions in my arms. With all the obstacles gone, I gave myself over to it.

Scootaloo started it. She was the one who pulled her hoof from Apple Bloom's back and brought it up to my face, turning it towards her and kissing me deeply right from the start. Her probing tongue pushed it's way past my lips to greet my own in a frantic rubbing filled with a desperate need that ignited a fire inside me. It burned with the fuel of last night's fear, anger and regret with a frightening intensity. At some point Apple Bloom moved away, letting us consume each other without her interference while she watched.

Pulling her with me, I laid down on last night's bed with Scootaloo in my arms above me. My hands went to the top of her soft flank and pressed her down hard against my waist, letting her feel the hardened lump that was already yearning and ready to be inside her. She moaned into my mouth and ground back with her lower belly in eager anticipation. Suddenly she pulled back and panted above me with her two front hooves on either side of my head. A small string of our mixed saliva ran from her bottom lip to my own, catching the morning light in a glint of gold. Scootaloo turned her head to Apple Bloom who was sitting beside us in wide eyed wonder, her mouth sagged open in a small "O"

"C'mere, Apple Bloom. You wanna kiss him?" she asked with a mischievous smile.

Apple Bloom's mouth shut briefly as she swallowed and then opened again, two bright burning dots of red shining on her cheeks. She didn't say anything, only moved forward to stand above us and looked down into my eyes. Then she dropped her head quickly and planted her mouth on mine in a clumsy version of the kiss Scootaloo and I shared.

She tasted completely different. She was sweeter, more heady than Scootaloo and reminded me of the cider we had drank last night. Her tongue was also shy, unsure and questioning when it brushed against my own before darting back into her mouth. I chased it, and found it again beside her teeth, coaxing it out to play. A small whimper came from her when it did, her body trembled. I tried to settle her by putting my hand on her neck, but that only caused her to whimper again.

Scoots groaned in satisfaction on top of me while she watched me kiss her friend, sitting up like she was riding me and putting a hoof on Apple Bloom's back for support. I could feel the heat radiating from her already, god she was hot. Apple Bloom became more bold and leaned in, starting to enjoy the experience herself. With one hand I stroked Scootaloo's lower belly, playing the two nubs I felt there and the other slid along Apple Bloom's side, gently beckoning her to come closer... to let me feel her.

"Waaa!" she gave a gasping breath, breaking the kiss and pulling back. "How tha heck do ya breath like that!" she panted, looking at Scootaloo with her question.

"Ya gotta breath through your nose, silly!" she laughed.

"Oh yeah!" Apple Bloom said, her realization showing on her face almost comically.

"How was it?" Scootaloo asked, sliding forward a little to grind against my rock hard shaft under her.

"Awesome!"

"You wanna see something cool?"

"Alright" Apple Bloom replied with an eager smile.

Scootaloo shifted lower, sliding down my legs to expose my middle. There was a wet patch on the front of my bottoms where she had been sitting, her juices making a dark spot that I could feel. The smell of her reached me then, that sharp, acrid tint of her musk filling my head with a primal need. My bottoms were whipped down in an instant, letting my cock spring free in front of the two young mares. Apple Bloom sucked in a breath.

"It... didn't look like that when I saw it." her eyes had grown large.

"Naw... it gets this way when he wants ta use with you. Watch this!" her hoof came up and batted the end gently down against my belly, causing it to bounce and twitch. It was the same thing she did the first night we were together.

"Ha ha! Lemmi try!" Apple Bloom was already reaching out her hoof.

"Careful!" Scootaloo warned. "It's really sensitive..."

I felt like a toy. Talked about but not addressed as if I was actually here between the two friends. It was a little odd, but I didn't mind one bit. Scootaloo was clearly enjoying this and so was Apple Bloom. If this is how it was supposed to be then I was willing to be their pet for this experience. Apple Bloom's hoof came down gently just below the angry red top of my cock. She pushed it down quickly, then watched it spring back up on it's own.

"It's hot!" she remarked, looking up at Scootaloo.

"Yeah... and you can feel that inside you too!" she smiled.

Apple Bloom's eyes returned to my shaft and she studied it for a moment, getting her yellow face close enough for me to feel her breath tickle along the hairs surrounding the base.

"It kinda smells..." she crinkled her nose up almost the same way Scootaloo always did.

"He hasn't showered... it doesn't after he does."

Apple Bloom came close again, this time quickly touching her tongue to it just below the head before quickly pulling back. The two broke out into peals of laughter. When the giggle fits stopped, Scootaloo put a hoof on Apple Blooms back again.

"But this is the really cool part..." she said in a sultry voice.

She slid forward again and raised up, hovering her flank over my midsection. With her other hoof, she pulled my cock back so it stuck up straight, aiming it to the dripping patch of orange hair between her legs. She slowly lowered herself and I felt the molten hot ring of her tunnel wrap around the head of my dick first before sliding down all the way to the base. She'd taken me into herself quickly and easily this time, causing me to groan in pleasure. Intense heat and velvety flesh squeezed me in quick throbs that sent spasms of pleasure bouncing through my body.

Apple Bloom gasped as she watched my cock sink into her friend. "That was quick..."

Scootaloo grunted and replied through clenched teeth as she began to buck her hips. "It gets easier the more times you... nnnhn... do it."

I wasn't going to make it very long. She had never felt this good before... never squeezed me in just the right places at just the right time like she was now. My hands came up to wrap around her middle to steady her as she moved faster, pulling more of me out of her each time she raised up. She was grunting with every thrust. It was the most animalistic sound I'd ever heard come from the orange pony and it sounded like it was coming from a completely different being.

When she came, it was like a tidal wave had hit her. Arching back, she cried out loudly in a reverberating sound in the clubhouse. Thrusting her chest forward and flinging her head back, both front legs stuck out to her sides and fluttered there momentarily before she fell forward against me, still bucking her hips to slide my shaft along her inner walls. A flood of wetness drenched my upper thighs and ran down to the blanket below us, tickling the hairs and adding another notch to the smell of sex in the small space we all shared.

"Ma... son... yeah" she cried. Hearing her voice in the throes of pleasure was the last straw for me. My own cock began to swell and clench uncontrollably inside her. That locking feeling came again, spiraling me up into the hyper tight plateau just before the release. Putting my arms around her, I held onto her tightly while I rode the wave.

"I'm... gonna..." I grunted.

And then it hit, the huge release that I felt sucking my whole existence down from my head, through my stomach and out of my cock into her oozing canal. I throbbed against her velvety walls over and over again, shooting my seed deep into her body. She responded by sinking all the way down, pressing tight against me and stopping with her eyes closed to relish the sensation of my orgasm inside her.

I don't know how long we stayed like that. We both breathed against each other while the twitching and throbbing gradually slowed down and then stopped altogether. Even when we were breathing slow and even again, neither of us moved. I kept a hold of her tightly to feel that warm soft feeling along the outside of my chest and wrapping around the length of my member as long as I could. It was Apple Bloom who finally spoke. I had momentarily forgotten she was even here.

"But I wanted to see it...." she said in a small, dejected voice.

Scootaloo raised her head up and blinked at me. She looked completely relaxed and at ease for the first time in a couple days. A slow, satisfied smile spread across her face and she gave me a kiss that was full of love and caring, ignoring her friend for the moment.

"I love you..." she said softly.

"I love you too, Scoot..." I said back to her.

"You guys!! That was totally unfair!" Apple Bloom protested again.

Scootaloo ignored her and slid off me to the opposite side of Apple Bloom, collapsing into the blanket. She was limp and lifeless with her eyes half closed, looking as if she was in a trance. Her mouth opened and she said something so quietly that I almost didn't catch it.

"It's gone...." she said before a peaceful grin stole over her face.

"What'd she say? Is she alright?" Apple Bloom asked concerned.

"I think she's just tired, Apple Bloom... that's all." I turned to look at her. She was laying on her side facing me where she'd watched Scootaloo and I make love. One hoof was between her rear legs with an anxious look on her reddened face.

"But..." she looked pleadingly at me. "now I'm all...." she didn't finish her statement. Her hoof madly rubbing between her folded back legs was enough to convey what she was agitated about.

I thought for a moment about how badly I wanted to taste her yesterday... and I also thought that was just the perfect way to help her with her problem at the moment. I may have just cum, but my cock still gave a resounding twitch to rally up to the challenge. I sat up and turned around on my knees, facing her.

"Slide over a little, Apple Bloom..." I smiled down at her, patting her flank to indicate where I wanted her. Scootaloo watched with half lidded eyes as her friend shifted over and lay on her back before me. Apple Bloom looked up at me with nervous eyes. Her back legs fell open and revealed the soaking wet slit between her legs that puffed out in two plump lips filled with her arousal. My mouth began to water again... this time there would be no interruptions.

I stretched out, laying down with my head between her short back legs. The red slit below me was leaking a steady amount of her musky, sweet fluid that filled my nose with her personal scent. Before I dipped my lips to taste her, I looked up along her body. Her two front legs hung limply in the air above her chest like they had in the bathtub yesterday but this time her face was one of anxious nerves. She was breathing heavy, evidenced by the rising and falling of her stomach just above my head that partially obscured my view of her.

"But I... ain't had a bath since... yesterday..." were the words that came out of her mouth just before I sank my face into the soft, slick folds of her sex. I instantly found the protruding nub at the top and sucked it between my lips. She cried out, arching her back and writhing so much I had to clamp my hands on her flank to hold her still.

"Oh my mmphhh" she started to yell but was cut off into a muffled moan.

I brought my face up to see what had happened only to find Scootaloo had risen up to lay on her belly next to Apple Bloom and had clamped her mouth over her friend's in a kiss. Only one of Apple Bloom's eyes was visible to me and I watched it bulge wide in shock before sliding shut in pleasure. That was all I needed to see.

I ravaged her slit with my tongue and lips, drinking in her juices as much as I could. While her smell was warm and musky, her taste was tangy, dancing on my taste buds between sour and savory depending on where I sampled her moisture from. Angling my head down, I found the tight ring of her entrance and thrust into it as far as I could reach. Her whole body shuddered and twitched in a great heaving spasm at the intrusion of my tongue that smeared her wetness across my face.

"No... I'm gonna..." I heard her grunt just before I focused back on her erect clit with my lips, sucking and pulling hard.

Her whole body went stiff as a board. Her two legs on either side of my head shot out stiff and scrapped her hooves painfully down my shoulders leaving twin traces of fire in their wake. My mouth was flooded with a new wave of her nectar that tasted like sweet, salty water. It covered my face and neck in a wash, soaking the edge of the blanket we lay on. Like a fish, she began to flop and jerk in tremendous spasms that ripped her body away from my face and made any more contact impossible. I settled on laying my head between her rear legs on the downy soft patch above her slit and hugging her tightly through her orgasm.

When it had passed and Apple Bloom lay still again, I got to my knees between her legs and looked down at her. One leg lay over her eyes and the other was laying limply on the blanket beside her. Her chest heaved in great gasps of air. Scootaloo turned and looked at me with a great, big smile.

"Now that was intense!" she said.

"Apple Bloom, you alright?" I asked her, wiping the wet slickness from my own smile with the back of my hand.

She didn't say anything for a few breaths. But when she did, it caused both me and Scootaloo to break out in a hearty laugh.

"Man... Sweetie Belle is... gonna LOVE this..."

Chapter 8

We were all too hungry to stay in the clubhouse much longer. I hadn't eaten last night and the two girls were both ready for breakfast after the energy we'd spent together. Apple Bloom looked a little disappointed when I collected my clothes and began getting dressed again. She wanted more, I'm sure. But I didn't want to rush things with her. I was discovering that a part of me was enjoying the tension between us almost as much as the act itself. In time, I knew we would go further.

"I hope Granny's got a big ol breakfast cookin! Ahm starved!" she said cheerily as I moved behind her to straighten the bow in her mane that had come undone.

"Hold still a second, lemmi fix this..." I crouched on the balls of my feet behind her while she sat on her flank. When I reached up to begin working on it, she surprised me by leaning back, sliding into my arms and pressing her yellow body against mine between the V of my legs. I couldn't help but wrap my arms around her in a hug, half out of concern she'd fall and the other out of... well... I just wanted to. She craned her head up and back to show me one orange rimmed eye and her profile up close. Her red mane tickled my nose.

"That was cool... thanks." she said softly, her face flushing just a little. She wiggled against me playfully and a strong waft of her musk drifted up from her body before she leaned forward again, sitting still long enough for me to get her straitened out.

Scootaloo watched this with a look of satisfaction on her face. Her purple main needed a brushing and her wings were a mess, orange feathers were poking out everywhere. In fact, all three of us were in need of a serious cleaning up. We fairly reeked of our morning activities.

The walk back to the barn was slowed by Apple Bloom's cast, but I didn't mind and Scootaloo didn't seem to either. In fact, there was a peaceful happiness between the three of us that didn't require a conversation to share. Whenever I looked at Scootaloo, she was smiling brightly at the path ahead and would meet my own smile unabashed. Her eyes told me she felt the same as me, happy and relived at how things had turned out. The same was also true with Apple Bloom who also wore her own broad, happy expression. It was like a weight had been lifted between us and a new found connection was shared that we all sensed.

We exited the orchard and the barn came into view. The morning sun shone brightly on the red exterior and reflected in bright chips on the windows along one side in the clean, comfortable air. Birds nearby announced our passing and alerted the blue pegasus who was waiting, irritated and out of patience, in the clearing before us.

"There you are!" Rainbow Dash huffed when she trotted near. "Do you know how much time I've wasted sitting around here waiting for you to show up?! Where in Equestria have you been?!" She moved directly in front of me, her eyes looked up with narrow frustration.

"And what's with that smile, mister? You're supposed to be training and instead I find you on a morin-" she stopped. Dash's nose twitched and she used her wings to bring her muzzle close to my face first, taking a few sniffs and then settled on the ground again to smell along my front. Her eyes changed to wide amusement with twin sparkles of mischievous recognition.

"Heh..." she chuckled and gave an assessing look to the two ponies on either side of me. "Alright, S.H.... I'll let you off the hook this time, as long as Apple Bloom's happy" She winked at the young farm pony.

"Daaashhh!" Apple Bloom protested, looking down and away in embarrassment.

"Hey! It's not like I don't know what's going on! 'Bout time ya got this train rollin, squirt..."

Scootaloo shot Rainbow Dash an exasperated look with a reluctant smile that turned into a full grin. "Shut up, Dash..." she muttered.

"Ya feel better now?" Rainbow Dash continued hopefully.

"Yeah..." she reddened at the cheeks slightly, but continued to wear the satisfied expression she had worn all morning.

"Then that's all that matters, right! And it looks like Apple Bloom enjoyed it too..." Dash waggled her eyes and pointed behind Apple Bloom at her obviously matted and damp tail. "... or does it always look like that?!"

"Errrgh!" Apple Bloom stormed past the laughing winged pony and continued on to the barn.

"I gotta eat, Dash. I haven't had anything since early yesterday and I'm starving. Can we train later?"

"Sure thing! Can you find your way up to the Cloudsdale gym? I wanna try you out on the obstacle course there!"

"I'll ask around if I get lost." I shrugged.

"Just head towards the weather factory, then turn left around the cloud with the courthouse on it, you'll know it when you see it."

"Can we puh-lease get breakfast!? Ahm dyin' here!" Apple Bloom had stopped several paces away, turning when she noticed we hadn't followed her and called back impatiently.

Turns out there was no hot breakfast to be had, much to Apple Bloom's dismay. We had missed it completely. Granny was already asleep in her chair, her front two hooves resting on the long runners of the wooden rocker. She had left us a stack of pancakes though, each one brimming with finely chopped pieces of apples that looked delicious even cold. It had been weeks... maybe longer by my reckoning since I'd had meat... Bacon, a steak... some BBQ. I looked at the pancakes and thought about asking Applejack or Granny about how that worked in Equestria but something told me not to. Maybe a sixth sense from some other world that knew no good would come of it.

The three of us wolfed these down in a matter of minutes. It was almost cartoonish the way the two girls ate in a ravenous fashion, sending bits of cooked apple and cold pancake flinging to either side of their mouths as they devoured them rapidly without seeming to chew. There was enough to go around and we all ate our fill, leaving one-half of a cake left on the plate in front of us. When we'd finished, Apple Bloom pulled her tail up to inspect it while she finished her last mouthful.

"Dangit!, Why'd Dash hafta go n make fun a me 'bout mah tail?" she dejected.

"Maybe 'cause you made such a mess on it..." Scoots gave her a sidelong grin, still chewing her last bite.

"It ain't mah fault!" Apple Bloom cried. "That's it! I'm gonna take a bath 'for any ya'll start in on me again!"

"Don't use up the water like last time! Other ponies gotta use it to, ya know!" Scootaloo shot her friend a hoof to the shoulder.

"I wont..." she grumbled and left us to head upstairs.

"What do ya wanna do today?" Scootaloo asked me eagerly after she left. Her orange face was focused on stacking our plates neatly.

"I need to go meet Dash. You heard her... She'll be pissed if I don't show."

"Heh... yeah. And she'll remember it for like... eternity if you don't!" she waved a hoof to accentuate her point.

"You just gonna hang out?"

"Mmhmm..." she nodded and looked at me with a happy smile, her hooves cupping the stack of plates in front of her.

We were back to normal... better than normal, actually. I'd never felt so glad to be above normal in my whole life.

"Alright, back in a while." I got up and moved to her. When I bent down to give her a kiss, her small orange wings fluttered just before my mouth met hers.

__________________________________________________________

I was lucky today was a clear and bright summer day, otherwise I'd have had no idea how to get to Cloudsdale. Had there been anything blocking my view, I wouldn't have seen the large mass of white hanging over the western reaches of the Ponyville area.

My wings were remarkably strong and ready to carry me far considering yesterday's workout, causing me to wonder if magic had anything to do with their quick recovery time. I even felt faster, more agile than before after one day's session with the Wonderbolt candidate, Rainbow Dash. Turning and banking easily, I thrilled at how I felt this morning both emotionally and physically. The tingling sensation of magic along my spine from flying was mirrored by the faint tingling sensation below my waist as I thought about what I had done already today.

Never in a million years would I have thought that I'd be involved with two girls at the same time, let alone pony girls in some strange world. The idea that a third was still possible seemed insanely giddy to me right then. I no longer saw them as ponies but instead I saw myself as one of them now, folded tightly into their lives and their world as neatly as a hand in a glove. It filled my soul with a rewarding glow of peace and rightness that energized me to be a better person for those around me.

I entered the city's edges, skirting the buildings that sat on the smaller boundary clouds and moved into the high columned buildings in the main cluster. I didn't know where the weather factory was, but I followed the rainbow colored river below me upstream in hopes that logic would lead me to it's source.

First one.. and then several pegasus began to follow along behind. Some were openly staring, others would look away as I turned my head. I had not been here since the battle with Whipwind, but according to Twilight and Rainbow Dash, the story of a human in Equestria who had fought Whipwind for Scootaloo's safe return and now had wings was something of a modern urban legend. The small crowd gathering proved they weren't mistaken.

Ahead the weather factory loomed... or at least I assumed it was. Small, dark thunder clouds clustered above a tall industrial building with several outlets of the rainbow stream issuing from culverts at it's base. Up to the left, a large isolated cloud drifted just above that had a stately domed building resting on it's top. There was a large gathering of pegasus near the front columns, hovering in clusters and watching something with great interest while what looked like camera flashes popped quickly. I banked left and climbed, curious to see what the commotion was and oblivious to the growing crowd around me.

The front archway was blocked by the throngs of winged ponies when I grew near. There were indeed flashbulbs going off in rapid succession from several of the pegasus in front as they jostled for position to get the best photo. Pressing through them in curiosity at what they were looking at, they turned when they saw me and yelled loudly in excitement... I was blinded instantly by the repeated flashes.

"Human! Are you here to give your deposition?"

"What do you have to say about the charges?"

"How do you feel about Celestia's decision?"

"Did Whipwind cause any lasting damage?"

The questions overlapped each other and became a swirling rush of noise. My hand came up to guard against the repeated explosions of light in my face, preventing me from seeing who or what was going on. I was disoriented and confused quickly and tried to climb out of the scrum with my wings to gain some freedom from the crush. The press followed me up, swirling around me no matter what direction I flew. I began to panic at the claustrophobic feeling of their pressing questions and insistent pictures.

"Leave him alone!!" A familiar voice rang out.

I searched desperately for it's source but continued to be blinded and blocked by the dozen or so ponies flying near me. Then something blue filled my vision and I felt myself hurled backwards, clamped around the chest by two tightly clutching hooves.

"Talk about your dumb luck!" Rainbow Dash yelled. She was carrying me, her two front legs wrapped around my chest and under my wings. We were already moving at an incredible speed, leaving the crowd behind quickly.

"Dash?! What the hell was that all about!"

"Hold on, lets get you out of sight first..."

After turning and weaving quickly through a few buildings, she let me go to fly on my own behind her, still moving fast and challenging me to keep up. But it wasn't long before we arrived at a small cloud with a single blue building that looked like a home. She flew to the door, opened it at beckoned me inside.

"C'mon! Quick before anypony sees you!"

I zipped inside, Dash shutting the door behind me and cracking the heavy curtain over the window nearby to see if we were followed.

If this was Rainbow Dash's house, I wasn't surprised. It looked like my room back in the human world. There were food containers and mugs strewn about the tables, random items lay everywhere and on every thing. The couch had a few crumpled blankets and pillows on it, clearly the bed of choice for her. It was like any single guy's house I'd been in back home... complete with a funky smell.

"I think we're clear..." Dash said, peeking out a crack in the curtain near the door. Evey window was covered by a similar heavy drape that blocked out most of the brightness from outside but left plenty to see clearly by. I leaned on the edge of a chair that had several towels hanging over the back, catching my breath.

"Sorry bout that, S.H. I totally had no clue Whipwind's trial started today, otherwise I'd never had come up here for training!" She turned her head to me from the window. "You alright? Those press ponies didn't get to ya, did they? They can be ruthless sometimes."

"Nah... just didn't know what to do. They were all over me in a second!"

"Man! I bet they all freaked when they saw you! Can you imagine?! The human appears at the courthouse the same time Whipwind is being moved up the steps to face the Mayor! Ha!... your ugly muzzle is going to be all over the papers tomorrow!" she laughed.

"Great..." I moaned. I hated pictures of myself.

"We better hang here for a while till things calm down, then I'll sneak you back down to Ponyville." she decided. Then she turned to me and we stared at each other for a moment, her tail gave a swish.

For some reason, my heart began to speed up. There was something about Dash that was distinctly tomboyish, something I'd always been attracted to long before coming here. Being alone with her in this messy home that smelled of old food and a tint of female musk sparked my imagination, like doing it with her here would be like hanging out with your best friend and just casually deciding to get each other off with no strings attached. Her female presence was much so more powerful than Scootaloo, so much more developed and it was having an effect on me. Dash was a close friend of Scoot's... it could work... I thought.

"So... what have you got to do around here while we wait?" I asked, already feeling the tension building behind my pelvis.

Dash took another step closer and regarded me with an almost hungry look. When she didn't say anything, I began to feel awkward.

"Something wrong?" I asked her.

"Just... hold still for a sec... kay?" her voice was queer and inquisitive.

She moved in and brought her muzzle right next to my mouth. I though she was going to kiss me and I even parted my lips in anticipation. But instead she stopped so close that I could feel the hairs around her mouth tickle against my lips and cheek. She took a deep breath through her nose, her nostrils flaring. It was what I imagined being sniffed by a predatory animal would be like as it decided to eat you or not.

"Dash?" I asked warily. She seemed like she'd gone feral for a moment.

She took a few more sniffs in slightly different places, her muzzle moving around my face as she did. Her tail twitched and her wings gave a flex or two. When she pulled back, her mouth was open slightly before she shook her head, returning to her usual self. She fixed me with a commanding, impish gaze.

"OK, human... listen up. Today we're doing a different training. If you're gonna be with Scootaloo, then you need to know everything there is about making her feel special, you got that!"

"Huh?" I said in a tiny high voice. She couldn't be serious...

"Don't act like you didn't hear me! You think that funny thing you have down there is enough to make a mare happy? That might be enough for the squirt and her friends for now, but wait till they get used to it." She poked me in the chest roughly with her hoof before she sat on her flank in front of me and continued the lecture.

"Now, luckily for you most mares could care less about how big a stallion is! It's aaaalll about the delivery...." her grin was almost evil.

I would be lying if I said I didn't take comfort in her statement. That horse dildo had been huge and I'd been wondering about how I really measured up ever since. But I'd managed to do alright with Scoot and Apple Bloom so far and felt the need to defend myself a little. I don't know why, but I felt very little embarrassment talking with her about it. Maybe it was because this wasn't the first time Dash and I had gone down this road.

"Hey! I've been doing alright, thank you very much! I've had no complaints!"

"Duh! Of course not! What do they have to compare you with?!" she rolled her eyes in exasperation.

Dammit, she had a point.

"Alright then, what am I supposed to do... teach me oh great one" I gave a sarcastic bow with my arms wide. "How do I make up for my horrible lack of size?"

"Well, I hope you've figured out the leg hold... if not then the squirt is defiantly missing out." she said without a moment's hesitation.

"Ehhh?" I didn't know what she was talking about.

"Oh my gosh! You don't even know about THAT? Ha! You are pathetic S.H." she laughed haughtily.

"I don't get it... what are you talking about?"

"There's a spot on either side of a mare's rear hips, inside the leg folds where if you squeeze tightly it makes it us go all squishy." she said this last word with a funny, crackling tone. "It's where a stallions front hooves go naturally, but not many of them are smart enough to push juuuust right." she winked.

"Where?" I asked. I was genuinely curious.

And just like that, with no pause or hesitation, Dash rolled over on her back and spread her legs just the same as if she was showing me her hoof or wing. She didn't have the same pale patch on her belly as Scoots or Apple Bloom. Her light blue coat was smooth and unbroken all down her front and around the two swells of her teats. The looked like small breasts to me, side by side just above the trimmed mound of blue hair that covered her slit. It was just a blue fold of skin that I could see, but larger and more pronounced with a flaring, puffy oval near the bottom by the dock of her multicolored tail.

"They're just right here, if you -" she stopped. "Hey! you gonna pay attention or not!" came her impatient, cracking voice. I was staring.

"...sorry." I tried to give her an apologetic smile but my lips were numb.

"...and don't think I can't see your wing boner, human." she gave an impish half smile. She was right, I hadn't even noticed but they were both already sticking out stiffly to my sides. I tried to reign them in, but it was no use.

"The spots are right here..." getting back to business, she indicated both areas by putting her front hooves into the folds between her rear legs and her lower side. "If you press in and up a little..." she demonstrated. This also had the effect of pealing the soft blue lips of her sex open, revealing a deep red interior that glistened a little in the dulled light of the room. "... you'll feel a soft spot in there. That's what you should press against when you're goin at it! Drives mares wild!" she said helpfully.

"Alright..." my eyes didn't want to leave her dock. I had to tear them away.

She gave me a peculiar smile. "Here, try it." she rolled over and presented her flank to me, her front half low, her rear high in the air.

I gulped. Dash was basically asking me to mount her. My cock was already hard as a nail and she'd feel it for sure. Unlike Scootaloo who had much shorter legs, I couldn't kneel and be in the right place. I had to do an awkward half squat when I got behind her, hesitating for a moment and looking down at the sight in front of me with shaking hands.

Her tail was down, covering her privates from my view. But looking down the two round globes of her rear, her lithe and athletic body topped by those two wings just before her rainbow colored mane was erotic enough. I slid my fingers through the short blue hair on the top of her flank. I paused for a moment and ran my hands over the cloud and lighting bolt of her cutie mark. Her hair was unbroken and felt the same there, finally answering a question I'd had about them since I'd been here. Moving them forward, I slid them down into the warm creases of her hips on either side. I had to reach far up and around to do it and the action brought the hard lump of my dick tight against her, right where her slit was concealed. I could feel the heat through her tail and the cloth of my bottoms.

"Yeah..." her voice was almost a moan. "Down a little further... yep. OK. Now push up and in, really hard!" she instructed me.

I followed her direction and felt a soft spot about the size of a baseball in the firm flesh of her body with either hand. I pulled Dash tight to me, thrusting my hands into these pockets and pushing my hips forward against her, causing her bright colored tail to squirt to either side and letting the lump between my legs to rub directly against her folds.

She gave a shuddering groan, pushing back on her own to increase the pressure on her sensitive organ. "Yep... right there...." her back legs twitched a little.

I couldn't help but slide my hips slightly side to side, grinding my cock against her a little as I adjusted my grip and squeezed again. Her wings shot out straight when I did, her front half going stiff like a cat in mid stretch. I gave myself a satisfied chuckle... I was always a quick learner. I could smell her now, her scent drifting up from between us and reaching my nose in an acrid wave.

"You're a natural..." she said thickly but Dash didn't pull away. She stayed pressed tightly against me and fluttered her wings a few times in delight. Seconds ticked by with neither of us moving in the loaded silence. I didn't want to move apart and apparently neither did she. Just when I started to feel a bit awkward, Dash spoke up.

"So... are we gonna do this or not...? I mean, how much more obvious to I need to make it?" she said flatly with a hint of impatience.

My brain hadn't quite processed what she'd said but my hands were already moving, pulling free from her hips and tugging down at my bottoms to let my cock free again for the second time that day. I had no reservations. Something inside me told me this was defiantly alright given how my relationship with Scootaloo had progressed today. Heck.. this was a learning experience, right? Dash was a close friend of Scoots also. Even if it wasn't... no force in Equestra could stop me right now.

"Heh... now that's what I'm talkin bout! Took ya long enough!" she chuckled and then slid into a small groan when I lifted her tail to the side, exposing the drooling slit that had puffed up and opened. Using one hand to peal it apart, I used the other to run the head of my cock along the plump folds, gathering the moisture there and rubbing against the soft heat of her inner lips.

I found the hole near the top and slid the tip in slowly. Dash's tunnel was larger, letting my cock slip in free and easy to the warm wet insides of her body. For a second I wondered if she would even enjoy this before I remembered what she had just told me to do a few moments earlier. I reached around and slid my hands into the soft pockets between her legs and body to locate those two places again. With one great shove, I socked hard against her flank to drive my entire length inside as far as I could while squeezing like she'd taught me. Her voice cracked when she cried out, giving that uniquely Rainbow Dash-ish squeak at it's peak causing her wings to flutter and twitch.

There was so much more going on down there than with Scootaloo. While I soaked my shaft inside her, Dash was working the muscles inside to massage and squeeze me with the liquid-y heat of her folds. I was being milked without even thrusting my hips and could probably have cum from that sensation alone. But I wanted to at least try to impress her, no matter how miserably I might fail. I started slow, figuring out the right amount to pull back before I picked up the pace, squeezing with my hands on her sides with each thrust forward into her sopping wet passage. Slapping sounds filled the air from my hips smacking against her flank, punctuated by the occasional grunt Dash made whenever I squeezed particularly hard.

"Yeah... you got it..." she mumbled. I redoubled my efforts hoping I would last long enough to accomplish something for her. I could feel how much room there was around my cock, she was used to having bigger things inside there. It still felt great to me though.

With each thrust, her wings twitched and bounced on either side of her slim, athletic back. I kept up the rhythm as best as I could, squeezing with my arms against those fleshy pockets each time I slapped against her flank with my hip but now my legs were getting tired. Doing this in a half squat was killing the backs of my thighs. Thankfully, Dash was ready to show me something else.

She pulled away and forward, dropping on to her belly causing my cock to slip free of her warm embrace and slap wetly against my lower belly. She was panting a little but clearly no where near as exhausted as I was. I rose to my feet and leaned back against the chair, groaning at the two burning patches I felt behind my legs.

"Not too shabby... but you're gonna need another trick to get a mare off" she'd rolled on her side now and fixed her eyes on the shiny wet end of my cock that stuck stiffly out in the air in front of me. With a smooth and supple motion, she slid forward and brought her face close to it, inches from the bobbing red head that glistened with her juices.

"It guess it is a bit bigger like this... and kinda cute now that I see it in action" she looked up with a grin. Her mane was wild and tangled, mussed about and hanging half over her face. The look was incredibly sexy. She inspected me for a little longer, her head moving around to see it from a slightly different angle.

Before I knew what she was doing, her lips parted and she took my whole shaft into her mouth in one sliding motion. A shock wave of pleasure spiked through my spine and I arched forward reflexively. Dash took it all, not stopping for a second and began to bob her head, sucking her juices off me and slurping around the base to make sure she got it all. It was only for a few moments that she had me in her warm mouth before I felt the climbing tension and shifting mechanics begin their work driving me to an explosion. My rod stiffened in her mouth and she quickly pulled back, licking her lips with a teasing look.

"I guess humans and stallions aren't much different... I can tell you're about to pop" she gave my cock a playful upward smack with the back of her hoof that caused me to jerk. "You gonna make a mess shootin stuff outta that thing when you're done, too?" she asked inquisitively with her head cocked. I only nodded, focusing on trying to calm my throbbing body that was dancing near the point of no return.

"Well not yet, you ain't! Ya gotta do me first..." she rolled over on her back and spread herself in front of me on the floor with her top half twisted to the side like a cat waiting for a belly rub "Get ta lickin, human! Let's see if your tongue can keep up..." she gave me a challenging look and swished her tail along the cloud's surface playfully.

I looked down and saw the whole area between her legs was damp now. The slit was open and beckoning, contrasting a deep red against the light blue of her body. It did nothing to help me control the knife edge of my orgasm when I saw it wink shut and then peal wetly apart again. Dash smiled up at me. "What are ya waiting for, stupid human..." her voice dripped with a demure sarcasm. With a fluttery feeling in my throat I knelt between her legs, slid to my stomach and planted my face squarely into her slick hot gash.

Her musk was overpowering, almost casing me to gag from the immediacy at which it coated my nose and throat. This was on a completely different level than I'd had with Apple Bloom. It was wild and furious, almost oily in the way it clung to my nostrils and tongue. I'd never thought anything could ever taste and smell like this and still drive me to want more. I lapped up her slick juice from the source, rolling my tongue around the gripping hole before dragging it up to the top to swirl around the pronounced clit that teased under my lips. Dash responded just as I hoped she would, arching her back and wrapping her back legs around my head.

She guided me, telling me where, how fast and how hard to use my mouth on her, knocking one of her hooves against the top of my head in a not so gentle reminder when I wasn't getting it right. I did discover one thing though, Dash really liked to be nibbled on. She squealed in a high pitched crackling voice when I clamped down on the hard nub between my teeth.

"WoahhOhmygosh Ohmygosh Ohmygaaawshh!" she writhed and squeezed her rear legs around my head painfully. Even though I was suffocating in her heated crotch, almost drowning in her juices... I didn't let up. I wanted her to enjoy this as much as possible. Her wailing turned into a closed mouth single note moan just before she bucked hard up against me. If she didn't have my head in a death grip I would have flown off of her from the force of it. She let out a hitching breath that came in time with the throbbing I felt on my lips. I smiled into her sex knowing what had just happened.

She went limp then, releasing me from the vice of her legs and I sucked in cool, fresh air gratefully as I got to my knees. Almost comically I noticed that some of the rainbow colored hairs of her tail stuck to the end of my drooling cock and came up with me. Dash panted beneath me with her mouth slack and both front legs laying limply on the cloud underneath her.

"Kay... human.... that was alright.... not bad... for a beginner..." she gasped.

"Mmhmm..." I smiled at her and lightly ran my fingers along the inside of her rear leg near her crotch. I didn't know if ponies were ticklish there... but I found out. She jerked and giggled, kicking out with a leg and catching me square in the chest with a painful "thunk", knocking me backwards onto my ass.

"Serves you right! Stupid human..." she had twisted her back again to look down the length of her body at me and then gave a resigned sigh. "Alright, go ahead and do your thing... I won't make ya wait any longer" she offered me one of her back hooves to help get up with. I grabbed it and hauled myself over the top of her, aiming my already twitching shaft at the sloppy mess her neat blue folds had become, holding myself up with one arm.

Just before I sank into her, she put a hoof on my chest and stopped me with a serious look. "Don't squirt that stuff inside me, alright? I hate cleaning it out."

I simply nodded and went to slide into her when she pushed me back again. "I mean it, Mason." she leveled her eyes at me. Rainbow Dash never called me by my name. It was always 'human', 'stupid human' or 'S.H.' for short. Her using my name was the most intimate thing I'd ever heard come from her mouth.

"This has been lots of fun, more fun than I thought it would be... so don't screw it up now, OK?" she poked at my chest to drive her point home.

"I won't, Dash" I gave her a half smile.

"Good... cause I'm gonna make you pop in ten seconds flat!" she took her hoof from my chest and let me slide inside her again.

It was better in this position... way better. She was so wet that when my hips socked against her crotch there was a wet splashing sound instead of a dry slap. Instantly I felt her body at work around the head and shaft and I knew she was serious about it.

"One.... two.... three..." she counted with a sarcastic smile below me.

I couldn't stop from laughing at her and at the whole idea of what she was doing. It didn't matter anymore if I thrust into her or not... her body was doing all the work inside anyways. I simply rested my shaft inside her and felt the incredible heat and wetness wash over me.

"Don't laugh human! You better concentrate if you wanna outlast me! Six... seven...."

That was it. I couldn't hold out any longer. My cock squeezed shut at the base starting the chain reaction of tension that escalated through my whole body.

"Eight!... nine!...." her eyes grew wide and expectant above her triumphant grin

I pulled out quickly, leaning on one arm and grabbed my cock, pumping furiously over her slit and sliding over the edge in a wave of pleasure that pulsed out from the base of my shaft.

"Ten!" she put a hoof straight up in victory as the first shot of cum landed between the two raised pads of her teats. The next landed just short of the first and finally the rest dribbled out to land in the matted and tangled mass of light blue hair that capped her messy slit. The spasms lasted long after the pale cum from my body stopped dripping and running along the two red inner lips, puddling on the underside of her dock. It stood out in bright contrast against her coloring.

"What'd I tell ya... Ten seconds FLAT!"

We laughed together and I collapsed on top of her, having to hold myself from sliding off her body with one arm braced against the floor. She surprised me by giving me a full body hug with all four of her legs. It was almost tender, but still chummy in a friendly sort of way.

"You better make that filly hit the roof next time. You did better that most stallions I've been with, at least you try!"

I took Dash's compliment to heart. She rarely gave them.

Chapter 9

I didn't bother to put any clothes on when I got up and moved to her dilapidated couch. My legs still burned from holding that half squat for so long and I needed to sit comfortably for a few minutes before I asked to use her shower. Dash followed and flopped down on her side next to me, her smell wafting up from the rumpled blankets under us. Considering what just happened, I had a question that was burning my lips to ask her... I just didn't know how to start it.

"We should probably head back soon, I'm sure those press ponies are long gone now" she observed.

"Yeah..." I said distractedly.

An awkward long silence filled the space between us that was almost visible. Dash felt it right away, misunderstanding what I was feeling and jumped on it.

"Oh no... No no.. Uh uh!" she shook her head and sat up next to me in agitation. "This better not get weird between us, Human! Look, just because I gave you a few pointers on how to please a mare doesn't mean you can get all emotional on me, alright!" she waved an irritated hoof in my face.

"What?" I asked in confusion.

"You heard me! I'm a lone wolf! A loose cannon! I don't want nopony slowing me down and besides, you already have more drama than you can keep up with down there with those two! I'm sorry... but that's just the way it is! Get over whatever thoughts you're having that's making this weird and don't make me regret helping you out! You got Scootaloo for all that attachment issues stuff!"

"It's not weird! I just was trying to think of a way to ask you something!" I shot back, caught off guard by her sudden assertion.

"Ask me what?" her face was still wary.

"Aaabouut that blue stallion toy I found in the cider shed..." I couldn't meet her eyes when I asked it.

Rainbow Dash's expression went from wary apprehension to realization and then to a disgruntled facehoof. She closed her eyes and dropped her head, socking a hoof to her forehead.

"Bucking AJ.... I don't know why she leaves that laying around..." she muttered. "Yeah, I almost forgot you were being funny about that yesterday."

"So it is yours!" I gave a small cry of victory. About what, I didn't know... maybe just to validate my own deductive skills.

She gave a sigh. "No... it's not mine... I didn't have the bits for it. AJ is the one who got it."

"So you and her are..." I prompted. I wasn't sure the correct term for it here.

"What, friends? Duh..." she rolled her eyes.

"But... if you two are using that with each other... doesn't that kinda make... you know..." I stumbled around the point awkwardly.

"You're clueless, stupid human..." she shook her head in sympathy. "If you had any idea what it's like to be in heat you'd understand. AJ is my best friend in the whole world! She doesn't have time for getting a stallion or a special somepony and lots of times I don't even wanna deal with one. Whenever we need it, we're there for each other... that's all."

"So you're both Bi..." I tried to clarify.

"What's a by?" she asked, her head cocking with the question.

"Someone... er Somepony who likes to be with both mares and stallions."

She considered this for a moment, her ears twisted and turned while her eyes looked inward. Then she fixed her eyes on me.

"Is everything in your world black or white?" her irritated answer finally came.

"Huh?"

"Who says everypony has to be labeled like that? What does it matter!?" she flung her hoof in the air. "Applejack and I are friends and friends help each other out when they need something. Sure, taking care of another mare's heat might be a bit more personal than say... borrowing a cup of sugar or something, but that doesn't mean you gotta put that pony in a box if they do it!" she sounded angry now, and she wasn't finished.

"As a matter of fact, I just laid on the floor over there and gave you a good lesson on making a mare feel good! What label do you wanna put on that, huh? Is there one for a pony who likes mares, stallions and humans?"

I didn't have anything to say to that.

"Look, ponies can come together for a lot of reasons and it's not like each time it has to mean anything. For Celestia's sake, you're in a bucking herd! And thanks for reminding me by the way, I gotta talk to Scootaloo now before she figures out what I did on her own or you open your stupid human mouth and say the wrong thing."

"What?... You're gonna tell Scootaloo about this?!" I don't know why that idea suddenly scared me, but it did.

"Pfff... yeah! Scootaloo is practically family to me! It's common courtesy when you borrow your marefriend's herded stallion! Don't you know anything?! Oh wait.. I forgot.. you think just because you help a friend out it means something entirely different!"

"Dash, I didn't mean it like that... I was just trying to understand you guys better, that's all!" a sick feeling was welling up in my stomach. This was going south quick.

Just when I thought she was going to start in on another rampage, she relaxed and softened her face with a sigh.

"Truth is, I love AJ... and she loves me. But that doesn't mean we're anything else, if that's your point. You heard about her foal. Ever since then, we've been really close. At some point... I don't even remember when, we started relying on each other to get us through our heats instead of running around trying to find a stallion all the time." she put a gentle hoof on my shoulder.

"I let today happen with you because I care. I care about you and I care about Scootaloo. I want you to be the best you can be for her however she needs to to be and just because two ponies care enough to do something like that... either by helping out with their heat or using each other to learn, it doesn't mean there's a one size fits all answer as to why, alright?" She gave me a friendly hug that I returned.

When we separated, the fiery spunk had returned and she was back to her normal self.

"You got a lot to learn about how relationships work around here, S.H... you should just relax and let us ponies figure it out for ya. All ya gotta do is roll with it." she winked.

_______________________________________________________

Rainbow Dash showed me to the bathroom so I could finally get cleaned up. It was pretty much like the rest of her house. The low pedestal sink was cluttered with items and long strands of hair with colors from the entire rainbow clinging to the edge and laying in the bottom of the shower basin. I'd be grossed out if it didn't already know my own bathroom would look exactly the same if I had one.

"Don't take to long, I want one too before we head back. I'll throw your stuff in the cleaner while you're in" she said as she moved back down the hall.

Turning on the water, I began to clean myself off using the ring of soap hanging in the stall. I smiled at the kinky light blue hairs stuck to it because it made me realize that Rainbow Dash was every bit as horrible at house keeping and cleanliness as I was.

Our conversation had ended with hugs and apologies on both our parts. I shouldn't have pried and she shouldn't have gotten offended was what we had decided went wrong there. But I knew more about their relationship than I'd ever imagined now. Dash and AJ weren't together, they just were both fine with using each other to take care of their urges when they needed to. I was still horribly confused at how this all worked between ponies, as she had pointed out earlier.

It seemed like there were a whole bunch of unwritten rules for being able to have sex with anypony close to you as long as it was alright by some esoteric ordering system. But at the same time there was an almost magical love between Scootaloo and I that should make any of that wrong. It didn't make any sense to me how both of those things could exist side by side.

I filled my mouth up with water from the shower head and rinsed, feeling a hair stuck between my teeth. When I plucked it out, I saw it was light blue. Dash was right... I should just shut up and go with it.

There were also no towels in the bathroom.

"Back of the chair..." she pointed when I returned, dripping wet, into the main room. She moved past me towards the bathroom as I grabbed one and began to dry off and trying not think about if the towel was clean.

I wandered around for a while waiting for my clothes to be done, looking at the few pictures Dash had on the wall and tables. There was one of her as a young filly, her mane was spiky and shorter as she stood on a cloud in front of some statue. Next to her was a colt that looked about the same size as her. He was a light gray color with a blue mane that matched Dash's coat perfectly and I wondered who he was. He looked a lot like her.

Next to this was a picture of her and the five other ponies I'd come to know. They were grouped together with Twilight in the middle, Pinkie Pie on the top left with her hoof in the air as if she was in mid wave with her other hoof on Rarity's head below her. Applejack was giving her trademark wink with Dash hovering behind, looking imposing and determined. It looked like a staged photo it was so well done, even the incredibly skittish Fluttershy laying in front of Twilight looked happy to be having her picture taken.

A loud buzz from another room caused me to jump at it suddenness of it. The noise had come from the adjacent area at the far end of the main room, around a corner. Moving there, I found a small nook with a table beside a large, thickly covered window. Piles of envelopes and papers were on the table, most were open and stacked haphazardly as if they were just tossed aside here with little importance.

The thing that had buzzed was also here. A familiar white box about waist high with a large yellow button on the side. It was a similar box that was at the farm used by Granny to do the laundry with and she had taught me it was all magic operated, making the process extremely easy. My clothes were predictably clean and folded in the bottom when I lifted the lid.

I got dressed standing in front of this machine and when I turned around to retrieve my shoes, my eyes caught the large bold letters written on the front of one of the envelopes. "FINAL NOTICE"

I had just begun to pay bills back in the human world. My mom had made me get my own car insurance and pay for the internet service at the house. I knew what those words meant in my world... I could still hear the sound of the water of Dash's shower and took a second to open the paper inside.

I didn't understand it all, but I got the gist of it. Rainbow Dash hadn't paid the Cloudsdale city for her trash service and owed several hundred bits. They weren't going to pick up her trash anymore if she didn't pay. There was something that looked like a date on it, but it was meaningless to me and I blinked at my own realization that I should really learn how time worked here. There were several of these, all from different places with different official looking logos on the front of them. Rainbow Dash wasn't much for paying her bills apparently.

My eyes drifted to another, smaller stack on the other side of the table. These looked different, hand.. or hoof written on plain lined paper. They were all open and one was near the edge of the table and looked newly opened judging by the sharp creases still crossing the page. I slid around to that side and read the words written in a neat and carefully penned style.

Dear Rainbow Dash

I know we've asked you for a lot lately, but your brother needs surgery again.

The hospital in Windsoar wants the bits up front this time and we don't know where else to turn.

He's in a lot of pain, Dash. We really need the money to get this done.

They won't even admit him unless we pay one thousand bits up front.

Can you please help us again?

Your aunt,

Silver Shadows.

P.S Congratulations on getting promoted to Team Leader!

"Yeah, just go ahead and read em all if ya want. It's not like there's anything personal there." Rainbow Dash's voice rang out behind me, dripping with sarcasm.

I started at her voice. The shower had stopped and when I turned around, there was Dash standing dripping wet behind me. Her main lay flat against her head while she regarded me with an annoyed expression.

"Shit.. Dash.. I'm sorry. I just looked and saw..."

"Ah.. whatever. It's not like everypony doesn't know I suck with handling bits already. Look at all the fan mail I've got because of it!" she gestured towards the table.

"I didn't know you had a brother..." I said, dropping the offending letter back onto the table.

"Not many ponies do. Applejack does, and I think Rarity figured it out when I... nevermind. Yeah, I got a brother and sexual issues, alright! What pony doesn't?" She turned and moved a few steps away before shaking herself off like a dog who just had a bath with her wings extended. A fine spray of water misted me from her efforts and made a frail ticking sound as the drops hit the papers on the table.

"And here I am prying again...Sorry." I said.

She regarded me with an amused look this time, her eyes light and mischievous. "Well, I did bring you here and pretty much molest you. I guess I shouldn't be surprised that you're kinda curious about whats going on behind the scenes." She nabbed her own towel in her muzzle and flung it over her head. She used one front hoof to begin drying her mane off with while she continued.

"So yeah... My brother and the rest of my family lives in Windsoar. He's got a condition, I don't remember what it is exactly... something to do with his stomach. But he needs lots of medical stuff and it's expensive. So they ask me to help out 'cause they know the Wonderbolts get paid big bits." she shrugged under the towel.

Something didn't line up with that.

"But... you aren't a Wonderbolt, Dash." I remarked.

"Well duh! But they don't know that."

"Then... how are you..." the gears in my head finally turned over enough. The threatening bill collections. Dash sent every bit she had to them trying to keep up the appearance of an honorable and well meaning lie. I knew she was raised here, Scootaloo had told me that much. So it's not like she recently came here to become a Wonderbolt.

"Anypony ever tell you a mare can watch you think?" she cocked her head under the towel. "Yeah... I told them I made the Wonderbolt squad a long time ago, right after they moved to Windsoar for the doctors... big deal! They wouldn't have gone if they didn't think they could afford it."

I don't know what emotion flared up inside me for Rainbow Dash right then, but it made my eyes water. Behind that tomboyish personality was an incredibly loyal pony ready to do anything for someone she cared about... even to the point of hurting herself.

"Jesus, Dash... I don't even know what to say to that."

"You don't need to. It's my issue. I'll be a full member of the Wonderbolts any day now, you'll see. Then none of this will matter!" she waved around at the messy place she called home. "Lets get outta here, I've had enough talking about me for one day"

I completely agreed with her. I learned everything I needed to know about Rainbow Dash in the last couple of hours, and I cared for her all the more because of it.

Chapter 10

Scootaloo hated chores. She'd known that before coming to live here with the Apples but now it was a sure thing. There were so many other fun things she'd rather be doing right now than baking in the hot sun looking at the underside of leaves on the potato plants for the little beetles that ate them. There were hundreds of the green sprouts fanning out as far as she could see. Her heart sunk when she realized she'd only done 1 row so far.

"Eerrggh!" She kicked at the soft earth under her hooves. "Ain't there a spell or something for this?!!"

"Scootaloo... how many times I gotta tell ya, no there ain't! We ain't gonna get this done any faster with ya belly achin! You heard mah sister, we're way behind with all this stuff!" Apple Bloom scowled at her from the next row over. While she may be the one pushing her to work, she wasn't doing much better. Apple Bloom was only two plants ahead of her and they'd been at it for the same time.

She wanted Mason to come back and take her away from this. He'd been gone for a couple of hours now, long enough for both of them to get cleaned up before Applejack came in for lunch and recruited them for beetle duty. Scootaloo had felt so much better after Mason and Apple Bloom were together, it was like a horrible itchy feeling in her mind had been scratched real good and she could think again. But it wasn't gone... the itch was already starting to creep up on her. She knew why, too.

Sweetie Belle.

When Luna had come to her last night, she finally got the answers she needed from somepony who knew what was going on. Ever since that day in Cloudsdale, she had been getting worse and worse about her urge to share Mason. Before the dream, she didn't understand what herding really was. Dash had tried to explain it to her, but it still didn't make a lot of sense. Why? Why would something like this even exist? And why her and Mason?

A lot was cleared a lot up for her that night and what she learned was that this whole thing wasn't just about her... it was about the overall happiness of Equestria in general. She had no idea that a herd meant so much to the harmony of everypony around her.

"There is a great need for stallions in Equestria, Scootaloo. There are too many fillies and mares for everypony to have a single stallion just to themselves. Long ago, the great ponies of old knew that in order for peace to reign... balance and harmony must be kept. This much you know of The Elements of Harmony." Luna had told Scootaloo in her dream and she had nodded, listening closely.

"But there are many things that The Elements of Harmony cannot fight. You yourself have experienced the coming of your estrus... or heat, as it is often called. You have felt the power it has over your body and mind, causing you distress and frustration. Without the balance of the herding magic to help combat this feeling in groups of mares, it would cause much conflict and disharmony throughout the land. And thus, the great ponies of old created the herding spell."

"I don't understand..." Scootaloo had said to this, slightly embarrassed to be talking about this with Luna. "What's this got to do with me?"

"In celebration of your unique love, you have been gifted the magic of the herd, our greatest weapon against this threat. You and Mason share a special bond that can now never be broken by the jealousy of a stallion or mare. Because of this, your love can be shared freely with those around to you, helping to fight the influence of estrus on the harmony of Equestria. It is a great honor and not bestowed on everypony, Scootaloo... for the magic also ensures you will be together with Mason... forever."

"But... It's just Apple Bloom, Sweetie Belle and I. How are three fillies...?" she trailed off, not understanding how her and her two friends could possibly make a difference.

Luna smiled at her with patience. "Your emotional bond with Mason is the core of the magic and is your special connection. Your two friends will also be drawn into that bond, so they may support you if ever you doubt it's calling. This is the make up of a herd, Scootaloo. A mare and her very close friends bonded in love for the greater good. However, it is your physical connection with him that should be shared with many through this magic, whenever the estrus may cause disharmony."

"Huh?" Scootaloo had cocked her head at this.

"A time may come when many of your other friends will need the physical love you and Mason have. It will be his place to help them with the threat of estrus against the peace of Equestria. Because of you, everypony you know and love can be protected and never have to fear from it's effects."

Scootaloo's face crinkled. "But... Why don't you just make... like a team of stallions? And that's all they do? Why all the magic and confusion and stuff?"

"A very wise question, Scootaloo..." Luna tossed her sparkling mane to the other side of her body. "The ponies of old began with this in mind, but found that jealousy and mistrust easily corrupted the stallions who eagerly answered the summons. It caused the balance to shift and fall to the side of chaos. Even today this tradition still exists, for stallions and mares are quick to include others in their physical love, without the bond of the herd behind it. Great friendships and family have suffered deeply from it."

"I..." she flattened her ears against her head and looked away. This was a lot to think about.

"Do not worry, little one... you will understand it completely in time, and so will Mason. When you awake, you will find him in the orchard... in the place you share with your friends."

And with that, the dream ended.

She knew in her heart Luna was right. She could feel the change already when she though about Mason. Since this morning Apple Bloom was a part of those thoughts now, her close friendship mixing and intertwining with the love she felt for him in a reassuring and comforting way. She supposed maybe she loved Apple Bloom that way too... but couldn't bring herself to talk that specifically when the two of them had been alone earlier before today's chores.

"Somepony ought to make a spell..." she grumbled and resumed flipping over the leaves. Her coat and wings were hot against her back from the summer sun. But her wish for a distraction came not long after she had finished up the first row and started on the next. She saw movement out of the corner of her eye and turned to see Rainbow Dash and Mason coming up the path.

"Hey ya squirt!" Rainbow Dash called when the came near. Scootaloo heard her, but was too busy running full speed at Mason. She jumped and slammed into his arms, feeling them wrap around her tightly.

"Hey Scoot." he said happily in her ear. His voice made everything better... even the chores.

"Where ya guys been?!" she said after giving him an affectionate lick on his cheek. She tasted soap.

"At Rainbow Dash's house for a while, we ran into a mess up in Cloudsdale. Your father's trial has started and I flew right into it! There were press ponies everywhere taking pictures. Rainbow Dash saved me from them!"

She thought she should feel something about the mention of her father, but she found an indifference to him that had replaced her usual bad feelings. For this she was glad.

"Oh, Is he still... frozen?" The last time she saw him he had been frozen in place by Celestia's magic.

"I dunno, never saw him. But I imagine so. We can get the paper tomorrow and find out."

"Hey Squirt, ya wanna come with me? I need to talk to ya." Rainbow Dash spoke up. She then looked over at Mason with a glance that made Scootaloo think something was up.

"Why... what's going on?"

"Nuthin!" Dash said quickly. "Just wanna talk with ya for a bit... that's all."

"Mason!" Apple Bloom had finally reached them. She trotted awkwardly over to him with the now dirty cast and Scootaloo watched as Mason bent down to embrace her tightly. She could almost feel his arms around her again when he did as if she could feel Apple Bloom's happiness too. It brought up an idea she'd been having all day now that she understood more about what was going on. She didn't know if she could change the magic... but for Dash she'd try anything!

"Sure, Dash. Lets go!" Scootaloo's stomach began to flutter. She didn't know what Dash wanted to talk to her about, but she knew what she wanted to ask Dash and it made her suddenly anxious. What if Dash was thinking the same thing? This caused her heart to speed up a bit. They walked off away from the potato field with Scootaloo trying to hide a grin at the idea.

"So... I'm just gonna come right out and say it, squirt. I taught Mason a thing or two about how to make a mare feel good today. I wanted to make sure his skills in bed were up to par. If he's gonna be with my adoptive sister, I want him to do it right!"

Scootaloo stopped in her tracks, Dash went a couple of paces further before realizing it and turned to face her. A sudden look of worry came over the blue pony's face.

"That's... alright... isn't it Scoots?" she looked hopefully at her. "I mean... he is a herded stallion. I wouldn't have ever done it otherwise! Plus... I kinda needed it." she rubbed the back of her neck in awkwardness.

Scootaloo blinked. "You... were with Mason already?"

"Well.. with is kinda definite... more like a knocked some experienced mare sense into him!" she tried to make light of the situation, hoping Scootaloo would laugh. She was relieved when she saw her little orange friend's face lite up with joy.

"Does this mean you're gonna join my herd?!" she asked excitedly. It was exactly what she had been hoping for all day and her wings were buzzing from the excitement of it.

Dash took a step back and looked uncomfortable. "Ehh... That wasn't what I had in mind." she stammered back.

Scootaloo's face fell, her ears flattening and her eyes became large and round. "But... aren't you my friend?"

Rainbow Dash softened. "Of course I am, squirt. And I don't need any magic to love you. Besides, your herd is already set in stone... but I may borrow him from time to time, ya know... to take care of things!" she winked.

Scootaloo didn't feel anything except a sense of acceptance at Dash's statement. It was exactly as Luna had predicted. Mason might be needed by all of her friends, and if Dash was the first one outside of the trio of her herd to be with him then she couldn't think of a better pony.

Chapter 11

Applejack was irritable during dinner that night. I'd never seen her in a mood like this before and I felt bad for the struggling farm pony. With all the excitement and events that have happened over the last few weeks, not to mention her own injuries, the farm was way behind on it's summer upkeep and she was facing something called The Summer Sun day festival without even starting the preparations. As soon as I had returned from Cloudsdale that afternoon she had put me to work with the brutal command of a dictator. The result was hours of hard labor in the field that had left me exhausted.

"I just dunno, Granny... we ain't never been this far behind before and I don't see us catchin' up in time fer the festival!" Applejack sat in front of her empty plate. We all were as a matter of fact. Even Apple Bloom and Scootaloo had been pressed into labor with us and we all had eaten ravenously. Rainbow Dash had managed to skip out on the whole thing, claiming important weather related things.

"Ooohh quit yer worryin' it'll all work out, deary" her shaky voice was encouraging.

"Well that's easy fer you ta say..." she grumbled.

"Sis... can't we get tha folks from Ponyville to help out again?

"Now you know how much I hate askin them folks fer help, Apple Bloom. It ain't right a simple farm should need so much from em... folks will start thinkin' we're doin a bad job if we keep needin' tha help!"

"Yyyeeuup!"

I was struck by a sudden need to contribute. "I dunno..." I heard myself say. "I think we should ask for help, AJ." Hearing Dash's affectionate name for her coming out of my mouth for the first time felt odd. Applejack looked at me with narrow eyes.

"What's this 'we' business? Last time I checked, I was the one responsible for this farm..."

I was taken aback by her retort. "Well... yeah.. but aren't we all here to help? I mean... this is my home too, isn't it?"

"...and mine!" Scootaloo pipped up next to me.

"Me too! Wait.. what are we talkin 'bout again?" Granny Smith put a hoof to her chin and thought.

"Eat yer applesauce, Granny." Applejack said out of the corner of her mouth. "Now ya'll don't know what yer talkin bout here! It's a big job tryin ta wrassle a bunch of townfolk round the fields! We don't need a whole mess a ponies just makin tha problem worse! Why... last time they were here we lost a whole field a carrots 'cause a some colt couldn't tell the difference between a weed and a crop!" her hoof waved in the air in frustration.

"Well what about Twilight n tha others? They wouldn't be so bad... would they?" Apple Bloom asked hopefully. "We ain't that far behind... a couple days o them helpin would get us caught up in no time!"

Applejack didn't say anything. It was clear by the look on her face that she knew Apple Bloom was right but wasn't willing to admit it quite yet.

"I dunno, Apple Bloom..." she said.

"'Cmon! We can make a fun time outta it! Why, I bet Pinkie Pie would make it a party!"

"Yeah! Could even have a camp out with everypony and tell scary stories!" Scootaloo added.

"You mean scarier than those shadow things that came tha last time we had a camp out?" Apple Bloom reminded her friend.

Scootaloo gave a shuddering thought at them. "Well.. not real scary stories..." she knocked her two front hooves together nervously.

Applejack gave a small smile and relented to the idea. "Alright... ya'll go round ta everypony tomorra mornin' and see if they can help out then. I guess it has been a while since we had em all over for a party" her smile grew, finally clearing away the stern and worried look she'd had all day.

_______________________________________________________

The rest of the night passed by uneventfully with once exception. Apple Bloom.

When we moved upstairs for the evening, all of us tired and ready for a long sleep after the day's work, Apple Bloom gave Scootaloo and I a sad look when she stopped at her room's door and watched us continue down the hall. I didn't see it, but I felt her seeking eyes on the back of my head and turned around.

"Apple Bloom? Whats wrong?" her face was long and mournful.

"I... I don't wanna sleep in mah room alone..." she said in a tiny voice. She looked positively miserable.

I looked down at Scootaloo who gave me a "what are ya gonna do" shrug. It told me everything I needed to know.

"Then don't" I smiled at her.

"Really?" her face lit up with happiness.

"Sure... I think we can make room for ya, right Scoots?"

"Mmmhm!" she nodded with a smile, her little orange wings buzzed.

Apple Bloom ran past us both and into our room, jumping up on the bed in a belly flop laughing. Her joy infected Scootaloo, causing her to run in and do the same and the two bounced around together on the bed briefly with the occasional giggle. I stood in the doorway watching them, thinking about how this was going to work with three of us in the bed but not really minding. Ponies were soft and cuddly.

We settled down together, Scootaloo on my right and Apple Bloom on my left. With both of them in my arms, I could feel the difference in their bodies clearly. Scootaloo was smaller and more bony, her frame tight and compact. Apple Bloom was much thicker and I could feel the firm muscle under her coat from the work she constantly did around the farm. She snuggled happily against me, mirroring Scootaloo's position of having a rear leg draped over one of mine and a front hoof on my chest. Scootaloo's head craned up and I met her, giving her a kiss goodnight. When I turned back, Apple Bloom was gazing up at me.

"You too..." I smiled at her. She pushed herself up, pressing her mouth against mine while sucking an excited breath through her nose.

A funny thing happened just before I drifted off to sleep. Both of their hooves on my chest slid together and I felt them connect... if they were human I would have sworn they were holding hands.

______________________________________________________

"A party?!!"

"No, it's to help out around the farm"

"Yeah! A party!!"

"If you call doing chores a party..."

"I call everything a party!"

"Even chores?"

"Party!"

"Cleaning?"

"PARTY!!"

"So... everything?"

"Duh silly! Anytime you get a bunch of ponies together it's a party! Especially if you're inviting me!!"

Pinkie Pie was vibrating with eagerness at the idea and she was our first stop this morning on the list of ponies we needed to see. Scootaloo and I ventured into town early to recruit our friends into helping out at the farm for a couple days while Apple Bloom had stayed behind to help her sister get a list together of things that needed to get done.

The trip into town had been exhilarating all on it's own. I couldn't fly Scootaloo yet, but she had a better idea that turned out to be far more amazing than any flight of mine would have been. She had grabbed her scooter, strapping on her old and dented helmet before getting a long rope from nearby in the yard.

"Tie this around your waist!" she said with bright, eager eyes.

"What? Why?" I took the rope and looped it around my middle.

"'Cause... your gonna be my stunt buddy!" her eyes focused into two daring slits and then she looped the other end around one of her front hooves securely.

"Your what??"

"Pull me!" she hopped on her scooter and steadied herself, focusing on the dirt road ahead.

Moments later we were zooming down the road, me airborne just above the path's surface and Scootaloo behind me at the other end of the rope. I looked over my shoulder at her in worry at first, but when I saw how skillfully she used my momentum to fling herself up onto a long stretch of fence at the roads edge, landing deftly on the middle of her board and sliding along like a skateboarder from my world... I realized she knew exactly what she was doing and began to enjoy watching her.

We actually took the long way around. She was having so much fun, I didn't want to end it that quickly. Scootaloo was beaming from ear to ear as she flipped and swung around behind me, using whatever she could to pull off some kind of daring move and letting out an occasional "Wooohooo!" when she landed again. Trees whizzed by us in a blur, lit by the early morning sunlight that still had yet to warm the air around us as dust flew up from behind her wheels in a rooster tail.

As we neared Ponyville, we had to start dodging other ponies carefully. One older mare with a young foal in a stroller yelled at us in anger, causing us both to laugh. That was enough for me to break my concentration, however. Looking back at Scootaloo in our amusement, I failed to notice the sharp turn in the path ahead.

Too late I swerved and Scootaloo's momentum carried her into the grass at a break neck speed. She let go of the rope, her eyes wide with fear and abandoned the scooter to save her from running into the large tree directly ahead. She landed hard and rolled safely away from the impact as her scooter smacked hard against the tree's thick trunk. A crunching sound came from it and one wheel flew up in the air several feet before landing beside her nearby. I looped around and quickly flew to her, worried she was hurt.

"Scoot! You alright?!" I cried out landing in my own crumple next to her. She was laying on her side, her middle heaving out on huge, flexing breaths.

"Scoot?..." I said worried. She didn't say anything at first, but when she did... I breathed a sigh of relief.

"That... was.. TOTALLY COOOL!!!" she rolled over, a look of excitement painted her face with joy.

"You're not hurt?"

"Naw... I fall all the time like that.." she waved it off and got to her legs. "Mason! We totally have to do that again! I haven't done that in ages!"

"That was really cool! I had no idea you could do that!"

"Yeah, I've been doin stuff like that with my scooter for ev - My SCOOTER!" she saw it in a heap behind me and ran to it.

"Oh no! Mason! I've had it since I was a foal...." she moaned. "Rainbow Dash gave it to me..."

It was a total wreck. The front wheel was broken off and the T handle was bent beyond repair. Scootaloo knelt by it and began to cry a little at it's condition. I sat beside her and put a comforting arm around her shoulders.

"Sorry... I guess it's my fault. I should've been paying attention..."

"Ehh.. it's alright. I was getting to big for it anyways." she wiped away the few tears that had formed and smiled up at me. "It was totally the best way for it to go, though... Did you see the awesome barrel roll I did!!?" she was happy again, a few random twigs and grass stuck out from the vents in her helmet along with a few tufts of her purple mane. It looked small and tight on her head.

"What do you wanna do with the scooter?" I asked her. "We can't just leave it here."

She pondered this for a moment, casting her eyes around. "I know! Come on!" she picked up the wheel in her muzzle and I took the crumpled remainder from where it had almost imbedded itself in the tree. Into the trees she took me, away from the edge of the road near the Ponyville entrance. When she found a suitable spot in the deep, fragrant green of the thickening woods, she dropped the wheel and began to dig with her hooves. I watched her curiously as she made a deep, narrow furrow and then turned to me.

"Stick it in there so the handle is up." she solemnly indicated.

I shoved the back wheel and rear of the broken scooter into the tight space and it held it upright, it's broken front axle facing us and the T handle parallel to the ground behind. Scootaloo kicked the wheel into the makeshift grave and then packed the loose dirt around it all, creating a memorial.

She wasn't crying. Just going about the ritual with the sad air of saying goodby to something who's time had come. Finally she unstrapped her dented helmet and hung it on the broken metal prong where the front wheel had once been. The bright purple paint was scuffed and missing in several places and the white stripes down the center were dark with black and green stains. It had seen it's share of crashes alright, and had protected her little orange head each time.

"There..." she said with finality.

"Aww... Scoots..." I gave her a hug and she clamped onto me, her muzzle tight into the crook of my neck.

"I needed a new one anyways" she gave one sniffle...and that was it.

We walked in silence the rest of the way into Ponyville, leaving the relics of her youth behind in the green light of the shaded woods.

Chapter 12

Pinkie Pie was already gathering her things to head over to the farm as we left for Twilight's library. It was still early morning and predictably, Twilight Sparkle was already engrossed in a book. We found her sitting outside in the soft grass at the base of the tree with a large tome open before her, absorbing the words she found there intently.

"Hey guys!" she greeted us happily. "What brings you two here?"

"Applejack... I mean... we ...need help at the farm. 'Cause she's been hurt and with all the stuff goin on, they aren't going to be ready for the Summer Sun festival! So we wanted to ask if you can come help out for a day or so! Were inviting everypony and there's gonna be a camp out and Pinkie Pie is gonna set up a party!" Scootaloo did her best sales pitch. I wouldn't have bought it and I love her to death.

Twilight surprised me with her reaction. In a flash she was up on her hooves, the book in front of her closing with a heavy, magical thud.

"What!! Applejack can't organize anything! Why... it will be a disaster if somepony isn't there with a checklist!" her face grew worried. "Ohhh.. Why didn't I get that extra long scroll at the shop?! SPIIIIIIKEEE!" she turned and ran into the library leaving Scootaloo and I to blink at each other and grin. Two down, three to go.

Next on the list was Rarity and Sweetie Belle, the boutique that Rarity ran was nearby according to Scootaloo. We walked down the streets with brown, rustic buildings on either side and it wasn't long before we rounded a corner populated by a busy shop that had a bunch of ponies milling about in front of it. As we passed by, they began to turn and watch me with recognition.

"Mason... why are those ponies looking at you?" Scootaloo whispered out of the corner of her muzzle.

"I dunno, maybe - " I stopped when a unicorn walked slowly in front of us. A newspaper was open in front of her head, suspended by magic and open to the middle section. We could see the front page clearly with huge, bold letters popping out against the white background.

"WHIPWIND PLEADS INNOCENT!"

Below this was a picture of Scootaloo's father, still frozen in the grotesque pose as I had last seen him in Cloudsdale. Under this picture this was another headline, one that made my stomach drop.

"HUMAN VISITOR PROFESSES HIS LOVE TO PEGASUS IN MID AIR ROMANCE!!"

There was a larger picture here. A crystal clear snapshot of the moment Rainbow Dash had swooped in to pull me out of the tight circle of press ponies yesterday. In it, she was holding me below with her two front hooves and the timing was just right that we both appeared to be gazing into each others eyes, our faces inches away. If I didn't know any better, it was misleading enough to support the headline's claim. I stared at disbelief at the blatant a lie that was printed on the cover of the newspaper. A burning sense of indignation roiled up inside me and I felt the sudden urge to take to my wings and find the pony that did it.

Scootaloo took no notice of this headline however, instead she turned her purple mane and orange face up to me asking "What does that mean if he pleads innocent?"

"I guess that mean he wants a trial? I dunno, that's how it works in my world anyways..." I didn't know much about the legal system, but I'd seen enough court dramas on TV to understand that much.

"What will happen in the trial?" her purple rimmed eyes were wide and questioning.

"A bunch of talking... probably really boring." I shrugged.

"Oh..." she looked after the unicorn who was far enough away now that we could no longer see the paper. "You should get one! I'd like ta see how Rainbow Dash 'loves' you!" she gave a strangely human hooking motion with the end of her front leg, it was a perfect pony imitation of me doing air quotes, something she thought was the most clever thing she'd ever seen.

"Heh.. yeah. Me too..." I muttered, the anger coming back again.

I pushed my way past the ponies gathered around the corner store, all of whom had a paper and were studying it intently. At the center, there was a sharp looking, bright yellow unicorn with a garishly stripped suit sitting behind a stack of papers just outside the door of the establishment. I'd never seen a pony with a mustache, but this one had a long handlebar one that matched the dark brown color of his mane.

"Hey hey! If it isn't the human everypony is talking about this morning!" he said loudly in recognition. The group around me dropped their papers and a whispers floated in the air between them.

"Yeah... just.... want a paper, please." I tried to ignore the burning feeling from all the eyes.

"Sure thing! Two bits please!" he said.

Even after all this time, the move to my back pocket for my wallet was automatic. Years of conditioning couldn't be broken even by travel to another world and wings sprouting from my back. But there was no wallet there... there wasn't even a pocket. Just the light brush from the ends of my grey, iridescent feathers. A flighty sense of panic struck me for a split second before reality caught up with my reflexes.

"Eerrh.. I left my... Sorry..." I tried to back out of the crowd but the ponies behind me didn't move.

"Whats that? No bits! Well... how about I give you one for free if you answer a few simple questions!" The yellow horn on his head lit up, bringing a small pad of paper and a quill from under his makeshift stand. "When did your relationship with the pegasus begin?" he asked forcefully with a practiced and slimy ease.

"W-What?!" I stammered.

"How long have you been involved with the pegaus? Is it serious?" another pause came, the quill hovering just above the pad's surface.

"I..."

"Is it true that the pegasus is Rainbow Dash?" another fired from his lips.

"As if!!" came a loud, boisterous female voice that rang out in the loaded silence. Everypony nearby turned and parted as a light blue figure strode into the crowd. She wore a purple cap and cape, decorated with stars and moons that looked like a fantasy wizard's outfit and sparkled with sequins. The crowd around us shrank back from her, as if they didn't want to stand to close to this new pony who had arrived.

She gave me a haughty stare and then turned her gaze to the unicorn hawking the papers. "Everypony knows that if this human is going to be with somepony, it would be I.... The Great and Powerful Trixie!" she declared.

"Trixie..." the yellow unicorn breathed in amazement.

"Yes, it is I! I have come to lay my claim to this human, for he is worthy and unique enough to be at my side! Do not listen to these rumors, people of Ponyville! This human would not be so low as to stoop to the level of a simple pegasus for companionship!"

She spoke with an air of a performer. Her words were commanding, but there was an empty hollowness behind them that reflected in her eyes. It was a bad act, and I could see right through it to the unsure pony behind almost immediately. I was so caught up in the appearance of her that I didn't notice Scootaloo had worked her way beside me.

"Trixie! You gotta a lotta tail showing up here like this after Twilight spanked you" Scoots glowered at her, bristling her purple mane. "You find a new necklace again?" a sarcastic snap lashed out of her mouth at the pale blue pony.

"Oh... Hello, Scootaloo." her eyes became shifty and a look of uncertainty crept across her face. "Why don't you run along and play with your friends while I talk to my new human friend here.... Twilight isn't around is she?" Trixie gave a quick look over her shoulder.

"You got nothing to say to him. I'm a pegasus, too ya know!" her little orange wings buzzed their agreement.

"That's nice, dear... run along.. heh heh..." Trixie tried to arrange her face into the performance act again but was struggling to regain her command of the situation. The appearance of Scootaloo had jarred her.

"No, Make me!" Scootaloo planted her hooves wide and lowered her head. I'd never seen her this way before and even though she was smaller than a fully grown mare, she was still intimidating when riled up.

Trixie tried to rally. "Aww... isn't that sweet. You have a little crush on him, do you? Well... That won't be enough to keep his eyes away from a grown mare, you know. There are things we know that a young one like you can't possibly compete against!" her eyes fixed on me hungrily.

"I'd like ta see you try..." she growled. "He's mine." Her possessiveness was shocking. She reminded me of a dog guarding it's food bowl.

"Ah hahahahah!" Trixie threw her head back and laughed dramatically. "And what makes you think this human would be with you, when one taste of The Great and Powerful Trixie would have him at my beckoning hoof instantly?"

"Because we have the herding magic..." she growled back.

Trixie stepped back as if the words had smacked her on the cheek, her eyes widening as she looked between myself and Scootaloo repeatedly. "Wha... You mean... you and he have..." she stammered.

Scootaloo didn't say anything, but a satisfied half smile came over her face. A low gasp came from the rest of the ponies nearby, making me thing that this herding thing was a bigger deal than I thought. A talk with my little orange lover was in order.

Trixie changed course dramatically. Her face melted over Scootaloo in a puddle of flattery and praise, stepping forward again with a patronizing speech. "Did I ever tell you I always liked you?" she purred. "I mean, sure you're a bit younger than me but I always felt a special connection with you that I -"

"Buzz off, Trixie..." Scootaloo warned, cutting her off smartly.

Trixie paused, and then her expression changed again. This time it sagged into a sad and desperate expression of need. "No.. Scootaloo.. please! He's herded... can't I just borrow him for ten minutes? I promise I won't use any magic on him!!... I'll... I'll..." Trixie cast her eyes about frantically. "I'll make Snips and Snails be your servants! You'd like that, wouldn't you?" her eyes shined as she nodded with desperate hope.

"'Cmon, Mason, we got things ta do..." Scootaloo said lowly and turned away without acknowledging Trixie's offers. I followed dumbly, unable to process everything that had taken place. Trixie's strange behavior was confusing.

Nopony challenged us as we moved away from the crowd although their faces followed. Scootaloo's statement about herding had shocked them all into a dumbfounded silence.

"What was that all about?" I asked her once we were out of earshot.

"What?... Trixie doesn't deserve you." she said simply, as it if was a common fact. Her aggressive mood was gone as if it had never existed.

"Deserve me? Wait.." I put a hand on her back to slow her down. She turned and looked up at me with sincere confusion. "Why did everypony back there act like the herding thing was a big deal? Why did Trixie say that stuff about 'borrowing' me? And what the fuck was she going to 'borrow' me for?"

"Didn't Luna tell you? I thought she came and talked to you that night?"

"Well, yeah... but what's that got to do with Trixie and those other ponies?"

"Wait... what did she tell you?" her face twisted in confusion. "I thought you said she told you about the herding magic?"

"She did... but... but just about us... and how, you know... you wanted to share me with your friends."

She looked at me expectantly for a second. "...and?" Scootaloo was waiting for me to continue.

"That's all!"

"She didn't tell you about the rest? Like that stuff about all our friends and disharmony and all that?"

"No!" I flung my hands up. Me being in the dark about stuff was becoming a common theme here, even if it involved how much sex I was supposed to be having.

Scootaloo gave a groan of frustration herself. "I'll tell you when we get to the Carousel Boutique. I don't wanna talk about it standing here like a couple a crazy ponies."

She set off towards a large, ornate building at the end of the road leaving me no choice but to follow her purple tail. It looked like a grand tent, but was made out of a solid material. A large parapet on top and the roof below was covered in alternating shades of light and dark purple in a diamond pattern with ornate wrought iron columns near the top. Two large windows flanked a single half door at it's entrance that had been painted to match the rest of the building. A triangle window capped by a stenciled fleur de lis was set in the center and it was against this window that Scootaloo reached up to tap a hoof loudly against.

We waited several moments with no answer. Scootaloo tapped again, this time lower on the wood and harder.

"We're closed!" came a small, high voice from far behind the door. I recognized it as Sweetie Belle's.

"It's Mason and me, Sweetie Belle! Let us in!" Scootaloo hollered back.

"Rarity is at the shops... she won't be back for a while and told me not to open the door for anypony!" came the reply. Scootaloo looked up at me, irritated.

"We ain't here ta buy nuthin, stupid! Just let us in! Since when do ya not let your friends in?!"

"It's... kind of a bad... uh... hair day for me. I don't wanna be seen by anypony!" her voice was unsure and wavering now. This only served to make Scootaloo try harder.

"What! Are you kidding me?! Open the door Sweetie Belle and quit bein crazy!"

Silence dragged out for a moment before we heard the latch thrown back on the far side. Scootaloo grumbled something that sounded like "about time" and pushed open the door.

The interior was immaculately clean and fresh. Dresses and bolts of cloth were on display in tasteful arrangements even to my unskilled eyes. It was a storefront and workshop in one, two large sewing machines with scraps of cloth and dress dummies lined one wall near a staircase leading up to the second floor where we both just barely caught sight of Sweetie Belle's flank as it climbed out of sight. Scootaloo chased after her.

"What in Tartarus is wrong with you, Sweetie Belle!?" she yelled up to her friend as she gave chase. I followed, climbing the stairs and came to a landing with three doors. Scootaloo had reached the only open one and had stopped, looking in. Even before I caught up to her, a scent caught my nose like a fishhook. It was hot and musky, dripping with a primal component that fogged my head briefly with it's power. A shiver ran up my spine that I recognized as magic but couldn't understand why at the moment.

"What is that smell?" I asked but Scootaloo stomped a hoof on my foot painfully, snapping me out of my haze. "Ow! Scoot! What the hell?!"

In the silence that followed, I could hear a high pitched keening cry coming from the bed where Sweetie Belle lay. She was facing away from us, curled into a ball on her side with her two toned tail draped over the edge. The scent was coming from her room in invisible waves, radiating out to me with unyielding strength. I had no control over what it was doing to my body and felt a small amount of disbelief that I had suddenly grown a massive erection with no conscious though of my own from it's influence.

"Sweetie Belle?" Scootaloo asked softly.

"There... you happy now?" she said pitifully. "My estrus started today..."

Chapter 13

I was having a hard time controlling myself as I looked in on Sweetie Belle. I found my hands were trembling and my stomach had gone tight and nervous, dimly aware that my wings had started to stiffen. The magic feeling that had stolen over my body was growing stronger with each breath I took, inhaling the scent of her heat that permeated the air. It's was an incredibly sweet smell that dug into my brain and commanded my attention.

"I'm going crazy..." Sweetie Belle whined. "My head is all cluttered and Rarity just left me here! She didn't even tell me what to do..."

Scootaloo jerked her head at me, indicating I was supposed to go in there and do something. I knew what was happening, but even though her scent and the magic were fogging my head, I still needed some answers. I wasn't hauling my cock out again until I knew what the fuck was happening.

"Hold on... I still need to know what the hell is going on!" I said quickly to her.

She rolled her eyes at me. "Really? Right now when Sweetie Belle is like this?" she whispered harshly back.

"Yes! I wanna know what's going on for real!"

"I thought you wanted to be with all of us... to do this together..." her eyes narrowed suspiciously. Sweetie let out another moan.

"Well.. yeah. I do, but... what about that whole thing back there with Trixie? And all that stuff about disharmony?"

Again another eye roll, this one more dramatic. She turned back to Sweetie Belle and grabbed the door handle. "Hang in there Sweetie Belle! We'll be right back!" she said, pulling it shut.

She took a calming breath and began.

"Luna says the herding magic is to help all of our friends, not just me."

"All? You mean like... Twilight and all them? Or every pony you know in Equestria??"

"Anypony who's close to me, I guess. It doesn't bother me at all if I think about one of my friends needing help from us... from you. But when Trixie tried to put the moves on you... I kinda snapped and got all mean! You saw that... She's not a part of it somehow..." she ended this statement with a confused look of her own, like she was trying to define it herself before she continued.

"It didn't bother me when Rainbow Dash told me you had been together because she is ... I don't know how else to explain it."

"I don't get it... why? Why is this even a thing?"

"Luna said that there aren't enough stallions around for all the mares and fillies and when we get... well... like Sweetie Belle is right now. If too many of em get that way without something to take care of it, it causes problems and might do something to the harmony of Equestria!"

"But... what does that have to do with us? I mean... I thought once Apple Bloom and Sweetie Belle had been with us, it was all over and you would be OK again?" This wasn't making sense to me.

"I did too! But... Luna said that they're just... um..." she struggled to remember the words. "... the center of it or something. The four of us are the core of the magic... and I believe her, Mason. Don't you feel it with Apple Bloom? Doesn't it feel right somehow?" she looked up at me, searching my face for recognition. "They're supposed to be with us because they will keep us together... because they love us..."

I knew exactly what she meant by this even though I didn't fully understand. Apple Bloom was a part of us now, and while my love for Scootaloo was undiminished and special to me, the other pony had taken a place beside her in my heart. I loved her too... I just hadn't taken the time to put my finger on it.

"So.. then what? What happens after Sweetie Belle?"

"I'm supposed to share you when the need comes for our friends. So that ponies don't start fighting and arguing between each other."

She made it sound like I was a pet, or a toy to be passed around and I wasn't sure I liked the sound of it. I knew it was right though... there was a presence inside me that whispered it to be the truth and the last of my resistance was melting fast to that persistent inner voice. It sounded crazy, but if Sweetie Belle was any indication of how bad a pony's heat could be, having six powerful ones fighting amongst themselves when they were supposed to represent the Elements of Harmony could be disastrous.

"... But what about me? Why don't I have a say in this?" I asked, trying to sound incredulous but it came out sounding resigned and defeated.

"It's to help our friends, Mason. Luna said it was the only weapon against the heat causing disharmony between them all! She said you would know it when the bond between the four of us was complete... she said you'd understand!" her worried look was boring a hole through my reservations with the efficiency of a high speed drill.

My resistance broke, leaving only a willing desire to do whatever needed to be done for Scootaloo and her friends out of love. I gave myself over to the strange magic that had infiltrated our lives, remembering Rainbow Dash's words."You got a lot to learn about how relationships work around here, S.H... you should just relax and let us ponies figure it out for ya. All ya gotta do is roll with it."

I knelt down and pulled Scootaloo into my arms tightly in a hug. She met me half way, standing up to place her own legs around my neck. I buried my face into her orange coat, feeling her mane tickle my nose.

"Alright... I'm with you on this. Whatever happens from now on... I love you Scoots."

"I love you too, Mason" she whispered in my ear.

_______________________________________________________________

"Sweetie..." Scootaloo put a hoof on her friends back. "Mason is here... he can help you." she said calmly, like somepony offering aspirin to a friend with a headache.

Sweetie Belle rolled over onto her back and looked over at Scootaloo first, then moved her desparate eyes to me as I came into the room. Her face was bright red, flush with heat and desire. Breaths came quickly and sharp through her slightly open mouth while her eyes bore into my own, the green rims sparkling in the sunlight coming from the window.

"I... I'm scared..." she said quietly, barely a whisper that I could hear over my heartbeat that was pounding in my ears. In the time the door had been closed, the smell of her heat had become intense in here.

"I'll be right here..." Scootaloo said soothingly and moved around to the far side of the bed. "It's nuthin to be scared of, you'll see" she beckoned me over to the bed. Sweetie looked miserable, the poor thing... she was in obvious discomfort.

One of her front hooves kept finding it's way down between her rear legs that she struggled to keep closed and was twisting and pressing there, seeking relief from whatever she was feeling while she writhed slowly on the bed. When I drew near, her eyes drifted down to my midsection and focused on the jutting bulge there for a moment.

"Are... you sure, you guys?" she looked up at me with apprehension and then turned her head to Scootaloo. "You really wanna do this with me...?"

Scootaloo climbed up beside her friend on the bed, wrapping one hoof under Sweetie's neck and the other across her chest in a tender embrace while the other breathed and sweated in anticipation and nervousness. Without saying a word, Scootaloo planted her muzzle against Sweetie's in a gentle, testing kiss.

"MmmMMMmm!" Sweetie's eyes flew wide, surprised at the intimate contact between the two but she didn't pull away and Scootaloo didn't let up. Eventually Sweetie Belle relaxed into the kiss, her eyes fluttered shut and their lips parted. Scootaloo twisted her head, sinking into their lip lock. I could hear both of them sucking deep shuddering breaths through their nose while their tongues worked inside their mouths. My cock throbbed.

They broke apart, Scootaloo dropping back against the pillow and breathed heavy for a moment. "Does... that answer your... question?" she asked.

Sweetie's eyes opened again and she looked dazed. "Scoot... I..." she melted into a content and satisfied smile. "Yes."

Her white hoof stretched out to me, letting me know it was alright to join her now. I climbed between her rear legs and knelt between them. My wings were completely stiff and cast a shadow over the three of us, blocking out the sunlight streaming in the window behind me.

"Sweetie, I -" I began to say something but she cut me off.

"Please..." she reached up for me with both her front legs. Her rear ones had come open again and the bright red slit of her desire was like a beacon. "... I can't stand it anymore." Scootaloo gave a slight nod to let me know everything was alright.

Sweetie Belle's plea drove me over the edge. Her plump, soft body was calling me and I answered it with my own flesh. Tugging my bottoms down to my knees, I let my hard member spring free in the moist air of her room. She didn't look down at it, instead keeping her eyes locked on my own when I moved over the top of her white frame, placing one hand between her and Scootaloo to brace myself. I looked quickly between us and saw the bright pink tuft of her pubic hair split into two by my swollen red shaft. Reaching between, I pushed it down along her slippery folds.

When the head of my shaft made contact with her sex, we both sucked in a breath. She was so hot there it felt like she was burning from a fever within. Her rear legs came up to lock around my lower thighs and only by a stroke of luck was I positioned just right when she squeezed me to her, drawing my penis inside her molten tunnel... our eyes locked together unblinking.

Sliding into her was like sliding into warm, melted butter. In one, smooth motion my cock moved inside, past the plush wet lips that embraced it. Another brief moment of resistance came and she gave a high squeak, her green eyes narrowed in concentration.

"You alright..."

"Yeah... just lemmi..." she breathed out deeply and squeezed me to her again. Inside I felt the stretchy resistance slip past the head of my cock allowing me to sink completly into her. When my hips bumped against her flank, a shock ran up my spine and exploded in my head, dimming my vision down to just her two piercing green eyes.

I suddenly understood everything Scootaloo had been trying to tell me just a few minutes before. A sense of completion socked home about what we were doing, like all the pieces of a puzzle had been put into place that completed the murky picture I'd been trying to see. Sweetie Belle had completed the bond.

All three of them were a part of me, moving inside my consciousness and mixing their essence with my own by some process that I didn't understand but welcomed and accepted. I knew them all completely, aware of their emotions and thoughts in a bright kaleidoscope of living female presence that wrapped around the solid core of my own sense of who I was. Each one was a separate entity, unique and personal to themselves. I could even feel Sweetie Belle's ravaging desire mixed with a fear and uncertainty of what was happening to her right at that moment.

Without a doubt I knew they also could feel me... I could hide nothing from them and every secret and thought I'd ever had was laid bare before them. For a brief moment, we had become one mind, one being. A vibrating sense of power and energy filled me with a scary intensity and then left, traveling from me to Sweetie Belle where our two bodies were connected. I heard her cry out suddenly as it left me for her... and then was all gone.

I was alone again inside my head, blinking as my vision returned to see Sweetie Belle was still looking up at me with a stab of heat still punctuating the fact my cock was still inside her. I felt amazing. It was as if a new perspective of life had been granted to me, filling me with giddy, loving energy for those I shared it with.

Scootaloo put a hoof on my side to get my attention. "You felt that... right?" her eyes searching mine.

"Yeah..." I nodded and smiled.

"Sweetie?" She asked.

"Mmmhmm.." she breathed.

She quickly wrapped her front legs around us both in a happy hug. "I love you guys!" she beamed at us and then laid back to give us some room and watched. Sweetie Belle's eyes met mine again and she nodded slightly. "Ok..."

I pulled my hips back to withdraw, feeling the head of my cock slowly slide back along the superheated folds of skin inside her body. My senses focused on her, the soft plump feeling that was different that the other two. She was the smallest of the three, but what she had was much more filled out and mature. I could feel the two small swells of her teats pressing against my stomach, the two nipples poking me like hard chips of rock between us.

She sighed and moved with me instinctively by thrusting her hips up just as I stroked down into her again. Our eyes never blinked, her hot breath washed over my face when she breathed out a high, quiet moan. Then, without warning, a hungry look came over her face with a frightening intensity teeth bared and a guttural snarl came from her mouth. "Yeah..." she grunted when I was buried in her again. I dropped my body low and moved to kiss her, but she had other ideas.

Her head moved quickly and she clamped her teeth on my shoulder in a surprising bolt of pain mixed with pleasure. Her teeth sank into me and she held on, grunting like a wild animal. I rolled with it crying out at the shock of her bite and enjoying this new side of the sweet, shy pony that was writhing underneath me. I began to rut her with an animalistic fervor, letting the primal urge built up from her scent's effect take over. I'd never been this rough with a pony before and I was surprised at my own force as I pounded into her with slapping impacts.

"Woah...." I heard Scootaloo exclaim beside us. I turned my head and saw her wide eyes watching with amazement. She'd placed a hoof between her own back legs and was squeezing them together as we bucked hard in primal lust. Sweetie Belle released my shoulder from her vice grip bite and cried out, throwing her head back with the tendons on her neck standing out.

"Harder!" she yelled and beat a hoof against my arm, egging me on. "Harder, dammit!" her small high voice was dripping with tense, commanding desire. I tried to comply, giving her everything I had for as long as I could. For a pony who hadn't done this before... she was crazy with lust. My own pleasure was building now, driven by her intense lovemaking and painful scrapes of the hardened ends of her hooves against my upper arms that left red traces of fire on my bare skin.

Finally she hit her peak just when I couldn't go any more. I wasn't ready to cum just yet, but I was close. It was the speed and ferocity at which she had driven me to plow into her soft inner flesh that had sapped me, my arms were shaking from the strain of holding me up. When she came, she clamped onto me with her muzzle again, this time on my chest through my shirt. High pitched screams came from her mouth, muffled by my body as she let loose her flood of juices around my pistoning shaft. She held tight, shaking and trembling for a moment and then let go completely. She collapsed under me in a twitching dance of spasms while I slowed my pace, unable to keep it up anymore. Finally she stopped, allowing me to pause and soak in her liquid heat with my own throbbing orgasm close and sweat pouring from my body.

"Ho... wholly cow!" Scootaloo laughed in amazement. "Sweetie... you're nuts!"

Sweetie Belle lay still, panting hard and fast from the experience she just had. When she opened her eyes again, she blinked into the bright light of the room. "I think... I may have found... a new favorite thing..." she panted.

"I'd say!" Scootaloo nodded. "What do you think, Mason?" she grinned at me.

"I dunno... my shoulder hurts too much." I said sarcastically, smiling down at the white and pink pony beneath me. My penis twitched inside her, reminding me that I still had something to take care of. She felt it, and fixed her eyes on me.

"Sorry bout that... " she had returned to the shy and quiet type again. "I dunno what happened... it was like a whole other pony took over."

"It's alright... I'm gonna finish now, OK?"

"Can I.... Can I see it when it does?" her eyes opened wide and curious.

"Sure."

"Hope you have a shirt laying around..." Scootaloo grinned. It was a reference to the first night we were together and it made me smile at her.

It wouldn't take me much longer. Her body had been slowly pulsing round my cock almost like Rainbow Dash's had. I pulled out slightly and pushed back in, this time going tenderly to relish the sensation her inner walls were giving me. She was relaxed now, looking up at me with happy, content eyes as I sawed my cock through her soaking lips and into the still hot passageway inside her. Only a few more pushes and I felt the welling begin in my balls that signaled the end of my time.

"Here it comes... " Scootaloo said in anticipation, watching my face with an eager smile.

She was right, of course. The pleasure spiked and my valves clamped shut behind my penis. I barely made it out of her in time, getting to my knees between her legs while Sweetie Belle half rose with her front hooves behind her to watch. Grabbing my shaft, I pumped my fist slowly along it's length and over the slippery head for a few seconds before the first spasm hit me like a grenade.

A blast of wind came from behind as my wings flexed from the force of my contraction, arching my back uncontrollably. Cum splattered on Sweetie Belle's coat just under her chin in a large glop, followed by another, larger one that streamed out to land just above her teats. My eyes closed on their own, blocking out the view of my cock firing several more loads from it's end and landing somewhere on Sweetie Belle. Eventually it slowed and I could feel the warm fluid running over my fingers wrapped tightly around my dick, one hand holding onto one of Sweetie's back legs for support.

When I opened my eyes, Sweetie Belle wasn't looking at me anymore... She was looking at the door and so was Scootaloo.

I followed their gaze and met Rarity's wide blue eyes, her mouth open in utter disbelief at what she was looking at. A paper bag that had been suspended by her magic dropped noisily to the floor with a thud, spilling it's contents of bottles and products she had bought while she'd been out. No one breathed for a moment until a small high voice came cut the tense air.

"Uh.. Hi sis?"

Chapter 14

I had no idea what was about to happen. Back home when I'd watch sitcoms on TV, the funniest moments were when someone would walk in on a completely ridiculous scene that looked entirely different than what was really going on. But unlike those funny situations, this was exactly what it looked like. The three of us were frozen in place on the bed, cum still dripping from the end of my rapidly deflating member and Sweetie Belle covered in it while I held one of her back legs up in a raunchy pose. Scootaloo still had her hoof between her legs.

A crazy impulse to take to my wings and fly as fast as I could out of there hit me as Rarity's expression changed from shock to anger. Her horn sparked to life with a red gl-

My breath was cut off by an unseen force clamping around my neck and I felt myself lifted painfully by it, choking me and flinging me backwards with tremendous speed. I smashed into the wall with a crash, feeling my wing bend at a weird angle with shot of agony. It didn't last long though, I was already going numb from the lack of oxygen.

I heard Sweetie Belle's voice cry out in alarm. "No! Sis... STOP it!"

Rarity didn't say anything. In the bubbly, black dots that were appearing before my eyes, I saw her slowly walking forward, her face a twisted mask of hate and revulsion that obscured her normally pristine white features. The red glow of her horn intensified and the clamping sensation grew worse. With a bolt of panic I realized she meant to kill me and there was nothing I could do. My hands clawed at the invisible force at my neck feebly, gray flecks crept in from the edges of my vision and began to swirl, washing the colors out of everything.

Then the pressure holding me up that was cutting off the blood from my brain suddenly vanished and I fell to the floor in a heap, gasping for air. My vision cleared and when I looked up, Sweetie Belle was standing at the end of her bed, her own horn glowing blue with magic and her face scrunched up in concentration. Rarity wheeled, looking at her sister in disbelief.

"Sweetie Belle!? You let go of my horn this instant!!" she roared at the younger unicorn.

"No!" she grunted back. Her teeth were clenched with the strain and effort to hold off her big sister's anger.

Scootaloo slid off the bed and ran in front of me, blocking my view of Rarity's seething face. "Rarity..." Scootaloo said calmly. There was something in her voice that caused Rarity to stop and take notice of her and everything paused. I slowly got to my feet, my head pounding and my left wing throbbed painfully when I tried to tuck it in behind my back, something was wrong with it and it wouldn't close all the way.

"Scootaloo... I simply cannot believe you're participating in this... this MONSTER'S desire to defile my little sister!" her eyes bored into me. "Why.. I've got a good mind to call the authorities!"

"We're a herd, Rarity..." Scootaloo said quietly. "... Apple Bloom and Sweetie Belle are both with us."

"Wha! Surely not! Your simply confusing your natural urges with what a herd really is, stop that nonsense talk immediately!"

"Luna gave us the magic... she came to me." Scootaloo said with finality.

The statement had a profound effect on the purple haired unicorn. Her mouth, still open and snarling sagged into a shocked O again and hung for a moment. Then her ears dropped, her bottom lip began to quiver and her eyes glistened with moisture. Her whole posture sagged in anguish.

"No..." her head shook slightly, dropping her gaze to the floor. "It cannot be.... not..." she turned her head to the right and pleaded with Sweetie Belle in sudden desperation. "Sweetie, you mustn't! Please! Tell me this isn't true!"

Sweetie Belle gathered herself in a determined look and climbed down from the bed to stand beside Scootaloo. It was the only answer Rarity needed.

"Oh sweet Celestia no!" she cried in dismay. "You have no idea what you're setting yourself up for, darling!"

"What are you talking about, Rarity?!" Sweetie Belle asked her.

"Yeah... what do you know about it?" Scootaloo added confused. "This is supposed ta help everypony... how can that be bad?"

Rarity's bottom lip continued to twitch and a large tear ran from one eye, running down the white hair of her face to land on the wooden floor beneath her with an soft, audible tick. Then she gathered herself and tried to compose her features as best she could but her eyes betrayed her attempt.

"I'll have you all cleaned up... and dressed... downstairs please. Do so quickly, before I change my mind." she said curtly in a quavering voice and turned on her hooves and left, leaving the spilled contents of her shopping bag where they lay.

The three of us looked at each other, none of us quite comprehending anything Rarity had said. We all had felt the power of the magic when the bond was complete, nothing felt wrong or dangerous about it at all... quite the opposite actually. I got dressed and Scootaloo helped me push my bad wing back into position gingerly. Sweetie Belle did her best to clean herself off before we moved single file down the stairs to the shop below.

There we found Rarity sitting at a low, round table in the middle of the floor space with a large book in front of her. She watched us silently with wet eyes as we descended and gathered in front of her. "Please sit. This... may take some time." her reluctant voice asked us. Whatever she was going to say was not something she wanted to talk about.

The table was low enough for me to sit cross legged and still see the book in front of her clearly. Scootaloo sat next to me on my right, wrapping her tail around my waist and Sweetie Belle sat beside her. Rarity looked down at the book in front of her with sad eyes and her horn sparked to life, her magic opening the leather bound cover to the first page. It was a photo album.

"What is that?!" Sweetie Belle remarked at the book. "You've never shown me these pictures before!"

"You're right, dear sister. For good reason too. This is my photo album from design school in Manehatten. You remember when I went there, right?"

"Yeah... that was a long time ago." Sweetie nodded gravely. "You came home and didn't leave your room for like.. ever, that much I remember."

"I came home early as a matter of fact. I still had three semesters to go."

"Why?"

Rarity shut her eyes and took a deep, steadying breath. When she opened them again, she flipped the page to show us a large picture of a much younger version of herself standing in front of a train with a slim, silver unicorn mare with an orange mane. They both looked excited and happy.

______________________________________________________________________

When Rarity had arrived in Manehatten, she was on top of the world. Her and her best friend, Sparkling Lace, had both been accepted into the Manehatten School of Fashion at the same time and had traveled together by train with their luggage in tow and their dreams and hopes of the future clearly laid out before them. Sparkling Lace had been Rarity's best friend since they were foals in diapers, their parents had been neighbors in the small rural town of Ponyville, a place with very few unicorns to begin with.

When they checked in at the admissions desk, they both cheered when they were given identical class assignments... and were also assigned as roommates together. Nothing could have worked out better as far as they were concerned. Classes started, and they both struggled to keep up with the assignments and homework. Rarity had found it easier than Sparkling Lace to stay on task and tried her best to resist her friend's desire to explore the surrounding city but relented eventually, giving into the bright lights just outside her dorm window.

Their first night out on the town they had found a dance club nearby filled with ponies of all types. Each one dressed in the latest fashion and designers making them feel severely self conscious. They stuck it out and ended up having a wonderful time when they began talking to their fashion minded peers that swarmed the lounge seats. Sparkling Lace had hit it off with a handsome deep green unicorn stallion and the two remained deep in conversation the entire evening.

It only took a few days for them to begin a relationship. Rarity could see the intense love they shared whenever they were together... and that was pretty much all the time. Emerald was the stallion's name and he had moved here to start his own design company, leaving him broke and scrapping by while he got things going.

Sneaking into their dorm room was a nightly occurrence for a hot meal that Sparkling Lace would save for him. He would sleep there frequently with Rarity only a few feet away as they made discreet, but not entirely quiet love under the sheets in the dark. She didn't mind. Emerald was very nice, polite and refined... somepony Rarity got along with very well herself and she was glad her friend had found a special somepony in this big city. She found soon that she struggled with her own attraction for him, a magnetic force kept pulling her thoughts to him whenever she let them wander.

When Sparkling Lace had woken up that night and shook Rarity awake with news of Celestia's visit, she felt in her heart it was true. Herding was not an unknown concept to the budding fashionista and while she'd never known anypony who had experienced it, she knew how it worked. Young fillies talked about it all the time, of course, confusing their budding lust and promiscuity with the true nature of the magic and it often ended up in emotional disaster. The two friends were well beyond that phase.

She didn't have to ask Sparkling Lace who her herd mate was... Rarity realized she already had known it the whole time.

The bonding experience was incredible. She'd never felt that much power from magic before not to mention the act itself had been amazing. The intimacy she shared with not only Emerald but with Sparkling Lace wasn't about the genders of the participants but the sharing of their souls. Rarity didn't give a second though about letting her friend not only watch, but participate actively in her pleasure multiple times... some even without Emerald around. It had felt natural to her even though being with another mare had never entered Rarity's mind before.

From then on, the three were inseparable. Rarity had been bonded with them in a trio of unconditional love and had herself become deeply attached to Emerald. Because Sparkling Lace had no real friends other than Rarity in Manehatten, there was no immediate need for Emerald's company and they planned to make a trip home as soon as possible to fulfill the magic's calling. Lace and Rarity had many mare friends there, but none were as close as they were to each other.

Their first trip back was a whirlwind of encounters for them. After revealing the gift bestowed on them to their friends, mares began to come forward secretly to Lace, quietly asking for help and companionship. Emerald willingly joined them, providing them relief from their urges but also giving them a moment of peace from the loneliness that is so common among mares in a world short of stallions. Rarity felt the pull of the magic during these times, irresistibly needing to be near Sparkling Lace and reenforce the bond between them while he was away with others. There was no drama, no fighting... only a peaceful sense of right about what they were doing from everypony involved.

Months went by with a couple more trips home. Rarity visited her family briefly, but never told them about the events that had happened to her. School went well and Emerald had won a major contract with an upscale clothing store downtown. Rarity and Sparkling Lace would work with Emerald when they finished school, now that he had become established and was making bits enough to support himself. The love and bond between the three grew stronger, filling them with a joy of life that needed no words to share. Their whole future was a green pasture filled with friends, love, pleasure and happiness.

It was nearing the end of the first semester of their final year when Emerald became ill. It happened so fast that there was no time for the doctors to truly diagnose what was happening. In the span of a week, he had gone from his happy, positive self to a hospital bed with barely enough energy to raise his hoof. The doctors said they thought it was a virus or some other disease he had picked up that was causing his body to fail. They tried everything... but nothing reversed or even halted the condition he was in from getting worse.

Rarity and Sparkling Lace stayed by his side the whole time, watching the progression with heartbreaking agony. When the final day came, they were there. He gave a frail smile as the light dimmed in his green eyes, and then he was gone.

Rarity's world came crashing down around her, clinging to Sparkling Lace for support who was in no way herself capable to offer it. A tremendous pain of loss greater than she'd ever though possible consumed her life in a matter of seconds. She could feel the gaping hole in her mind and being where Emerald once was, crying out in agony. There was no escape from it. No sleep, magic, pill or drink would placate the roaring tidal wave of anguish she felt. Sparkling Lace lay on her bed in their dorm room with empty eyes, not responding to her voice and only looking at her when she touched her friend to see if she was still alive herself.

When Rarity had gone out to get food, the first they'd had in days... Sparkling Lace was unconscious when she returned. Panicking, she called for help but it was too late. Sparkling Lace had followed her bonded soul mate to the great beyond.

Rarity drifted through the next few days in a haze of depression. Alone, hurt and dealing with an incredible sense of loss. She returned home to her parent's house in Ponyville, leaving her belongings and everything she had in Manehatten behind. She never told her them about Emerald, instead she only relayed Sparkling Lace's loss as the reason she could no longer continue schooling during a brief and unremembered conversation with them.

Rarity stayed in her room for weeks, only leaving to use the restroom and occasional showers. She quit caring about herself completely as she fell deeper into the abyss. She longed to follow her two missing lovers, to feel that empty, hollow void inside filled again with the vibrant energy of life and love she had once experienced... she begged for a release.

She didn't remember leaving the house that day, or even walking to the store with her mane and tail a matted mess and her eyes bulging out over deep black pockets from her gaunt face. She found herself at the counter with two bottles of mane bleach and purchased them without realizing everypony around her had been staring.

She walked outside in the bright empty sunlight that did nothing to warm the cold center of her heart and set them in front of her on the dirt path. She didn't see two white bottles with a large skull and crossbones symbol above the word "Danger!", she saw the faces of Emerald and Sparkling Lace. Her horn glowed, causing the top of both of them to spin off and she took a deep breath.

It was Pinkie Pie who saved her life. The party pony had come running at her in a pink streak, her eyes bulging with relief at spying Rarity from down the block. She needed help. She was trying to organize a costume party for the mayor and other important dignitaries in Ponyville and had no where else to turn for help. She knew nothing about how to design a costume and there were no places in Ponyville to buy one. Rarity didn't hear her at first, long ago giving herself over to the plan she had only just realized was about to reach it's conclusion.

But something inside her stirred awake after long days and nights of drowning under a sea of despair. The generous spirit of her soul came alive and forced her to listen to Pinkie Pie. She had barely known her then, meeting her once at a fancy gala where she had been the pony responsible for the decorations and food, but that mattered little. A pony needed her help and it was her spirit of generosity that pulled her up from the dark depression like a hoof caught in deep sucking mud. The empty place in her heart was filled... just a little bit... by the idea of helping this pony by giving her the only thing she had left, her talent.

She left the two bottles of deadly brew behind and followed Pinkie Pie instead. Rarity threw herself into the work, staying up all night and throughout the day working in the upstairs room of Sugarcube corner while Pinkie Pie busied herself downstairs with the confections. The more she worked, the better she felt. The pain of her loss was still there, but it had been lessened enough that she no longer was consumed by it. When the work was finished, she'd found a new level of tailoring skill and design ideas she'd never dreamed of. The response was tremendous. The mayor had never seen work like that before and every dignitary at the event wanted to meet with her.

In the end, she was gifted the building her boutique now operated out of to celebrate Ponyville's newest fashion queen, but nopony knew exactly how close she had come to never being there at all.

____________________________________________________________________

Rarity used her magic to dab her eyes with a fresh tissue. There was a pile of used ones next to her.

"...and nothing has ever made me feel the same as when I was with them. I've... never told anypony this... and as far as I know, nopony I've ever known has been in a true herd again. The odds of sisters having the same life experience has to be... well astronomical, I'd say. I only told you my story so you know what could possibly happen if... well if anything were to happen like that."

The book in front of her closed, the last page of pictures showed Rarity standing in front of a new and empty version of the building we sat in now. The smile on Rarity's face in those pictures didn't reach her eyes.

"Sis..." Sweetie Belle had been crying most of the story silently. Her face was red and puffy and she'd been using the back of her hoof to wipe her nose with occasionally. Scootaloo had tried to hide it, but even her best attempts at not watering up had been given away by the subtle chuffing I'd felt when I put my arm around her long ago to comfort not only her, but also myself.

"You were gonna..." she stared at her big sister in disbelief, tears dripping from her chin. "...that's so horrible!" her high voice was choked with emotion.

"Yes... I believe I was. You see my point now? Nothing in all of the known universe can compare to the loss of losing your herdmate, Sweetie Belle. It was bad enough for me to almost end my own life, even with a wonderful sister like you and our parents around me. You experiencing that same loss is all I can think about." her eyes drifted to each of us for a moment.

Scootaloo looked up at me with big, purple eyes. I smiled at her through my own misty ones that had also leaked a few tears during Rarity's story. We didn't need to say anything... we both understood the implications of our bond better than ever.

"But that was just bad luck, right? I mean... you know how good it feels to be a part of one... why would you not want me to have that?" Sweetie asked.

"I suppose it is selfish of me, isn't it?" she admitted. "And if you've completed the bond then there is no force in Equestra to reverse it. I guess I shall have to live with the risk of my little sister going through a horrible event like that." Rarity gathered Sweetie Belle into a fierce hug, both of them letting out the last of their tears and emotion together for a few moments. Scootaloo leaned into me, nuzzling my chest in an attempt to hide her own wet eyes.

I was struck by the realization that the sad and conflicting emotions in my head didn't seem to be all mine. I couldn't put a finger on exactly how I knew, but all I could think of to describe the sensation was they tasted different than my own. It didn't make sense in the true meaning of the word, but it was the closest thing my brain could come up with to describe it. I occurred to me that it might be the parts of Scootaloo and Sweetie Belle that were left inside me.

"As far as what I witnessed upstairs..." Rarity composed herself more successfully this time, returning to her usual self and letting her sister go. "I'd rather have not seen that, to be perfectly honest. My reaction was... a bit extreme given the circumstances. If my Sweetie Belle is your herdmate Scootaloo, then what I witnessed was only the natural course of events. I am... sorry for how I reacted, Mason." her head dropped in a sincere apology.

"Nah... I get it, Rarity. I guess I'd be pretty freaked out too if I saw my little sister like that."

"I don't wanna think about it..." Sweetie Belle moaned, her face turning even redder than it was before.

Rarity turned to her. "You're a young mare now, Sweetie Belle." She said matter-of-factly. "There is nothing to be ashamed of in releasing your urges with somepony you care about. Doubly so when you're in the horrid grip of your estrus. I guess I should've expected this to happen sooner or later. Just not with such..." Rarity's eyes flicked to my own. "...visibility."

Sweetie didn't say anything, she only sat knocking her front hooves together in embarrassment with a soft clopping sound, her white ears flat against her head.

"...And I suppose I no longer need to teach you about how to relieve that urge yourself either. Ohh... that will be wonderful to have to visit Carmen Softhair again and try to explain why I'm returning those items I dropped all over the floor." she grumbled sarcastically.

"Mason's wing is hurt..." Scootaloo informed her, trying to keep her friend from further embarrassment. "... I think it might be broken or something."

Rarity's face turned to a shocked remorse. "Oh dear! Mason... I do feel horrid now! Please, let me take a look at it! I do not know much about pegasus wings... and even less about humans but I'm willing to do anything to make it up to you!"

"No... it's alright." I gave Scootaloo a little squeeze with my arm. "I don't think it's broken, it just got bent too far. It'll be fine."

"Are you sure?" she asked eagerly. "I'd feel awful if I thought I'd ended up hurting you that badly... although I do believe I would have killed you if my sister hadn't intervened." she smiled grimly.

"You were close... I think." My hand came up to rub my neck at the memory.

"Let that be a lesson to you, then! We can be mighty feisty when we get worked up, you'll do well to remember that if you happen to get Sweetie Belle in a mood!"

My hand went from my neck to the painful welt on my chest where she had bitten me during her climax. I didn't think Rarity had that in mind when she mentioned it, but it was all the proof I needed about how 'feisty' she could be.

"Well, now that all that unpleasantness is behind us, did you have anything else you wish to discuss?"

Chapter 15

Sweetie Belle didn't come with us when we left Rarity's boutique, but she did grab a hold of my shirt tail with her muzzle as I was moving to the door. When I turned around, she stood there, looking up at me with big green eyes. I didn't need her to tell me what she wanted, I already knew.

I crouched down and drew her into a tight hug. Much like Scootaloo had earlier, she met me half way eagerly and clasped her hooves around my neck. "I'll see you guys later, kay?" she said in my ear.

"Alright..." I rubbed the small of her back with my hand. When she pulled away, she planted a quick and fleeting kiss on my lips before dropping down on all fours again, her cheeks bright red.

Rarity's story had shaken me deeply, more than I was willing to admit. It wasn't out of fear for myself or any of the other three, but at the incredible pain that she must have endured in her own experience. Between Applejack, Rainbow Dash and now Rarity, I was beginning to think that for all the harmony and happiness present in this world, a dark underside was lurking filled with tragedy and sorrow just out of sight. I wasn't surprised at this realization... after all Scootaloo's own family had been twisted and warped as well.

The two of us completed what we had set out to do with Rarity, asking for her help at the farm for the next couple of days. She of course agreed, returning to her usual and pragmatic self now that we had all calmed down. Sweetie Belle elected to stay behind and help her sister with gathering some things and I also got the feeling that Sweetie Belle wanted to talk with her sister alone for a while. With the events of Rarity's boutique behind us and a wide range of emotions at play, Scootaloo and I set out for Fluttershy's cottage near the southern edge of Ponyville, near the Everfree forest.

Nether of us spoke for a while, both preoccupied with our own thoughts that shared the same thread. The bond was complete, we had all felt it. Even though Apple Bloom wasn't with us, there was no doubt in my mind that she would know what had happened already when we made it back to the farm.

"I can't get Rarity's story outta my head, Mason..." Scootaloo finally said, shaking her purple mane. "That's not gonna happen to us, is it?"

"Well... not if I can help it, I guess. But bad things happen sometimes, Scoots. I just hope when the end comes, it comes for us both at the same time if that's what it's going to be like..."

The air between us was heavy for a moment with the morbid thought before Scootaloo shook it off. "Let's stop talking about it... I don't wanna think about it anymore!"

"Heh.. alright. We gotta figure out some other way of getting to Rainbow Dash anyways. I don't think my wing is gonna let me fly for a while." I gave it an experimental flex. It moved, but painfully.

"Aww that's easy! Come on!" she took off at a fast trot and I jogged behind her. She took me down a narrow path with tightly packed two story brown buildings on either side. A few ponies watched us pass with more recognition on their faces but none called out or got in our way. It was growing hot, the air heavily scented with hay and dirt was becoming uncomfortable here in the tight confines between buildings where no breeze could reach.

Finally Scootaloo stopped in front of a single story red storefront at the end of the road. A large sign hung above the half door depicting a white envelope with two silver wings. Clear enough for me to understand that this was some kind of post office or messenger service. The top half of the door was open, letting us see into the sunlit interior where a silver pegasus with a yellow mane sat behind a wooden desk wearing a blue postman's cap with a black bill. A large red pencil was balanced on her upper lip that was pushed out comically to form a shelf as she passed the time alone in there.

Scootaloo stood on her back legs and leaned into the open door. "Heya Derpy Hooves!" she said brightly.

"Scootaloo!" the mare chirped with an odd thick voice that sounded like her tongue was just a bit too big for her mouth. The pencil rolled off her lip forgotten as her face lit up in a smile.

"Can you find Rainbow Dash for us? We need to get her a message."

I nudged Scootaloo to get her attention. "I thought she did the weather?"

"Only part time... she's mostly just the Mailmare between Ponyville and Clousdale." she informed me.

Derpy got up and came around to meet us at the door. On her first step, one of her rear hooves landed perfectly inside the small, empty wire waste bin next to the desk, wedging firmly inside. We watched with awkward amusement as she vainly tried to shake and kick it off with mild annoyance. She gave up after a moment and clunked her way to the door with rattling steps.

"Sorry..." she gave us a sheepish look and stood on her rear legs at the door on the other side. Now that she was close, I could see something was odd about her. The large tan colored eyes she had didn't seem to work together. The left one looked straight ahead at Scootaloo and I while the other one on the right seemed to be stuck looking up and in. The stories I'd heard from Scootaloo and Rainbow Dash about her began to make sense. I instantly felt bad for the pony knowing she must be a handful for the others who deal with her on a regular basis... and she probably knew it only too well.

As Derpy gathered her pencil and paper to write down the message, the one good eye kept drifting to me.

"You're the human I've been hearing about." she stated bluntly.

"Yeah, I'm Mason. I've heard all about you Derpy... it's...eh.. nice to meet you finally!"

She broke out in a massive, toothy grin. "Everypony knows me!" then her expression changed to a shy, timid one as an almost visible thought crossed her mind. Her head tilted down with a frown, her ears flattened and she looked up at me with big mismatched eyes. "But not many ponies like me. I make a lot of mistakes..." she mumbled sadly.

My heart gave an inaudible "Dawww..." and I felt like should try to make her feel better.

"No... not that I've heard! In fact I hear you're a great Mailmare!" I lied through my teeth as best I could.

Her expression didn't change, in fact...it only got worse. "That's nice of you to say but I know it's not true. I thought I lost a whole bundle of mail yesterday... but it turns out I just forgot I delivered it already."

"Ohhh..." I was completely lost now. Scootaloo gave me a gentle slap with her tail below the door.

"So ...whatcha been up to, Derpy? I heard you worked the Thundercloud stampede!" Scootaloo asked her with a friendly smile, trying to change the subject. It didn't do anything to help the awkward situation.

"Yeah... but I got in trouble." her face fell even more. "I lost control of my cloud and zapped Cheerilee's tree..."

"Oh no!" Scootaloo cried out. I had heard about this from Rainbow Dash already. The morning after it happened, Dash had flown into the side of the barn, drunk off her tail and vented to me about the night's experiences with the clumsy silver pegasus.

"It's OK, Rainbow Dash covered for me... again." she brightened. "She's so nice! She's like my best friend! It seems like every time I screw up she's always there to help me." she was back to smiling already.

"Yep, that's why she's the best pegasus ever!"

"So what did you want me to tell her?" Derpy slid the small notepad in front of her.

"Come to Sweet Apple Acres ASAP. AJ needs your help." she said slowly and clearly.

"Ok..." Derpy concentrated, putting the large stubby pencil in her mouth and rubbing it across the paper in a seemingly random fashion. When I looked at what she'd wrote, there was only a squiggly, unbroken line. She stared at her work for a moment and then dropped the pencil, looking up at Scootaloo. "What does ASAP mean?" her yellow mane cocked to the side in confusion.

"Errumm..." Scootaloo was caught off guard by the question herself. "A... super.. awesome... pegasus?" she answered hopefully.

"Yeah! That makes sense!" Derpy nodded intelligently and they both smiled at each other. I almost said something, but decided to leave well enough alone.

"Umm..." Derpy suddenly looked deep in thought. "There was something I was supposed to ask you..."

"Me?" Scootaloo asked in mild surprise. "What in Equestria could you need from me?"

Derpy thought for a long time, one hoof came up to her chin and I could hear the waist bin stuck on her back hoof rattling and tapping against the floor as she thought. The sounds of the town around us drifted in on the slight, warm breeze as we waited with growing impatience.

"I dunno." she finally said simply and looked at us with a triumphant grin. Her right eye slid down so it looked like she was half staring at her nose.

"Aaalllright then, Derpy. We're gonna get going now." Scootaloo pushed away from the door, dropping down on all fours and walked backwards a step with a humoring smile on her face. The Mailmare didn't move.

"See ya!" Scootaloo turned away and I followed behind, feeling a bit strange about the whole encounter.

"Is she always like that?" I asked Scootaloo when we were out of earshot.

"Yeah... you kinda get used to her. I actually like her, even though she's a weirdo sometimes."

"I get the feeling that she's also not that... umm..." I looked for a way to say it without sounding rude. But the ever increasing ability for Scootaloo and I to know what each other was thinking meant I didn't have to.

She gave a small chuckle. "Yeah, she's pretty ditzy. Apple Bloom says she's as sharp as a boulder!"

"Aww... that's mean!" I chided her.

Scoots was ready for a sarcastic game of one-up with me on it. "Ooohhh... sounds like you wanna bring her into the herd!" her eyes narrowed playfully as she looked sidelong at me with a smirk.

"What!? How did that go from being ditzy to sharing the herd with her?!" I laughed and stopped walking in a joking display of being appalled. As soon as I did, something crashed into me from behind with enough force to make me stumble forward, sucking in a painful breath from the contact with my hurt wing.

"Sorry!" that thick voice said from behind me.

Derpy Hooves had been right behind us.

"Derpy? What... why are you following us? Scootaloo's face twisted in confusion.

"'Cause I remembered what I was supposed ta ask you!" she beamed in pride. "No one is getting the mail at your house anymore. Did you move?" that lazy eye of hers rotated around, seemingly on it's own accord.

"Oh!... yeah.. heh heh... I'm living with the Apples at Sweet Apple Acres now." she rubbed her neck with a hoof and looked awkward for a moment. "I guess I should have told you... my father and mother are in a little trouble."

"Jeeze, Scootaloo... even I knew that...!" Derpy tried her best to look smart and informed. "... and I also knew I'm ditzy" her expression sagged slightly.

Shit, Derpy had heard us talking bout her. "Derpy, I'm sorry... we didn't mean..." I started.

"I wanna join a herd!" she blurted out and gave a hop of excitement. Her head rotated slightly and she gave an open mouthed smile. I couldn't tell who she was looking at, me or Scootaloo.

"Uhhh..." Scootaloo stammered a bit. "Well... I'm sure there's a special somepony out there..."

"You mean... I can't join the one you're in?" she looked crestfallen.

Holy hell, this had gotten weird and I instantly went into wallflower mode. No good had ever come of me getting into this type of conversation since I'd been in this world. The ball was squarely in Scootaloo's court as far as I was concerned.

"It's... uhh.. already full, sorry..." Scootaloo tried her best to look helpless about the situation but the news didn't seem to phase the yellow maned pegasus at all.

"It's OK. I really didn't think you would want me anyways." she shrugged as if this was just a simple fact, like the sun rising every day. "I'll just wait until my tail gets funny smelling again and come find you!"

Scootaloo didn't get a chance to reply, Derpy had said this last part as she spread her wings and leapt from the ground. Before she could form a response to that seemingly random statement, Derpy was already climbing into the sky and heading towards Cloudsdale.

"Buck." she said and looked intently at the ground, her eyes searching inward.

When I processed what Derpy's last words meant, I felt the inner presence that had taken up residency since this whole magic thing began speak to me. It filled me with a warm flush of heat and sudden arousal for Derpy that came from out of nowhere. It wasn't unpleasant in the slightest, I decided. Like the first time I had smoked pot with a stoner kid from school who I got along with occasionally, it was a new and exciting change to my perception of how my brain worked. I also had a good idea what it meant.

"She's...." I began.

Our ability to finish each other's thoughts kicked in again and Scootaloo looked up at me with a curious half smile of both satisfaction but also reluctant bemusement "... in the circle. Yeah."

Chapter 16

We made the edge of town shortly after Derpy left us standing with the realization that she was a part of Scootaloo's circle of friends that could take benefit from the herding magic. Even Scoots herself was a bit shocked by this and she told me so as we walked towards the southern edge of town.

"....I mean... I just never though of her as that close a friend, ya know?" she shook her head.

"Maybe you just didn't realize that you cared for her that much?" I suggested. She didn't reply at first.

"I guess. She is really nice and tries to help everypony. It's not her fault she's so... Derpy." she gave a chuckle.

The sun had risen high and our sexual sidetrack at Rarity's boutique, followed by her cautionary tale had put us behind schedule. We had planned on getting back to the farm by midday but now that wasn't going to happen. Hopefully Pinkie and Twilight had made their way there to start helping Applejack by now. We passed by another storefront on the right, a sporting goods type of business from what I could tell. My eyes drifted to the items on display casually and then stopped when I noticed something that caught my interest. Before I could investigate it further, Scootaloo spoke up again.

"You don't have to, you know..." she said without looking up.

"What?"

"Derpy... you don't have too. I don't know how I know but... I can feel it. We both have to agree... I don't think I'd be mad if you never wanted to with somepony."

"But I thought that was the whole reason for the magic?"

"Yeah... I dunno. I wish I could talk to Luna again. This is getting confusing."

I spent the last of the walk out of town contemplating what I'd do if Derpy suddenly appeared asking for help. To be honest, I didn't know myself and only that nagging inner presence was firmly affixed on doing it. It was a strange conversation taking place between the part of me that was myself and this new personality that had developed.

We finally cleared the southern edge of town and set out on the wide dirt track that would take us to the crossroads on the eastern side of the bridge leading to Sweet Apple Acres. This was a direct and straight route that got us there much faster than the road we had taken around the west side of town to get here earlier in the morning. We took the T intersection to the left and set off towards Fluttershy's cottage.

Scootlaoo surprised me with a question. "How's your shoulder?" she gave me a coy smile.

"Still hurts..." I frowned back at her. Sweetie Belle had bit me damn hard there as well as on my chest. But her teeth had found better purchase on the top of my right collar bone.

"That was crazy... I've never seen her act like that before."

I gave her my own sarcastic smile. "Oh? you've seen her get rutted all the time, have you?"

"Shut up!" she cried and made a move to stomp on my foot that I dodged. "You know what I mean!"

"I'm just saying! It's always the shy and quiet ones you gotta watch out for... at least that what they say in my world."

"Watch out for like how?" came her confused reply.

"In bed! They're usually the ones who turn into freaks."

Scootaloo pondered this silently before we moved on to talking about other things while we walked. I asked her about what The Summer Sun Festival was and then listened to her explain the history behind it. Ahead and to our right, the cluster of houses she once lived in came into view, bringing back bad memories of what had taken place there not too long ago. I noticed she also gazed at them with a queer expression.

"You alright?"

"Yeah... It's just weird, ya know?" She didn't have to explain. Her dark and hidden life there was gone but the memories of it would always remain, I'm sure.

Fluttershy's cottage finally came into view on the other side of a grove of trees that hugged the southern edge of the road on our right. It was a peculiar dwelling, low and squat with a grass roof that gave the appearance it was part of the ground itself. A small creek ran in front through a smattering of trees festooned with many bird houses and feeders that swarmed with various small birds. Scootaloo and I crossed over the small stone bridge that spanned the creek and stepped into Fluttershy's lawn.

A rustling sound came from a low bush beside me and a white rabbit poked it's head out, regarding us with a menacing look... something I didn't think possible from a rabbit.

"Angel Bunny!" Scootaloo smiled at it. "Where's Fluttershy?"

The little creature let off a string of irritated chittering noises at us and then vanished into the bush again.

"Seems friendly..." I commented.

Scootaloo paid no mind to the bunny and continued towards the closed door of Fluttershy's house. Birds flew near us and inspected our passage with small beady eyes, chirping amongst themselves in a conversation that sounded musical to my ears. If you took the crotchety bunny out of the picture... this place was incredibly peaceful.

Fluttershy was home and quickly agreed in her soft voice to leave for the farm as soon as she'd finished up some things around her house. Aside from Twilight, it was the only stop we'd made that hadn't been eventful. We turned around and began the walk back to the farm. We were both hungry by now and hopped that Granny had lunch there for us when we arrived.

______________________________________________________________

"Get outta the way! Here it comes!!" I yelled down at ground below me. The Cutie Mark Crusaders scattered, giving me a clear spot to let the heavy dead branch fall from the apple tree I was in. Giving it the final pass with the small saw in my hand, it fell with a solid thud on the ground below.

"Alright!" I called out and watched as the three worked together to hitch it up to Apple Bloom's yolk and help her haul it to the woodpile.

Myself, Fluttershy and Rainbow Dash had been steadily working our way through this stretch of orchard all afternoon, cutting out the dead branches in the trees while Apple Bloom, Scootaloo and Sweetie Belle would work below us to haul the wood away to the large pile near the edge of the barn's clearing. Fluttershy and Rainbow Dash were teamed up using the two pony saw and I was alone using the curiously designed hoof saw on my own. Twilight had done an amazing job using her magic on my hurt wing, flying was possible again for me and the three of us flitted quickly from tree to tree.

Applejack had taken Rarity to the Carrot field, utilizing her magic to speed up the weeding there and Pinke Pie was with Granny Smith, prepping the stuff needed for canning the hundreds of Apple Jam jars they would need. All of this was orchestrated by Twilight Sparkle who patrolled each group with ruthless efficiency. I had to admit, she was good at planning and organizing things. By putting us on tasks that fit our talents best, we had already accomplished a lot in a short amount of time. Even Big Mac and Spike were given their own duties by the purple alicorn.

By the time the sun had set, half of the list Twilight had made from the haphazard notes given to her by Apple Bloom and Applejack were finished. Right on schedule according to her and it wasn't long before we were all gathered around a bright campfire in the clearing near the barn, all of us tired but proud of what we had accomplished together. Even the irrepressible Pinkie Pie was sapped of her usual bubbly personality, opting instead to lounge lethargically with us instead of breaking out her party favors. She was just too tired and frankly... none of us minded one bit.

Scootaloo lay on my left side with her head in my lap, my hand brushing her neck and mane tenderly while Apple Bloom's flank was pressed against my right hip. Sweetie Belle lay on her side near my ankles and it was clear all of this was noticed by the seven others who completed the circle around the fire. There was a noticeable tension in the group, like a white elephant was sitting there with us.

I already knew what it was. It wasn't hard to figure out considering the three younger ponies had followed me around all day, slipping a quick display of affection in whenever they could. It was all done in plain view of everypony at some point and there was no question in my mind that beyond Rainbow Dash, Applejack and Rarity... the rest of the group had thoughts... especially Twilight. When the first uncomfortable silence descended on us, she broke it by going right to the heart of the matter, plowing into it with only slight hesitation in her words.

"OK... this has... gotten a bit awkward and I think we should just talk about it like the mature ponies we are." she said, looking at the four of us. "There no reason to be shy about what has happened."

Rainbow Dash gave a slight groan. "Twilight, you're the only pony I know who would want to hold a conference on talking about herds! It's not weird for me at all!"

"Speak fer yerself, Rainbow Dash... I'm still gettin used ta the idea." Applejack shot a glance at Apple Bloom.

"Applejack! I thought we were over all that..." Apple Bloom said dejectedly.

"Aww... we are, sugarcube. But it's just a bit... I dunno... strange ta see ya actually sittin together like that. I'll get used ta it, I suppose."

"Well... at least you've had a couple days to wrap your hooves around it!" Rarity said. "I only just found just out this morning my Sweetie Belle is involved! And in the most shocking way possible..." her eyes met mine briefly.

"Wait... will somepony tell me what we're talking about?" Spike asked.

All eyes of the circle turned to Scootaloo. She noticed this and sat up quickly in embarrassment. I could feel her rising panic at having to talk in front of everypony she admired roll off her in waves and I slid my arm around her back to comfort. To be honest, I was a bit nervous as well. This was the revealing moment to them all.

"Wha... why are you all looking at me?!" she glanced around the circle. "Why do I..." she started, but then a look of resignation came over her features. It was her herd after all... she's the leader in this.

Scootaloo swallowed hard, her orange neck working and then began, choosing her words carefully. "The four of us are a herd. Luna gave us the magic... You guys are..." she struggled with how to say this part. "...all welcome to sh-share in it if you need to." her cheeks burned red as she tried to look them all in the eyes.

One by one, the circle of eyes moved from Scootaloo to me. Each pony searching my own for signs of agreement with her words. My own cheeks became hot under the pressure and I didn't know what to say at first. But then that inner presence filled my mouth with the right words that I was looking to say all along.

"She's right..." I said. "I understand what it means and I'm willing to help any of you... should you ask it. You're all my friends."

The silence that descended was only broken by the crackling logs on the fire, sending occasional sparks up to glow in the darkness above us. Pinkie Pie's head had raised up and her eyes fixed on me intently, like she was studying me in the most focused way that I'd ever seen her do anything. Spike, however, still looked confused.

"I don't get it... help us how?" one side of his face scrunched up.

"Spike..." Twilight began, taking her eyes off of mine to look at her small green companion. "I'll tell you later." she said in a tone that left no room for argument.

"Man... I don't know why I have to be the last one to know everything..." he grumbled and poked at the ground with the small stick he was holding.

"I still need some time to get used to this, I'm afraid." Rarity shook her head. "I still can't believe my little sister is part of a true herd!"

"It will be an adjustment for all of us, I'm sure..." Twilight remarked. "But we should remember that a true herd is something to be celebrated, not feared. Celestia and Luna chose them for a reason, I'm sure of it. We all have to realize that Scootaloo, Apple Bloom and Sweetie Belle have grown up some... they're young mares now. Just because they still haven't found their cutie marks, and maybe some of us still think of them as little fillies, the truth is Luna wouldn't have used the magic on them if they were too young...they're old enough to know what they're doing, right girls?"

All three had habitually slid their tails over their blank flanks when their cutie marks were brought up, but they nodded intently at Twilight's question.

The alicorn brightened then, her eyes sparkling as she continued. "There's very little written about the inner workings of herds... If it's alright, I'd like to document everything I can about it and finally get a good understanding for future generations!" she spoke with increasing excitement at the idea of the research.

Another groan came from Dash who this time gave a resounding facehoof at her words. "Sweet thunderclaps, Twilight! Only you..."

"Dash! This is a very old and fascinating magic that nopony has ever truly studied! It's a once in a lifetime chance to document one of the spells crafted by the great ponies of old!"

"You gonna do that before or after you spend the night with him on your next heat?" Dash gave Twilight a coy sideways smirk. The alicorn realized the implications of both her declaration and Dash's comment with a start, turning bright red shrinking down into her neck to stare at the fire, not meeting my eyes anymore. A round of quiet laughter went around the group at this exchange, it lifted the tense feeling in the air greatly.

But I felt my own flash of embarrassment at Dash's remark because of what it ultimately meant for me. In time...I may know every one of these ponies intimately at some point... and I found that I liked that idea just fine. Rainbow Dash had been quite nice to spend the day with.

"Well I think it's wonderful that Scootaloo is a part of something that special. A herd is the closest bond you can share with your special somepony and your friends. Good for you, Scoot! It couldn't have happened to a more deserving pony!" Fluttershy smiled at her. Scootaloo returned it with a thanks and then leaned into me for a hug.

"Well.. now that it's out in the open, Sweetie Belle... It's your choice... but I'd rather you stay with me at the boutique. It would get awfully lonely if you left me there by myself..." Rarity looked at her sister with thinly veiled desperation.

"Aww sis!" Sweetie got up and moved to her sister, embracing her. "I wouldn't wanna leave you ever! Just 'cause a all this it's not like I'm gonna move here and forget about you. We'll figure it out, won't we guys?" Sweetie looked at Scootaloo, Apple Bloom and I.

"I don't think leaving your house is a good idea either, Sweetie. Your sister needs you." I smiled at Rarity and we shared a moment of understanding between us that was reflected in a silent thank you she mouthed to me behind her sister's head.

"See?!" Sweetie turned back and then sat by Rarity's side.

"And tamorrow ya'll are gonna have to pick a room!" Applejack chimed in sharpy. "No sense in ya'll taken up two of em if'n one ain't nothin but storage. I'd rather have the guest bed opened up again if it's all the same."

"Great... now we have to figure out tha room all over again, Scootaloo!" Apple Bloom threw a hoof in the air in exasperation.

"I still want to be closest to the door!" Scoots narrowed her eyes at her in challenge and a whole new round of quiet arguing began between the two.

Talking about it had cleared the air and allowed us all to move on. There were no secrets anymore, no hiding it. All the ponies involved knew about the herd and have accepted the idea. We soon began to talk of other things and I relaxed into the log behind me, Scootaloo settling down again with her head on my lap and my hand once more stroked her soft fur along her neck, my other resting on Apple Bloom's back. I noticed that Pinkie Pie was still looking at me from her flopped position by the fire. She had been very uncharacteristically quiet all day, actually. I wondered if she was feeling alright.

All of us were in no shape to stay up late that night by the fire. We had worked hard and had another day of it ahead of us. Twilight assured everypony that according to her checklist, we would be done before sundown tomorrow with getting the farm caught up again so that it would be ready for The Summer Sun festival. We let the fire die, and then moved to the barn for the night.

The visiting ponies would sleep in the great room, Granny Smith had already covered the floor there in layers of soft quilts and pillows for them to use. I walked with trepidation down the hall, realizing that all three of the young ponies were following me. The bed was too small for all four of us to sleep in.

"I don't know how this is going to work..." I said, pulling my shirt off as I sat on the edge of the bed to remove my shoes. "There's not enough space I don't think."

The three looked at each other and then back at me. The look on their faces told me they knew it was true also but Apple Bloom surprised me with her bold suggestion.

"Kin I ... have a night alone with him, Scootaloo?" she scrapped her hoof on the floor shyly. "It's just that... well... I haven't gotten to yet... If that's ahlright with you and Mason..." she looked up at me with, her large orange eyes looking for an answer.

Scootaloo look to me and I shrugged. "I don't see why not..." I smiled. "Scoot?"

"Heh... Just don't bite him, kay? He's already had enough of that for one day." she elbowed Sweetie Belle who didn't look pleased at the jab.

Scootaloo came to me and stood, placing her two front hooves on either side of me on the bed. She brought her head close and we pressed our foreheads together. "We'll sleep next door tonight..." she gave me a warm smile. "You alright with it?"

"Yeah... I'll keep Apple Bloom company tonight."

"Kay..." she whispered and then gave me a long kiss before getting back down and moving to the door. Sweetie Belle gave me a nuzzle of her own and when the orange and white ponies passed by Apple Bloom on the way out, the red haired girl gave them a shy but sincere thanks. Scoots closed the door, and I was alone with Apple Bloom who was looking at me nervously.

My own heart began to beat faster when I felt the tension between us, knowing what we were about to do. Unlike the experience with Sweetie Belle or Rainbow Dash, this didn't have the driving primal urge behind it. This felt like a nervous first time experience all over again, and I suppose for Apple Bloom... that was the case in the truest sense of the word. The bond with her had been formed differently.

"I... I don't know why ahm all nervous all of a sudden... " her voice trembled.

"I can tell..." I smiled at her. Again that bond was letting me feel her emotions to an extent. She felt like a flighty bird in my head.

"Sorry." she gave me a sheepish smile. "I'm prolly not gonna be very good at it."

"It's not about that..."

"You sure?" her questioning eyes gazed up at me.

"Yeah..."

Apple Bloom slowly walked around the bed and climbed in beside me. When she had settled, I stood up and removed the rest of my clothes before sliding in beside her. Apple Bloom's eyes watched me closely, looking over my nude form as I moved. Once under the covers, we met and I gathered her to me, pressing together in a tight embrace along the length of our bodies so much so that I could feel her pulse racing in several places. Her front hooves trembled when she wrapped them around my neck as I rolled on top of her. There was no foreplay... no touching or caressing this time. I could sense her desire was to feel me in the only way she had yet to experience.

The moonlit window shined on her face to let me see her anxious expression that was inches from my nose and the yellow hair of her face tickled it slightly when I moved in to kiss her. It started timidly, but grew with a heat the longer it went on. The shuddering breaths she drew from her nose began to become deep and forceful just before I felt her lips part slightly to invite my tongue in where it met hers in a quick and fluttery dance of desire. I pulled back after some time and our eyes locked together, her mouth remained open and her hot breath washed over my nose.

By now my member was rock hard and wedged between us on her lower belly, my wings long since pushed the blanket over us down my waist to escape the confines. Bringing my knees up, I socked them against her flank and propped up on my arms above her. She placed one hoof on my chest while she looked up at me with those big, nervous eyes. "Slow..." she whispered.

With the fingers of one hand, I positioned myself at her entrance. Apple Bloom shut her eyes tightly and scrunched her face up in anticipation before nodding. I leaned forward, gently pushing into her moist folds and beyond to the tight, gripping ring of heat that slipped over the head of my cock. When she gave a squeak at the sensation, I stopped.

Her eyes opened and we looked at each other for a moment while she caught her breath. "Kay..."

We slowly became one body in this manner, me pushing forward gently until her hoof let me know to stop again. It took a long time, but I didn't mind... I wanted this to be at her pace, not mine. Finally my pubic bone was pressed against the warm furry area around her sex with my penis surrounded completely by her moist heat. She gave me a proud smile as we soaked together, my cock occasionally throbbing inside her from the sensation.

"There... We did it..." she said and then another look came over her face. "It feels different than I thought..."

"What did you think it would be?"

"I dunno..." she shook her head slightly. "but it feels nice." she relaxed into a smile. "Like ya hugging me from tha inside..."

We made love in a slow, gentle manner. My face inches from her own the whole time and our eyes searching each others for every sign of pleasure we were giving. I don't think she came, and I don't think she cared much either. This was about the experience of being together... not the height of orgasmic bliss. When my own passion began to build and my movements started to increase on their own, her two hooves pressed against my sides, asking me to stop again.

"What's... wrong?" I asked, my breath coming fast from climbing my ladder of climax.

She turned her head away from me with a reluctant look on her face.

"Apple Bloom?... if you want me to stop, I will..."

"No, it's not that..." she still wouldn't meet my eyes.

"Then what?"

"I dunno if it works tha same 'cuz yer human and all... but I don't wanna risk it. I'm sorry." she turned her head back and met my eyes again. "Gettin a foal would be bad with mah sister and all..."

"I understand."

"So you won't...?"

"No..."

She pulled me tight to her, pressing her hips up against me, causing me to lodge inside her deeper than I'd ever been before and eliciting a moan from her parted lips. I began to move again, pulling my hips back and then pushing forward. The spiraling arc of pleasure began to climb up, making every thrust inside better than the last. My pace quickened on it's own and the blood pounded in my veins when the clenching started at the base of my cock.

I didn't pull away, instead I pulled my hips back far enough to withdraw my penis from her with an audible schlicking sound and then pushed forward to thrust it between our bellies, trapping it between us for the final few moments before the first shot of cum squeezed out and slicked the path my cock was traveling in her fur. I locked my lips against hers as the wetness spread with each pulse to make a cummy, sticky patch that smeared into her hair and my own from my last few thrusts.

We lay together like that for a long while to bask in the close feeling of intimacy we'd shared. When both of our bodies had recovered, we didn't separate. We rolled to our sides and stayed that way, rearranging our legs so we were comfortable before we drifted off to sleep.

____________________________________________________

Sometime in the middle of the night I awoke with a dull, throbbing pain in my penis. Apple Bloom and I had rolled apart at some point and I could feel the crusty skin of dried cum on my lower belly. Wincing, I reached under the blanket and wrapped my hand around the flaccid tube of flesh. It felt swollen and thick, but not from any arousal. The pain had subsided quickly and aside from the thickness of it, nothing seemed too out of place. I chalked it up to over use... I'd been having a lot of sex with ponies lately. My body was probably in shock, I thought. It made sense in the foggy haze I was in and I fell quickly back into the darkness of sleep.

Chapter 17

The next morning had started out predictably enough. It wasn't until I got into the shower that everything went sideways on me.

It was Applejack's voice that pulled me out of a deep sleep, loud and insistent it had rung out in the hallway in the hour just before the sun rose above the horizon to start the next day's work party. I looked over and saw the tangled red mane of Apple Bloom still poking out from the sheet next to me, her bow flattened and wrinkled. Our night together had been fulfilling in the sense that her and I had become one physically for a while, giving her the experience for the first time in a tender and slow coupling that brought her even with the other two. Apple Bloom liked to be even-steven with everypony... I'd learned that about her.

She was facing away from me so I slid behind her in a spoon, wrapping my arm around her side and cradling the ridge of fur in the middle of her underside. Apple Bloom moaned and shuffled around under the covers.

"Can't be morn' yet..."

"Yeah, your sister's gonna blow if we don't get up..."

"Errrhhhh..." she whined and then rolled on her back in my arms, letting out big yawn and letting me discover that Apple Bloom's morning breath was powerful stuff indeed. She finished her yawn and rubbed a hoof in one eye while the other opened, blinking at me until it focused.

Then she smiled, clasping her hooves around my neck and pulling me into her soft, warm fur near her shoulder. She didn't need to say anything... I could feel her relief and gratitude at how last night's finale had gone. She had been worried about so many things, but they all were set aside by the slow, tender intimacy we'd shared together.

I left her laying in bed with her eyes closed again and felt around for the bottoms on the floor with half closed eyes before sliding them back on. Moving into the hallway, I stopped and opened the door to Apple Bloom's room to peek in on the other two. Sweetie Belle was already awake, her emerald green eyes blinked at me from her small white face in the bed she had slept in last night still under the covers. Scootaloo was still snoring away undauntedly.

I crept in, leaving the door closed but not latched behind me and tip toed to the white and pink maned pony first, greeting her with a nuzzle in the bed that she returned with a happy smile and a small giggle. I'd already learned that much about Sweetie Belle... she wasn't a kisser. She liked to rub noses and cheeks much better than touching lips. The few times I'd kissed her so far had felt awkward on her part but the nuzzles were enthusiastically returned.

Scootaloo was asleep facing me with her face at the edge of the bed. I knelt down and got my face right next to hers... so close that I could feel the heat from her body and smell her particular scent that reminded me of my childhood dog's smell after a bath mixed with a girly body odor that wasn't quite clean but not at all unpleasant. When I had drank in enough of it, I pressed my lips against hers softly.

Her eyes fluttered open in surprised for a moment before closing again and she pressed back against me, bringing her hoof out from under the blanket to touch my cheek gently.

"Hey..." she whispered thickly when we broke apart. "Is it as early as I think it is?"

"Yep."

She gave a moan that was identical to the one Apple Bloom had let out a few moments ago and then sighed. Her face widened when she realized she needed to tell me something. "I felt it last night..." she said softly.

"Huh?" I didn't know what she was talking about.

"You and Apple Bloom... I could feel it." her voice was barely a whisper.

"How so?"

"I dunno... hard to explain." she let her eyes wander in recollection. "It was like I could tell what you both were feeling. Apple Bloom was nervous... but you were slow and patient and it made her feel better... is that right?"

"Yeah..." I breathed, surprised at her knowledge but then again... I wasn't.

Her eyes fixed on me again. "You're like... the coolest thing that's ever happened to us... but the best thing that's ever happened to me." she said this with such conviction and meaning that I didn't know how to respond. So I settled for another kiss.

____________________________________________

The water ran off my head in a warm and soothing stream. It felt wonderful and invigorating to get cleaned up again and start the day fresh. I really should take more morning showers, I though to myself. I'd always been a night showerer but there was something to be said about coming fully awake in the hot embrace of a good shower. I rubbed the soap along my body, getting under my armpits good and then working my way down. As I looped the soap around my penis, I felt the first thing that was different that day and froze in panic.

My cock didn't look right. The normally flesh colored shaft had a bright pink patch just under the head that wrapped half way around over the top and extended mostly down the entire length now. It looked like a raw patch of skin compared to the rest of it, but it didn't hurt at all. In this patch, there were three small gray spots the same color of my feathers right on top in the middle near the head. It was also bigger...not by some gross amount, but it was definitely longer and much thicker than it had been when I went to sleep last night with a larger head and more pronounced ridge that gave the end an almost flattened look.

It was like somepony had swapped penises with me in the middle of the night and I stared at it in disbelief and borderline horror, afraid to touch it again. Was something wrong with it? Jesus... what if I caught some crazy fucking disease from the ponies?!! This was when I noticed the red, bumpy rash encircling and covering my legs completely from mid thigh down to my ankles. I felt it with my fingers gently and could tell it was a carpet of small, painless bumps packed tightly together that thinned out and grew sparse the higher up my thighs they went. There were even a few of these red patches connected to the main group extending up to my waistline.

Panic swelled in my mind. Between my cock and now this weird rash I couldn't take it anymore. I needed answers and the only pony who'd ever shown any help with these things had been Celestia. I had to ask Twilight if she could get in touch with her immediately and rushed to dry off as fast as possible, gingerly touching the new penis I had with the towel just enough to dry it before getting dressed and rushing downstairs.

I found the purple alicorn sitting up next to a barely awake and bored looking Spike going over the day's list of chores in great room while the rest of the group was gathered around the table in the middle of breakfast. She looked up at me as I came rushing down the steps, the panic on my face was evident given her immediate reaction.

"Mason! What's wrong? You look like you saw a ghost!"

"I need to talk to Celestia... now!"

"What? Why? What's going on?"

"I just... I need to ask her something! Please!"

"Well... she probably just finished the morning sun rise... We can send her a note and see if she replies." Twilight looked at me with concern.

"How long will that take?!" I didn't want to wait around all day for an answer at all.

She gave a small, humoring laugh. "Not long at all, here." Her horn glowed and a quill and paper floated out of her bag. "Use this to write your question and Spike can send it when you're done."

I didn't care about the how's of the situation in the slightest. Grabbing the two items, I moved to a low table next to the fireplace and began to write. It came out sloppy... I was shaking slightly and I'd never used a quill before but I could still read my handwriting as I finished.

Celestia,

Something had happened to me again

Part of me is different and there's a red rash on my legs

I can't tell if something is wrong or if it's more pegasus blood stuff

I'm really worried

Please help!

Mason.

I rolled the hastily written note into a scroll and handed it to Spike. He took the roll without looking at me and cleared his groggy throat before sucking in a breath, holding the note in front of his face. He stopped with his cheeks puffed out and motioned for me to move away from in front of him with his other green claw. I took an anxious step back seconds before a small blast of green fire incinerated the paper instantly, leaving a thin trail of smoke where it once had been.

"There, Celestia will respond as soon as she can. She's never once failed to answer a note." her eyes searched me again. "You sure you're alright?"

"Yeah... I just... needed to ask her something really bad, that's all."

Twilight nodded and then returned to her checklist, content for the moment with my answer.

It wasn't until that moment that I realized I'd have to tell Celestia exactly what had changed in order for her to be able to help... if she even could. The mental image of me pulling my pants down in front of the regal alicorn filled me with embarrassment despite my desperate need for answers. Time ticked by and I found I was staring at Spike who became more agitated the longer it went on.

"So... How about those Cloudsdale Thunderbolts?" he said awkwardly, his eyes darting anywhere but to my own face. "Hear they're gonna be good next season..."

"What?" I didn't comprehend what he had said at all. I was too busy trying to shake off the mental picture of Celestia looking at my junk... not to mention my junk in general.

He gave a grumbling sigh. "Just tryin to make this less weird. Two guys staring at each other gets a little uncomfort-" he stopped mid sentence and swelled up like a grotesque frog suddenly before a loud, ringing belch echoed in the room accompanied by another blast of green fire. A new scroll appeared in the middle of the flames and then landed on the floor with a soft crinkle.

"There's your answer Mason..." Twilight said without looking up.

I quickly scooped up the scroll and untied the red fabric that held it shut, my eyes scanned the ornate lettering quickly.

Mason,

If you do not feel any pain or sickness, then I would not worry greatly about what has happened.

The pegasus blood has most likely been making small and subtle changes to your body this whole time.

Your wings may have only been the first of many.

Please have my best and brightest student Twilight Sparkle take a look it your new development.

You will find her knowledge to be a powerful resource and I trust her completely to know what to do.

Your friend, Celestia.

"What did she say? Did Celestia tell you what you needed to hear?" Twilight's eyes look up at me curious.

No Twilight... I thought to myself. No she did not.
_______________________________________________________

The itching started just before lunch. I was with Big Mac in the cider shed, rolling the large number of empty barrels one at a time out to the cart waiting nearby in the bright sunlight outside and stacking them up for transport to the large cider press near the farm. The feeling started small, but soon both legs were dancing with tingling sensations that distracted me from working completely. I stood in the middle of the shed and scratched both legs with my hands vigorously for several minutes while Big Mac looked on in silent, sweaty confusion.

I didn't tell Twilight about the note from Celestia, in fact, I didn't tell anypony that morning... not even Scootaloo. For some reason I wanted to think about my options, limited as they were, before doing anything because I was scared... and because this was my fucking penis I was dealing with. Celestia words comforted me a little... I didn't feel any pain and I didn't feel sick at all, so maybe I could wait for a bit while I figured out what to do.

Scootaloo knew something was up though, we shared each others emotions to a point and her eyes followed me all through breakfast and every time we saw each other during the morning hours. Trying my best to ignore the thick and heavy weight of the new flesh in my pants, I had gone about the morning's part of the work in silence while trying to avoid everypony who'd notice while I was consumed with worry.

Big Mac stared at me in the hot, still air of the shed and then spoke. It was odd to hear him say more than one word for the first time.

"You alright?" his deep drawling voice rumbled in the warm air.

"Yeah... just... got an itch, that's all." I tried to give him a sincere positive look, but I'm sure it came across as insane.

"Hmm..." he looked at me closely. "Ya don't look it."

"No! heh... it's fine. Just... sweaty, that's all!"

A few moments passed in silence broken only by the sounds of my fingers scratching just above my knees against the fabric of the bottoms I was wearing. Big Mac rumbled "Be right back..." and turned, walking out of the shed.

I felt like ripping my bottoms off to see what was going on but it was too dark in there to see anything, I needed to get out into the sunlight first. I waited a few moments for Big Mac to move away and then ran outside, turning to the left into the grove of trees there for some relative privacy. Grabbing the waistband of my pants, I yanked them down.

My penis still looked the same, longer and thicker with that strange pale patch and three gray spots under the new pronounced and flattened ridge at the head... it was my legs that sent a shock wave down my spine at what I saw there. There was a fine layer of silvery hair covering the bottom half of my thighs now and growing sparse the further it moved up. It shimmered with the same iridescence as my wings, sparkling with greens, blues and yellows in the bright light. I looked just like a pony's coat...

"What the fuck..." I whispered and ran my fingers over the soft carpet of fur. It felt soft and silky.

An urgent, watery noise caught my ear coming from nearby and I snapped my head up towards it's source. Twenty feet away from me was Big Mac, standing still and gazing forward with a vacant stare. The watery sound was coming from under him... the red guy was taking a piss in the grove in full view of me without a care in the world. I couldn't help but look below his red body at the source of the waterfall... and my mouth opened in recognition. The same discolored patches molted his own shaft and while the end of his was flat and disk shaped, the pronounced ridge was clearly similar to my own, even from this distance.

My head spun. I felt faint and woozy, like I was going to pass out for a moment as the dawning knowledge of what was happening to me sunk in. The pegasus blood must have been slowly working to change more of my body this whole time... my dick had changed to resemble a strange cross between a stallions and a humans somehow along with growing fur on my legs.

A fast and furious assault of emotions stampeded through my head. I was repulsed and excited at the same time from this change and I couldn't figure out if I should be crying or laughing. The brief struggle ended quickly, though. Regardless if I wanted it or not... I was more pony than human now below the waist. I had gotten used to wings, after all... I guessed I could get used to having a bigger dick and furry legs as well... especially the bigger dick part.

I looked back down at the dangling flesh between my legs and gripped it slowly with my fingers, feeling it's weight and thickness in my hand. Flaccid, it was probably about six inches now where before was a grower...not a show-er, only topping out at the length of my middle finger when I was soft. The girth had easily doubled and now my balls felt heavy and pendulous, like they were bigger and weightier. I was struck by a sudden desire to see what it looked like hard, briefly considering sneaking off somewhere to work it up to it's new length as an experiment.

A heavy thud of a hoof step next to me snapped me out of my trance. Big Mac had moved beside me and was staring at the fist holding my cock, blinking slowly at it with his green eyes. A rush of white hot embarrassment at getting caught by him jolted through my body but it was too late to act modest at this point, he'd already seen it all.

"Pretty neat..." he rumbled softly and then met my own eyes. We didn't move for a moment, Big Mac's large orbs regarded me with veiled intentions. I couldn't tell what he was thinking at all and I began to have a crazy thought that he was going to kiss me or something. I held my breath in anticipation... Jesus... was Big Mac gay? Or was two dudes looking at somepony's junk a normal thing here?? After a long moment where I'm sure he had enough time to memorize the details of my cock... he turned away and rumbled something about needing to finish up in the shed.

I breathed out, pausing for a moment and shaking my head to clear the strangeness of the last few minutes. I wanted to explore my new body and I could tell it was ready to go, growing warm and heavy in my hand as blood began to pump into it. But now just wasn't the time. I'm sure there would be plenty of chances soon enough... Scootaloo should probably be the one to check it out first anyways, I thought with a mischievous smile.

As soon as I pulled my bottoms up, my legs began to itch again. How in the hell did anypony wear clothes around here if it itched this bad?

I could at least this was something I could talk to Twilight about.

___________________________________________________

Rarity paused and surveyed her handiwork while the entire crew at the farm looked on. She had used her horn to delicately cut the bottoms I wore right above the line where I'd indicated the hair thinned on my lower thighs then she'd hemmed them with a needle and thread given to her by Granny Smith. It felt wonderful to have that itching gone finally and my legs free. I was also grateful that Rarity's original tailoring had left plenty of room in the crotch to accommodate my new girth.

"Ah just don't understand... Why now and why did it just stop growin there?" Applejack asked the room in general.

"It's hard to say, Applejack. Nopony knew what the pegasus blood would do to Mason, not even Celestia!" Twilight stared at my legs in fascination.

I'd told them all at lunch, unable to hide the fact that I was going crazy with the itching sensation and asked Rarity to help out by cutting them off. The whole group had waited in anticipation, gathered around me in the kitchen to see the unveiling. When the first leg had fallen to her skillful cutting, a gasp had come from the whole crowd.

"Woah! Neat! It's the same color as your wings!" Scootaloo exclaimed and came forward to rub her muzzle against my thigh, feeling the hair against her cheek. She smiled and looked up at me. "It's soft!"

"Lemmi feel!" Apple Bloom did the same, and then one by one each pony came forward to inspect the new fur on my legs with mild wonder. It already felt thicker and now completely covered the skin so much that I couldn't see underneath it anymore. Only the jagged scar on my right shin from falling on my bike as a kid was visible. Magic pegasus blood or not, no hair was ever destined to grow there again.

Pinkie had been quiet, running her hoof along my leg barely for a moment, pulling her hoof back quickly before she moved away. She was so unlike herself that I finally asked her if anything was wrong.

"Yep! Peachy Keen!" she had replied with a smile, but there was something in her eyes that didn't look right. None of the other ponies seemed to notice, however... I wondered if it was just another facet to her strange personality I had yet to experience.

"So this is what you wrote Celestia about this morning?" Twilight asked, taking my thoughts away from the pink pony.

"Eh... yeah. I was kinda freaked out about it, but this morning it was just a red rash on my legs!"

"Hmm... I wonder if It's possible that the herding magic strengthened the pegasus blood's effects? That would explain the long delay and the timing of all this. But since the herding magic started a while ago, then there should have been other changes too..." Twilight pondered her theory with a hoof on her chin and was quickly lost in thought.

"Well I think it's awesome... next thing you know he's gonna have a cutie mark!" Rainbow Dash said laughing and then gave Scootaloo a friendly nudge. "Keep at it and you just might turn him into a pony for real, Squirt!"

Scootaloo reddened at this a bit, but her eyes looked up to me with a mischievous glint.

_______________________________________________________

Twilight had sent me off by myself on the last chore of the day on my list. It was to the west orchard to sprinkle the mid summer fertilizer and according to Twilight there was all the supplies I needed to fly around and distribute it waiting for me in a clearing. Nopony was around except for Twilight who had set up base in the kitchen to give out orders as we completed tasks so I left immediately, taking off at an easy pace into the warm afternoon sky and marveling at how the air felt on my legs and their new coat of fur.

It was a quick trip and I spotted the area Twilight had told me to look for quickly near the center of the west orchard. As I dropped down near the red bags of fertilizer, I noticed I wasn't alone here. A smile came to my face when I saw Scootaloo sitting alone on top of one of the bags, her back legs and tail dangling over the edge.

There was something about seeing her sitting up like this that sparked my urge to hold her close. Maybe it was the way the fur on her chest spiked up in a tuft right in the middle of her chest between her front legs, or how her back legs kicked idly at the bags under her orange flank with the long run of purple from her tail between them. She was leaning back on her front hooves and at the angle her body was... left nothing hidden from my eyes.

"What are you doing here?" I smiled at her as I landed

"Just came to talk... something's come up..." she said in a happy but sultry voice.

"Oh yeah?" I moved between her back legs and put my arms around her middle over her small orange wings. The bags were stacked up high enough that her hips were even with mine.

"I've got something to tell you too..." I said in a quiet voice. It was the first time her and I had been alone in a while and I felt a powerful need to advantage of it, especially with my new equipment.

"You mean other than your fuzzy legs?" she playfully grinned and gave me a nip of a kiss, squeezing me with her back hooves. I felt waves of excitement coming from her, an eager anticipation was tinting her presence through our bond and egging me on.

"Mmhmm..." The swelling started below my waist. It felt huge and powerful, loaded with a heavy weight that conveyed just how much larger it had become. "Something else is different too."

Her face changed to a look of sudden excitement. "What? Are you serious? What else? You didn't get a cutie mark did you?"

"No..." I teased.

"Tell me!" she smacked my chest with a hoof.

I didn't answer her. Instead I took a quick look around and then hooked my thumbs into the shorts I was wearing, pulling them down just enough to let the new and improved me hang free. Scoots eyes bulged in her head. It was erect now and probably eight inches or so... maybe even longer. When I wrapped my hand around it, I wasn't even close to being able to touch my fingers from either side anymore.

"What.. the BUCK?" she stared at it. "It's huge!"

"Yeah... It kinda freaked me out this morning. I woke up and it was like this!"

"Does it hurt?" she looked up at me with an amazed smile on her face.

"No..."

Her hoof came out and felt along the thick shaft, pausing when she got to the pale patch with the three gray dots. This area was bigger now that it was hard and the dots stood out in stark contrast against the pale skin. She saw them and gave a girlish giggle.

"Heh.. this is us..." she observed sweetly.

"What?"

"Me... Apple Bloom... and Sweetie Belle..." she touched each one of the small spots in turn with the edge of her hoof.

With the way she was sitting and how I was between her legs, the head of my cock was already aiming at the tuft of fur covering her sex, inches above the vivid purple tail under her. All I needed to to was lean forward slightly and I would press into the soft folds hidden there, barely out of sight. The smell of her body odor wafted up to me with a tinge of arousal mixed with her dusty sweat and fur.

My hips rocked forward with the intent of taking her right then and there on the bags of fertilizer but when the head of my dick brushed against her furry slit, she stopped me.

"Not yet..."

"Huh?" I looked at her in confusion. I was ready to test out my new tool and use some of the things Rainbow Dash had taught me. But now I sensed that her excitement wasn't all directed at me... there was a different need coming from her too, something outside of us.

"Somepony needs our help first..."

Chapter 18

It was well after dark by the time I made it to the edge of Ponyville alone. I was pretty sure I could find my way to where I needed to go, Scootaloo had given me pretty easy directions. But first... there was something else I needed to take care of. I hoped the store was still open at this hour because I didn't know the next time I'd have a chance of being here by myself.

I'd had to work up the nerve to ask Twilight to borrow some bits before she and the rest of the ponies left the farm after the work was done, letting her know to keep the reason a secret. Her face had lit up and then melted with adoring emotion over why I was asking, letting a small "awww.." escape her lips. I told her I didn't know how much I'd need, but she'd assured me that there was enough bits in the small coin pouch pressed into my hand by her magic to get pretty much anything in Ponyville, let alone something from the Sports Corral.

I flew low and fast, following the direct northern route into town and soon saw the first lights of buildings glowing in the night's carpet of moonlit darkness that lay over the land. The store was right near the edge of town and I gave a small fist pump when I saw the large window still glowing from the lights within. The door was propped open when I landed and the pale blue land pony using a broom to sweep the wooden floor of the deserted establishment looked up and smiled when he heard me.

"You must be that human stayin at the Apple's place!" the shopkeeper greeted me warmly when I stepped inside. He had an open and trusting face, a kind voice and a welcoming personality. I instantly liked him.

"Yeah, My name's Mason." I smiled back.

"Well Mason, welcome to the Sports Corral! The name's Wilson Cage, pleasure to meet you!" he put his hoof out and I shook it before I even knew what I was doing. I'd never had a pony offer a hoof in a shake before, but it seemed perfectly natural.

"You're just in time, why... I was about to close the door for the evening! What can I help you with?" he set the broom against a rack filled with curious red balls that had a different shape depending on how you looked at them.

"That green scooter... the one in the window?"

"Oh yeah! The Jade Flyer! You interested?"

"Yeah... I'm looking to pick it up for a friend."

"Haha! He must be a lucky colt!" he laughed and moved towards the display window.

"Actually it's for a young mare... Scootaloo crashed her's the other day and wrecked it."

Wilson stopped and turned in recognition. "I know Scootaloo! Why... Rainbow Dash bought that scooter from me years ago. She finally destroyed that old thing?" he laughed.

"I'm afraid so... with my help too."

"Well, I'm shocked it lasted that long... it was just an entry level foal model, after all. I've never seen a filly ride one like her before. Heck, The whole town knows to get outta her way when they see her coming! Best rider I've ever seen and I be-" he stopped and his face lit up with an idea.

"Say... If you're here for Scootaloo... why don't I show you something else instead?" he turned and moved towards the far corner of the store in the back, beckoning me to follow. "The Jade Flyer is nice, don't get me wrong..." he spoke over his shoulder, "But she's got talent... and real talent deserves the best!"

We rounded a tall rack that held masks that were designed to protect a pony's face from something and reached the back wall. Hanging on large pegs at eye level was the coolest looking scooter I'd ever seen.

It was a bit larger than the one in the window with the same basic shape, two wheels and a slightly curved T handle for steering and balance. But it looked like it was made entirely from blue glass instead of wood. The wheels were a fiery red color and rubberized with lightening holes in the hubs. All along the tread plate were red strips of grip tape that I recognized from my brief foray into skateboarding back home.

"This here's the Wonderbolt Mark V. It's made entirely of the lightest and strongest stuff from the Crystal Empire. Both wheels are magically enhanced to have zee-ro resistance on the bearings and the grit of the hoof plate is specially designed to stick to our hooves. They only made a few hundred of these... limited edition and coveted by even the best riders." he touched the edge of the hoof plate almost reverently.

"Its beautiful..." I said in wonder. The thing really was. I could tell that whatever it was made out of was nothing ordinary, there was a quality to the light that passed through it... something in the way it shimmered. I imagined it would look incredible in the sunlight and I could easily see Scootaloo riding the thing at ridiculous speeds.

"Yep. But I'm not gonna sugar coat it for ya... this baby comes with a hefty tag. 500 bits." Wilson almost looked ashamed to tell me the price.

I had no idea how many bits were in the small pouch around my neck inside the shirt I was wearing, but I was sold on it already. If what I saw Scootaloo doing with that old clunky wooden scooter was any indication... she'd be unstoppable on this thing.

"Look... Wilson, This probably isn't the smartest thing to say right now... but I have no idea how bits work here. All I have is this." I said to him, pulling the pouch up from the leathery cord it hung on.

"Well lets take a look." he said in a resigned and friendly manner, moving behind the nearby counter with a surprisingly familiar cash register on it that looked like one of those old timey jobs you saw in museums. "I've been doin' business here my whole life, Mason... Selling everything from a foal's first hoofball to their eager parents all the way up to major league athletes needing a new glove. I ain't about to ruin my reputation. Folks 'round here trust me and I like that just fine, thank you very much."

I believed him too. He had a friendly and honest way about him that made you want to talk with him just to enjoy his company. As far as stallions go, he was the first one I'd met that I liked this much. Big Mac was alright... but he wasn't much for conversation.

I opened the draw strings of the pouch and carefully emptied it's contents onto the dark stained counter top. They clinked together dully as about fifty small gold, irregularly shaped coins fell out, each with a stamped symbol of the sun on one side and the moon on the other. Wilson gave a low whistle of amazement.

"Mason... you got about enough here to buy my whole store, you know that? These are Canterlots..." he picked one up and gave it a quick inspection. "... each one of these is worth a thousand bits. You plannin' on opening a bank with all that?" he joked.

"Ehhh.. no..." I didn't know what to say at this point. Twilight had given me more bits than I'd ever spend in year just on a whim.

"Suffice ta say, you got plenty here for that Mark V... you want it?" he smiled at me with the glint of a sale already sold.

"Yeah!... oh and I need a helmet too!"

_________________________________________________________

I wasn't much of a skater back home and the Mark V was a bit small for my body... but holy shit the thing was fast. The first kick with my foot had shot me forward as if it was powered by some unseen engine all it's own. I shot down the dirt path, not feeling any resistance from the ground underneath the wheels and almost immediately had to use my wings to lift myself and the scooter off the ground to avoid slamming into the backs of two fillies who were walking slowly, gabbing amongst themselves and unaware of the impending doom speeding at them from behind. They shrieked as I flew over the top of them, missing their manes by mere inches with the wheels of the weightless scooter underneath me.

I decided it would be best if I didn't ride it after all, electing instead to walk with the new, bright red helmet dangling from the black grips on the T handle. I couldn't be more happy that I'd gotten it for her and now I just had to think of a good way to give it to her. I spent the rest of the walk daydreaming about her face and what it would look like when she saw the scooter for the first time. It was an odd feeling... thinking about how much I loved her as I was getting closer to my destination, knowing what I'd probably be doing there once I'd arrived...

I found the building easily enough, it was as unique as Rarity's boutique had been among the rustic buildings around it. There were young ponies milling around outside and through the large windows in the front, I could see most of the tables inside were filled with other colts and fillies enjoying a wide variety of treats. Shakes, cupcakes, muffins and other pastries sat on the low tables in front of them and I could hear the din of happy and exuberant conversation drifting out of the open door that lead into the colorful, gingerbread house styled establishment.

Sugarcube Corner was a fitting name for it. Even from a distance I could smell the sweet icing and fresh baking going on inside that renewed my appetite even though I had eaten pretty well at the farm before leaving. Pinkie Pie had left sometime after lunch without saying anything to anypony, but during my talk with Scootaloo in the clearing, I found out why.

She had just started her heat the morning we visited her. According to Scoots, it was a known thing among mares that you usually didn't make observations about another mare's heat in groups. So her strange, quiet behavior wasn't mentioned over the course of the last couple of days by anypony else to avoid breaking that unwritten rule of politeness. Scootaloo told me that she had come to her during the morning hours secretly while I was working with Big Mac and asked if we could help... she had told Scootaloo that it was stronger than normal and had only gotten worse once she knew about the herd.

The bright, vibrant interior washed over me when I stepped inside, pushing through the young colts and fillies who milled around in a random fashion between tables while talking to their friends. Several of them stared openly at me with wide eyes and I began to feel a bit self conscious. But it wasn't just my appearance that had them transfixed... I found out quickly the scooter I was wheeling had captured most of their attentions as well.

"WOAH!" a brown and white colt said as he trotted over to me. "That's a Wonderbolt Mark V!!!" his eyes eagerly scanned the scooter before moving up to meet my own. He had an adorable brown patch in his coat over one eye that reminded me of those firehouse dogs you saw in pictures. "You must be a famous rider from somewhere! Where are you from?" he asked with the enthrallment that only young boys and colts could ever have.

Other colts and fillies began to cluster around now, curious not only by my appearance but also the scooter and began asking their own questions all at the same time. Soon a loud barrage of voices were coming faster than I could answer them.

"No, I'm not famous."

"Yes, it's really a Mark V."

"I'm not rich... no..."

"They're called shoes... no not like those kind of shoes..."

"Yes, it's fur but only on my legs."

"Hands... yes."

"No, I'm not a pony... I'm a human!"

I was beginning to get overwhelmed by their attention. They were all excited and eager to talk, and I was fine with that... I just couldn't handle this much at once.

Suddenly a loud, adult voice broke over the swirl of young questions clearly, saving me from drowning in them. "Alright, everypony! What's going on in here?" came a mare's voice and all the younger ones quieted down.

From a curtained doorway behind the large glass display case filled with cupcakes came a bright blue mare with a pink mane wearing an apron. She bore a matronly, annoyed expression that spoke of many years dealing with loud young ones with the practiced art of patience.

"Oh my stars! If it isn't the human Pinkie has been talking about! Mason, right?" she came around the corner and greeted me warmly. The colts and fillies settled back down to a low roar of conversation among themselves but one of them stayed, the brown and white colt from before. I could see his hoof slowly reaching up and touching the light blue crystal T handle's shaft like he was transfixed.

"Yep... that's me. Thanks for saving me!" I gave her a sheepish look. "I thought I was done for."

"Oh, it's not a bother at all! I'm Mrs Cake. It's a pleasure to finally meet you! My husband and I run Sugarcube Corner and Pinkie Pie lives upstairs. Are you here to see her?"

"Yes, ma'am." I nodded politely.

"Well come this way then... Pip! Don't touch things that do not belong to you!" she suddenly scolded the colt who had moved on to caressing the hoof plate. He slunk away miserably, looking over his shoulder with flattened ears. I kinda felt bad for him...

Mrs Cake took me behind the counter and into the back rooms. The large kitchen here was immaculately clean with the exception of the back corner that looked like a bomb went off in it. Frosting, flour and sugar coated everything including several large bowls still caked with remains of their last use and used mixing spoons lay everywhere. The floor, that had been recently swept and mopped, had a clear line where the cleaning stopped just before the disaster zone. Mrs Cake noticed my eyes drifting over there and commented almost defensively.

"Oh that's Pinkie's 'Experimental Area' as she calls it. She prefers to leave things right where she left them..." her own eyes lingered with something close to a worried expression before she stopped at a staircase leading up to the floors above.

"You'll find her up there... you can leave your scooter here, sweetheart. It will be safe." she smiled and then left me alone in the relative silence of the kitchen.

So here I was. I took a deep breath and closed my eyes for a moment, mentally preparing myself for whatever I might find. The tingling magic feeling along my spine, present since Scootaloo asked me this afternoon to come here, was stronger than ever. It was feeding me a slow steady train of thought that stoked my arousal and desire for Pinkie Pie just enough to give me an eager sense of anticipation at what I was about to do. I could feel the others with my mind too... Scootaloo's presence the strongest of the three, giving me a constant reassurance that I was here to help our friend.

I started up the staircase into the landing above. It was tight and narrow with wood paneling along the walls lit by wall sconces shining a dim, amber light to guide my feet as I went. Random items appeared, strewn about the steps as if their owner just decided this was a good place to leave them. A rubber chicken sat in a grotesque pose, legs splayed on top of an accordion... it's beady eyes judging me as I climbed by.

It turns out there were two floors above the sweets shop below. The middle one only consisted of a bathroom that didn't seem to be too particularly offensive, although I didn't inspect it closely. I could tell it had been cleaned recently with the same method used in the kitchen given the citrus smell of cleaner that matched the underlying smell of the workspace below. I wondered if Mrs Cake tended to this room as well.

"Pinkie?" I called out cautiously, cocking my head up to listen above me. "You here?"

I didn't get a reply so I continued up to the third floor. The debris on the stairs was thick here and I had to step carefully to avoid crushing the clutter of party favors, streamers and other random fun making objects that littered the steep staircase. When my head finally cleared the top floor's landing... I froze in a shock of terror.

Staring at me only a few feet away from my face was a small alligator. It had huge luminous purple eyes that blinked independently of one another and looked segmented by black lines fanning out from the pupils in a ray. It wasn't that big, maybe the size of a large cat, but alligators were known to have teeth and bite... at least the ones I was familiar with.

We sized each other up for a moment and just when I was about to turn around and go back down the steps... possibly to summon Mrs Cake and see if she knew there was an alligator upstairs... the thing flopped on it's belly and then rolled over, putting it's four stubby green legs in the air and looking all the same as a dog wanting a belly rub. It even appeared to smile a little.

"H-hey... little guy..." I said with a shaky voice. It only responded by blinking at me upside down and twitching one of it's feet.

I decided to press my luck a bit. Nothing much had been too threatening in this world that wasn't overly obvious up front... and who in their right mind would have a dangerous alligator in a place such as this? I took a couple of slow steps up the stairs and reached out my hand to pet the thing's belly.

With a slow and lackadaisical speed, one I should have been able to easily dodge given the jumpy state I was in... but didn't, It rolled over and clamped it's jaw on my arm in a smooth, fluid movement.

Since I arrived in this world, I've gotten into a fight with two insane pegasi and faced strange shadow creatures that sucked you into themselves. I didn't remember screaming like a girl at either of those occasions, but then again... they weren't alligators. I was too freaked out to register the fact that there was no pain or blood, in fact... the pressure wasn't even that much from it's clamping jaws and they felt soft and gripping rather than painfully cutting. Later on, I chose to believe that I was just tired from all the work I'd done at the farm that made my reaction as dramatic.

"YAAAAAGETOFFGETOFFGETTHEFUCKOFFMEYABASTARD!!" I screamed and shook my arm wildly, trying to dislodge the creature. My flailing caused me to lose my balance and I promptly fell down the stairs, tumbling over sideways in a thunderous crash and painfully barking my elbow on the corner of a step. It probably would have been worse, but the piles of party favors and banners actually prevented any serious injury.

By the time I'd stopped rolling, the alligator had let go and was climbing back up the steps. I sat, dazed and in shock for a moment, waiting for some part of my body to start signaling it was broken or missing before realizing I was fine. When I looked up, Pinkie Pie was at the top of the stairs, looking down at me with a strange expression that was somewhere between annoyed and insane.

"Pinkie! Jesus... what the hell is an alligator doing in here!!?" I asked confused and a little bit pride hurt at making such a spectacle of myself.

She regarded me for a moment, her expression unchanged before she broke and let out a howl of laughter that hurt my ears.

"That's not an alligator, silly! Well it is, but not really... It's Gummy! And you really shouldn't scare him like that because he doesn't deal well with being scared 'cause alligators aren't ever usually scared because there's never anything for an alligator to be scared of because...well... they're alligators!" she closed her eyes and grinned at me with a maniacal glee.

"He's frightened??" I looked at Gummy who had gained the top of the steps again and flopped over on his back next to Pinkie.

"Yeah! He's terrified... can't you tell?" she cocked her head at me like I had missed seeing the sun in the sky. I took another look at the green thing while I got to my feet, brushing a few random flecks of paper that had stuck to my leg hair. Gummy blinked one eye... then followed with the other seconds later.

"Sorry..." I grumbled "I must have missed it..."

"Hehe.. it's OK. Nopony understands Gummy anyways! That's why he's my pet and not somepony else's! Come on in!" she smiled and moved back into the landing and through the open door.

Her tail was pressed firmly against her flank when she turned her back to me.

Chapter 19

Pinkie Pie's living space was pretty much exactly how I imagined it. A brightly colored area cluttered with everything imaginable... just like her. Something was missing though and it took a moment for me to notice it was the lack of a musky smell that comes from a pony in heat. Sweetie Belle's room had been overpowered with it, yet here I could just barely make out the faint odor... if that was it at all. Given the look of the place, anything could be responsible for that smell. I didn't have a lot of time to check out my surroundings because Pinkie descended on me as soon as I closed the door, getting close with an enthusiastic look that drove me back against the hard wooden surface.

"I've never been with a herded stallion before... well you are aren't really stallion but I don't mean that like you couldn't be like a stallion I just mean that you aren't really a stallion.. you get what I mean?" her face was inches from my lower chest, her blue eyes wildly scanning my own in a hectic fit.

"No.. I get it..." I stammered.

"So how do you wanna do it? Like this?!..." she turned around and put her flank in the air, lifting her tail and exposing her private area to me. My eyes quickly caught the sight of something weird there, a pink colored patch was over her sex that looked like a piece of cloth. Before I could see it clearly, she dropped her tail and then rolled on the ground to her back.

"... or do ya wanna do it like this?!" she looked down her body and up at me, that same maniacal grin on her face. My eyes drifted over her underside to the two large, pink teats that swelled there. They looked big and swollen, large enough for me to effectively bury my face and suffocate with. Her pink tail swished along the floor in anticipation.

"Pinkie.. I..." no words came to mind. Something felt weird and forced about this, giving me an awkward feeling and I just couldn't get into it at all. I'm sure it registered on my face because Pinkie Pie's eyes narrowed suspiciously as she lay on the floor before me, rear legs spread wide and that weird piece of cloth covering her folds could be seen again.

"You sure you wanna do this?" she asked.

"Well.. yeah, but... I dunno. Just seems weird to jump right into it like that!"

Her head cocked against the floor, I could hear the hair of her pink mane crinkling underneath. "Ha! Good thing I thought ahead and have some special Pinkie Party Cocktails ready to go!!"

"Some what??"

She didn't answer. Instead she rolled over and got to her hooves, motioning for me to follow her. We moved across the space towards a cluttered low table filled with various cups, knives, bottles and what looked like some chemistry equipment. All of it had a used and unclean look that sorta reminded me of what I thought a drug lab would look like. There were two flute glasses there, each filled halfway with a clear liquid and beside each glass was a flat, pink colored tablet about the size of a bit.

"Take one of these and drop it in the glass, wait for it to turn pink and then chug chug CHUG!" she instructed eagerly as she slid one tablet off the table into her hooves and licking her lips.

"What is it?" I asked her warily.

"It's my own special blend of fun and happiness, silly! It's not gonna hurt ya!" she paused and waited for me to pick my tablet up.

Against better judgement... I followed her directions.

The tablet sunk to the bottom of the flute glass and began to fizz, sending vigorous, pink bubbles up and causing the surface of the watery liquid to boil with their intensity. Pinkie Pie did the same and she eagerly watched her own glass with barely contained anticipation. The fizzing stopped after a few moments and the thin liquid was now a hazy pink color that smelled of bubble gum.

"Down the hatch!" she cried and clamped her glass in her muzzle, upending the whole thing in one gulp. I took a deep breath, and followed suit.

It didn't taste like bubble gum, instead it had a chalky gritty taste that almost made me gag from the chemically feel of it. I swallowed hard and drained my own flute, setting it back on the table.

"Alright.. now what?" I panted, breathing through my mouth to avoid the taste of it.

"Now...." she started, turning her tail to me and lifting it. "Get that stupid heat plug out of me before it kicks in... quickly!!" she wiggled her bottom.

I didn't understand her at first, but the sight of that pinkish cloth over her slit left little confusion. I slowly reached out and grabbed the top edge of it, my fingers brushing against her other, smaller hole immediately under her dock. She let out a cooing sigh.

"Ohhh... we can go there too if ya want!" she purred giddily. I ignored her, feeling my head beginning to get fuzzy. I blinked to clear my vision and pulled on it gently.

It wasn't cloth at all, just a soft covering over something much firmer. Part of it was lodged inside her and I had to pull it straight out to get it to move. What followed was a large, red rubbery plug firmly attached to the other side that had been closing off the hole of her tunnel, sealing up the entrance to her sex effectively. When it popped free, a flood of her juices ran out and down her pink, fleshy lips and dripped off of her long pink fur below onto the floor, flooding the room with an intense musky smell immediately like a light switch.

"Yeeaaahh!" she breathed and turned around. "I hate those things! But it's better than walking around dripping on everypony!!"

I held the device in two fingers out away from me, staring at it with growing fascination. A low vibration was coursing through my body now that felt amazingly good, like I'd been plugged into a battery or something. The colors on the object in my hand were intense and bright, little drops of her arousal still clung to the dark red rubber plug and I swore I could see myself reflected in each one of them. I dimly realized I was smiling.

"Heh... looks like somepony is starting to feel it..." she moved towards me and batted the plug from my hand carelessly. Both her hoof and the flying plug left tracers of their path through the air in front of me.

"Wuzzat... I kin..." I mumbled. My mouth didn't seem to work but I was alright with that. In fact... I was alright with everything right now. All I wanted to do was move... to not stand still... and I would be in paradise. Even my cock was feeling it, thick and hard in the confines of my shorts that tented out visibly when I looked slowly down at it with a boyish giggle.

Multiple Pinkie Pie's moved away from me and pulled the heavy curtains over the windows and then doused the lights, plunging my vision into almost complete darkness. I didn't like it... it felt wrong. Something needed to happen! Something needed to move!

A single loud clop sound came from nearby and suddenly I was transfixed by a wave of sensory input. Music throbbed from somewhere nearby, a low rhythmic pulse that I could feel in my chest. It resonated with the vibrating, energetic feeling welling up from within and I instantly began to sway to it's beat in bliss. But it was the lights that really threw me over the edge.

In several places around the room there were swirling, dancing colored lights that bathed the darkness in wonderful patterns that moved and changed with the music, enthralling me and pulling my whole perception of myself into the beat. A warm flash of heat washed over me and I began to sweat even though I didn't remember it being all that warm in here. With no thought or care about anything other than wanting to be one with this music and to cool off, I shucked all of my clothes quickly and swayed naked in the kaleidoscope of light and sound surrounding me.

I could have stayed that way forever had I not felt the warm press of Pinkie's flank against the soft hair of my thighs. She had backed into me, her tail off to the side and was swaying in time to my movements with me. Her warmth, erotic smell and softness were more enthralling than the music and lights were and my hands instantly clamped to her cutie marks and pulled her tighter against me, still swaying together to the beat. Once I'd grabbed on, she pulled me forward towards the bed, bobbing her flank up and down with the music while looking over her shoulder at me seductively.

Whirling around, she pushed me and I fell backwards laughing. I didn't care where I landed. The sensation of falling in whirling lights and sound was the most wonderful thing I'd ever felt at that moment and when I impacted the soft bed underneath me, I let out a howl of amusement as I lay there naked with my cock sticking straight up in the air.

My world suddenly spun and centered on my member when I felt it slide into a warm embracing wetness. I struggled to focus my vision enough to see that Pinkie had taken most of it into her mouth, her cheeks puffed out and her eyes swam with joy while she began to bob her head along the length of my shaft. I was in ecstasy. She could do that for the rest of my life as long as that music kept going...

But she didn't go at it for very long... or at least it didn't seem like it because time really wasn't registering with me right now. Pinkie broke off and licked up and down the length of it a couple of times before she let go, taking a couple of steps backwards. In the dancing lights I saw her face was intensely focused on me, a dirty smile on her lips as her tongue snaked out and cleaned her saliva from them. She said something, but I couldn't hear her over the music and the blood pounding in my ears... I didn't need to. I understood her perfectly when she turned around and raised her flank in the air, presenting her glistening pink slit to me that glowed in my vision like a signal flare.

Before I knew it, I was off the bed and getting into position behind her. My penis was suddenly glowing too as if in response to her own body's need, the colors of the room reflecting from the wetness on it danced in my eyes and I watched with fascination as it disappeared into her boiling hot snatch in one quick thrust.

I heard her cry out over the music when I slapped against her flank hard on the first quick push, burying my thick shaft deep inside her enough that I felt a soft resistance against the end when I squished forward into her spongy flank. In the haze of whatever state I was in, I remembered the thing I was supposed to do here and slid my hands around Pinkie's hips and down, feeling for those two soft spots in her inner belly. I found them quickly enough and socked my hands into them before slamming into her again like a jackhammer to the quick furious beat of the music.

She collapsed under me on jelly like legs but somehow I held her up, either fueled by the drink or my own intense need to keep going, I held her rear end up while I slammed into her with my full length on each thrust. The feeling was different, so much more and primal... even animalisic in my need to rut her as hard as I could. If the sensation of her blowing me had been ecstasy, then this was rapture.

I couldn't stop... I didn't want to stop. As long as I was sliding my dick into her soaking hot folds I was going to live forever and as long as the music and lights kept up... nothing could ever bother me again. I didn't even feel like cuming yet although I was pounding away furiously at her slit, hard enough that I could hear her cries and the slapping sounds of our bodies over the music now. Even the smell of our sex was helping me feel like superman while I rutted her with everything I had. Her passage grew tight and clamped onto me and I could feel fluid running down my balls freely, probably making a puddle under me and I dimly wondered if either her or I had peed ourselves.

Pinkie scrabbled her rear hooves, looking for purchase on the floor and found it. With a great kick she thrust forward away from me, sliding my cock out of her and causing me to whine at the cold, airy feeling that surrounded it now. She landed in a heap in front of me on the floor, her sides swelling in and out with huge breaths and her back legs twitching uncontrollably.

I moved to her, wanting to sink myself back into that fiery soft warmth again and be rid of that cold wet feeling down there but she kicked weakly at me with her rubbery leg, trying to push me away. I didn't understand... I just wanted to be one with the universe again and started to feel an immense despair sink in that was akin to me losing the secret of life that had been in my hands for a brief moment.

Backpedaling, I sat down heavy on the edge of the bed with the smell of her sex and my cock wafting up from the wet mess that was my crotch and dampening the fur on my upper thighs. I only felt bad for a moment though, soon the music and lights had me transfixed again and I stared up at the ceiling in wonderment of it all, Pinkie Pie and her warm body I'd been inside momentarily forgotten. My arms raised by themselves and I waved them over my head like some lunatic worshiper at the dots of colors that moved along the space above me.

I didn't notice the bed sag behind me I was so far gone, sweating and swaying on the bed, but I did feel the soft whisper of cloth around my wrist. I tried to focus on what was happening but couldn't bring myself to take my eyes from the whirling lights. The sensation soon came on my other wrist and then I was painfully, but not unpleasantly, yanked backwards and dragged up towards the head of the bed, my arms restrained and immobile. I giggled at the whole process and thought it felt wonderful to be laying here with the lights dancing above me.

They were blocked out almost immediately though, Pinkie's form came into view as she straddled me and pressed her hot, dripping slit along the length of my shaft and began to slide along it with her folds. Her two front hooves were on either side of my head and she used this leverage to raise up slightly and angle herself to line our mating parts up properly. With a heavy drop, she sank down over the head of my cock and along it's length in one rush of pleasure that sent me into the stratosphere again.

She was in control now. No matter how much I wanted to put my hands on her I couldn't with them restrained as they were. With crazy enthusiasm, she began to ride me hard and fast with the beat. Her two globes of teats landed heavily on my stomach with each downward impact of her body as she smiled down at me. It was agony... and paradise all at the same time that sent sparks of electricity dancing along my whole body from the wet rubbing feeling inside her on the ridge of my cock.

Drops of moisture ticked on my cheeks and lips that felt like colorful dots of wetness in the murky sensory state I was in. It took me a while to realize that Pinkie was drooling on me, her face a mask of absolute bliss with her mouth hanging open and her eyes half lidded. I wanted desperately to touch her but couldn't so I thrashed against my restraints uselessly just to do something else besides lay there. I still had a desperate need to move... to sway with that magical beat.

The pink body and mass of tangled hair above me paid no attention and only slammed herself down onto my dick harder, each thrust sending the head of my cock deep inside to kiss the end of her tunnel gently before being drawn away again. Over and over she slammed against my pubic bone and rubbing me along her fleshy, hot insides. Eventually... I felt something begin to change inside. It was like the normal full, watery feeling of getting close to cumming, but so much more so. I felt like I was folding inside out through my cock because of the strength of the clamping sensation and sensory overload of it. I cried out loudly that I was going to cum... but I didn't even know if what I said made sense.

It must have though, Pinkie vaulted off my cock instantly and disappeared from view for a moment while my hips continued to buck up in to the air in desperate need of relief. When she returned, she had a small clear container in her muzzle that she quickly dropped on the bed next to me. Pulling my throbbing shaft up with a hoof, she gave it a couple licks, tasting the flavor of her juices there with a smile before sinking her mouth over it again. Pinkie Pie bobbed furiously on my cock, sucking her cheeks in against it and swirling her tongue around in perfect time with her movements and the music. I cried out in pleasure and overwhelming agony from being unable to move my arms.

Just when I thought I couldn't get any worse or better... I felt her leg slide along the bed between my legs, forcing them wide apart and then pushing in to rub against my ass. She tickled around the hole there with the edge of her hoof, causing me to groan at the wonderful erotic sensation it gave me as I flew near the edge and then over the point of no return.

Sparkling white lights danced before my eyes, some of them from the room... some of them in my head as the lightening bolt of a fuse lit within me and traveled instantaneously down my spine to the head of my dick in Pinkie's mouth. I convulsed sharply and yelled at the overwhelming pleasure just before the first blast of cum raced up the length of the shaft and out into her muzzle.

She slowed and let me fill her cheeks up carefully, not a drop of my cum fell from her lips around my pulsing member even though I jerked and spasmed between her teeth. It went on forever... I'd never had an orgasm last that long before but I didn't care at all. I was finally releasing everything I had to the beat and dancing lights of the sweet sweet music that surrounded me. I floated up with it... my head swimming, my vision blurred.

The last thing I remember before the morning light stabbed me with bright shafts of pain was Pinkie Pie holding the empty container in front of her mouth and opening her lips, letting my seed pour into it.

______________________________________________________

My head was pounding even before I opened my eyes. My mouth felt like someone had poured a blended mix of sand and shit into it and then sealed it up to simmer for several hours. When I cracked open one eye, the sunlight streaming in the window shot a dagger of pain to the back of my eyeball, causing me to close it instantly. I groaned and decided that I should just go back to sleep...

_____________________________________________________

"La la la la laa lala" I heard Pinkie's voice faintly and the sounds of hooves on the steps. A door opened and then closed again, followed by her bright cheery voice ringing out into my head.

"Somepony can't handle a good time! How long ya gonna sleep, lazybones! I mean.. it's only been like forever since the sun came up!" she gave my foot a friendly shake under the sheet.

This time the pain wasn't as bad when I opened my eyes, but my mouth still felt like a cat's dirty litter box.

"Wat-er" I croaked.

"Already next to the bed, silly... you'll feel fine once you drink it. The special Pinkie Party Cocktails can be kinda rough on ya sometimes." she said brightly.

I rolled over and true to her word there was a large cup filled to the top with clear water. My hand shook a little when I reached for it and brought it to my lips. It was warm, but felt amazing sliding down my throat and landing in my stomach with a cool sensation. Incredibly enough, I instantly did feel better. Each large, gulping swallow restored my energy and washed away the vague sick feeling that was shrouding my vision and thought. When it was gone, I sat up with the cup in my hand.

Pinkie regarded me with a happy face. "See? All better! La la la la laa laa" she hopped away to an adjoining room without another look.

My mind replayed last night with the mental clarity of a TV station with poor reception. Parts of it came in clearly, parts of it didn't. The sore stiffness in my back and stomach told me that yes... I'd fucked her as hard as I though I did and the smell wafting up from my lap confirmed the mess I remembered making with her. I pulled the blanket back and looked at the matted patches of white crust that coated the gray fur of my upper thighs. What was in that damn drink? Holy shit.

"Pinkie?! I need to get cleaned up... can I use your shower?" I called out to her.

"Okie dokie loki!" she called back. "Down the steps and don't scare Gummy! He sleeps in the bathtub!"

I climbed out of the bed and stood there scratching my ass for a moment. The long tube of flesh between my legs dangled and swayed in the morning light and I gave it an experimental tug. It was still slick and felt sore from the wonderful abuse it had suffered last night. My eyes cast around at the cluttered and hectic living space she had when something on the table nearby caught my eye. I moved over to get a closer look.

It was the container she used last night, still filled with my massive load she'd spit into it after I came in her mouth. There was so much that I almost didn't believe it could be mine but where else would she have gotten a container of cum from at this hour? I'd never shot that much at once before, but then again... I didn't have a strange new dick the last time I'd cum either.

I picked it up and moved to carry it with me to the bathroom so I could dispose of it when something else stopped me. It was a large gold coin that lay half covered by a dirty rag near the strange bottles and glass vials around the chemistry set looking stuff. The fact it was a coin wasn't what stopped me... It was the word stamped on it and painted red that seemed strange and out of place here.

Sober

I put the container carefully down and reached out to pluck the coin up from the table's surface. I brought it to the light and saw the entire coin and the stamped words there. Around the edge in a circle it read:

6 cycles Clean and Sober. One day at a time

And stamped in the middle, bisecting the coin in half...

Pinkie Pie

I'd seen something similar before. My mother had been a pill popper of some magnitude and she came home with stuff like this all the time after she started rehab. A small, sympathetic smile for Pinkie curled at one corner of my mouth before I quickly put the coin back just as I'd found it and picked up the container with my milky, viscous fluid in it. I moved towards the door and Pinkie appeared just before I opened it.

"What are you doing!!" she cried "Gimme that!" she ran over and carefully plucked the bottle of cum from my fingers.

"Pinkie?! What the hell? What do you want that for?!" I asked, shocked at her desire to hang onto it. "I thought you just forgot to get rid of it this morning!"

She gave a giggle and shook her head smiling. "Hehe... no silly! It's one of the ingredients I use in the special Pinkie Party Cocktails!! I've never used a humans before and I can't wait to mix up the next batch!"

Chapter 20

How do you shower on the inside?

That was all I could think of as I washed myself vigorously in Pinkie's bathroom after trying to control my nausea over what I'd swallowed the night before. The thought that I had drank, in some form, some stallion's reconstituted seed had definitely put a damper on my morning. I'd hoped Pinkie Pie was kidding... but I don't think even she could come up with that cruel of a joke.

I washed, dried and got dressed in the clothes I had worn last night before going back upstairs to say goodbye to Pinkie. I met Gummy just outside the bathroom on the small circular landing who, thankfully, had not been asleep in the tub. Again, we sized each other up for a moment before I asked him aloud. "Why does she call you Gummy?"

I didn't expect an answer and for a second we just stared at each other. Then his long mouth opened in a yawn to reveal the toothless red gums that lined the interior of his snout.

"No shit, huh?" I said to him and laughed. I don't know if that was a real yawn or if he was answering me... but I'd take it either way.

I found Pinkie in her room staring with intense concentration at a large blank piece of paper on the floor. She didn't even look up when I came in she was so focused on it and I stood there in silence for longer than I'd care to admit before I cleared my throat.

"Ahem..."

Nothing. She didn't even flinch.

"Pinkie?" I said softly.

"Shhh!!!" she shushed.

"Pinkie, I need to go..." I said patently. Whatever she was doing... she was pretty much being her normal self now.

"The words are hiding from me.. they won't come out until they think I'm gone..." she whispered.

"Aaallllright... well. I'm heading back to the farm, I'll see ya round, kay?"

She didn't respond or look up so I took that as the only answer I'd get. I wanted to get back to the farm soon and hopefully I could come up with a good way to give Scootaloo her present on the way there. I closed the door behind me and began down the steps but I only got as far as the first landing when I heard it open again, rapid hoofsteps descending behind me. I turned and was enveloped in a blur of pink, her weight landing around my shoulders in a clasping embrace.

"Thank you!!" she cried happily in my ear. "You're awsometacuar!" she hugged me tight. Her words sent a small tingle of magical shivers through my back and out my wings... It felt like some sort of resolution.

I brought my arms up around her back and squeezed. "You're welcome, Pinkie... just... if we ever do this again, lets skip the cocktails, alright?"

I felt her nod against my shoulder before she let go and dropped down to her legs again. She looked up at me with eyes that I thought might just be a tiny bit watery... but then her face exploded in shock and she cried out "They're back!" before she bolted up the stairs without another word.

__________________________________________________

It was early afternoon when I stashed the Mark V in the clubhouse and then turned towards the barn. The need to be with Scootaloo had been growing ever since I left Surgarcube corner, so much so that I found myself flying faster and faster with the scooter tucked under my arm. Given the bond we shared... I wasn't surprised to see she was already running across the yard laughing when I cleared the trees after leaving the scooter, her purple mane and tail flowing out behind her in the wind.

She slammed into my waiting arms, driving me to the ground on my back and nuzzling me fiercely with her little wings buzzing. I hugged her tight and let her smell and presence wash over me for a moment in the late morning sun. We stayed that way for a while, her forehead pressed against mine while we just breathed each other's air for a bit. Once again I was struck by how different it was to be with her than with anypony else and smiled contentedly to be home again with Scootaloo in my arms.

"I'm glad you're home... I'm sooo bored!" she said quietly and then pulled back a bit to give me a kiss. It was quick and light, more of a tender greeting than any passionate kindling.

My hand brushed her soft purple mane from her eyes. "What, AJ not keeping you busy?"

"Shh! I'm supposed to be helpin' Granny..." she gave me a secretive grin and then began to giggle. "But she fell asleep!"

"That doesn't sound like fun." I shook my head in agreement and I realized I couldn't wait at all, I'd never be able to keep a secret from her anyways. "You wanna do something?"

"Ohh! whatcha got?!" she asked eagerly moved back to allow me to get up.

"Follow me!"

She gave an enthusiastic hop and actually hovered for a moment from the speed her wings were buzzing and then fell in beside me as we walked back the way I'd come. She asked me how things had gone with Pinkie and I kept it simple, telling her that Pinkie was back to normal and leaving out the gross realization of the mechanics involved.

"Hey, what are we going to the clubhouse for?" she asked curiously when it came into view.

"Just cuz..." I smiled.

"Jeeze..." she gave me a coy smile. "What's with you and the clubhouse? It's like you gotta thing for it or something..." her hoof gave me a playful smack on the hip.

"Hah! Nah... not this time. Close your eyes..." I said as we reached the door.

"What?" she looked up at me confused.

"You heard me... close your eyes!"

"Errghh... this better not be one of those scary jokes Mason, Or I'm gonna kick your new furry butt to Canterlot..." she warned with a grumble and then shut her eyes.

"No peaking!"

"I'm not!!" she insisted.

Satisfied, I pushed the door open, revealing the sparkling crystal blue scooter propped against the far interior wall with the fiery red helmet I'd placed on the hoof plate that matched it's wheels.

"Alright... Open them..." I said. More nervous than I'd care to admit.

Scootaloo's orange lidded eyes opened and blinked once before they fixed on the two wheeled object in the room. Her face lit up in an odd way I'd never seen before, softening her features and making her look completely different for a moment.

It wasn't until sometime later, replaying that happy moment over in my head, that I realized what that difference was. It was as if none of the bad things she'd had in her life had ever happened to her for that split second... her face had changed to a Scootaloo that never bore the years of loneliness and her father's ire.

Her voice trembled with emotion when she spoke quietly. "Thats a.... Wonderbolt Mark V...." her eyes glistening in the shaded light of the Cutie Mark Crusader's porch.

"Yeah... It's yours..." I said and put my hand on her neck.

Tears welled up in her eyes and she rubbed them away quickly with the back of her hoof. Again and again she repeated this motion for several seconds before she couldn't keep up with them anymore and let out a barking sob, allowing the moisture to run down her cheeks.

"Mason... no..." she cried. "That's like the best ever..."

"It's alright... You deserve it. More than anypony as far as I'm concerned."

She stood there staring at it with tears dripping from the fur on her chin, her mouth sagging slightly.

"Scoots?"

"No... Nopony's ever given me anything this nice before...." she shook her head slightly and then gave another one of those chuffing sobs, her eyes closing when that sob dissolved into a small keening and her mouth grimaced in cryface.

"Hey...!" I gave an awkward chuckle, dropping to my hair covered knees in front of her to wrap my arms around her neck and pull her close. "What's up with the crying? Come on... this was supposed to be fun, remember?"

Her front hooves came around my sides and she leaned her weight against me for support, wetting my neck with her tears.

"I... I a-always thought..." she cried.

"Scoot..." I stroked her neck and upper back between her little orange wings.

"No!... Y- you don't un-understand! I a-always th-thought I was just tra-ha-hash..." she was crying hard now, catching me completely off guard by her outburst.

In the mostly happy time we'd had together since the end of her father's control over her life, I'd forgotten just how truly bad it had been for her. I figured something out that day that I'd never thought of before... I learned that just because it isn't visible, the pain of real hurt on the inside never really goes away, you only just get better at dealing with it.

"You're not trash... You're the best thing that's ever happened to me, Scoot..." I said as meaningfully as I could next to her cheek. "You're incredible... just the way you are."

"Yeah... but..." she sniffed and brought herself under control a little bit. "... I don't think I deserve to feel this special sometimes."

"That's your father talking."

"I know.... and shut up..." she gave me a weak, playful thump on my back.

"Make me,... Puffball." I felt her smile against me at her old nickname. I didn't use it often, the last time I did got us in an awkward spot with Apple Bloom... but I guess those days were long gone now.

"Yer a jerk... you know that? Why ya gotta go and make me cry like this?" she rubbed her face in my shirt to dry it before pulling back to look at me. Her purple rimmed eyes were red and puffy but she was smiling.

"Sorry, just thought you could use a new scooter... that's all." I gave her a sarcastic shrug. "Seeing as how you couldn't handle your other one."

"Asshole!" she shot at me and then chuckled a little. I had taught her that word the first night we'd spent together. I'd never heard her use it before and the sound of it coming from her mouth made me laugh the same way a small child swearing could made you smile from the cuteness.

"Fine... I guess I'll take it back then!" I gave an indifferent shrug.

"No!" she quickly said with alarm before she reeled herself in. "I mean... at least let me ride it once, first!"

"I suppose..." I gave her a dramatic sigh before we looked at each other, her eyes swam with joy and tears that threatened to drown me with their depth. Then I kissed her with every ounce of love I had in my body and soul.

Scootaloo returned every bit of it and then some.

___________________________________________________________

I followed along just above and behind her as she flew down the dirt road at an insane speed on the scooter. It wasn't enough that the rhythmic pushes from her back leg propelled her easily but she also used her wings to increase her speed as well. They were the perfect propeller given the way she stood on the two wheeled platform and I soon discovered that she seemed to go almost as fast as Rainbow Dash could fly on that thing.

She had taken the same west side route we had traveled before but instead of turning towards the town, she kept going north and into an area I'd never been in before, traveling near the edge of the cloudbank that held the city of Cloudsdale above us. I could hear her laughing and whooping it up ahead of me in the early afternoon heat as she vaulted over logs near the side of the road and did spins and kicks with it like she'd been born with the thing strapped to her hooves since she was a foal.

The road lead through the northwestern edge of the thin woods surrounding Ponyville before emptying out into a rolling grassland of hills that were devoid of any trees. Our path skirted the edge of the first large rise before us and then then dived down sharply into a narrow ravine that Scoots didn't even bother to pause at the top of before speeding down.

The grassland rose above us sharply as we descended, her speed gaining quickly as gravity aided the propulsion from the blurry orange wings on her back and I soon found myself lagging behind her even though I was the one airborne. Her screams of exhilaration echoed back to me from the rocky sides of the exposed hills, growing taller with every second we shot down the path.

Ahead, the track curved dramatically to the right and cut through the smooth rock surface of the land on either side, the shapped earth slopped perfectly to meet the edges of the road with no shoulder or delineation to form a U shape. I had just barely caught up with her before she crouched down to get a low center of gravity as we entered the dogleg and my heart lurched when I realized she wasn't turning fast enough to make it around. I though for sure she was going to wipe out hard before my eyes, but I underestimated her...

I banked low to the right, keeping the center line of the road but she took the scooter smoothly up the hillside, letting the earth under her wheels guide her path up and around. Before I could blink she had climbed up the ramp far above me to my left and then gave a great heave on the T handle at her momentum's apex, launching her and the scooter out into the thin, warm air.

I watched in awe as that same momentum carried her in a graceful arc over my body with a smooth motion, blocking out the sun for a moment and letting the scooter extend away from her just long enough to look like she was flying for real. Scootaloo's legs were splayed and her wings beat furiously, her eyes met my own for a brief moment and I saw a look of blissful concentration in them before she reeled the scooter in again, planting her feet on the flat surface of the hoof board and landing the two wheels smoothly on my right, riding the slope of the hill back down to the path below me at an incredible speed that outpaced my own like a bullet from the barrel of a gun.

"YEEEEAAAAAAAAH!" her jubilant voice came to me in echoes from the steep walls on either side of us.

The valley floor rushed up and then flattened out to a deeply shaded ravine bottom. Scootaloo let her speed drop and we slid along the narrow ravine's floor together beside a blue stream that chuckled over rocks and into pools between deep, grass covered banks. Large willow-like trees marched beside the water's edge, letting their long thin whips dip into the current for refreshment in pale jade curtains of foliage that trailed in the water's surface. The air between the rocky, narrow walls here was clean and cool compared to the rippling, dusty heat of the summer above. It felt wonderful.

She slowed, and then steered her scooter to the side of the path near the grassy border between us and the water before coming to a halt. Her chest heaved with excitement that lit her eyes up with an almost insane joy under her helmet. Landing next to her, she looked up at me with an ear to ear grin.

"Woah... that was intense! Did you see that?" her eyes sparkled.

"Yeah! I didn't even know you could do stuff like that on a scooter!"

"Neither did I!" she laughed and then pulled her helmet off. Her mane stuck to her head with sweat. "Come on, I wanna show you something!"

I followed her down to the water's edge where she left her scooter and helmet beside a large tree trunk. Looking left and then right, she seemed to be searching for someplace specific in the water before she moved again. Upstream we walked a few paces till she was satisfied that the dry rocks in the stream were close enough together and she made ready to jump to the first one, her tongue sticking out of her mouth in focus as she crouched down like a coiling cat.

"Wait..." I said.

She stopped jarringly just before she launched herself and looked at me with curious amusement. I didn't know if I could do it, but I felt like I was strong enough now even though I hadn't kept up my training with Rainbow Dash.

I took to my wings and came over the top of her, wrapping my arms around her middle tightly and then took a deep breath, pushing against the ground with everything I had and grunted from the strain. She gave a gasp when her hooves slowly left the ground, dangling inches above the grass before I moved forward to carry her across the water. I felt a thrill that probably came from both of us.

"Mason! You can fly me!!" she cried out.

Barely. I flagged with the effort, but managed to get her over the stream before my strength gave out and I set her gently down on the far side.

"That's about it for right now... but it's a start." I put my hands on my soft grey knees and panted a bit.

Her muzzle came up and I felt her tongue run quickly up my cheek in a licking kiss. She didn't say anything, but I was all the encouragement I needed to keep trying in the future.

She took me towards the rock face of the ravine on the far side of the creek. The grass was taller here and smelled strongly of green growing things and wet earth. A small opening in the brownish rock appeared, just big enough to allow me to slip in and follow behind her in a crouch to the darkened interior. It was a cave of sorts, the light from outside didn't shine bright enough for me to see beyond the mouth and for a moment I lost track of Scootaloo before I heard her hoof scraping against the rock nearby. A jingling metallic sound came, and then light flared from a lantern on the ground.

It was small, barely bigger than a large closet with a close ceiling. It's walls were dark and smooth as if they had been polished by some giant's hand eons ago and reflected back the light from Scootaloo's lantern. On the ground were old remains of a camp with a long abandoned small fire pit in the middle covered with leaves and twigs from disuse beside a small pile of old, dirty blankets. My eyes scanned the walls, noticing with a start that they were not bare... they were covered in crude childlike drawings that progressively got better and more defined as they wound their way down the left wall, across the back and the towards the entrance again on my right.

They were drawn in something that looked like colored chalk but obviously more permanent. Starting on my left was a cloud and a sun with four ponies drawn standing on the top of the curly white lines. I recognized the colors... it was Scoot and her family. The next was a large, poorly proportioned drawing of herself flying alone with a big smile on her face next to another sketch of a gray house, curly q's of smoke rising from the chimney and a small orange pony standing in front of it.

It was painful to see the next few after this one as the images grew darker, with monsters and angry lines that slashed in frantic, abstract patterns and colors. My eyes followed them but I didn't want to see... they sparked bad feelings somewhere inside me near that place where Scootaloo's presence lived within.

I skipped over these and focused on the first bright drawing on the right side near the back of the cave. This was of her and her two friends, small and younger from what I could tell by the size of them. They were standing next to an apple tree, pointing at it while a larger pony with a badly drawn tan hat held up a plank of wood and a disproportionately large hammer.

A few more of these followed, this time with them next to a red schoolhouse and again near what looked like Twilight's library. The final one, closest to the entrance on my right, was a decent drawing of Rainbow Dash with Scootaloo on her back in the clouds. Scoot's front legs were out in front of her above Dash's head, her blue face grinning up it the orange figure on her back.

"I've never brought anypony here" she said quietly. "This was where I used to come when... when I had no place else to go."

"H-how long have you...?"

"Since I was a foal." she looked at the drawings around her. "I would stay here sometimes when my father would come home... just so I didn't have to be around him. There's berries along the stream and the water is good... I stayed here as long as I could sometimes." her ears fell against the back of her head as she remembered those days.

"Scoot..." my heart became heavy with emotion at the thought of her staying here all alone.

"No... it was better, believe me. But now..." she moved to a space between two rocks near the back and fished a rusty metal box out, kicking the top off. "... I don't need this place anymore."

I watched her slide the box over to the empty space on the wall near the entrance and fish into it with her muzzle. A stubby stick of something orange came up in her mouth and she moved close to the blank patch, getting up on her back legs and began to rub it along the smooth surface. I stood in the cool interior of the cave and watched without speaking as Scootaloo finished her story on the walls of the sanctuary.

She wasn't that good at it, but it didn't matter. It was the message behind this place that held it's power and meaning for her. She first drew herself, switching colors to purple to shade in her mane and tail before dropping it and getting a yellow one ready. Beside her, she drew something that looked similar to myself standing up before coloring in my hair, legs and wings to match my own.

We were close to each other, both smiling out from the rock face with one of my hands on her neck. She stepped back and studied it, cocking her head slightly, then returned to her box... coming up with a red colored piece this time. Above her back and next to my head, she traced a large heart.

"That's it. If anypony ever finds this place... they'll see us now." she looked up at me with an almost sad smile.

I couldn't take it anymore. I knelt down and wrapped her in my arms, feeling my own eyes getting wet. "I love you, Scoot..."

"I love you too." she whispered and pulled me down to the cool, dry floor of the cave with her in my arms.

We made love in that place, saying goodbye to a part of her life that she no longer needed. It was a slow and gentle sharing of our bodies that was intensely private without any sense of the magic that had made our connection open for the world to see and share. Her body accommodated me, getting used to the difference in size with patience and understanding on both our behalf before we could slowly rock together in our passionate embrace. When she came, it washed over her in enormous waves that I could feel, crying out my name once in the close confines of the rock walls before burying her face in my neck. Not long after, I followed her into the bright light of our climax... leaving myself deep inside her body through it all.

Chapter 21

For the first time since I could remember after arriving in this world, nothing much happened for what felt like a few weeks.

The days passed with little but the pleasure of the company around me and hard work leading up to the Summer Sun Festival. I moved into Apple Bloom's room a day after a fun adventure of construction with Applejack, tearing both her sister's bed and Scoot's apart to construct a single large one that took up most of one wall once it was together.

It turned out surprisingly comfortable and from that night on, Apple Bloom and Scootaloo spent the dark hours of the evening snuggled with me in a colorful ball of fur and tails that sometimes became too warm and sweaty for comfort, especially on the odd nights when Sweetie Belle joined us. Even though I'd taken to sleeping in the nude to counter their body heat, there was little in the way of physical intimacy. The three of us shared a bond that was emotionally driven rather than eager for the flesh at this point. I could have initiated it with any of them almost at any time, but I'd drank my fill of sex for a while after the almost daily encounters from the last few weeks.

Apple Bloom did manage to corner me in the south orchard one day, though. Her heat had started that morning and she took full advantage of my body's appendages in an almost predatory manner, stalking me in the trees silently until I was alone and then pounced under the boughs of a large apple tree. I used every trick Rainbow Dash had taught me on the wildly energized red head and it was a quick, fast n' dirty encounter that left her panting, leaning against the trunk of the tree dazed when I walked away to return to my chores.

Her cast had eventually come off too, her leg shriveled and funny smelling until she'd had a couple of baths. Scootaloo had chided her about it once and the ensuing dust ball of their wrestling match in the barnyard was good fun for Big Mac and I who had to separate them while holding our sides from laughter. They fought a lot actually. Not real fighting mind you, but the kind of fighting that happened between two close friends with stubborn wills and both of them were tomboyish enough to take it to the ground whenever the situation called for it.

Applejack, who had become more at ease seeing me with her sister, had stayed up many a night with me down in the kitchen, drinking cider after the sun set while the girls were upstairs and talking about nothing in particular... just sharing each other's company. She confided in me on one of those occasions that she deeply regretted her earlier outburst at my involvement with Apple Bloom and noticed how much happier the red headed young mare been now that things had settled down. It had been an emotionally charged conversation, ending with the two of us sitting side by side at the kitchen table, my arm around the stubborn blond and and one of her front legs around my neck in a semi-drunken hug.

The five other ponies we knew would stop by occasionally also. Rainbow Dash picked up her training with me again and soon I knew I was strong enough to fly Scootaloo. I could keep up with the blue pegasus now even with the heavy pack strapped to me as long as she wasn't going full out. We never went back to Cloudsdale, instead choosing to stay near the farm where it was safe from the mobs. She told me that Whipwind's trial had just started and there was a circus there almost every day now. When I told her about the Wonderbolt Mark V, Dash's face melted in a rare display of tender feeling before she gave me a tight airborne hug in the clouds.

Twilight was easily the most frequent visitor. True to her earlier claims, she had taken to writing a journal about our experiences with the herding magic and we had at least one awkward session while I described the events at Pinkie Pie's.

"How would you say you performed the mating act? Less, normal or more vigorous as a result of the herding magic?" she had asked with a straight face. Her purple features showing no sign of embarrassment or hesitation.

"I dunno!... Crap, Twilight! It's not like I was keeping notes!"

"Try to remember... this is for posterity after all." she'd encouraged with patient, earnest enthusiasm.

I finally gave up on being polite and let her have the raunchy details, her face had gone from a studious concentration to wide eyed attention by the time I got to the part about the ropes and Pinkie's oral performance at the end. When I started to describe the way she had opened her mouth above the container to capture my fluid, Twilight Sparkle shook her head violently as if waking from a spell, causing her dark mane to get tangled.

"OK!! Well... that will do for this portion!" she'd said quickly and slammed the book shut on the quill that was still magically recording every word being said. She left quickly, apologizing about forgetting an appointment she had somewhere. I thought I'd finally gone too far with it and felt bad until I saw her tail was firmly pressed against her flank when she walked away, the fur there had turned a darker purple leaving a familiar scent in the air.
_________________________________________

A few days later, I had an unexpected and awkward visit from a young, green dragon.

I was working alone out in the south orchard that day, pulling the bad fruit from the trees to keep the rest from getting the worms that lived on the delicious red fruit. Alone and nervous he'd appeared in the corner of my eye watching from the shade of a nearby tree while I went about the chore in the hot afternoon sun.

"What's up, Spike?" I asked brightly, landing near him with the load of the worm eaten apples in a basket. I'd come to like Spike. He was the only other young male around my life in a sea of girls that could hold a conversation beyond a couple of words. Sure, he was naive and clueless about a lot of stuff, but that was because of his living situation... not by any fault of his own.

"H-Hey.. Mason." his raspy voice sounded tense and he'd taken his pointed tail up in his claws to pick at nervously. "Can I talk to you about something?" his green eyes flitted between my own and the ground.

I felt awkward... like he was coming to me for advice or something and my own self esteem just screamed at the whole concept. I wasn't someone anyone had ever come to for advice.

"Uh... sure, man. What's on your mind?"

He took a deep breath and blew out between puffy cheeks. "How do you do it, man? I mean... with the girls? I've tried everything with Rar-" he stopped and corrected himself awkwardly "... with them and I don't ever seem to get anywhere."

I stood and looked at the little green guy for a moment. I completely sympathized with his plight because I knew exactly where he was coming from. Hell, It wasn't that long ago that I was going nuts myself from wanting to experience what it was like to be with a girl. I remembered with painful clarity the relentless and never ending obsession with the desire that crept into every aspect of my life at times. The three fillies had told me about Spike's intense crush on Rarity and how long it had been going on so the dude must be lonely and desperate enough that he'd worked up the courage to come ask the only other being he knew that was getting some.

This realization didn't help me in anyway... I still felt a little weird about it.

"Spike... I... I dunno what to tell you." I shrugged. "I sucked at getting girls until I came here, to be honest. And I know about your thing for Rarity... you don't have to hide it from me, man."

His face burned red for a moment before he asked, "How did you know?!" he almost sounded offended.

"Scoots and the girls told me, it's pretty obvious..."

He relaxed a bit. "You're lucky... I wish I could spend the nights with somepony warm and soft." he said miserably.

"Aww... it'll happen! Just don't worry about it too much." I offered helpfully. I knew it was bullshit though.

"What's it like?" he asked with a quiet, shy curiosity.

"What's what, like? Being with a girl?"

"Yeah... is it like how some of the colts say? Does it really make your brain explode?" the black vertical pupils in his green eyes widened.

My awkward reluctance gave way to a curious... and maybe slightly devious... desire to see how far this little dragon was willing to go down the rabbit hole of a conversation. Brain exploding? I just had to ask...

"You mean in general... or are you talking about..." I gave him a quick universal pantomime for doggy style... I guess that translated into pony style here.

The scales on his little cheeks turned red and he suddenly couldn't meet my eyes anymore. "Yeah...that one." he mumbled.

"Well... It doesn't make your brain explode! It's just like when you're doing it by yourself but a whole lot better because somepony is there with you... it feels better too." I said in a matter of fact tone, not caring how weird this had gotten anymore. I mean, he was the one asking, after all.

"By yourself?? What do you mean?" his face scrunched up in confusion. "How can you do it by yourself?"

I almost launched into an incredulous laugh before logic caught up with me. He was a dragon... not a stallion or a human so maybe it didn't work the same? I knew this was going to get real personal, real quick... but I couldn't sit by and let him go crazy simply because no one had ever clued him in on the daily ritual every guy learns either by trial and error or a friend's advice. My sympathy had turned into pity.

"Don't dragons have... a body part for that? A part that you use when you're with a girl?"

Unexpectedly... and quite shockingly, Spike looked down his small body and hooked one of his claws on his lower belly, tugging it down sharply. A small pink and red tube of flesh fell out and limply hung there against his green scales. It was about the length of my hand and pointed sharply at the tip. He quietly looked up at me, seeking affirmation.

"Ehhh... yeah. That looks about right." I tried not to look at it, but it was fascinating in a strange sort of way and my eyes kept drifting to it. "Does it ever... change? Like get bigger or something?"

"Only when I think about Rar-" he stopped and gulped. "...ity. Oh.. and in the mornings... a-and sometimes during the day too even when I don't think about anything!" he shook his head and shrugged. "I have to go find someplace alone when it does until it goes away... Twilight got mad about it seeing all the time."

"Riiight... so nopony's ever told you about jerkin off, then?"

"Jerkin what off?"

I couldn't believe it. "Holy shit, Spike... does Twilight keep you in a bubble??!"

"A bubble of what?" he asked in innocence, tucking his little member back inside, putting it away finally.

"Just... try rubbing it with your hand, or claw or whatever next time it changes, alright?" I suggested to him. "Try it a few different ways until it feels good and keep thinking about whatever made it like that in the first place."

"What will that do?" his face twisted in confusion.

I did a facepalm... I didn't do them often, but this was getting ridiculous. The poor guy was clueless. "It makes your body think you're with a girl..." I said patiently, "If you do it right... you'll get the same uh...result and it will go away for a while."

I could almost see the wheels turning in his head behind those green eyes of his as he put two and two together. When everything clicked home, his face lit up in realization.

"Ooooh! I get it now!" he cried out triumphantly. "Thanks, Mason! Gee... you're a good friend, you know that? The other colts I asked all laughed at me... but I knew you wouldn't!"

"No... problem?" I said awkwardly as he turned, whistling a nameless tune in contentment of his new found knowledge.

______________________________________________

"Poke him..." I heard Apple Bloom whisper daringly.

"Nuh uh... you!" came Scootaloo's gravely morning voice.

"He's you're special somepony... you should do it!" came the whispering southern drawl.

I tried my best not to smile. This had become a beloved daily ritual between us all... who would wake me up. Sometimes Scootaloo would win the battle of wills and Apple Bloom would get the tickle machine... other times it was the other way around. Sweetie Belle had once drawn the unlucky straw when she'd spent the night and unfortunately for us all... had a full bladder when she did. The four of us agreed to never speak of it again.

"You do it! Breakfast is getting cold!" Scootaloo's whine was tinted with a hint of a smile.

Silence rang out in the room for a moment before I felt the prod of a hoof on my shoulder.

"Mason...?" came Apple Bloom's cautious voice.

I lunged suddenly at her, scaring both her and Scootaloo into a fit of laughter as I pulled the yellow pony into my lap, my hands seeking the sensitive spots under her front legs along her sides. She howled with laughter as Scootaloo beat on my back with no real effort to get me to stop as I mercilessly sent Apple Bloom into spasms.

"Oh-Ohkay!!! I give! I give!" she cried and I let her go per the unspoken agreement of every tickle master in the universe.

Scootaloo's orange legs came around my neck from behind and I felt her warm morning breath on my ear. "Morning..." she said sweetly, I could hear her little wings give a buzz.

I pressed my head into hers and nuzzled it. "Hey..." I said back before enveloping Apple Bloom in my own embrace that she returned happily. Every morning had been pretty much the same as this, and I loved it each and every time.

"Errgg..." Scootaloo suddenly groaned. "My stomach hurts..."

"Well if ya wouldn't eat all tha ice cream Granny makes ya prolly wouldn't have a belly ache now, would ya!" the red haired girl scolded her.

"No..." Scoots shook her purple mane. She didn't look good all of a sudden. "...I think..." her mouth hitched in a quick gag and then she bolted out of the room, slamming the bathroom door behind her. Apple Bloom and I looked at each other in confusion and concern.

"You think she's al-" her words were cut off by a loud retching sound that rang out in the stillness of the morning air. It was vulgar in it's intensity, giving me my own sparkling tingle in the back of my throat from nausea.

"Ewww..." Apple Bloom plugged her hooves over her ears with a look of disgust.

I got up quickly and dressed before moving to the bathroom door that was now silent on the other side.

"Scootaloo? You alright?"

"Yeah...." came a panting breath from inside.

"You sure?"

There was nothing for a moment and then the door opened. Scootaloo's eyes were watery and she looked miserable. "I hate doing that..." she grumbled.

I knelt in front of her, ignoring the wild vomit smell coming from her breath and put a hand on her orange cheek. "What's up with that? You sick?"

She shook her head and shrugged. "Nu huh... I feel alright now. That was weird..."

"Huh..." I regarded her closely... she did look better. "Well you smell terrific now...." I bopped her on the nose gently with a finger.

"Asshole..." she whispered quietly and smiled.

Chapter 22

The day of the Summer Sun festival had finally arrived. It had dawned hot and muggy, already insects were buzzing away in the tall grass along the road beside our party of six that traveled into Ponyville. Applejack, Big Mac and Apple Bloom each had a cart hooked to their yokes filled with Apple Pies, Apple Jam, Corn, Cider, Carrots and a wide variety of other farm goods they intend to sell on the festival grounds today. Even myself and Scootaloo riding her Mark V had heavy packs filled with items and only Granny Smith walked unencumbered.

Scootaloo had been throwing up in the morning for a few days now although she'd tried to hide it from me and Apple Bloom. I didn't know if the red head could tell as easily as I could, perhaps it was the bond between Scoots and I that allowed me to feel her anxiety about it after each quiet session she had in the bathroom. She knew something was happening and her emotion about it rang out in my head like a bell each time she woke up. Even her eyes when she looked at me were guarded and filled with apprehension if I caught her unaware.

I had my own suspicions about what was going on. It didn't take a genius to know what morning sickness was assuming it worked the same way for ponies and a cold grip of fear seized my stomach whenever I thought about it too long. It wasn't the thought of her being pregnant that scared me, although that idea brought along a whole host of it's own frightening scenarios... it was the thought of what kind of child would be made from our combined genes and a vision of a tiny centaur kept popping into mind, calling me daddy. I didn't say anything to her and she didn't talk about it either. With all the activity going on, I figured we'd have to sit down and have a serious conversation just as soon as this was all over.

The festival grounds could be seen from a long way off. The ponies had erected a massive tent in the center of town directly over the gazebo that had to be held up by some kind of magic given is size. It provided shade to the large number of stalls and displays set up in the area that already had large groups milling around them even at this early hour. We found our stall already set up, ready to go for us and began unpacking under the careful instruction of Applejack. She was an incredibly good business pony, knowing exactly what to put where to create a really neat looking display that was also appetizing.

I turned out to be quite the attention getting object as well. Even though enough time had passed and I'd been into town plenty of times, my appearance still caught the eyes of several ponies, causing them to wander over to the stand and get sucked into both Applejack's and her sister's sales pitch. We hadn't even finished the display setup before they had made a few sales and the older Apple sister gave me a wink of approval at how she thought this was all going to work out.

"Hey guys!" came a familiar, squeaky voice and Sweetie Belle came trotting out of the crowd towards us, giving me a nuzzle before greeting Apple Bloom and Scootaloo.

"Well hey there, Sweetie Belle!" Applejack said. "Where's yer guy's stall at this year?"

"It's just right across, over there!" she pointed through the river of ponies moving up and down the isle now. I could barely make out the top of an intricately decorated stall matching the colors of Rarity's boutique over the backs of all the bodies.

"Yeehaw! We're gonna have the busiest row ever this year!" the farm pony gave a resounding cheer.

"I gotta get back to help her finish setting things up, I'll be back soon though, we're almost done. You guys wanna wander around then?" she asked me and the other two younger ponies.

"Yeah! I wanna get the deep fried frosting from Sugarcube corner again this year!" Scootaloo licked her lips.

"An I wanna see Zecora's tent! I hear she's gotta fortune telling potion an I wanna try it!" Apple Bloom looked to her sister. "Can we, sis?"

"Not yet! Heck, tha day's just startin and it's gonna be doozey if this crowd is any indication. I'm gonna need ya'lls help here till things slow down." she gestured to the line starting to form in front of her, each pony with something in their hooves to buy.

"Aww..." the three said together in unison.

"Alright... I'll see you guys later then." Sweetie Belle said dejectedly.

Applejack's instincts were right. As the day went on, a steady stream of customers had all of us busy. Apple Bloom, myself and Scootaloo were constantly restocking and refacing the display while Applejack and Big Mac tended to the lines of customers. Granny helped where she could but mostly nodded off in the back corner while standing on all fours.

About midway through the day, Twilight Sparkle stopped by with a friendly greeting for everypony.

"How's business, Applejack? Your stall looks great!"

"Twilight, we ain't never sold outta Granny's jam this early and the way the pies r goin...we're gonna be outta them in a quick hot minute!"

"That's wonderful!"

"Yep, and it's all cuz a yer folk's help we were able to make this much ta sell in the first place. Thank ya again for that."

"Of course Applejack! What are friends for!" Twilight's eyes fixed on me and grew quietly urgent. "Mason... can I talk to you for a moment?"

"Sure, Twilight. Gimme a second." I said, setting the last of the pies in my hand down where they belonged in the empty spaces on the display rack.

She lead me off into the crowd, me following behind her dark colored tail as I pushed through cross traffic that had become thick and slow with the number of ponies. We ended up leaving the town square and she stopped in a narrow street that had just light hoof traffic on it, turning to face me with an apprehensive look.

She gave a reluctant sigh. "I was wondering if you can do something for me..." she asked, not quite able to hold her eyes on mine.

"Sure, anything for you, Twilight. You know that!" I said eagerly.

"Something's happened these last few days that I knew would come up sooner or later... but I can't bring myself to be the one to do anything about it..."

"What kinda something...?"

She opened her mouth and then quickly shut it again, her eyes falling down to the cobblestones under her hooves. Her purple wings gave a couple of nervous flutters before she brought her gaze back up to me, determined to say it this time.

"We're mature ponies... and humans, right?"

"Yeah..." I said, not sure where this was going.

"And we can talk openly about stuff even if it's embarrassing and personal?" she continued.

"Suure?" I was positive Twilight was about to pop the ol 'can ya help me with my heat' question.

"It's Spike... He's been doing that thing that I know all colts, stallions and apparently dragons do... you know... pleasuring themselves?" she looked at me hopefully for signs of recognition that she didn't need to elaborate on. I nodded to show her I was following.

"He's been doing it an awful lot... and he's leaving messes everywhere! I mean... this morning I found his stuff stuck to the ceiling for Celestia's sake!" her hoof came up and smacked against her forehead in disgust.

"Mason... you're the only guy I trust other than my brother to talk with him about something like this. I know it's kinda awkward, and maybe a little unfair to ask this of you... but do you think you can have a talk with him about it? Maybe help him not be so...gross?"

I had to laugh inside at Twilight's request, knowing exactly what must have happened over the course of the last several days. Spike must have figured it out finally... and the little guy was making up for lost time.

"Sure Twilight... if you think that's alright. I mean... it's going to be pretty embarrassing for him, don't you think?" I really was trying to look out for the dude. I couldn't imagine getting a random visit from another guy telling me to cool my jets with the one handed shuffle and getting shown how to clean up after myself. But then again... he'd whipped his junk out in front of me like he was showing me his big toe, so who knew how he'd react.

"If he's embarrassed then good! I've had to wash his bed like twice a day lately! Anything to get him to calm down... I just..." her eyes fell again and her ears flattened. "I'm no good at that kind of stuff."

"Bullshit! You grill me all the time about things like that! What about your sketches of me? The herding magic book you're writing?!"

"That's different!" she protested. "Documenting something is a study of science and magic! This is... well... you know..." she shrugged and gave me a meaningful gesture, shaking her head. "...real mating stuff... and I don't know anything about that. I've read the books...but that doesn't make it feel any less weird for me. I'm afraid I'll screw it up if I try talking to him."

"Wait... are you saying you've never been with anypony before?" the question fell out of my mouth before I could stop it.

Twilight's eyes looked up at me open and unguarded. There was a deep emotion in them that I'd never seen from her... a naked and afraid look that told me I'd hit on something incredibly personal for her that she had no intellectual defense for. She opened her mouth to speak but she was cut off by another voice that I recognized instantly.

"Well! If it isn't Mason the Human! How'd that Mark V work out for ya, my friend?" Wilson Cage's voice greeted me from behind every bit as warmly and welcoming as I'd remembered.

"Hey Wilson!" I turned to greet the land pony who managed the sporting goods store. His pale blue coat shimmered in the sunlight offset by his snow white mane. His eyes matched his coat perfectly in a pleasing symmetry that if I was a mare...I'd probably find attractive, even the mark on his flank of a round yellow ball with white laces contrasted nicely.

"She loved it! I can't thank you enough for steering me in the right direction!"

"Mason... I need to get going." Twilight said, excusing herself from the conversation. "I'll see you later, kay?" she looked at me with big eyes that spoke of a talk not yet finished between us.

"Yeah... Alight, Twilight!" I tried to sound normal about it in front of Wilson.

She gave a polite nod to Wilson and then left us quickly. We both were heading in the same direction so we walked together back into the bustling square. The smells and sounds of the fair were heavy now. Hay, food, the smell of ponies pressed together... they all mixed to create a familiar odor that I'd not ran into since the last time I was at the state fair back home many years ago. It gave me a nostalgic feeling and for the first time in a long while, I briefly thought of my old world.

"Twilight Sparkle, eh? That explains where all those Canterlot's came from..." he gave me a knowing smile and wink.

"Yeah, she's a friend of mine... it's true. I'd never seen a bit in my life until I opened that pouch in your store." I shrugged.

"Well, no harm in that. Twilight's been a great addition to Ponyville. Why, her and all her friends have saved us from more bad scrapes that you can imagine!"

We pushed through the mass of ponies together and I quickly lost track of where I was going. Both Wilson and I really lost our sense of direction when a familiar strong scent hit our noses at the same time, causing both our heads to snap up. It was the wild and thunderous musk of a mare in heat and I found it had an equal effect on me as it did my blue friend.

We never saw the source, but the trail of young stallions in a row all walking with a dazed look on their face in the opposite direction that we were going said that she'd just passed by us. One of them even had his junk hanging out, pink and swollen in a pendulous rod that swung under his belly. When they'd passed and the smell was gone, I asked Wilson a serious question.

"Is that normal around here?"

He gave his friendly laugh. "My friend, some mares love the attention her heat brings... and some young stallions and colts are just plain powerless over it's spell. It's only a matter of time before they wise up and stop following the attention seekers around with their goods on display like that."

"And everypony's alright with it? I mean... what about the little fillies and colts?"

"Oh, they're fine." he waved dismissively. "It's the way we all learned the basics. Generations have grown up the same way without any ill effects on the youngin's, if that's what you mean." he pointed at two very small fillies who looked after the marching line of stallions with shrugging indifference.

"And there's always a young mare or two in every crowd that likes to cause a fuss by not doing the polite thing and using a plug." he shook his head. "Some of em say it's about being natural... but if you ask me, they just want attention. As long as there's older colts and young stallions around... they'll get it."

Wilson's explanation sounded a lot like the flirty tease girls back home, the ones who used boys for stuff and then drop kicked them after they got what they want from them. I gave my own laugh at the similarities before I realized I had become completely disoriented now. I knew that the Sweet Apple Acres stall was around here somewhere...

"Mason!" Sweetie Belle's voice called out just over the din of conversation around me. I whirled towards it and saw the white unicorn's face just above the crowd waving. At least being tall in this world had it's advantages.

Wilson and I made a beeline for her and soon found ourselves in front of Rarity's stall. It was immaculately styled with vivid colors of pony gowns, capes and hats that boggled my fashion challenged mind at how they worked.

"Who 'r you?" Sweetie Belle asked, looking at Wilson curiously.

"Why, hello Sweetie Belle! My name is Wilson. It's a pleasure to finally meet you!" he rumbled in his friendly voice.

"How do ya know my name?!" she said, laughing and already comfortable with him.

"Oh... I've seen you and your two friends running round town for years. Everypony knows the Cutie Mark Crusaders, or should I say... Gabby Gums?" he smiled with a mischievous glint in his eye. "I run the Sports Corral, don't you remember writing an article about how lonely my store was?" his head cocked playfully.

"Oh..." Sweetie Belle's ears flattened on her head and she shrunk up slightly. Scootaloo had mentioned this escapade from their past to me before, their attempt to work for their school's newspaper had ended up with the whole town mad at the three girls for a while.

"Don't get all sad about it now, you girls did a wonderful thing by admitting to everypony what was really going on. Why, if you were my little sister I would have been proud of you for having the guts to do that!" Wilson's kind and gentle voice was reassuring.

"Sweetie Belle, do you know where those green gloves are that go with-" Rarity pushed her way through the curtains behind Sweetie Belle on the other side of the counter from us and stopped when she saw the two of us there. Her eyes first saw me and then flicked to Wilson and stopped. Her pupils grew large and her mouth sagged for just a moment before she caught herself and shook her head slightly.

"Mason! Well, I- I didn't see you there. Ehh.. who's your gentlecolt freind?" she smiled, clearly caught of guard.

"Rarity, this is Wilson Cage, he runs the Sports Corral near the edge of town. Wilson, this is my friend Rarity."

"Ma'am, I am well aware of your work. It is an honor to meet you after all this time." Wilson lowered his head in a dignified greeting.

Rarity struggled to get her mouth to work for a moment. "I... Thank you Wilson. It's nice to... meet you too. Tell me, how does a stallion who owns a simple sports store know of my work?" she almost sounded incredulous... or guarded, one of the two.

He gave a friendly, disarming laugh. "Come now! Just because I know how to sell a quality hoofball glove doesn't mean I don't know about fashion. Your work should be shown along side Gallup Armani and Pierre Cardinal as far as I'm concerned! Who would have though of integrating the triple half stitch to create pleats that don't add to the volume of the fabric like that? Why.. certainly not them!"

Not only Rarity's jaw dropped this time, but Sweetie Belle's did as well. I had no clue what he'd just said but apparently ol' Wilson knew his shit when it came to fashion.

"You... you know what a triple half stitch is?" Rarity asked after she made her mouth start working again.

"Oh I know plenty, you'd be surprised! In fact, I'm going to Canterlot this fall for the Fashion Annual... A place where I've seen your work several times already, if I recall right. I've got front row seats already reserved!" he gave her a smile that caused her cheeks to turn red.

"Y-yes... I have a runway show there this ye... year too." Rarity's voice had become distant, her eyes fixed on Wilson dazedly for a moment and then she caught herself again, this time shaking her head even harder.

"Well, perhaps I will see you there then! Now If you'll excuse me, I have some work to attend to in the back... good day!" she said pertly and then vanished fast behind the dark blue curtains concealing her room behind the counter.

"Rarity!!" Sweetie Belle hollered and followed after her big sister, leaving Wilson and I alone at the counter.

"Oh she is wonderful, isn't she? Truly a sight to behold both in her work and in her presence." he wistfully sighed once they were gone.

"You know... If I didn't know any better, Wilson... it sounds like you have a thing for her!" I gave my new friend a small thump on the shoulder.

"Rarity?" he looked mildly surprised. "Who wouldn't? One of the fastest rising stars of the fashion world wrapped up in a stunning package of grace and refinement. I must thank you, actually... I've been wanting to introduce myself to her for ages now but never could quite work up the nerve."

For the first time since I'd met him, Wilson looked a bit flustered... just like Rarity had been.

Chapter 23

Much to Apple Bloom and Scootaloo's relief, Applejack turned us loose in the early afternoon to explore the festival. We had sold out of the jam, pies, corn and peas already and they were quickly going through the six barrels of cider they had brought. Both Applejack and I shared a private joke between the two of us about how it should have been seven but we got carried away a few too many times over the last couple of weeks.

The three of us set out for Rarity's stall first to collect Sweetie Belle who was looking miserably bored while her sister spoke with the patrons. She jumped up and gave me a big hug when we arrived, glad to be free of the hanging dresses and hats and soon we were all marching down the fairway, eager to see everything the it had to offer.

I pretty much just followed along behind them because the three girls had already worked out some intricate plan of exactly what they wanted to do and since I had no idea what was here in the first place... I had no input. I didn't mind, though. Every time the four of us were together I could feel the gentle, pleasant thrumming of the herd magic in my chest and back and that was all I needed to be happy and content no matter what we were doing.

The first stop was the Surgarcube corner stall so we could sample some of the tasty treats the Cakes and Pinkie Pie had whipped up for the event. We found our pink friend wandering near the front of the stall with an enormous red cupcake hat that dwarfed her head in a ridiculous fashion with a large platter strapped to her back that held several samples of the edible versions and colorful candy necklaces hanging from its edge.

"Hey ya guys!" she bounced over to us when she caught site of our troupe.

"Pinkie! Please tell me you have the deep fried frosting again this year?! Please please please!!" Scootaloo practically begged her, falling to her belly and pawing at Pinkie's hooves.

"Why of course!" Pinkie Pie grinned at her. "Just go ask Mrs Cake for it and she'll get you all taken care of! Say..." she stopped and gathered us all up in a tight group with her face a mask of devious joy. "I've got your batch of Pinkie Party Cocktail all mixed up if you're lookin to party later!" her eyes danced between the four of us.

My stomach turned at the thought of repeating that experience. "No thanks, Pinkie... we're good." I tried to say as politely as possible.

"What's a Pinkie Party Cocktail?" Sweetie Belle asked, licking her lips at the idea of a refreshing drink.

"I'll tell you later, Sweetie, come on..." I said, steering the three girls away quickly from Pinkie Pie who had thankfully been swarmed by a bunch of younger colts and was distracted.

We loaded up on the dollops of fried icing given out by Mrs Cake in little paper bags before moving on down the main thoroughfare. The icing was incredibly sweet but delicious with a crispy shell and a warm sugary inside. The girls ate theirs quickly and soon all three were eying my remaining portion. All it took was for them to coordinate their sad, begging looks and I crumbled like a sandcastle in the waves, handing over my mostly full bag to the three and watched as it disappeared quickly.

The ponies were pressed together tightly here and we ended up having to walk single file for a while to avoid getting separated. For me, this wasn't so bad because I could see over the backs of everypony well enough to take in the colorful sights around me. When we rounded a corner at the end of the main strip, Apple Bloom hopped up and down with excitement when the sound of music reached our ears.

"Oh! Lookie there, Sweetie Belle! They have a sing along stage! You should go up there!" Apple Bloom pointed at the source of the music.

It was a tall and impressive temporary stage set up with everything a pony would need to sing along with backup music. I guess it would be considered a karaoke stage my world and I wondered vaguely what kind of songs would be sung here. It was fairly intricate in its presentation and had lots of lights and decorations that made it look almost like a real performance was going to happen. Even though it was the middle of the day, the shade from the tent gave enough darkness for the lights to look impressive as they danced around, inviting somepony daring enough to step forward and sing for the large crowds milling by.

"I- I don't wanna..." Sweetie Belle's tail dropped along with her ears.

"Come on!" Scootaloo gave her a playful smack on the flank with a hoof. "Everypony knows you're a good singer, Sweetie! Go up there and do something!"

The white unicorn's eyes gave a panicked look at her two friends and then met my own, looking to me for help. She looked terrified and I felt my heart go out to my magical little friend.

"Sweetie, I won't ask you to go up there..." I shook my head. "I hate being in front of crowds and I'd be scared to death!"

"What's that?!" Apple Bloom nudged Scootaloo and they both shared a mischievous glance. "You'll go up there if Sweetie goes?"

"What??" I cried.

"What do ya say, Sweetie... will ya go if Mason does?" Scoots chimed in with her own playful grin.

"I- I guess so. It wouldn't be as bad if you came, Mason." Sweetie Belle said quietly... but the fear in her eyes was gone and now she was smiling a little.

I felt my stomach flop the same way it did when someone would ask me if I wanted to go on a roller coaster. I didn't want to do this at all but Sweetie Belle's trusting look wouldn't let me simply say no. I felt like she wanted to do it, but was too scared to do it alone.

"I don't know any songs from your guy's world... what the hell am I gonna do up there?!" I tried to be logical about it. But I found out logic didn't matter when girls and magic are involved.

"Oh don't worry about that!" Sweetie squeaked, suddenly happy and excited. "The first spell I learned was how to cast perfect pitch on somepony! All ya gotta do is say the words at the right time and the spell will do the rest!"

"Yeah! Don't be a foal, Mason! Go up there you guys!" Scootaloo gave me a not so gentle shove towards the stage.

Apple Bloom and Scootaloo cheered when I followed Sweetie Belle up the rickety wooden steps and my heart began to pound with nervousness as Sweetie picked out a song seemingly at random. She spoke to the unicorn working the equipment and seconds later, I was standing on the stage next to her with a microphone pointed at my face, Sweetie Belle putting one on that hung off her ears in front of her mouth. Already there was a crowd gathering to see what was going on now that somepony was on the stage.

"Sweetie... I don't know what we're doing!!" I whispered harshly to her.

"The words are down there!" she pointed to two young colts below the front of the stage who were quickly pulling out large cards with words written on them. "Now hold still a second..." She came near me and squeezed her eyes shut tight, her horn glowing pink. My vision washed over in the same color for a split second and then it was gone. I felt nothing except my heart pounding in fear.

"There, now don't say anything until it's your turn. The magic only lasts for a little bit and the more you use it the faster it goes!" she gave the unicorn manning the booth a nod... and the show started.

The music jumped out of the speakers loud and full. It sounded like a pop song that you'd hear on any popular radio station back home, major in key and upbeat with the bass line mixed up front in syncopation with the drums. The crowd in front had grown large now, easily over a hundred ponies, and they all began to bob their heads in time with the music, smiling. Several dozen pegasi floated above them for a better view as we stood there in the lights that had begun to swirl and flash in time with the beat.

Sweetie Belle started singing and once again I was struck by just how damn good she was. Her voice was pure, perfect and rang with an easy vibrato that some professional singers never accomplish after years of training.

It seems like only yesterday since we first met.

And if you feel the same for me then I would place a bet.

That we were meant to be together no one can deny

Our hearts should always be as one under the bright blue sky!

The crowd gave an loud, approving cheer at her singing and began to dance along. I was paralyzed... I had no idea when I should come in but Sweetie Belle gave me a subtle kick as she got into the performance. One of the two colts below had a card on my side that only had a bunch of "Oooos" and Ahhhs" on it. He was holding his hoof above the first "Oooo" and then slid it down to the first line in time with the start of the next set of Sweetie's words, looking at me in expectation.

I opened my mouth and said "Oooo" plainly, but what came out was an amazing backup harmony that was my voice... but then again it wasn't. It mixed perfectly with the key change and Sweetie Belle's eyes flicked to me with delight, smiling into the bridge of the song with renewed confidence.

But when I saw you in the hallway and tried to catch your eye

You acted like I don't exist and made me want to cry.

All my friends they tell me that I should just walk away

But I can't stop the way I feel and that is why I'll say...

The music launched into the catchy hook of the song, this time I was doing "Aaahhs." Sweetie Belle was into it now, dancing around and egging the crowd on who responded to her eagerly. The whole front of the stage was a sea of pony faces, all smiling and dancing with her as she swung into the chorus.

I want you to be my super special somepony

I want you to be the one who holds my heart!

I want you to be the only one who holds me close

and I want you to... tell me I'm the one!

The song must have been popular here because most of the ponies in the crowd joined Sweetie Belle in chanting the "I want you" part. A rush of adrenaline surged through me at the energy I felt from it. It was an incredible feeling and I understood why so many wanted to be a performer now... a pony could get used to this.

Another verse came, followed by the bridge again before the music dropped out and only the drums carried it into the next chorus. This time Sweetie Belle addressed the crowd, getting them to sing along louder.

"Come on, everypony! Sing with me!" she cried in joy, happy tears wetting her eyes.

And oh my god, did they ever. It was a loud and energetic response as the tight mass of ponies all sang along with Sweetie leading them on the stage, waving her hoof from side to side. Hooves clopped on the ground in a rolling wave of thunder in time with the drum beat and her hoof as they did, adding to the power of the moment.

When the music picked up again, it stepped up a whole note and threw another layer of excitement on it all. The crowd went wild, cheering and screaming as Sweetie Belle launched into the final stanza. She danced around the edge of the stage like a seasoned performer would, capturing everypony's eyes and attention as her white coat glowed under the brilliant stage lights.

I want you to be my super special somepony

I want you to be the one who holds my heart!

I want you to be the only one who holds me close

and I want you to... tell me I'm the one!

To tell me I'm the one!

To tell me I'm the one!

The music swelled to a finish and then ended. A roar of approval came from what seemed like the entire festival at that point. It reverberated under the massive tent and the ground shook from all the hooves tramping on the dirt of the square. I stepped back and off to the side, watching as Sweetie Belle stood alone on the stage to receive her well deserved adoration with my own eyes getting a little wet from seeing her do so well. Her face beamed from ear to ear with happy satisfaction and she took a gracious bow in front of it all.

When she did, a flash of light came from her flank with a glittering sparkle.

A golden microphone had appeared there.

Chapter 24

The next several minutes were filled with loud shrieks of joy, crying and happy warm hugs from Scootaloo and Apple Bloom. They met us on the edge of the stage and plowed into Sweetie Belle who could barely talk from her tears and excitement. After a frantic tumble of manes and tails, they finally composed themselves enough to actually look at Sweetie's new cutie mark.

It was a simple golden microphone with a small portion of the cord shown trailing behind it in a single, lazy loop. Sweetie's eyes fixed on it and she bubbled with emotion again.

"Oh my gosh guys!! I got my cutie mark!!" She squealed and began to cry all over again, hopping up and down in unrestrained joy.

"It's sooo cool!" Scootaloo rubbed her hoof over the mark.

Apple Bloom was too busy crying herself to say anything and simply hugged her friend. Scootaloo followed suit and I stood close by, watching the three friends celebrate her achievement that they've all been waiting for anxiously. I found I was also feeling a bit overwhelmed from the emotional event and it was all I could do to not start crying with them. But as soon as they parted their circle and waved me down to them, pulling me in to join in their tight embrace... I lost it.

After some time, we managed to get ourselves together enough to move on. Several ponies came to tell Sweetie Belle that she was amazing and she beamed with pride, thanking them each with sincere and uncharacteristic openness that the normally shy unicorn didn't have. Eventually we moved far enough away and we were on our own again, marching down the isle and talking excitedly between us.

Sweetie Belle kept looking back at her flank every couple of seconds as if she wanted to make sure the microphone was still there. All three of them energized with the idea that it was finally happening for them, bouncing against each other and me as we walked down the wide isleway between the stalls. It was infectious to say the least... it was hard not to smile at how the afternoon had changed our lives.

"We always told ya you were good at singing, Sweetie Belle! Just think! You could have probably had that cutie mark long ago if ya just would've sang more!" Scootaloo gave Sweetie an affectionate smack from her tail.

"I know! That was soooo much fun you guys! I wanna do it again and again! I wonder if I'm gonna be a famous singer?! Think about it... me traveling all over the world and singing for all kinds a important people!" her grin widened, if that was possible. " I can't wait to show my sister!"

"That's it! I'm goin to Zecora's tent right now n gettin my future told! I wanna know when mah cutie mark will get here! It ain't fair that only one of us got it!" Apple Bloom pouted, losing patience with not having her own now.

"Aww Apple Bloom... Don't get mad! Ours are sure to come soon now that one of us has it!" said Scootaloo.

"Well I ain't waitin no more! Come on girls!"

The three took off at a quick pace through the crowd, leaving me to follow along as best I could in their wake. We passed by a long row of game stalls, each one had a pony in it calling out at us to 'Try your luck! Only 1 bit per game!' as we passed by. They ran on, uninterested in taking them up on the offer and soon we passed into a quieter area of the fairgrounds.

The attractions here weren't the hard wooden stalls like the others in the more populated areas. These were simple tents and awnings, sparsely decorated and with few things to offer the light foot traffic that passed by. I couldn't tell if they were just exhausted of their wares already... or didn't have that much to sell to begin with. Apple Bloom made a beeline for a small, black and white striped tent with a flap opening that had a sign hung above the entrance.

Zecora's Fortunes

She halted under the wooden sign that was painted in black, exotic lettering and turned, giving us an excited grin before pushing through the flap and leaving us to file in behind her.

My eyes had to adjust to the dim lighting inside before I could take a look around. The interior of the tent was dark, lit by only small, red glowing points of light near the tightly peaked ceiling that gathered over our heads. There was enough room for the four of us to stand before a heavy and well worn table filled with all sorts of vials and containers along with a cast iron vat resting on a stand over several candles that heated it's soot covered bottom. The walls, covered with strange vegetation hanging in curtains of green, gave off a wild and mysterious scent that tingled at the back of my nose and made me feel like I'd stepped into a completely different world. Even the sounds of the festival outside seemed to disappear in the incense tinted air that smelled almost like sandalwood.

All this exotic decor paled in comparison to the figure sitting on the other side of the table from us, however. Two almond shaped eyes glittered an aqua blue color out of a sharply featured pony face marked with strong contrasting dark and light grey lines. Her main was cut in a single thin strip down the middle of her head like a mohawk that alternated white and black to where it ended above her neck. Twinkles of reflected light sparkled from her earrings and neck where several thick bands stacked up in rings of richly colored gold. She looked wild compared to the rest of the citizens of this world I had met so far and had she not given us a warm and friendly greeting, I might have been a bit frightened of her.

"Apple Bloom! Sweetie Bell! And Scootaloo! And who is this, the famous human who's new?" her chocolate brown voice spoke in a curious rhyme, thick with an accent that I couldn't quite place but it made me think of someplace like Africa.

"Zecora! I got my cutie mark!" Sweetie Belle beamed with pride to the strange looking pony across the table. Zecora stood up and inspected the new mark on Sweetie's flank with a bright smile.

"Ahh Sweetie that is good to see. Long over due, if you ask me."

"And that's why ahm here!" Apple Bloom interrupted. "Mah cutie mark can't be that far off, now! Can I try your fortune potion? I wanna see if it will tell me what mah cutie mark will be!"

"Me too!" Scootaloo chimed in, sliding next to the redheaded pony in front of the table and grinning up at her.

"Well then a double dose you do desire! But first this human, may I inquire?" her eyes turned to me with a surprising warmth and friendly feel.

"I'm Mason. It's nice to me you... Zecora, right?"

"Yes that is my name indeed. A zebra if your mind needs peace. My specialty is potions and drinks, but many things my knowledge links." She gave a courteous bow of her head to me in greeting. I found her instantly fascinating.

"I cannot help but be aware, that something sparks between our air. A magic that I cannot place. Tell me, human... is my thought misplaced?" her muzzle turned up in a knowing smile.

I had to think a moment about her question before realizing she was probably asking me about my appearance. "Yeah, courtesy of a bite from a pegasus." I smiled with what I hoped was charm and turned, showing her my wings and legs.

She shook her head patiently. "No... I do not think that is it at all. A magic moves between you all. The only type I can compare... is the special love from a single mare." her eyes drifted to the three girls before she gave a small, dismissive shrug.

"But no matter, let's not waste time. For it is no business I can say is mine. So for you... my Apple Bloom. A single hair is what I desire. For the potion to work it is what's required."

Apple Bloom eagerly whipped her red tail around to her face and bit down quickly on a single strand, placing it on the table in front of Zecora. The zebra slid it carefully into her hooves and dropped it into the small black vat before adding several other liquids from the vials nearby. Moments passed in dark silence as she stirred it slowly, heating the mixture, before delicately and with purposeful showmareship... she reached out with her muzzle to pluck a single flower from one of the plants hanging near her head. The zebra then dropped the purple item into the vat and gave a satisfied smile when a small puff of violet smoke drifted up from inside.

"A single dose is done for you. Please drink it and then give room." she indicated for Sweetie Belle and Scootaloo to step away from Apple Bloom before she tipped the vat on its hinges in the stand, decanting a bright purple liquid into a waiting cup. The young farm pony snatched the clear vessel up in her hooves, the liquid brooding mysteriously in the container before she tipped the whole thing up into her muzzle without a second thought. She placed it back on the table and licked her lips with satisfaction.

"Alright... now how lo-" her words cut off as her body stood strait up, balancing on her back hooves. A white light shone from her eyes that was eerily creepy and I had to stop myself from grabbing a hold of her, remembering at the last second that this was a parlor trick... nothing more.

__________________________________________________

Apple Bloom floated in a white light for a moment. She knew this was supposed to happen from Zecora's potion and waited patiently for the visions to start. Ponies everywhere that had visited her tent during festivals in the past had talked about this... it was always the weirdest part. A shimmering in the veil of white came and the blankness dissolved into a scene filled with colored hard chairs and tables. She was in the waiting room of the hospital in Ponyville. The sounds that reached her ears were muffled and distant, like she was hearing them through a thin pane of glass.

Mason sat with his head in his hands, his grey furry leg bouncing nervously and his eyes red from crying. Apple Bloom saw tears dripping from his funny looking but adorable nose while beside him Rainbow Dash sat, the normally unflappable pegasus chewing on a hoof in anxiety. The door to the hallway leading to the hospital rooms opened and Mason flew out of his chair, his mouth opening to speak to the doctor who had appeared but his voice was so faint she couldn't hear what he was saying. Apple Bloom tried to move forward to hear the conversation and found that she was rooted in place. She could only watch as Mason sagged to his knees in front of the doctor, his hands clutching at the white coat the pony wore.

Another one of those shimmering waves came....

Now she was in the great room of the barn and she could see Granny Smith, Scootaloo, Mason and Big Mac gathered around the cushions where Applejack sat, leaning with her back against the wall, holding a swaddle in her front legs. Her big sister was crying silently, tears rolling down her face as she looked down into the wad of cloth in her hooves. A tiny, muffled cry came from the bundle and Applejack's face lit up at the sound of it. Apple Bloom's heart felt like it would jump out of her chest. "No way!!!" she cried. Her voice came back to her in her own head, unnoticed by the others. She tried to hang on to the vision as long as she could, but there was no power to stop it from changing again in a moving curtain of white that washed the happy scene away.

When her vision swam back into color, she was looking at the trunk of an apple tree, high up on a ladder near the middle branches where she watched her hooves working to hollow out a spot in the dense wood with a hoof drill. The hole became large and deep before she watched herself drop the tool and bring a small, still living branch into her vision, it's raw end covered with a green, slimy looking substance of something she didn't recognize. Her yellow hooves socked home into the hole of the tree and a dull green light flared around the seal the thick stuff made between the branch and the hole tree. This meant nothing to her and she pondered it's meaning while the white wash of the potion came again.

She was back in Zecora's tent, sitting on her flank in a daze staring at the low table in front of her.

"Apple Bloom?" she heard Sweetie Belle's voice ask quietly.

She shook her head to clear it, quickly coming back to her senses and felt her heart pounding from excitement.

"Applejack!!! She's gonna have a foal!" she blurted out.

_________________________________________________

"No way..." Sweetie Belle said.

"Yeah! I saw it with mah own eyes!" Apple Bloom nodded with a massive grin. "I saw Mason and Scootaloo and... and Granny Smith and Big Mac! We were all in the barn an Applejack had a foal in her hooves!!!"

Scootaloo didn't say anything at Apple Bloom's outburst but her eyes had grown large before she looked to the floor, scanning the dirt there as if there were words written in the dust. I gave her a nudge and she quickly looked up at me, forcing a small smile on her muzzle that did nothing to change the panicked look her eyes.

"You must always keep in mind, a vision shown might be behind. In truth and time you come to see, the visions plays out differently." Zecora intoned.

"What's that sapossed ta mean?" Apple Bloom asked with her face scrunched up in confusion.

"I think it means that the visions might not be completely accurate? Is that right Zecora?" I asked the zebra. She nodded in return.

"But... I also saw you in the hospital, Mason. You looked so worried! And Rainbow Dash was there as well..." her yellow face fell with concern. "I hope that one isn't right... you didn't look like you were happy" Apple Bloom looked up at me with concern.

"What about your cutie mark?" Sweetie Belle asked axiously. "Did you see anything about that?"

"I dunno!" she threw a hoof in the air, frustrated again. "I saw mahself drillin' a hole in a tree and then stickin' a branch in it with this weird goop on the end..."

Zecora's head cocked in sudden interest at this description. "Tell me yellow one what you've seen, was this substance by chance... green?"

"Yeah! It was Zecora!" Apple Bloom's face lit up in recognition. "Do ya know what it was?!"

"Interesting I must say... A potion made for trees you gave. It heals and grows with leaves anew, to breed a tree... it's what you use."

"Breed a tree?" Sweetie Belle and Apple Bloom said at the same time.

"Please, come to my hut and see, I have an idea you might agree."

"A- alright..." Apple Bloom shrugged with a little apprehension mixed with confusion. "You... you think this might have something to do with my cutie mark?"

"I do not know, but wish to try... an experiment will pass the time. And at the end we may just know, if your specialty is to make things grow..." Zecora gave her a warm smile that seemed to put the red haired girl at ease.

"Zecora?" Scootaloo's voice came timidly from her worried face. "I wanna try the potion now."

The zebra paused and then gave her secritive smile again, falling into the role of her presentation with a dark and mysterious voice. "Again we'll start if you desire... you know the item that I require."

Scootaloo placed the hair from her tail on the table and the esoteric process repeated itself. Zecora tilted the kettle on the pivoting hinge and the purple fluid filled the cup once more. The young pegasus took the clear container up and gave a deep breath before going any further. Her face was pensive, as if she was scared of what the visions might tell her... and I had a pretty good idea why.

She tilted her head back, closing her eyes and opening her throat to swallow the thin, watery substance...

But it did not move.

It clung to the bottom of the vessel in a strange display of gravity and physics defiance, as if it had suddenly become as thick as molasses. Scootaloo opened her eyes in confusion and gave the bottom of the glass a gentle tap with her hoof. The fluid rippled, still looking for all the world to see as thin and light as water but remained firmly attached to the bottom of the glass.

Zecora reacted quickly, reaching over the table and clamping onto the cup with both her black hooves. She set it on the table and gave Scootaloo a wide eyed stare of surprise.

"The potion! It does know your plight and will not give your fortune's sight. A hair from each it needs to flow, without it... it will never go." She shook her head and then slowly continued, her words coming almost reluctantly.

"Only one reason it has that goal, and surprised I am to tell you all." her eyes moved between Scootaloo and I. "Since it is missing hair from both, it does not work on a mare with... foal." Zecora fixed her eyes on Scootaloo and a pregnant silence filled the tent.

As pregnant as Scootaloo's small orange body.

Chapter 25

Doctor Goodhoof leaned over Scootaloo, doing what appeared to be a check of her vital signs after he'd entered the room both her and I had been waiting in. He didn't say anything at first, only regarded me with a look of recognition before turning to his patient and beginning the exam.

"So... when did you first notice the signs?" he asked casually as he pressed his hoof against what probably passed for a wrist in this world.

"A-about a week or so ago... I've been sick-up in the mornings." her eyes, that hadn't been clear of redness or tears since yesterday evening, looked up anxiously at the white maned stallion above her.

"Mmhmm..." his lips pursed as he inspected various parts of Scoots's body. "...and you're suspecting your pregnant... how, young lady? You sure you just don't have the stomach bug that's going around? A lot of young mares and fillies seem to think every morning sickness experience is pregnancy these days..." he rolled his eyes. His bedside manner didn't seem to be to great today.

"Zecora's fortune potion wouldn't work on her." I said from the chair nearby. "She said the only reason the magic of the potion was acting the way it was is because it knew it was missing another hair... Zecora said it must be from her foal."

"Ahh.. Zecora." the doctor's muzzle had a slight look of disdain on it although he said her name pleasantly enough. "Well, I'm glad you came to me for a real diagnosis. A simple swab spell should tell us quickly enough."

The bright blue stallion moved away from Scootaloo who was lying on her back on the exam table and opened a small cabinet in the room, pulling out a long, thin, paper sealed package. "Now, some couples..." his eyes darted to me. "...I'm assuming you're the possible father?"

My brain struggled with that question. For a second... I wasn't able to answer him. "Yes." I finally spat, my eyes meeting Scoot's reddened ones.

"Alright then, most couples prefer to take the swab in privacy. Would you care to do the honors?" he smiled and held his hoof out with the paper package to me. "All you need to do is swab the interior of her birth canal and then place it in the container you'll find in the package. I'll summon the medical unicorn on staff to perform the spell while you do. Just knock on the door when you're finished, and she'll come in to cast the spell on it."

The crinkly white package had instructions on the front and I took it from his hoof with numb fingers. He left, giving us both a sterile but professional smile without saying another word, closing the door behind him. My heart was racing.

"Mason...?" Scoot's voice crackled with tears. "No matter what it says...I love you." she said, more moisture leaking from her tired and baggy eyes.

"I love you too, Scoots..." I gave her a long hug, letting her earthy pony smell soak into me before ripping open the package. "You ready?"

"Yeah..." she said, her small orange face contrasting against the white smock with the opening in the front the nurse had made her put on. Even though I had been nervous as hell when I got here, the idea she had to wear this was so ridiculous that it made me laugh a little.

Pealing open the smock between her rear legs, Scoots gave a small chuckle. "I can't believe we're doing this..." she laughed.

"You can't?" I smiled up at her from between her back legs. "I'm taking a pregnancy test with a pony... how do you think I feel?!"

I spread the tight folds of her privates and slowly inserted the thin swab inside her up to the line indicated on the directions, giving it a gentle twist. I could feel the resistance of the flesh inside against the cottony end before I pulled it out delicately, dropping it into the plastic like tube and closing the flip top lid.

I held it up and the both of us looked at the potential harbinger of change in our lives with rabid emotions worn openly on our faces. There was and incredible amount of fear, hope, excitement and anxiety contained in this one little swab, barely longer than a pencil and looking completely normal slumbering in its case. Scootaloo hopped off the table and stood beside me, leaning into my hip when my other arm came over her neck in a hug. One final look and a kiss... then it was time.

I moved to the wooden door with an absurd cross section of a mare with a foal inside her belly tacked to the it and gave a light rap with a knuckle, right where the depiction of the foal was. The door opened almost immediately and the same small yellow unicorn who had knocked me out for my wing extraction came in with a warm smile on her face.

"OK! You all ready to learn the big news?!" she asked brightly. In my sleep deprived state I almost found it annoying.

"Yeah... I guess." Scootaloo voice trembled a bit, betraying the smile she'd painted on her face.

"Alright then. Now if it's positive, do you want to know the gender or would you like to keep that a mystery?" the unicorn's golden eyes danced with practiced excitement.

"Mystery!" Scootaloo said almost immediately. I couldn't stop myself from looking at her in surprise. Her eyes glittered with a playful glint, letting me know she was still her adventurous self... even when exhausted and emotionally drained.

"Sure... now then. When I count to three, I'll cast the spell. If the swab glows red, it will indicate that you're not pregnant. Green?... then I hope you have a wonderful baby shower planner!" her voice wavered in the same way my aunt had whenever she got overjoyed and cheesy about something.

Yep.. she was annoying me.

We both nodded and the unicorn finally began to count. " Hold it up for me... higher... there you go. Alright on the count of three! One.... Two..... Three!"

The end of her horn sparked to life with a white glow and the end of the swab inside the container answered it's magic immediately, glowing brightly with it's own vivid, distinct color.

__________________________________________

Neither of us had slept at all last night, Apple Bloom had given up early and went downstairs to the couch while Scootaloo and I grappled with our situation. The red head had been excited and supportive during the earlier part of the day, but no bond of magic or friendship had a place in the intensely personal conversation that took place during the dark hours of the night between the orange pegasus and I.

It had been an overwhelmingly emotional day yesterday between Sweetie's cutie mark appearing on the stage and then the events surrounding the potion's revelation. There had been loud and excited talk coming from both Apple Bloom and Sweetie Belle as we exited the fortune teller's tent, but I don't remember it at all. Something about diapers and cute little hooves... it didn't matter. I only remember Scootaloo's eyes as they searched my soul for answers and how I could only think that I wasn't ready to be a father.

We had somehow made it most of the way back to the row with our stalls in it before Scootaloo grabbed her two friends urgently, pulling them to the side along with myself.

"You guys can't say anything...." she said as her eyes welled up with tears.

"What?" Apple Bloom and Sweetie Belle said in unison.

"Please just... don't. Not until I... I mean we..." her eyes caught mine for a moment. "... know for sure, OK?"

The two looked at each other for a moment before shrugging. "Sure, Scootaloo... I mean, if that's what you want." Sweetie Belle said.

"Yeah... I guess it is prolly better till ya know for sure." Apple Bloom nodded knowingly, but she was clearly bursting at the seams from trying to contain her excitement. "What about you, Mason? You ain't said much this whole way back! Aren't you excited? You guys might have a foal!!"

I licked my lips that were too dry to speak with and tried to give her a genuine smile... but I know I fell miserably short. I was terrified. All I wanted to do was go someplace quiet with Scootaloo and answer that look she had been giving me this whole time, that look that said I'm scared that was surely reflected in my own face. But out here in this bustling isle way of a crowded fair, I couldn't do that... not yet.

"I- I just need to get used to it, I guess..." I croaked at Apple Bloom.

Scoots and I managed to pull it together for the remainder of the day, shaking off the looming possibility of parenthood and joining in the happy retelling of Sweetie's cutie mark to everypony. After the reunion of Rarity and Sweetie Belle, an event that tested the limits of my high pitched hearing from all the squeals, I managed to get the purple maned unicorn off to the side for something I'd been wanting to ask her for a while now.

"A what? A harness?" her nose scrunched.

"Yeah, so I can fly Scootaloo underneath me. I don't have the same room on my back as Rainbow Dash does sooo..."

"Ahhh! I see!" her eyes glittered with understanding and then she mumbled to herself. "Well, I have your measurements, and I'll use Sweetie Belle as a model for Scootaloo... I'll just make it a little bigger..." her white face turned up to me with a smile. "Yes, Mason. I believe I can whip that up for you in no time!"

"Thanks Rarity!" I said and gave her a brief hug. As I turned to rejoin Scootaloo and Apple Bloom, a sudden thought struck me.

"Rarity?" I asked.

"Yes?"

"I want it to be comfortable for her... and she doesn't like stuff pressing on her stomach. Just one of those personal things, ya know?" I lied.

"Well that's odd. I've never known Scootaloo to be adverse to anything like that but of course, dear. I shall work around that then." She smiled. This time it was she who stopped me from leaving, her face filling with awkward nervousness for a moment.

"Say, Mason... you wouldn't happen to be interested in giving Sweetie and I a hoof doing some repairs around the boutique, would you? M-maybe bring your friend Wilson along for help, you know... just to make it go faster?"

I had to laugh at her transparency. "I'll see if Wilson wants to come along..." I smiled back and Rarity gave a poorly hidden relieved sigh.

I stooped to give Sweetie Belle a goodbye nuzzle, and she surprised me by actually kissing me this time. A full on passionate one that caught me completely off guard in full view of her sister and everypony else to see. It was so out of character for her, I wondered if I'd nuzzled the wrong young unicorn mare by accident.

"I'm so happy for you guys!" she whispered to me when we broke off. "And I'm so glad you had the guts to come up there with me today... if you weren't here with us, I wouldn't have gotten my cutie mark!" her face dropped into a half lidded devious look. "I owe you..." she said with a wicked smile, leaving me wondering what she meant by that.

Later on, after packing up and heading home, Applejack was tired but ecstatic during the starlit walk. They'd sold out of everything except for a few straggler carrots that we all munched on, the sounds of our chewing and the jingling sound of bits clinking together in a steady rhythm from the heavy pouch on Big Mac's flank blended with the symphony of crickets singing around us in the warm night air. Scoots wasn't hungry and I only ate one or two, just to keep up appearances that we weren't so preoccupied by our thoughts to ignore our hunger. That the fact we hadn't eaten anything other than fried icing was gnawing at my belly but I had no desire for anything... the carrots tasted like chalk in my mouth.

The normally reserved farm pony talked eagerly with Apple Bloom and Granny about how much money they'd made this festival and what they were going to do around the farm with it. Her little sister almost ruined the secret when she suggested to Applejack that they add a new room to the barn, cutting her words off suddenly and suspiciously when she realized what she'd said.

"What in all Equestria you talkin' bout Apple Bloom? Why would we need another one?" We got tha guest room back now that ya'll are stayin together?"

"Oh- oh yeah... I fergot..." she mumbled, red faced and avoiding Scootaloo's seething stare.

It was late by the time we unhooked everything and made ready for bed. All of us were exhausted from the long eventful day and eager to turn in for the night... except Scootaloo and I both silently knew that we would have little sleep tonight.

"Crap..." That was the miserable sounding word that started it from Scootaloo when we finally crawled onto the soft mattress and settled down, the three of us in our customary bundle.

"Yeah..." I said as I stared up at the ceiling above in the darkened room.

"Come on you guys! Why ya'll mopin around like that? Yer bein a wet blanket bout all this... ya'll should be excited!"

"Easy for you to say, Apple Bloom... you're not the one who's probably pregnant." Scoots replied.

"So? Big deal! Lotsa mares get pregnant... happens all tha time!"

"Apple Bloom..." Scootaloo gave her friend a tired groan.

"Ahlright ahlright... Ya'll r being funny bout this an I don't wanna hear it, I'm gonna go sleep downstairs n maybe you two can get yer heads on straight. I'm more excited than tha both a ya combined!"

She left, dragging her coveted pillow that I had once... and only once ...mistook for mine one night and closed the door behind her.
Scootaloo instantly turned, wrapping her hooves around me for comfort in much the same way she had the very first night we'd spent together long ago. Now that we were here... I couldn't think of anything to say because my tired mind was flooded with every thought imaginable all at once.

"I think the potion is right." she said finally, her voice a low trembling murmur.

"You think?"

"Yeah... I feel different. I don't know how to explain it... but I do. I've been meaning to tell you, but it never seemed like the right time." Scootaloo sighed into me and I squeezed her tight.

"We gotta find out for sure, isn't there a doctor or something we can go to tomorrow?" I asked.

"I guess we can go to Dr Goodhoof's tomorrow..."

"You want to?"

"Yeah... but... I'm really scared, Mason. What if there's something wrong with it? What if it's some kind of m-monster?" her voice cracking as she fought off her emotion.

"Scoot... why would you think that?!"

"C-cause... It's not like I'm normal to begin w- with..." she was losing the battle of keeping control. "... and you're n-not even a p-p-pony."

Her words had a chilling effect on me. She was absolutely right, of course. Scoots wasn't exactly a regular pegasus and I was now some weird hybrid of pony and human that god only knew what kind of strange DNA I'd pass on to a child. I had already envisioned some centaur looking thing, but now I was wondering if any offspring of ours would be recognizable... or even able to live. I tried to shake it off and be positive for her sake as best I could.

"We can't think that way about it..."

"How can you not?!" she burst out in tears. "W-we're the m-most defective cuh-couple in the world!"

"So?" I smoothed her mane with a hand. "I can't believe that the magic of this place could let something like that happen."

"I don't care!" she sobbed. "I don't w- wanna have a b- broken foal! I want it out of me!"

Scootaloo broke into huge gasping sobs against my chest, unable to talk anymore as the wall holding her emotions in check finally gave in. All I could do was hold her while she let it out... nothing I could think of to say seemed to be of any use right now anyways. She seemed convinced already that our child would be some broken offspring of two worlds that should have never met in this way in the first place, enough to want it out of her rather than risk giving birth to it.

My own mind reeled at her statement and I suddenly found myself unwilling to go along with it that easily... not unless it was absolutely needed for her safety or the foals. This also meant that I had come to a decision in my own mind at some point and Scootaloo's outburst had only brought it to the surface. Long minutes passed with her sobs filling the dark air of the room and I steeled myself for a possible confrontation about her statement. When her crying eventually subsided enough for her to speak again, she surprised me by being apologetic.

"I- I'm sorry. You're right... but I'm just so scared about whats gonna happen." she wiped a hoof over her face to clear her eyes.

"Scoots... did you really mean that? About wanting it out of you?" I asked her as seriously as I dared to in her fragile state. She looked at me with those two orbs of purple, scanning my face before she pressed her head into my chest again.

"No..." came her quiet but sincere reply. "You're the only pony I'd ever wanna have a foal with so if it's gonna happen..." she trailed off and tightened her hooves around me.

"...then lets let it happen." I finished for her.

We lay together in silence for a while after that, each of us thinking our own thoughts. I ran over a thousand possibilities in that quiet time span, all of them evoking an emotion in me that was pure and powerful in it's effect regardless if it was based in being happy or sad. Riding that emotional roller coaster in my head, I realized I knew nothing about a pony's pregnancy at all.

"How long?" I asked her. My voice had gone thick and groggy in the long moment of silence.

"What?" her face came up confused.

"How long before it's born? If you are, I mean."

She thought for a moment. "I dunno... You think it was from that time in my old hideout?"

"Maybe..." my mind drifted back to that incredibly intimate moment between us and then I shrugged. "If we had to pick a time... I'd want it to be that one." my hand traced her cheek.

Her face softened and then she smiled. "Yeah... me too." came her quiet reply. Our eyes locked for a second, each of us replaying some of that moment we'd shared.

"So... it won't be till maybe after the beginning of next summer. It's eleven cycles, I think... or something like that. I didn't really pay attention that close 'cause... well I never thought it would come up." she gave a sheepish chuckle.

"Wow... that's... like forever."

"How long is it for humans?" she asked.

"Nine mo-... err cycles I guess. Nine cycles."

"Well, who knows how long it will be then. It is half yours.."

I gave a small laugh at this and again we lapsed into silence, this time searching each others eyes in the semi darkness of the room.

"We're really gonna do this... aren't we." she said finally.

"I wanna..."

"Me too..."

We didn't talk much after that... but we didn't sleep much either.

__________________________________________________________________________

I don't know when the yellow unicorn left. By the time Scootaloo and I separated from our embrace with tears blurring my eyes in the examination room she had already gone, leaving us alone with the small container in still my hand. I looked at it one more time just to be sure, the wetness from my eyes making the now fading green glow of the swab sparkle in the overhead lights.

Chapter 26

After leaving Doctor Goodhoof's office, Ponyville went about it's daily business around us while Scoots and I moved down the main street approaching the town square. The stalls and tent covering the gazebo was already gone, letting the bright sunlight cover the area once again and warming us as we moved near the center of town. The occasional piece of trash and the well trampled look of the dirt and cobblestones under us were the only clear reminder that this place had been crowded with ponies only just yesterday.

"Tomorrow? Really?"

"Yeah..." Scootaloo said, nodding. "I wanna get it over with."

"Alright." I shrugged in indifference to her idea that we tell everypony immediately. I guess it really didn't matter... and having everypony there at once would get it out of the way quickly.

A relaxing and calm acceptance had settled my scattered thoughts now that it was for sure we were going to be parents. Regardless if we were ready or not, or even what our child would ultimately be, we had both made the conscious decision to see this through to the end with our love and support of our friends. I was emotionally drained, but the weight of the unknown was lifted and it had brightened my mood considerably, enough to the point that I felt like we should talk about another facet of our lives...

"So about the whole 'helping our friends' thing..." I did the air quotes that always made her laugh, and this time was no exception. "...how's that gonna work?"

"Whaddya mean?" she looked up at me, giving a little giggle while she guided her new scooter carefully through the ponies moving around us. She wasn't even pushing with her hoof... only using her little orange wings as propellers to slide along beside me as I walked.

"I mean...are we still gonna help our friends? Even though you're pregnant?"

"Pssh... yeah? Why wouldn't we?" she shrugged and answered it as if I asked her the dumbest question ever.

I guess that settled it... but something else was still nagging at the edge of my mind. Clearly getting other ponies knocked up was a possibility now, and as we walked through the busy town square... I mentally replayed each encounter I'd had with the mares since I'd been here. A rush of relief washed over me when I realized each time had ended with me unloading no where near the danger zone for getting somepony else pregnant.

I'd somehow managed to save that for just Scootaloo without even realizing it. Even Apple Bloom's wildly predatory attack of me in the orchard had ended with her wanting to watch me finish after her heated admission that watching it was her third favorite part of it all. But if those kind of encounters were going to continue, I'd need to be careful.

"Do you guys have something to prevent... foals?" I asked.

"Huh?" her upper lip turned up in a sneer of confusion.

"You know... something to keep a mare from getting pregnant? Apparently I'm able too..." I gave her a sarcastic look.

"Oh!" her face lit up in understanding. "Yeah, there's a spell... I think. But I don't know who knows it... maybe Twilight?" she shook her head.

"I doubt she wou- oh crap!" the thought of Twilight and the subject of sex reminded me I had promised her to stop by and talk with Spike. With everything that happened yesterday, I'd almost completely forgot!

"What?" she asked in alarm.

"I gotta go to Twilight's!"

"Why?" she gave me a snarky smile. "Somepony in heat already?"

"Eeehh... no. She asked me to talk to Spike about something... guy related." I tried to avoided it but she wasn't gonna be satisfied with that answer.

"Guy related?" she laughed. "Oh now I'm really curious!"

"I dunno if Spike would want everypony to know..."

"I'm not everypony! I'm a special somepony with your foal! You have to tell me 'cause I say so..." her eyes danced mischeviously at me. I couldn't say no to her... not right now and not the way she looked just then. The way her body was standing on the scooter, her purple mane and tail glowing in the late morning sun matched by those sparkling eyes of hers melted my resistance. Even the way her little wings buzzed to push her along caused my heart to swell with love for her.

"So what is it?" she pressed.

"Spike kinda has a problem. It all started in the orchard one day when he came to see me..."

_____________________________________________

I was kind of glad that Twilight wasn't home when we arrived at the library because this was probably going to be awkward enough without her studious oversight of the situation. When Spike answered the door, the smell of something intensely biological wafted from his small green body. I couldn't think of any other way to describe it. It was like the smell that came from last night's towel I'd finished my spank session on back home coupled with that alien reptile scent you got on your hands if you held a snake or iguana for any length of time. Only this was much more potent... and most definitely coming from him. Scoots's nose crinkled up and her eyes flicked up to my own in disbelief when it hit her muzzle.

"Mason! Scootaloo! Whats going on, guys!?" he asked us happily in his raspy boyish voice.

"Hey Spike... you gotta second?" I was already feeling awkward and I hadn't even figured out how to start yet.

"For you guys? Always! Right this way..." he stepped aside with a grand sweeping gesture like a butler beckoning in an important guest.

The main room of the library was empty save for the usual collection of books and reading material that lay scattered about on podiums and tables. The smell was in here too, but I couldn't discern if it was in the air or just clinging to the inside of my nose.

"You were so right, by the way! I gotta thank you again for that little piece of advice you gave me, Mason! I feel great now!" he looked up at me with his big green eyes. There was dried crusty stuff on his lower belly and I tried not to look at it.

"Yeah... actually..." I put a hand on my neck, rubbing it uncomfortably. "That's kinda why I'm here..."

"Oh?! Tell me... is there something else I can do?" his eagerness was almost creeping me out. It was like the little dragon had no off button. Not even Scootaloo being here was enough to dampen his excitement.

"You might be overdoing it, ya know?"

"Wait..." his eyes narrowed suspiciously at me. "Twilight sent you guys here, didn't she..."

"Kinda?" I said, not really sure how to explain Scootaloo's presence. She had come along out of incredulous amusement of both what Spike was doing... and my own awkward position. She wanted to watch this train wreck of a conversation and hopefully with some popcorn, she had said, laughing till her eyes were moist. I was just happy to find out popcorn existed here and made a mental note to find some soon.

"Sheesh! First she's on my scales every day about it and now you're gonna hop on the Spike-don't-do-that bandwagon? Can't a dragon just enjoy himself?" he threw his little green arms up in frustration and turned away, walking across the library. There was a crusty patch on the back of his leg that looked suspiciously like dried spunk and I was distracted for a second by wondering just how the hell he'd accomplished that.

"Twilight's just freaked out about finding your... results... everywhere. You gotta mellow out with it. Or at least pull it off without being so obvious!" If I wasn't in such an awkward spot... I would have laughed at my own pun. It didn't stop Scoots from snickering at all when she caught it, though. My little orange lover was enjoying the hell out of this.

"So what! I'm doing it when ever I need to, that's what you said I should do, right? Why should Twilight care?" he shrugged obstinately. "It's none of her business!"

"Yeah, but..." I was getting near the end of my ability to do this without being just completely crude about it. I didn't want to go there with Scoots listening for some reason and I was kicking myself for bringing it up around her in the first place... I should have just come here alone. But when Scootaloo opened her mouth, what she said stunned me into complete silence.

"Spike... what would Rarity say if she knew you didn't care about what Twilight thought? You think she'd be OK with you clopping all over like that and making her uncomfortable?" her simple, mature statement was cruelly precise and hit the little dragon right where it needed to. I knew Scootaloo could be great at getting right to the point sometimes, but the cunning thought behind this was on a completely new level for her. She had also inadvertently taught me a new term.

Spike went rigid and his cheeks burned red in both anger and embarrassment from Scootaloo's cutting remark. "Rarity is the reason I'm like this in the first place!" he shouted. "I don't know what's happening to me but I can't control it anymore! It's like I'm obsessed!"

"You've always been obsessed with Rarity, Spike." Scootaloo half smirked. "Why should it be any different now?"

"Because now my body won't stop thinking about her and it's driving me crazy..." his voice had changed to a small, sad plea. I felt bad for the guy, I really did. I remembered being obsessed with a girl somewhere around my freshman year of high school and between the constant hard on and always thinking about her, I was never more miserable in my whole life. The fact she wasn't interested in me the slightest only made it worse.

"We all go through it, man." I said soothingly, moving towards him and sitting down on a log stump near by. "It's horrible... I should know. My mother would get so mad at me because there were never any clean towels around for a while... if you know what I mean." I gave him a smile. "It'll get better. Just for Twilight's sake, please... keep it on the down low for her, alright?"

The little dragon's shoulder's slumped and he nodded miserably.

___________________________________________________

By the time Scootaloo and I left the library, Spike seemed to be doing a bit better. We didn't leave until we watched him actually get in the bath to make sure at least that much was done, opening some of the windows on the way out to let the library get some air. The whole conversation was surreal and I was still a bit surprised at Scootaloo's cunning addition to the conversation.

We left a note for Twilight that she should come to the barn tomorrow around lunch so we could share some big news with her and then made our way towards Sugarcube corner, setting out on the same mission we had when the ponies were summoned to help out around the farm a few weeks ago.

We hadn't even made it past the shade of the library's massive branches before a completely unexpected traveling companion popped into existence by my side, matching our pace perfectly stride for stride. It only startled me for a second...

"He's not going to be OK, you know..." Discord intoned without so much as a hello, a grave expression on his piecemeal face while he looked at the ground below him.

"Hell-ooo Discord..." Scootaloo rolled her eyes, stopping the Mark V in the dirt.

"Please, Scootaloo... don't start the Discord's-a-meanie stuff! I don't believe my heart can take it... look!" Discord whined and then extended his talon tipped hand at us. A red, beating heart materialized there, blessedly free of any blood or gross stuff. Scootaloo's lip curled up in disgust and she rolled away backwards on her scooter from it.

"Oh come on, Discord!" she cried, putting a hoof her eyes. "Put that thing away!" He complied with and indifferent shrug, making the organ vanish instantly and then talking some more.

"I've been trying to tell Twilight for days now that Spike is has started his feracity but she simply wont hear it! She insists that Spike is still a baby! Oh! Ponyville will be doomed to reek of dragon seed if we don't do something!" Discord rearranged his features as if he was going to vomit while snapping his fingers. A large clothespin appeared, clamped over his snout tightly and his face turned a sickly green color.

I still had my mistrust for Discord, but he had eventually helped us with Quickfire and turned out to be not all together bad. He may be a bit much in the dramatics department, but I was developing a small soft spot for the quirky creature.

"How do you know that, Discord?" I asked, smiling a little bit.

Another pop and the clothespin disappeared, replaced by the cap and gown of a professor complete with an ornate monocle over his larger red eye.

"My dear human... have you already forgotten who I am? I sense all things magical in this land and while Spike's feracity isn't exactly magic, it does bring a bit of... chaos." his face twisted into a devilish grin on the last word of his statement before it all vanished again, replaced by a glowing halo over his mismatched antlers.

"But... I only wish to look out for my friends. Since Twilight won't listen to me, I thought it best to tell the only ponies who seem to care about our little green friend's plight."

Scootaloo and I looked at each other. She shrugged and leaned heavy against the handles of the Mark V with an exasperated look. "Alright... ya got us. What's happening?"

"First, may I get something out of the way?" he asked, his two hands tenting together and making the halo vanish.

"Sure?" I said cautiously.

Discord moved in front of me and stood an arms length away. With a bored expression and a hurried but official tone, he recited "In the name of the spirit of disharmony, I declare us to be mortal combatants until one of us is victorious..." and then his furry paw up came up in a light slap against my cheek. I didn't hurt at all, but I flinched back in shock anyways.

"Discord?! What the hell, man!" I said in a wounded voice.

"Please don't take offense to this, but in order to keep the balance I am required to combat you in some manner over all this." he apologized. "Otherwise I wouldn't be doing my job now, would I?"

"What the hay you talkin' bout?" Scootaloo shot back at him.

Discord gave an exasperated sigh. "That nifty little spell Luna cast on the two of you puts us in direct competition! The disharmony of estrus is my responsibility these days, you know. What with all that..." he waved his paw around in an offhand manner. "... chaos it can cause sometimes. It's just a formality really, much like our new heated battle!" he chuckled and grinned at me, "Aren't you positively terrified?!"

I took a step back from him, not quite understanding what he was getting at. He laughed heartily at my reaction and held his head in one of his mismatched hands, hooting like an owl.

"Oh don't get too worked up over it, human. I've had enough of getting zapped by The Elements of Harmony for one century, thank you very much. As far as I'm concerned, you can go around being my mortal enemy putting out the fires of disharmony with your... firehose until you're old and wrinkly for all the good it will do." he winked and put the same paw he'd slapped me with out in a handshake, this time with a genuine smile.

I took it gingerly and we gave one good pump before he pulled it back. "Now... on to the real problem."

"Yes... do tell." Scootaloo sighed from her scooter, clearly out of patience.

Discord shot her a wounded glance before continuing. "Twilight won't listen to me because that pony never believes anything she doesn't read in a book! She simply can't accept that I know more about dragons than she does and now Spike is starting his feracity! Ponyville has absolutely no idea what it's in for!"

"So explain already... whats feracity?" Scootaloo waved with a hoof with another eye roll.

The strange creature's eyes narrowed at Scootaloo with annoyance. "Anypony ever tell you patience is a virtue, young mare? You'll need to learn that, I'm afraid... what with your condition." he nudged her on the shoulder. "Oh but don't worry... my lips are sealed." ...and then they were. A piece of cloth had suddenly tied itself around his muzzle and he blinked at us in sincerity.

"Yeah... yeah... Just get on with it already." she said. The wrap disappeared and he resumed his explanation.

"Spike will only get more wild with his recent new behavior until he's satisfied by a dragoness. Usually this takes much longer to set in... but some human went and told him how to trigger it well before his little body was able to handle it properly." his red eyes fixed on me, burning with accusation.

"Shut. Up." I said, crossing my arms defiantly. "I don't believe this for a second, Discord! You're gonna tell me that because I told him how to rub one out, now he's gonna just go nuts all over town until he gets laid by another dragon?!" I laughed incredulously, "Go fuck yourself, pal..."

"Oooh! Listen to you all of a sudden." A large rock appeared behind him and he sat with a sarcastic look of curiosity on his face. "Please... tell me all about the details of a young dragon's maturity cycle! I'm absolutely dying to learn it from a human who just got here this summer..." his head sank into both his palms and he fluttered his eyes at me.

"Alright! Alright!" I waved him off. "You made your point..."

The rock vanished and he stood again, this time with a serious look on his face. "Now if I may continue, he will calm down for a little while, but it will come back.. and much worse. He has absolutely no concept of privacy or proper etiquette when he's in the...mood, shall we say. It will only become more frequent and disgusting the longer it goes on! Every dragon goes through this, however since he's not near any other dragons..." he sighed, "He's quite clueless about it and there's none around to help."

"Sooo... what do we need to do?" Scootaloo looked at me briefly.

"Well..." he cracked his knuckles, "Since you're the one who started this human, you're going to have to find a young dragoness for him, ob-viously." he rolled his own red eyes this time, making an eerily accurate mockery of Scootaloo's voice. "And nothing else will do, I'm afraid. The good news is you probably have some time before it gets completely out of hoof... although I'm afraid Twilight will have to invest in a housekeeper until this gets sorted out."

He blinked out of and then into existence again, this time wearing a maids outfit holding a broom and a sponge. "I'd offer... but I don't do ceilings." he said casually shrugging.

"Where the hell am I gonna find a young girl dragon!??!" I shouted.

"Beats me..." he shrugged and then vanished from sight in his maid outfit, leaving Scootaloo and I staring open mouthed at an empty space.

Chapter 27

"Well that's great!" I cried, throwing a hand up in frustration. "Perfect! Just what I needed... I try and help a guy out and now I've gotta wander around Equestria looking for a girl dragon!"

Scootaloo rolled along on the Mark V beside me, giving a small laugh at my outburst. "I'm sure our friends will know what to do, we can ask them tomorrow when they're all at the farm!"

"Yeah..." I said, kicking a rock down the path ahead of us. "Discord said we had some time so I'm not going to worry about it right now. I mean seriously... I'd rather deal with what we've got going on before trying to get that little horny toad laid..."

"And I've never even seen a girl dragon before! What did Discord call em? A Dragoness?" asked Scootaloo.

"Yeah."

"There was a big dragon migration not too long ago... a few years maybe? I don't remember exactly. Rainbow Dash got mixed up in it somehow, but she said there were only boy dragons there."

"Hopefully wherever they are, girls aren't too far away. Does anypony even know where dragons are?"

"Prolly Twilight... If she doesn't then I'm sure she can ask Celestia!"

We were already nearing Sugarcube corner and soon we were pushing through the door and into the sweet, scented interior. There were only two ponies were inside, both gathered around a familiar looking table that I hadn't noticed last time I was here. Pinkie Pie was standing next to a small brown colt with a green propeller hat on that looked to be about the same size or age as Scootaloo. He was playing a very normal looking pinball game while the other watched closely, her blue eyes tracking the little silver ball like a cat tracking the end of a dangling string. They didn't look around as we approached, both ponies were focused completely on the game and I noticed that the colt's mark on his flank looked like a large red button, similar to the ones on the sides of the table that he slapped with expert timing.

"Hey Pink-" Scootaloo started to greet the pink mare.

"Shh! Button Mash is winning..." she said quickly. Scootaloo took it all in stride, not batting an eye at being shushed by her.

"What's the score, Mash?" Scootaloo asked the brown colt.

"Two to nothing... Pinkie hasn't won yet." he replied in a calm, young voice, his golden eyes never leaving the table's surface.

"I think it's magic..." Pinkie's focus redoubled on the quickly moving silver ball.

"It's not! I've told you a thousand times, Pinkie. The table is magic proof!" Button Mash protested.

"Ah ha!" Pinkie broke her stare and fixed her accusing eyes on him with a hoof pointing at Button Mash's face. "If the table is magic proof then somepony had to cast a spell on the table to make it magic proof and if somepony can cast a spell on the table then it isn't magic proof, is it!" her voice had grown more accusatory and loud as her statement wore on and now she panted, chest heaving with deep, intense breaths.

Button Mash looked up at Pinkie, clearly exasperated by the whole idea. He regarded her coolly with a flat expression and then smacked the red button on the side once, not looking down at the machine. The silver ball raced up the inside of the game and socked home into a tight pocket near the back of the playing field, causing the machine to erupt in a chaotic celebration of victory.

"Then why do you ask me to play you all the time if you think I'm cheating!?" he said calmly, climbing down from the bench in front of the table.

"Play? Ha! Silly, colt." Pinkie's voice was happy again. "I don't really like to play, I just wanna watch the ball zip around inside 'cause it's just so neat!" her face broke out in a ridiculous grin. It might have just been in my head, but I swore that toothy grin made a high pitched 'squee' sound when it spread on her face.

Button Mash shrugged and turned towards Scootaloo and I. "Hey, I saw you guys on the sing along stage yesterday, didn't I? Did Sweetie Belle really get her cutie mark then like I heard about?" he asked with a friendly grin.

"Yeah, she did! I'm Mason, by the way. You're pretty good at that." I nodded towards the pinball table.

"You're the human, right?" his head twisted up with the question, the propeller on his hat never slowing. "Do they have pinball where you're from?"

"Yep! I played it all the time... people said I was pretty good at it, too" This was true. I'd spent hours at the arcade holding a table against challengers for hours at a time.

Button Mash's eyes narrowed dangerously with a wicked smile. "Prove it..."

I shrugged, "Alright... let me play once to learn the table though." I said, sliding the pony bench out of the way and stepping up to the end of the machine.

"Sure, be my guest!" he hopped up beside me to watch.

It was a normal game from what I could tell and it would have fit right at home in the arcade near my house. It was themed around casting spells, with each special event adding another spell to your book. You would cast all the spells you'd accumulated when you managed to lock three balls in the tight pocket near the top that only opened when you completed hitting indicated spots on the playing field. I did pretty well on my practice run and Button Mash watched eagerly as my score soared higher and higher with each ball.

"You are pretty good at it! This is gonna be fun!" his brown face lit up with excitement when my final ball slipped by the paddles, ending my game and starting the contest.

We took turns playing and five rounds later I was on my last ball, watching my score climb steadily towards Button Mash's final run. We had gone best three out of five, using our final scores to determine the winner of each set. Mash was damn good and only luck had kept me in the contest this far to set the score at two wins each. It was down to the final match to determine the winner and his last round had been a good one.

Twice I'd had to bop Pinkie Pie on the head when her hoof had darted out onto the table top like she was trying to catch the ball under the clear surface... she really was acting like a cat watching the little silver ball race around and forgetting herself occasionally. Each time she would pull back with a sheepish apology and a shrug while Scootaloo patiently watched with amusement at how intense the game had become.

"Come on, Mason! You're almost there!!" she cheered.

"Nah! He's never gonna beat me! He only has two spells in his book!" Button Mash shot back.

"Make that three!" she countered seconds later when the board lit up with the third spell I'd been working on. Now all I had to do was open the trap and get three balls in it before I lost my last one down the center pocket below the paddles.

"No way!" Mash cried in dismay after the trap opened and I got my first ball socked into the hole behind it, causing the second one to launch into the playing field.

"I got you, Mash!" I smiled, trying to keep my concentration on the game as much as possible. "All I gotta do is -"

My stomach dropped as the silver ball shot down the center with lightening speed from a bad hit against a power bumper. There was nothing I could do as it perfectly split the distance between the ends of the useless red paddles, ending my run on his high score.

"Aww!" Scootaloo's ears dropped.

"Yes!" Button Mash shot a hoof over his head in victory. "I win again!" he cheered.

I let out a breath of disappointment, but still thought I'd done really well. There was nothing to feel bad about and I offered my hand in to give him a congratulatory shake with his brown hoof.

"Nice game, Mash." I smiled at the little brown guy.

He socked his hoof in my hand and gave it an enthusiastic pump. "Hey, you're great! You wanna do another round? Nopony has ever done that well against me." he smiled genuinely.

"Sure!"

"Uuuh...We gotta get going, guys." Scootaloo came to my side and bumped my thigh with her flank, giving me a meaningful look. "We still gotta see everypony else, don't forget."

"Oh.. yeah." If I had my own pony ears, they would have drooped against my head in disappointment... I really did want to play him again.

"Ehh, I'm always here. Come back when you can!" he shrugged and then gave me a friendly wave as Scoots and I left through the front door.

"Dang Mason... You're pretty good if you can keep up with Button Mash!" Scootaloo smiled up at me as we moved out into the street, the small pegasus riding her scooter again. "And playing games is his special talent!"

"Yeah? That was fun! I'm gonna have to challenge him to a rematch for sure."

We moved towards Rarity's boutique in a comfortable silence for a block or so before Scoots slammed her back leg down, stopping the scooter and looking at me dumbfounded, her mouth agape.

"Aww Buck! We forgot to tell Pinkie about tomorrow!" she cried.

_____________________________________________________

It was well after dark that night before my hand touched the door handle of my room at the farm. It had taken me ages to find Rainbow Dash up in the clouds, flying from place to place asking around if anypony had seen her. By the time I did eventually locate the pegasus to invite her down to the barn, the sun was already setting behind the mountains far to the west. I'd come back to a darkened house, all the ponies who lived here with me seemingly gone to bed and when I opened the door to the room I shared with Scoots and Apple Bloom, I found them both laying next to each other, wide grins on their faces as they blinked at me.

"Heh... This isn't your room tonight, just so you know!" Scootaloo smirked.

"What? What are you talking about, Puffball..." I played along with her, sensing the playful mood she was in.

"Somepony is waiting for you in tha guest room... she really wants ta see you about something." Apple Bloom said and shared a snicker with Scootaloo.

My head popped out of the doorway and looked down the hall at the closed door of the spare bedroom before turning back to them. "Who is it?"

"You'll see... Just try not ta wake everypony up, alright? I think she's feeling feisty..." again came the girlish giggles from the two young mares in the bed together.

"You guys are killing me..." I muttered, catching on to what the night had in store for me. I had to admit... I was kind of ready for a night of fun and probably would have pestered one or both of the girls anyways. I moved into the room and nuzzled the two ponies in a warm hello, Scootaloo grabbing me roughly in a kiss before I left. Closing their door behind me, I moved down the hall and opened the guest bedroom door slowly.

"Hello?" I said cautiously.

It was pitch black inside, something that was odd given the usual bright moonlight that streamed through the thin curtain over the window. I could smell somepony in here though, a mix of the earthy rich scent of pony fur and a little musk.

"Come in... close the door." a voice said. It sounded like Sweetie Belle but much more demure than I'd ever heard her before.

"Sweetie?" I asked the darkness.

"Hurry..."

My heart sped up a little as I moved into the inky curtain and shut the door behind, plunging me into a total sightless void. Instantly I felt hooves grabbing me, whirling me across the room and the bed kicked my furry legs out from under me. I landed on my back, disoriented at first and then confused when a small pony's weight landed on top of me, a muzzle nipping at my neck urgently.

"Sweetie??"

"I told ya I owe you for yesterday..." the voice pulled back from my neck and a yellow spark flared above my head. Several candles around the room jumped into life, bathing the room in a flickering glow.

Sweetie Belle looked down at me from above, her two-toned pink and purple mane was straightened, dangling around my vision and giving her a wild and untamed look that was only magnified by the incredibly sultry look on her face. I'd never seen her like this before and part of me responded immediately under the weight of her flank pressed against my crotch.

"I'm not sure what's gonna happen... so you better be ready for anything." she whispered and then pressed her muzzle against my lips, her tongue already seeking entrance to my mouth. This was so unlike her usual shy demeanor that I wondered if she'd gotten into the cider tonight.

"What's with you?" I asked once she'd broken off the kiss. "You're like a crazy version of Sweetie Belle..." The words had a dramatic effect on her. She pulled back with a worried look on her face, losing the heat in her eyes.

"Aww..." she looked dejected. "You don't like it?"

"It's not that Sweetie, It's not like you... that's all." I put my hand gently on her cheek above me and she leaned her white face into it, closing her eyes at my touch.

"It's just that...you made me feel different in my room that one day when... you know..." she said quietly. "It was like what we were doing turned me into some other pony. Somepony who was..." she trailed off, her green eyes opening while she searched for the right word. "...naughty." she said finally, her cheeks flaring red in the candle light and she looked at me pleadingly. "I wanna be that way again... Can I be the crazy me with you?"

"You gonna bite?" I smiled up at her playfully.

"Mmhmm..." she nodded.

"Just don't leave any marks..."

A devilish smile curled the corners of her muzzle. "I'll leave whatever I want..." she said just before her hooves drove my arms down, pinning me on the bed under her.

She devoured me. I don't know how else to explain the frantic pressing of lips and tongues mixed with teeth on my bottom lip that left the irony taste blood tinting the saliva we shared. Sweetie Belle quickly descended into the role of a mistress in the blink of an eye, commanding my body to perform in whatever manner she chose.

When she flopped on her back beside me with her back legs splayed in a raunchy pose, her voice left little room for dissent. "I wanna feel what it's like... when somepony uses their muzzle on me... hurry up!" she panted.

Wiping her spit and a little blood from my lip, I rolled over, letting my knees hit the ground next to the bed. Reaching up along her body, I grabbed her front legs and used them to pull her flank to the edge of the bed, sliding her tail and pink slit to my face. It was an amazingly erotic sight. Her white belly heaving from excitement while she looked down the length of her body at me with burning green eyes filled with arousal, little specks of gold candle flame reflected back at me in them.

I took a moment to run my hands up and then back down her exposed chest, sliding them over her soft teats that swelled just before the matted clump of pink hair began above her glands. Using both thumbs, I parted the puffy folds of her slit and gazed into the pink inner flesh of a young mare's desire. The smell of her body was powerful, the wet lips of her slit only inches from my nose and I inhaled deeply her sweet, acrid odor before lowering my lips to kiss them. Sweetie Belle's whole body shuddered when I made contact, my nose buried deep in the tuft of light pink hair above her folds.

"Ye-ah..." she breathed, swiveling her hips up to me.

Rooting around in her lower lips with my tongue, my hands came up and around her back legs to feel the two globes of her teats just above my head. I found the hardened nubs and began rolling them between my fingers, giving a pinch occasionally that elicited a squeak of pleasure from her. When my lips found the nub of her clit, she cried out in wild arousal and locked her back legs around my head.

"Try biting it..." she moaned.

I followed her instruction, using my tongue to help get the slick little bean between my teeth before clamping down gently. I had a moment of deja vu when a front hoof of hers knocked painfully against my head, letting me know I was doing it wrong.

"No! Harder... bite it ha- AAAA!" she arched her back and cut her words off when I clamped down forcefully on her nub, pinching her nipples between my fingers tightly at the same time to emphasize my point.

She came almost immediately and I had to pull back to keep from drowning in the rush of fluid that coated my face, angling my head up to keep contact against her pulsing clit while she thrashed through her orgasm. Her lower half bucked hard up against my mouth several times before she calmed down again, her rear half still gyrating slightly from the fire not quite extinguished inside her.

"Not... fair..." she panted. "I wasn't ready yet..."

I extracted myself from her twitching rear legs, wiping the copious amounts of juice from my face as I went. "Not my fault..." I smiled at her.

She looked up at me with mischievous eyes that were still recovering. "Yes it is... How come you still have clothes on?" her question was almost silly in it's puzzled tone.

"Cause somepony hasn't told me to take them off yet?" I played along with her demeanor.

"Diva Belle says take off your clothes..." she growled and rolled around to her belly, her new cutie mark standing out against the white fur of her coat before she stood on the bed, eye level with me.

"Diva?" I laughed a little.

"Yeah! you gotta problem with that!" she snarled playfully and gripped my shirt in her hoof, pulling me close to her face with an evil grin.

"No, ma'am!" I snapped dutifully at her. This was an interesting game we were playing... and she was the last pony I'd expect it from.

"Then get to it!" she gave me a gentle push.

My clothes melted off my body even with managing a couple of stiff wings and I stood there naked in front of her appraising white face while she looked me over thoroughly. Her green eyes fixed on my rigid cock that stood up at full attention and her eyes betrayed the confidant swagger she'd been role playing with. Her new character fell away, replaced by the Sweetie Belle I knew again.

"Woah, Scootaloo said it had gotten bigger but...." she said in a small voice and stared at my throbbing member, her cheeks suddenly burning red again.

"What's the matter, Diva Belle? You having second thoughts now?" I smirked at her.

Her eyes came back to mine and she tried to force herself back into her role-play but she couldn't quite do it, the sight of me naked had knocked it out of her for the moment.

"I- no..." she bolstered and then her eyes drifted down again. "It just... oh wow..." she blew out a breath.

I couldn't help but feel intense love at her innocent reaction, I grabbed the small unicorn and fell on the bed, pulling her with me into an embrace on the soft mattress. She was herself again for a while, putting her exploration of her new sexual personality on hold for the time being. Her hoof slid between us as we kissed, feeling the length of my shaft for a moment before pulling away.

"Scootaloo and Apple Bloom both did it with this?" she looked up at me with a worried expression.

"Yeah, we can go slow..." my finger traced her jawline gently.

She nodded and then pushed me onto my back with her hooves before sliding down to look at my penis closely, carefully avoiding pinching the feathers on my cumbersome wings. Her horn flared to life with a white glow that brightened the room a split second before I felt an invisible, soft warmth surround my shaft, tugging it upright and pulling it close to her muzzle.

"It smells kinda sexy..." she looked at me for approval before sticking her tongue out and licking up the length of the underside, catching the slick moisture of precum that had coated it there. Her warm breath and soft tongue send shivers of pleasure through me and I let out a small moan. When she realized it didn't taste bad, she smiled.

"Apple Bloom said you like that..."

"Yeah..."

"C- can I try using my mouth?"

"If you want..."

She focused on the bright red end with both eyes before opening her mouth ridiculously wide, moving her whole head over the top of it. It was clumsy and I sucked in a painful 'Ssss!" when her teeth scraped along the sensitive ridge below the head. Sweetie quickly pulled back in alarm, her horn dousing it's light, causing my dick to slap back against my body.

"I'm sorry! I'm sorry!" her high pitched voice cried out in shock, her white ears had pressed flat against her head in embarrassment.

"It's alright... teeth don't feel very good, that's all."

"I knew it... I suck at this." came her sweet, dejected voice again.

I put my hand on the back of her head, gently stroking the base of one of her small white ears with my thumb. "At least you know what you don't suck at... you got your cutie mark." I said reassuringly.

She didn't say anything, her green eyes only sparkled with affection when she turned her head to give me a loving look that told me everything was better again.

"Maybe we should just skip this part..." she said quietly and slid up along my body to lay on top of me.

"If that's what Diva Belle wants..." I whispered to her when she got her lips inches from mine. We kissed, but this time it was passionate, burning with the bonds we shared that had only gotten stronger from the events over the last couple of days.

Just like with Apple Bloom and Scootaloo's first time with my new equipment, we had to take things slow at first. Sweetie Belle took the lead by sitting upright with her flank on my upper thighs, rubbing my cock with her hooves against the soft white fur of her belly and teats.

"I can't believe this fits..." she said looking at how far up it reached along her body.

"It does..."

She took a deep breath, raised her lower half up slightly before tensing and sitting down again, a look of concern on her face.

"Listen... It's really cool, you know, you and Scoots having a foal. I just... I don't wanna..."

"I know..." I nodded, sliding my hands along the top half of her rear legs. "You won't."

She relaxed and gave my penis another slightly nervous look before raising up again, this time high enough to slip the head of my cock below her and I could feel the incredible heat from inside her body when the bulbous head pushed between those two wet folds under the pink fur of her mound. Once she'd lined things up, Sweetie let her weight drop and squealed when the head pushed past her opening, sinking into her one slow, stretching inch at a time. It took a while and her strength gave out before she managed to get me fully inside her tight, heated passage.

"Oh my gosh..." she panted when I was about halfway in. "I can't hold myself up anymore..." and then she fell forward, my cock slipping out of the boiling insides they'd been soaking in for the last minute or two.

I let her lay there breathing for a moment while her back legs, the ones that had been holding her in that awkward squatting position for too long, trembled against my sides. When she'd recovered, I held her tight against me and rolled her over on her back so I was the one on top now, positioned already between her legs.

"Is this alright, Diva Belle?" I said with a smirk.

She let out a small, girlish giggle as she looked up at me. "Yeah..."

We started again, this time with me providing the gentle but firm pressure against her tight hole. It worked out much better this way and without too much effort, I sank completely inside the small white unicorn underneath me, her front hooves hung limply in the air with her eyes closed in the wild sea of her mane beneath her head.

"I- I can feel you with my whole body... its so warm..." she breathed.

"Yeah?"

She nodded and then opened her green eyes. "Turn me into Diva Belle, Mason..." she breathed. "I wanna be her for a little while..."

I started slow, sawing my cock through her folds and into her tight sex, letting her get used to the sensation for a while before picking up the pace. Within minutes, I was slapping my pelvis against her plot and hitting the back wall inside her tunnel with each stroke. Somewhere during this time, Sweetie Belle changed. Her eyes burned again with an inner glow of passion that signaled the arrival of the deviant living inside.

"Is that all you got? You're pathetic!" she barked suddenly at me, a hoof smacking me on the chest.

I was so caught off guard that I missed a stroke, pausing to look at her for a split second.

"Don't stop! Did I say you could stop?!" her green eyes narrowed dangerously.

"As you wish, Diva..." I panted and began to slam my cock home with renewed effort. She moaned her approval and gritted her teeth through my hard thrusts, each one already sending me towards the inevitable end.

"You... Better... Not... Finish... Yet!" she grunted with each slapping impact of our bodies.

"Or what?" I shot back at her, a bead of sweat fell from my nose and landed on her lips. She quickly snaked her tongue out and tasted it before answering.

"Or you're... Gonna be... Sorry!" her grunts became louder. "Harder!"

She gave a very Sweetie Belle like squeal when I began to slam against her as hard as I could, driving my cock into her molten tunnel relentlessly and causing her eyes to squint shut. My own eyes began to close as my consciousness drifted below my waist, feeling the rising cum begin to travel through my balls but I was quickly brought back to reality by a searing pain on my chest. My eyes flew open and saw that Sweetie had clamped her muzzle on my nipple, biting with fierce intensity at the same time her muscles surrounding my shaft began to squeeze tightly, flooding with another round of her juices.

The pain mixed with pleasure combined to form an erotic mix of sensations that quickly drove me towards the edge and I barely remembered to pull my cock out of her before it blasted off, ripping my nipple from her mouth as I did with a sharp flare of intense pain that I barely felt. I didn't even have time to grab my shaft for a final pump before it was launching it's first sticky white glob onto the folds of her sex. Getting to my knees, I finished my orgasm all over her belly and teats before collapsing onto her in a breathless, slippery mess.

"The Diva... is pleased." I heard her say in a satisfied voice and her hoof stroked the back of my head.

The pain on my left breast stabbed at me once the protective glow of my orgasm subsided, causing me to wince with pain when I sat back on my heels. I looked down and in the yellow glow of the candle light, I saw blood running from the sensitive skin around the hard eraser of my nipple. Red dots stained Sweetie's coat from where I had laid for a few moments and she jumped up as if she had been shocked when her eyes followed my own down to the bloody smear on my chest.

"Oh no!!! Mason, I'm so sorry!" she cried in dismay.

"Shit..." I pressed my hand against the torn flesh, trying to stop the slow but steady flow of blood from there.

"Hold on... Umm, I know this one..." she trotted in place on the bed in panic, her small voice filled with worry. "Lemmi think for a second..."

Her green eyes stared down at the bed as if there were words written there she was reading. "Got it!" she cried suddenly. "Move your hand!"

"What?"

"Move your hand, dummy or I can't cast the spell!" she said, irritated.

I pulled my hand away and watched as Sweetie Belle's horn flared up with a blue light. I recognized it from all the times Twilight and Celestia had healed me but from Sweetie, the light was much dimmer... as if she wasn't quite sure about what she was doing. Her face scrunched up in concentration and the light intensified, causing the pain around my nipple to lessen slightly. She kept at it and the sharp discomfort eventually faded along with the blood while I watched in wonder as the flesh torn from her bite mended itself back together right before my eyes. The light of her horn flickered and then went out, Sweetie collapsed on the bed in exhaustion.

"Diva Belle is in sooo much trouble... " she muttered.

I smiled at her and gathered the little white pony up in my arms, getting us situated on the bed properly before settling her into my arms. She blinked up at me with green eyes in happy content, closing them when I couldn't resist running a finger along the hard bony surface of her horn, causing her to sigh at the sensation. I kept up my gentle strokes along the small white spire attached to her forehead and when her breath began to come in slow, even draws, I finally shut my own eyes against her peaceful, smiling face.

Chapter 28

A stifling heat roused me from a dream where I kept trying to dial the same phone number on a pay phone but was screwing it up. I knew the number... but no matter how frustratingly slow I tried to poke the buttons, my fingers continued to get it wrong and I had to start all over. It was a dumb dream, one I'd had several times in my life for no reason at all except to piss me off.

When realized I was soaking wet with sweat, I didn't need to open my eyes to know why. I felt the warm press of bodies all over me... three bodies to be exact. I had become so close with all three of the young mares in bed with me that I could tell who was who without looking.

Sweetie Belle was still in my arms from when we had drifted off to sleep together after last nights encounter with Diva Belle and I knew it was Scootaloo who was pressed against my back. Her small bony frame, while larger than Sweetie's, was lean and tight and I could feel her feathery wings tangled up with my own. Apple Bloom was the easiest to pick out because of her damn pillow. The girl took it everywhere with her no matter where she slept and now it was laying near my feet as she draped her body over mine in what had to be a horribly uncomfortable position but good enough for her to still fall asleep in.

I really didn't mind them when they got like this, piling on top of me in a heap, but the mass of tails and manes combined with their warm, furry bodies was generating a lot of heat that made me anxious for the winter to get here when I could welcome the added warmth during the cold nights. But since it was still the middle of summer... I just couldn't deal with of us all on this tiny bed together and began to stir uncomfortably.

Three separate voices all groaned in sleepy protest when I moved and I couldn't help but smile at the cute sounds they made. The girls only wanted to be next to me and it was that feeling of acceptance that had been instrumental in changing the person I was into the strange half human, half pony I've become. I'd embraced it completely, soaking up every second of this new life I'd been given in a world of magic and love that now was about to start another journey... being a parent.

The idea was still so new that I hadn't fully come to grips with it... and if what Scootaloo said is true about it being next summer for the day to arrive then my mind was willing to put off really dealing with it until much later. Anypony with a strong procrastination streak in them like me could understand because next summer was miles away. Besides, with the help of all my friends... I knew that there would be no obstacle that we couldn't overcome with their help.

Apple Bloom slid off the top of me when I shifted my weight and felt her fold into a puddle near my feet, partially laying on Sweetie Belle. It felt like an eternity before I'd extracted myself from the mass of ponies enough to slip out of the bed and into the relatively cooler air of the room still lit by a single candle that had not quite burned itself out yet. It still was the middle of the night as far as I could tell and I still had no idea what Sweetie had done to the window to block the light out so effectively against the strong moonlight outside.

I moved to the door with the intent of going to the other room to go back to sleep in the bigger bed when a clopping sound came from behind me. Seconds later, Scootaloo's soft body pressed against my thighs with a groggy lean. We didn't say anything, but it was clear she wasn't going to let me go by myself so we left together, moving down the hall and eventually climbing into the cool sheets back in our room where she snuggled close, her head buried in my chest with a contented mumble.

Moments later I heard uneven, staggering hoofsteps from the hall and then Sweetie Belle crawled in beside me, pressing her back against mine before sighing contently when she nestled down into the feathers of my wings. Scootaloo's soft mane tickled my nose as I drifted off again only to be roused a little while later by Apple Bloom's weight shaking the bed, her pillow pressing against my feet as she plopped down with her head resting between Sweetie's flank and my lower thighs.

I was already sweating again, but at least I was smiling.

________________________________________________________

"Ahlright Sugarcube, We're all finally here now can ya tell us what in the hay is goin' on? Ya'll got us so darn worked up poor Fluttershy's gonna have a breakdown!" Applejack looked anxiously at Scootaloo and I with everypony else gathered around closely at the large table in the kitchen of the barn. Apple Bloom and Sweetie Belle were literally sitting on their hooves, trying to contain themselves.

"You're not leaving... are you Mason?" Fluttershy's timid voice asked.

"No! Not at all, Fluttershy. This is my home now... and you guys are like my family! I'm not going anywhere." I reassured her.

She gave an audible sigh of relief. "Then what may I ask is the big news?"

"Yeah, You guys can't hold us in suspense forever! Come on!" Twilight Sparkle added.

A thin chorus of encouragement came from everypony as Scootaloo and I looked at each other, each of us not knowing who should be the one to actually tell our friends the news now that the moment had arrived. It turns out somepony already had figured it out.

"Ya'll r gonna have a foal, ain't ya." Applejack said flatly, her strong voice ringing out clearly above the others.

A stunned silence filled the room as Applejack leveled a flat stare at Scootaloo. Seconds ticked by as the bright colored eyes of the ponies around us fixed on both of us with mounting tension that needed a release. When it came, it was from the unlikeliest of them all.

"E-excuse me Applejack but I don't think that's possible. In order for Scootaloo to be with foal she would need to have been with Mason in an unmarelike way and that's just not possible... is it?" Her green eyes searched Scootaloo's face desperately for affirmation.

"Fluttershy..." Twilight said patiently, "Of course they've been together. What did you think I meant when we talked about the herd they were in?"

Fluttershy's face burned crimson at Twilight's question and visible sweat dampened her brow. "Oh no!" she shook her head. "I thought... oh dear... I- I didn't think that..."

"Yes...Scootaloo and I are going to have a foal." I stopped her stammering by giving them the simple truth.

Fluttershy's eyes rolled up in her head moments before she pressed a hoof to her forehead and then collapsed in a dramatic faint.

"PARTY!!!" screamed Pinkie Pie and suddenly we were swarmed. Faces, manes, hooves and hugs... they were all over us in congratulations and excitement over our news of Scootaloo being pregnant... but it mostly Scootaloo who received the brunt of it. Through the blur of it all, my eyes fixed on Applejack who sat unmoving and looking grumpy while using one of the stiff place mats from the table to fan Fluttershy absently.

"You're gonna have a shower, right? And you know who should plan that shower, right? ME ME ME!" Pinkie cried in joy and gave Scootaloo a tremendous hug. The rest of the girls chimed in already adding details of the celebration and I had to tear my eyes away from Applejack's face to receive a flying high hoof from a beaming Rainbow Dash.

"Dang S.H.! You didn't waste any time, did ya! I knew I liked ya for a reason!"

I got my share of hugs and congratulations, but it was Scootaloo who was the focus of the group's attention and I quickly found myself outside the conversation. It didn't bother me at all really... what bothered me was how Applejack had slipped out of the room unnoticed to the yard once Fluttershy had come to.

Only Apple Bloom saw me when I stood up to follow her big sister, clamping on my shirt with her muzzle to stop me a few feet away from the door.

"Careful... she's gonna be mighty touchy 'bout this." Apple Bloom said. Her big orange eyes were moist... from tears of happiness or worry over her big sister I couldn't tell.

"I'll go talk to her." I stroked her red mane before bending down to give her a hug. "Don't worry..."

"You kin say that... but ahm gonna go ahead an worry anyways, alright?" she spoke in my ear, her hoof coming up to return my hug tightly before she returned to the group of girls who were already discussing names.

I stepped outside into the bright midday sun that beat down on the dusty yard around the farmhouse. Applejack was standing up to lean her body against the fence with her front hooves hanging over the other side, her large hat pulled down to shade her eyes as she gazed out into the orchard beyond. She didn't say anything as I came next to her, leaning my own weight beside the farm pony on the white fence. Her blond head was facing away, looking off to her left and I couldn't read the emotion there so much as feel it coming off her in waves. I wasn't quite sure where to start but as usual, Applejack wasn't much for small talk.

"I know... yer gonna come out here n talk ta me, ain't cha." her voice was curt and to the point.

"Well.. that's what friends do, right? They talk when something is bothering them?"

She whirled on me with her face burning red. "Now just what the hay you think would be botherin' me? Huh? she shouted, her words echoing off the side of the barn behind us. "The fact that ya'll r gonna bring a darn foal into mah barn? This here's a workin farm and ain't no room fer me ta be all gooey eyed at some mush head foal under foot! If'n ya'll wanna go party it up in there and coo at each other like a bunch a fillies then knock yerselves out! Someponies around here got work ta do!" she waved her hoof at the barn before she moved towards her yoke hanging on the fence a few feet away.

If this conversation had taken place several weeks ago, I probably would have been frightened or even apologetic at her outburst. But I had spent the last several weeks living, working, and even getting drunk with Applejack to the point where I felt like I probably knew her better than anypony else here, aside from the three girls who shared my bed. I knew that her blustery anger was a paper thin layer over something else that she was just to stubborn to talk about... all I needed to do was push in just the right spot.

I came up behind her just as she ducked her head to slide the yoke on her shoulders and placed my hand gently on her back. She paused, giving me a quick, backward glance before she hid her face away from me again.

"You still here? Go on then... go back in ta yer gatherin and don't fret about me. Ah'll be alright." her voice had calmed, but it was stamped with the hard edge of feigned indifference.

"I can't imagine what you're feeling right now, Applejack..." I said softly, not removing my hand from her orange fur and I could feel her muscles tensed and stiff. "...but I hope you can be a part of this. This farm is the best place we could imagine to have a foal grow up... and that's all because of you."

Her head turned again, this time coming around far enough for me to see the conflicting emotions at play in her green eyes before she looked away, keeping her head low and giving it a shake. "I don't know if I kin do that, Mason."

She finally turned to face me, her loaded eyes coming up to meet mine. "There ain't a day goes by I don't think 'bout having a foal again... I know it won't ever replace the one I lost, but part o me won't hush up about livin that life that I almost had." Applejack breathed a heavy sigh before continuing.

"Ahm afraid watchin ya'll have that foal is just gonna make it worse for me. This ain't somethin' I just came up with on tha spot, mind ya... Ever since you n Scootaloo came together like ya are, I been dreadin this day... only more so since ya been becoming more like a pony than a human. I knew it was just a matter o time..." Her blond mane blew off to the side in a sudden stiff breeze.

"AJ... it's not too late for you to have your own family." I pointed out. "You've got all of us here to help pick up the slack if you did, I mean... look at how much Scoots and Apple Bloom are helping out now! Not to mention my own horrible farm skills..." I joked.

"Oh now that's just silly." she laughed a little and dismissed my suggestion with a wave. "I ain't got time ta find a stallion who I kin put up with for more than five minutes. Heck, Mason... yer tha first male outside mah brother that ain't drove me nuts with bein a scatterbrained nincompoop scared ta get his hooves dirty. No sir-ee..." She shook her head defiantly. "...all the stallions I've met have been down right petrified ta put an honest days work in anythin' other than whatever they feel like doing when they wake up in the morn'."

"Doesn't mean you won't find somepony eventually..." I said.

"Heh.. I tell you what, that pony'd have ta be practically family fer me ta trust them with disruptin' the farm like that! And I ain't all fer that lovey stuff no how anyways... ya ever try courtin a mate when the thought of gazing in ta each other's eyes all squishy like amounts ta pullin' hairs out yer tail? Nope... I'd have ta find somepony willin ta just be a hardworkin', dependable friend who can talk ta me even when I get on a stubborn streak, and the only pony who kin do that around here lately is...." she stopped suddenly, looking at the ground quickly with something like recognition on her face.

"AJ?"

"Mason... I..." When her eyes came up from the ground again, they were full of raw emotion for a split second just before the hardened shell of her defenses dropped over them again, letting me know I'd gotten all I was going to out of her. "I don't think we should talk about this no more... nothin' good will come of it."

"What?" I was confused by her sudden change.

"Go on!" she snapped. "Get in there and join the girls, Mason. I'll be along shortly..."

Her voice left little room for argument this time.

________________________________________________

"Twilight?"

The purple alicorn turned just before she reached the door of the kitchen to leave. "Yeah? What's up Mason?"

She was the last one filing out the door after the impromptu gathering to announce Scootaloo's pregnancy. My ears hurt from the amount of girlish talking I'd listened for the last hour or so, something that I usually didn't have to deal with around the tomboyish orange pegasus and her friends. Scoots seemed to enjoy the attention though, grinning from ear to ear with the excitable conversation that never seemed to take a break. Even Rainbow Dash contributed in a rare display of decidedly female exuberance. Applejack had eventually come in from the yard, her eyes veiled with well practiced happiness.

"Do you know where I can find a lot of dragons?"

"Huh?" her muzzle twisted up in question. "Is this about Spike?"

"Mmmhmm." I nodded.

Twilight let out a sigh, her head dropping with flattened ears and eyes. "Lemmi guess... Discord found you."

"Maybe..." I gave her a sheepish look.

"Listen... Spike is my responsibility." she said patiently, softening her features in the the friendly Twilight again. "I asked you to talk with him a little bit selfishly and I'm sorry for that, I should be mature enough to handle those things on my own but sometimes I come across things that books don't help me with. You don't need to be involved anymore... I'll make sure Spike keeps his new urges under control." Twilight gave me a reassuring nod.

"So you're not worried about the feracity thing?"

"Oh Mason..." she shook her head as she turned to leave. "There's no such thing as dragon feracity! That's just a myth, otherwise I'm sure I'd have read about it somewhere!"

I got the feeling that somehow I wasn't finished with the subject.

Chapter 29

Spike burned.

Not the same kind of burning he knew came from the flames that lived in his belly that he summoned to send letters to Celestia, no. This was a much different kind of fire that lived in his veins he could feel coursing through his small green body with every waking moment now.

He first noticed it shortly after Lord Tirek had come and gone but it had been just a small tickling then, occasionally distracting him from his daily routines and disappearing as quickly as it had come. Over the course of several cycles though, it had grown to take over parts of him while leaving the young dragon confused and worried that something might be wrong. That funny part hidden under his scales on his lower body would sometimes get large now, poking out and becoming visible for no apparent reason at all for long periods of time and at first he thought it was because he'd forgotten how to go the bathroom again.

He'd never admit it to anypony... but sometimes he forgot things like that.

When forcing himself to use the grass box didn't work at all, he'd taken to wearing his apron around the newly rebuilt library to hide it from anypony who might see it. When Twilight had thrown the apron in the wash one day without him knowing, he'd been forced to simply stand in a corner, scared to turn around despite her insistence to do so.

Her face had gone all funny when she first saw his problem, like when she'd tried to explain how he'd gotten in the egg he'd hatched from in the first place. Twilight had eventually reassured him that it was perfectly natural and to just behave normally when it got that way, quickly shuffling him off to the back room to dust the top shelves of books there. Because Twilight knew everything... of course he was set at ease and tried his best to ignore those times when the tube of pointy flesh swelled up to an alarming size and shape, jutting out from his underbelly like a red poker between his scales.

More cycles passed and soon Twilight began to complain about it seeing it all the time, scolding Spike about getting himself under control when he had no idea what it meant to do so. It seemed to happen at random times, but could always be counted on to make an appearance if he thought about Rarity too long... especially when he imagined her kissing him. It wasn't too much of a stretch for the little dragon to connect the dots between that and the physical act of mating that was described in some of Twilight's books with exquisite, clinical detail.

The first time he'd read Masterful & Johanson's Guide To Equestrian Reproduction late one night by a candle in the back room while Twilight slept, that tube of flesh had practically jumped out of his scales and throbbed alarmingly as he read the descriptions of a mare's sex organs and what they were designed to do. It was that night that he'd finally come to the knowledge that it was his own reproductive gland that was causing him such distress... but nothing in the book eluded to as to what to do about it.

He's searched Twilight's library for anything relating to dragons or dragon reproduction but found nothing. She'd always complained about how little there was documented about his species and for the first time since the dragon migration... he understood why. If he wanted to know how a pony foal was made, he had all the instructions in the world at his disposal but there was not one sentence in any book he read about how dragons mated. In the meantime... the urge to understand and the tickling in his blood grew in strength.

He tried asking a few of the colts he knew around ponyville, but he had been met with either laughter or cryptic descriptions of something that sounded like it would kill him if it ever happened. It was with this frustration that he turned to the only other male he knew that might have any helpful tips.

Mason.

He'd left the orchard that day excited and anxious to try out what he'd learned from the newcomer. Mason was a stud as far he was concerned and he'd secretly admired his ability to not only befriend the coolest filly he knew, Scootaloo... but then become special someponies with her and her two friends somehow. He'd locked himself in the bathroom as soon as he'd got home, letting his mind wander about Rarity in the privacy of the cool darkened room while following Mason's advice carefully.

Thirty seconds later, something happened that knocked him to his tail and felt like his whole body had been turned inside out in an electric shock of incredible pleasure. At first he'd thought he was going to pee and he'd stepped awkwardly over to the grass box just in case. But then the sensation had changed dramatically. He couldn't describe it exactly, but whatever it was... it was like the biggest sneeze multiplied by a thousand times and mixed with a throbby feeling from his head to his toes. Something came out of his body down there, but his eyes were closed and he didn't see exactly what it was or where it went. By the time he'd recovered, he could care less. The thing on his lower body had shrank up and he could think clearly again!

It was like a new lease on life for a short time, but to his dismay it only lasted about a day before he felt the urge to do it again. This time, however... that urge was accompanied by a massive uptick in that old tickling feeling in his veins only now it was a strong burning, enough to physically annoy him with from it's intense presence. He'd found that doing it again calmed the sensation for a little while and he'd quickly fallen into a repetitive cycle, making that electric, throbby feeling come whenever he got the urge no matter where he was... provided nopony was around to see him.

Spike never bothered to consider the thick, white fluid that shot from his body with amazing velocity at the end. Heck, half the time he didn't even know where it all went and only made perfunctory attempts at cleaning the few drops he could find afterwards. It was part of him after all... wasn't he entitled to leave his mark on the place that he called home? When Twilight had tried to talk to him about it, her clumsy and roundabout way had only served to make him mad because it had come across more like she was imposing her will on his personal enjoyment rather than a consideration of simple decency.

By the time Mason and Scootaloo had stopped by, things had gotten completely out of hand. Twilight had luckily been out of the library most of the that morning and he'd been able to quell the fire a few times since he'd woken up. Twice in his bed and then again in the main room of the library when the sudden urge hit him with overwhelming intensity shortly after cleaning up Owlicious's perch. He'd been mortified that Mason had taken Twilight's side of things, but was really wounded when Scootaloo had brought up the subject of Rarity. How could they? he thought as he sunk into the bath they'd made him take. They can't tell me what I need... they aren't even dragons! They don't know what it's like at all... he'd thought.

He did his best to hide it after that, driven by the bonds of love he had for Twilight to ultimately respect her wishes as his caretaker. He found that he could control it to a certain extent provided he was careful about what he thought about. His five or six times dropped down to two or three times each day... each one carefully planned out whenever the fire in his veins became unbearable and completed only in the privacy of the bathroom upstairs. For a while... probably ten or fifteen sun rises... Spike managed it.

But then the voices started.

__________________________________________________

"FASTER!" Scootaloo yelled from below me as we soared up together through the clouds. I was trying to gain enough altitude to do the big dive she loved so much and when I'd reached the point where the landscape beneath seemed impossibly small, I angled my body downwards and started the intense rush towards death.

The little pegasus screamed at the top of her lungs at the excitement of going somewhere around mach twelve by my estimate. Her frail wings were a buzzing blur the air between her back and my chest even though my own where folded in tightly, only extending again automatically when I commanded the magic to pull us out of the dive just in time to avoid smashing into the rocks below by mere inches, causing a rush adrenaline for both of us.

We would do this two or three times... and then she would want to make love on a cloud somewhere. It had become our routine in the last couple of weeks since Rarity had left us the harness I'd requested the day before we announced Scootaloo's pregnancy. We'd had to get it adjusted a couple of times to get her weight centered correctly, but overall it had worked out amazingly well. I was flying Scootaloo and fulfilling a promise I'd made to her long ago in the whispered conversations during our early nights together.

Scootaloo hung underneath me at arms length by a single, heavy strap that connected us at my sternum with a metal clasp on my end that could be unhooked from her half to let us walk around independently without the need to remove the harness completely. On some days, we wore it all day long just... well just because. Each half even complimented our coloring according to Rarity, her part was a brilliant red and mine was grayish slate green color that she insisted went well with my wing and leg color.

Today was no different than the last few and soon she was pointing urgently towards a far off wisp of white, looking up at me with a playful smile. We settled there, me on my back and unhooking her harness to let her straddle me across the hips... I was already hard and she tugged at my shorts to get access at what she wanted in a frantic pawing of hands and hooves driven by pure, excited lust. She slid me inside her tight, steaming body and sighed as she rode my shaft slowly, her purple eyes blazing with love above cheeks that still showed signs of the recent windburn and exhilaration.

Scootaloo's teats had begun to swell slightly, finally becoming noticeable on her pale underbelly and she loved it when I felt them now, occasionally dipping my thumb down below to give a flick of the hard, slick bean right above the spot we were connected together in this other kind of intimate flight that we shared with each other.

It was always fast up here, neither of us lasting very long from the earlier thrill ride's foreplay and soon her stiff wings began to beat weakly against the air just before her back arched and locked, her eyes rolling up in her head and fluttering shut. Her body clamping down on the part of me buried inside sent me over the edge and I followed moments later, filling her already wet tunnel with my own mix of fluids. When it was over... we held each other for a long while, her muzzle flat on my chest with a peaceful smile. My hand buried in her soft, purple mane, slowly scratching the top of her head between her ears while she blinked at me in the bright sunlight from above.

"Do you want a boy or a girl?" she asked me finally.

"I... I dunno. I can't decide."

Her smile widened a bit and she gave me squeeze. "Me either. Mason?"

"Yeah?"

"I love you."

We could have stayed that way for hours probably, at least until we got hungry or something but we couldn't spend too much longer here. Today was the baby shower at Sugarcube Corner that Pinkie had been meticulously planning. We nuzzled each other for a few more minutes before getting Scoots turned around and hooked back in, ready for the trip to the ground.

___________________________________________

Sugarcube corner had been completely transformed by the time we arrived. The interior was festooned with large balloons attached to every available anchor point with pink and blue streamers crisscrossing in a diamond pattern overhead. There was a large banner that spelled out It's a baby! hanging from the back wall over a massive table filled with cupcakes, cookies and other treats that I'd never seen before. Another nearby table was piled with boxes that were wrapped carefully with bows and cards attached, presumably for us. It was a strange feeling for me... I'd never been involved in anything like this.

As things worked out, we were the last ones to arrive and the large group of ponies, some I knew and some I didn't, all gave a rousing welcome when we entered the store. I quickly picked out the smiling faces of all our friends, including Wilson, along with Sweetie and Apple Bloom who rushed over to greet us before Pinkie kicked things into gear.

"LET THE PARTY BEGIN!" her cheery voice rang in the rafters and dance music flared to life from somewhere nearby. Scootaloo was swept up by a tide of hooves and carried off, surrounded by excited faces and I had my own welcoming committee that ushered me along with her towards a large device that resembled a roulette wheel stood on it's end. The alternating sections were pink and blue with different descriptions on each one.

"Alright!" Pinkie cried out, quieting the voices momentarily. "The first game is The Wheel of Destiny!" she intoned with a silly, mystical voice. "Spin the wheel to find out what your baby's gonna be! Normally I just put boy or girl on it but because Mason is kinda only half pony, I had to get creative!" she smiled proudly at her work.

Each section of the wheel was an alternating combination of boy or girl coupled with either 'Pegasus', 'Human' or a series of question marks. I thought the question mark option was a bit tacky but then again... Scootaloo and I having a kid was a bit tacky when I really thought about it. Pinkie motioned for Scoots to step up to the wheel and the little pegasus eagerly stood on her back legs to get a good grip before throwing her whole weight behind it, grinning from ear to ear.

The crowd cheered as the wheel took off, the different colored sections blurring by the pointer at the top before starting to slow and then eventually stop, landing on Girl, ??? The audience gave an exaggerated gasp at what the wheel said before they broke out in an honest laugh and some cheers.

"Your turn Mason!" Pinkie beckoned me over.

I stepped up to the wheel and took hold of the pegs on the side, giving it an experimental test of it's weight. When I was satisfied I wasn't going to spin the thing off of whatever hub it was on, I reared up to put my back into it. Just before I came down, a loud, commanding voice of a stallion broke the mood.

"Attention, Please!" it said and the whole place froze after turning towards the door. The music continued for a moment before somepony cut it off.

In the doorway of Sugarcube Corner was a group of six large pegasi, each in official looking, silver armor complete with helmets. Their faces were grim and unsmiling, looking very out of place in this happy gathering that Pinkie had put together for us. It was Twilight who spoke in the awkward silence that had settled on the party.

"Can we help you, officers?" she stepped towards them in a warm greeting.

The largest one of the bunch stepped forward and gave her a stern look before speaking. "By the order of Judge Fink, we are here to take the following ponies into custody for the act of Breaking and Entering, Assault, and Use of Magical Force against Whipwind the Pegasus, resident of Cloudsdale. All acts are in violation of Cloudsdale laws and they are to appear before Judge Fink to answer for their crimes."

A stunned silence flattened the air inside Sugarcube corner. When there was no immediate challenge to his statement, he continued.

"The following are to step forward and come with us peacefully; Applejack of Sweet Apple Acres, Rarity of Ponyville, Rainbow Dash of Cloudsdale, and the Human known as Mason. Additionally, we are also here to take the pegasus Scootaloo into temporary custody pending the return to her mother's care."

In a heartbeat, chaos erupted in Sugarcube corner. Angry voices raised and all of my friends formed a protective half circle around Scootaloo and I. Sweetie Belle clutched at her big sister with worry and through the first wave of yelling, I couldn't hear what was said at all. All I could focus on was the look from Scootaloo's face, desperately searching my own for answers with fear in her eyes.

"HOLD ON!" Twilight's magically amplified voice broke through the din and quieted the crowd. "Ponyville is now a part of my kingdom, officers. I'm pretty sure you just can't come down here and arrest somepony without talking to me first, besides... this is crazy! Whipwind tried to kill Applejack and kidnapped Scootaloo!"

The lead officer's formal reply was flat and emotionally sterile. "Princess, with all due respect, this is a matter of Cloudsdale law. We have our orders signed by Judge Fink and if you have concerns, you can take it up with him through the proper channels."

"I know who Judge Fink is!" Rainbow Dash snarled. "Everypony knows he's as crooked as they come and he should have been kicked outta Cloudsdale long ago! Whipwind must have gotten his way with having the trial moved to his courtroom!"

"I'll ask you all one more time to surrender peacefully and avoid any conflict." the lead officer said, his eyes flicking around the room almost nervously. "I remind you that we're here with the full backing of a signed warrant for each of you!"

"Not on your life, buster..." Dash's eyes narrowed dangerously and she coiled in mid air above our friends, ready to pounce. "You can take that warrant and shove it under your tail, tin can!"

Applejack lowered her head defiantly. "Yeah, you think you kin just waltz in here at take us away like this, ya got another thing comin'... judge or no judge! We've protected ya'll time and time again from stuff that'd make ya turn yella and this is how you repay us!?"

"...and you ain't takin' Scootaloo nowhere!" Apple Bloom added, mimicking her sister's pose beside her. "She's a part of our family now and her mom's a big ol smelly asshole fer tryin!"

Applejack's head snapped up and she stared at the girl with an almost comical look of confusion at the word Apple Bloom had learned from Scootaloo and I. The red head smiled sheepishly and shrugged. "What? I'm just sayin'... she is!"

"Nopony ruins my parties!" Pinkie Pie, who was normally disturbed by any confrontation, seethed in rage and looked about ready to tear a pony limb from limb at the disruption to her carefully planned event. But everypony else's reactions paled in comparison to Rarity's. She didn't speak a word but her horn's red glow reflecting in her calm but dangerous eyes gave her a terrifying look that spoke of incredible power... enough to scare the shit out of anypony.

The six officers fanned out across front of the door with their leader in the middle, tensed and ready for confrontation against the obviously willing to fight group in front of them. They were large, well muscled and looked imposing as they crouched in their protective armor against the coming battle. Silence filled the air as the two groups stared each other down with Twilight stuck with rising panic in the middle.

"Mason... I can't go back there..." Scootaloo pressed against me with her eyes leaking tears. I could feel her trembling against my leg and with a broken heart, I saw the scared, wounded girl I hadn't seen for months was back... replacing the face of the happy, carefree pony who'd emerged free from her horrible past.

Something roared to life inside me. Something so powerful and dangerous that it frightened me in it's reckless desire to tear apart anything that could make her feel that way again, regardless of the danger to myself. My life didn't matter anymore... not when Scootaloo was threatened with being thrown back into the abusive neglect she'd suffered.

My head pounded with the force of angry blood rushing through my veins and red tinted the edges of my vision. Energized by some force beyond anything I'd ever experienced in my life, I spread my wings and took a place beside Rainbow Dash above my friends with my jaw locked in a grim, tight line, ready to fight for the life we had together. Scootaloo was not going back to her mother... not while I still lived.

Dash's eyes flicked to the side as I hovered beside her. The confidant, challenging smile she wore at the officers grew wider and without either of us looking away from the door, her hoof shot out sideways and I met it with my own fist in a hard smack that echoed flatly in the tense silence of Sugarcube corner.

"Lets do this..." she growled.

Chapter 30

A small clump of dust drifted down from the ceiling of Sugarcube Corner that had been sent airborne by a gentle puff of wind from a blue mare's wing below. It's genesis (if you could call it that) had once been a microscopic, solitary dust mite that flew in on the breeze one afternoon from outside, helplessly thrown about by the currents of air on it's quest to becoming what every mite dreams to be a part of one day... a Dust Bunny.

When the invisible mite had been pushed into Sugarcube Corner some time ago by a windstorm and was caught in the updraft of the warmed air of the interior, it had thought it's life was over. Dust mites needed significant airflow to clump together naturally in order to form first the small clumps and then advance to the large bunnies they hoped to be a part of. But up in the rafters where it had landed, there was never a breeze at all.

No... I can become more than this! the solitary mite had defiantly thought, and then took the extraordinary measure of actually trying to communicate with the other mites around it. It took several years for them to develop the process of dialog and eventually an agreement was formed between all of the microscopic mites at forty-seven inches in from the north end on the first rafter near the door of Sugarcube Corner.... an agreement to form a clump.

For the first time in the history of the known universe, dust mites had joined together of their own free will instead of blind chance and in the scope of sentient beings, this was a monumental advancement of their kind, equivalent to the evolution of any known major species and worthy of going down in the annals of science for all future generations to see.

The clump grew, adding one mite at a time until it was finally visible to the naked eye. Inside the grey mass they had quickly developed an advanced society with laws, education, transportation and were making major breakthroughs with the use of science and technology at an unprecedented rate.

There was no war, conflict or disharmony... all were united in a common goal of advancing their society and willing to do whatever it took to do so happily. At the center of it all was that very first mite who had dared to challenge the understanding of how the world worked and was now hailed as the hero of their kind, complete with statues and monuments erected in his honor at the gathering centers of the major cities.

When the clump was dislodged by a wing beat from Rainbow Dash and began its terminal drift down towards the group of officers below, the mites inside were blissfully unaware of their impending doom. Gravity and orientation meant nothing to them as they had already created their own complex internal environmental control system capable of completely isolating it from the outside world.

Of course they did not hear Applejack pleading for Twilight to get out of the way. Nor did they hear the panicked summons from Fluttershy for the innocent bystanders to follow her out the back door behind the counter to safety. No... the dust mites inside the clump from forty-seven inches in from the north end on the first rafter near the door of Sugarcube Corner who had advanced their civilization well beyond any Pony, Pegasus, Unicorn, Human or Dolphin* accomplishments were content. Satisfied in their understanding that the technology they had developed would keep them completely safe from any threat they could possibly dream of.

So imagine their surprise when the clump landed on an officer's snout, causing him to sneeze violently and blow their entire civilization to pieces. In the blink of an eye they were gone, ending any chance of the larger world around them ever knowing about their amazing story... forever.

____________________________________________________

"Whaaa-choo!"

We were all so tensed that a single sneeze started the melee that ended with me suffering in the agony of the unknown for hours. It all happened so fast that it wasn't until I found myself with nothing to do but think that I pieced together everything that happened.

Rainbow Dash shot forward when the guard sneezed. She was already coiled like a snake and the loud noise was all it took for her to trigger off a violent kick to the unfortunate officer's helmet, sending him reeling and blind from the dented metal that now covered his eyes.

We charged them, following Dash's lead and soon found ourselves locked in a pitched battle that spanned the entire floor space of the sweets shop. Rarity had somehow ended up beside me as soon as I'd exhausted my first flying kick to the leader's head, missing and landing a glancing blow to his shoulder that slid harmlessly off his armor. I never had time to gain my wings again and the large, bulky officers knew better than to fly in such tight quarters.

His large red hoof swung at me and it connected solidly with my shoulder, sending me in an awkward, off balance dance to the right. I caught Applejack out of the corner of my eye bucking another officer squarely in the chest with a powerful blow that sent him flying into the heavy display case of the store, collapsing it in a heap and sending heavy chunks of wood and glass flying everywhere. I heard a scream, but was immediately clobbered on the head by another hoof, sending my vision into swirling doubles of shiny armor everywhere.

It was Rarity who saved me, her magic taking up a piece of the broken case and sending it at a bullet's speed towards the advancing officer. It connected solidly with his helmet, knocking it off of his head and tearing a chunk of his ear out along with it. He bellowed in pain and rage, turning towards the white unicorn who was now back pedaling, searching for more ammunition.

He charged, screaming at her and just moments before his body connected with Rarity's in a collision that would have sent her flying, Wilson appeared at a dead run out of nowhere, slamming into the officer in a blind sided body check of his own that sent him sailing into the far wall with a crunch. Rarity and Wilson exchanged a look, but that was all I saw before something else caught my eye on the floor.

A chunk of the display case had landed here that looked like the perfect sized club and I grabbed it up quickly. Armed now with something only a being with opposable thumbs could appreciate, I went on the deadly offensive. This was my third fight with ponies and I'd learned that they couldn't really hit hard unless you were at a big disadvantage where they could add their weight to the blow. Their bites were dangerous and if they had momentum they could knock you silly... but their heads couldn't take a hit. They were just poorly designed for melee.

My eyes cast around for somepony to engage and I watched with amusement briefly as Pinkie Pie sat on the back of a flattened officer beating her hooves against the top of his helmeted head in rage, yelling "How's this for a party!!"

Rainbow Dash was locked in a ground battle with an officer on the other side of the room. They were both standing upright and leaning against each other, gritting their teeth in a stare down of physical willpower with locked hooves. The officer's superior weight was winning and Dash's face fell when her rear hoof slipped on the wood surface below, causing her to buckle backwards and I heard him give a grunt of triumph as she crashed to the ground below him. He reared up to deliver a crushing blow to the dazed pegasus but the poor bastard never saw me coming. He collapsed next to Dash before he struck from a hard blow to the back of his helmeted head that rang out dully like a broken bell.

I helped Dash quickly to her hooves and then we turned with our backs to each other. I shot the club out in a low, sweeping arc to knock the rear hooves out from under another officer Pinkie and Applejack were battling with nearby, giving them the advantage immediately and laughed along with Dash at him before a thrown hoof from one of the last remaining combatants caused her to duck.

I turned to help her, but then I saw something that sent me into a blind rage. The leader of the group had Scootaloo on his back, blood matted her purple mane and orange coat in ugly red streaks. She wasn't moving at all as he used his hoof to shove Rarity out of the way from behind while she and Wilson double teamed the officer they were still fighting with.

I charged at him, barely aware that I was screaming but was suddenly brought short by a blow to the face from a hoof I never saw coming. Pain blossomed in my nose in a warm flood of coppery blood that filled my mouth. My vision doubled again but this time I couldn't be bothered with it. The new officer who hit me took a step back when I didn't fall and mouthed a silent word that I didn't quite catch... nor did I care to ask him what it was. All I knew is I had to get him out of my way in a hurry before the leader escaped with Scootaloo.

We were too close to swing the club properly so I quickly switched it to my left hand. My new strength from all the days of farm work served me well and for the first time in my life, I swung a fist hard, fast and true that connected solidly the officer's face on his exposed jaw. His head snapped back and he reeled, barely managing to stay on his hooves. The officer came back with a lunging, clumsy bite at my upper arm that was slowed by the blow to his head and was easily dodged. But it had given me enough time... enough time to take a step back and put the club back in my strong arm to swing away at the shiny helmeted head. Seconds later, I was stepping over his collapsed form towards the fleeing leader who was pushing past a vacant eyed and unmoving Twilight standing untouched in the middle of the melee.

Now he had to get through me.

Our eyes locked together, blood ran from my nose that I licked with savage lust in anticipation of watching him suffer for whatever the fuck he'd done to Scootaloo. But the leader didn't charge me, in fact his eyes were bulging from fear as he saw his troop was quickly reduced to only himself and one other who was quickly overpowered by Applejack and Rainbow Dash. Raising the club, I charged at him silently with the full intent of bashing his skull in... but I only managed to take the first step before something held my entire body in a cold grip, causing me to freeze in mid stride.

"That... is... ENOUGH!" Twilight seethed behind the leader, her horn glowing red. "Leave us...." she growled at him.

Twilight's horn cut off and I dropped to my knees from the sudden pull that gravity had on me again. The same effect on the leader is what caused Scootaloo's limp form to slide from his back, landing on her side in a thud that captured everypony's attention in the sudden silence.

"Scoot!" I cried, scrabbling to her side and turning her over. She didn't feel right... something about the way her body moved felt like it was disjointed or something. Panic flooded my mind as I brushed her bloody mane back, looking for the source of the red flow.

"P-Please..." I heard the leader's voice come from beside me. "We- We were only doing our job... I was trying to help her. The case... she was caught underneath it when it fell."

"No..." I whispered, hearing the officers words but not caring. "...Open your eyes... for fucks sake, Puffball. Wake up..." her face doubled, then tripled in the tears that filled my eyes. I was dimly aware I could feel her shallow breathing but the broken, limp way her body felt in my arms was driving me insane. When my eyes scanned down her body looking for signs of injury, my heart froze and I felt the world tilt crazily in my head.

I hitched in a deep breath and screamed in anguish at the deep red gash on her stomach... deep enough to see well inside the skin that was bleeding and before I lost my sanity completely at the sight of her blood... I shut my eyes and yelled for the only pony that came to mind who could help. The desperate, shattered quality of my voice in the quiet interior only drove me further into madness.

"TWILIGHT!"

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The waiting room floor below the seat I was in was slate gray. The hard, smooth surface looked like stone... but wasn't, given the texture it had and the way it felt when you walked on it. I'd had what seemed like several hours so far to study its composition as I sat in the hard plastic yellow chair that was never designed for a human's ass. You'd think they'd make hospital chairs more comfortable given the amount of time you had to sit in them, I thought irritably. My leg wouldn't stop twitching either... bouncing up and down for some reason as if it too had a mind of its own mind that was consumed with worry about Scootaloo and the growing baby inside her.

I don't know how long exactly we'd been here since the panicked flight Rainbow Dash and I took to get Scoots here from Sugarcube Corner. I don't even know what happened with all the officers or what was going to become of us for basically kicking the crap out of what amounted to law enforcement here. In truth, I didn't care. I just wanted answers about the only two things in the world that mattered to me right now.

News had been slow to come by so far. Twilight had managed to seal her wounds before we left but there was internal damage presumably caused by the heavy display case that she had been crushed under when that officer was thrown against it. Dash and I had rushed her to the hospital while the rest stayed behind to deal with the mess until they could join us later.

But we'd only seen Doctor Goodhoof once since she'd been whisked away, he'd told us then that she needed surgery to repair her wing and she'd broken several ribs at least.. probably her front shoulder bone as well. When I'd asked him about the baby... his only reply was that they were still checking on it. Because it was barely a couple cycles old, it was hard to tell without extensive testing.

Dash sat beside me, chewing on her hoof nervously and was no better off than I when it came to being calm or collected. We'd comforted each other as much as we could, but after so long... you only wanted to be left alone in the silence your ears heard, but never quite reached the thoughts in your head. It was after another anxiety filled wait since the last time I saw the doctor, spent with my head in my hands, that I felt a muzzle press against my arm. When I looked up, it was Apple Bloom's tear stained face that looked back at me.

"Anythin'? her small voice asked hopefully.

"No.. What are you doing here?" I asked her as I pulled her into a tight hug, grateful for her presence.

"Applejack sent me here ta check up on ya'll. Things were getting mighty ugly again back at Sugarcube Corner but I think Twilight'l straighten it out. She sent a letter to Celestia and she's on her way now."

"Oh.."

There really wasn't much to say after that and while I was happy to have her here, I also didn't feel like talking anymore. I think she sensed it and the red head moved away to the blue seats across the isle from me, sitting there miserably, looking at the door behind and to my right that went deeper into the hospital where Scootaloo was. Her face was filled with a strange recognition mixed with fear that I barely paused to consider.

My mind was shattered and for no specific reason at all other than the overwhelming fear of Scootaloo and our baby... I began to cry again, dropping my head into my hands where it had already been several times since I got here. Tears dropped from my nose and landed on the same spot where they'd been falling off and on like a broken rainstorm that never quite had a chance to dry between showers.

Time dragged on.

My fucking leg wouldn't stop bouncing.

The sound of the door being pushed open brought me to my feet instantly and I was speaking before I even knew who was there.

"Are they OK?" I said quickly, moving to him and grabbing him by the lapels of his open lab coat. He wasn't getting away from me this time.. not without answers. I stared into his light blue eyes desperately...

"Scootaloo and the baby will be fine." he smiled.

Relief washed over me so powerful that my legs buckled. My hands wouldn't release their grip on his coat however, and they held their grasp, sliding down with me as I dropped to my knees in front of him on that strange, gray floor.

________________________________________________

Hospital rooms were usually depressing places and this one was no exception. A single light glowed above her head casting a sickly pallor over her face with unnatural shadows surrounded by equipment that occasionally beeped and whirled. She was still asleep when they allowed me to go back and see her and I felt sick to my stomach at the sight of such a carefree and happy soul stuck in the shape she was in through no fault of her own. My mind kept replaying the love we had made just hours ago and how as we lay on the cloud together, her ending up like this was the last thing either of us could ever expect.

There was a white sheet draped over her body that only covered from the belly down, revealing a heavy bandage wrapped tightly around her midsection. Blood still matted her disheveled mane and stuck in spots on her coat that served as a grim reminder of the now invisible wounds she had suffered that had already been taken care of.

But she looked peaceful.

"Scoot...?" I whispered as I came to the bedside to put a hand on her soft belly just below the bandage. I was so happy to see her again and to know that everything was going to be alright that I cried for a record breaking time that day. I stood there, bawling openly with no reservations, finally feeling the release of anxiety I had needed so badly take hold while closing my eyes at the sensation of relief. They were both going to be OK.

It was Rainbow Dash who leaned against my side with her head bent slightly around my stomach in the kind of hug that only a pony could give.

Author's Note

* - Yes... Dolphins. Bonus points if anypony catches the reference.

Chapter 31

Judge Fink was sweating. He hated sweating unless he was doing what his status in life dictated he should be able to do whenever and however he wanted with the female half of his species... and even then it annoyed him to have to work so hard.

Any moment now, he knew that the royal guards would be at his door and if they caught him, his last chance to get out of this with any hope to live a life on his terms would be over. And it was all because of Whipwind. Somehow, that deranged pegasus had managed to ruin his life even as he sat petrified and motionless in his empty, dark and guarded courtroom.

By all accounts, Judge Rattius Fink ("...the 'i' is silent!" often followed whenever he was forced to say his full name) was a disgusting pegasus. But he was a brilliant pegasus at the same time and it was his unmatched ability to manipulate ponies that had been responsible for his success in life up until today.

He had been born with the unfortunate molted coat of sickly pea green with pale yellow patches around his bulging eyes that had given him the permanent look of being diseased. Being underweight and gaunt his whole life with a horrible under bite, school had been torturous for him... as any smart, scrawny colt in any education system can attest. Fink had suffered greatly at the hooves of his tormentors and the years of unchecked abuse had left him with a chip on his shoulder and a lust for power over those around him.

It was that desire to dictate how others lived that drove him to be a judge in the first place and also showed him just how talented he was at manipulating the stupid ponies around him. He used the weaknesses of others to advance through the law firm he'd joined just out of school and when he'd driven the centuries old reputable organization into the ground with selfish decisions and falsified records, (all things his hooves were clean of, by the way) he was quickly appointed his judge's robe to the surprise of everypony who wasn't already living in fear of him.

Having that love of dominating others didn't come without it's problems, however. The two unfortunate mares he'd convinced to marry him were quick to sail off in the wreckage of the lives they had before they met, taking part of his growing wealth as a payoff not to talk about his personal life. But when word had spread anyways about his violent and manipulative tendencies in bed, he'd turned to escorts to satisfy his ultimate domination fantasies. When those eventually refused to service him... he prayed on the young, naive fillies that lived in the poor fringes of Clousdale and found them to be to his liking. They were easily impressed and dumb as a boulder.

Rattius Fink (the 'i' is silent!) met Whipwind when the judge had heard the disgraced pegasus was quietly shopping around for a buyer to take his defective foal off his hands. It seemed like the perfect plan, Fink would get a young foal to mold to his desires and train her to be the perfect mare. In a rare lapse of judgement, Fink had tried to impress the fading celebrity. Thinking he had found a friend, Fink let his loose lips brag one night in a dark corner of the cider bar after one too many about other illicit activities he'd been involved in... with condemning detail.

But when Whipwind suddenly wanted double the bits for the small orange foal, Fink backed out at the last minute. The already semi-insane Ex-Wonderbolt was angry and had threatened to expose him unless he doctored the legal papers of his brother's estate instead. Fink complied to keep his lecherous activities a secret and from that hated day forward... Whipwind had owned him.

When Fink learned of his captivity for crimes of neglect against his daughter and attempted murder of one of mares who belonged to The Elements of Harmony, Rattius Fink (the 'i' is silent!) quietly celebrated. He later found out that even though he had pending charges down in Ponyville for similar acts of violence, Celestia's deposition as an eye witness of the crimes committed in Cloudsdale all but guaranteed his conviction here and it was decided to process the Cloudsdale charges first.

The day the notice of request for a new judge from Whipwind's attorney landed on the magnificent oak desk in his office, his heart fell. He knew exactly why he'd been requested and understood the message behind it. If Fink didn't do everything in his ability, within the confines of the law or not, to get Whipwind off... the accused pegasus would spill the beans about everything he knew. He was in a losing situation no matter what he did.

He'd had to work fast, interviewing Whipwind's attorney in secret, and the best shot he could come up with was working together to turn the tables on the prosecutor by making Whipwind appear as the victim. Within hours of getting the request and before his signature of acceptance to adjudicate the trial was dry, Fink had issued the arrest warrants for three ponies and the human.

As a long shot to pull at the juror's heartstrings, he'd also thrown in an order for the return of Whipwind's daughter to his junkie wife... but there wasn't a snowball's chance in Tartarus that it would stick. His daughter was now past the benchmark Cutie Mark Consent age and only the puritans of society would agree with that ruling, even if the defective filly had yet to gain hers.

The whole thing was a sham and broke several procedural laws, but it all hinged on timing. As long as he could get the arrest documents finalized with the four behind bars before Celestia's higher power intervened, (and he knew she would) the facts of their involvement would be admissible in the current case according to Equestrian law, throwing the trial into complete chaos even after the charges were thrown out and most likely winning a mistrial for Whipwind.

It was a tiny loophole that no sane judge would ever use... to do so would ultimately mean banishment from Equestria by the royal authority for subversion when Celestia found out. It was only a matter of time before she did, but Rattius Fink (the 'i' is silent!) would rather face banishment on his terms, living the high life with his amassed wealth in the corrupt lands of the Griffons rather than spending an eternity as a statue in the royal gardens which is where he would end up if Whipwind talked.

Sometimes the game of life demanded sacrifices...

But nothing had gone as planned. Word had reached him that the incompetent officers he'd blackmailed with threats to their families not only managed to fail, but had also admitted they were being manipulated by Fink into serving the warrants to members of The Elements of Harmony who were blatantly under the protection of the royal authority, not to mention completely outside their jurisdiction. Now he was facing both subversion charges and Whipwind's mouth.

He supposed it could have been worse... at least he'd figured right on the new Princess Book Worm down there being completely ineffectual under such a sudden challenge to her authority. It's a shame that things had come to this, he thought. He had been eyeballing that purple librarian as a puppet for quite some time, he was only waiting for the right opportunity but the damn mare was just too innocent.

He had been up all night destroying evidence of his past and now, early morning on the day after the fight at Sugarcube Corner, Fink was ready to leave. He'd just poured the remaining bits from his vault into his bag when the first pounding on his door rang out in the empty hallways of his mansion. His blotchy face shrank in fear before he gathered the overflowing bag of bits and tried to sling it over his flank desperately, spilling its contents noisily over the floor.

Stuffing the pockets of his robe quickly with what he could carry, he took to his wings towards the high windows above him and shoved them open. A brilliant, warm sun greeted his bulging red eyes and mocked him with it's promise of a bright day. He'd gotten only a few wing beats away before a shout below told Fink that he'd been spotted trying to flee. He raced towards the industrial district of Cloudsdale in a desperate hope that he could lose the Canterlot guards pursuing him in the dense buildings and twisting passageways.

Fink was not a fit pegasus and flying fast or for long distances was not something he was accustomed to, especially weighed down with several hundred thousand bits in his pockets. Before he had even cleared the first cooling tower of the weather factory, he was out of breath and could no longer fly. Forced to land on the top edge of the tower, his pale green mane blew up from the hot air billowing out of the yawing black interior of the stack created by the constant lightening below where the furnaces roiled with newly born thunderstorms.

The Canterlot guards were on him in moments, surrounding him with commands to surrender to the royal princess. Fink was scared, but there was one last trick he had up his black robed sleeve to try and get away. A small vial of command potion, bought through illegal trade from the Griffon kingdoms, was secreted there and would allow him control over whoever it broke against. All he needed to do was throw the vial hard enough to break open against a guard's armor and the potion would do the rest.

What Rattius Fink (the 'i' is silent!) did not count on, was Celestia's anger bringing her here personally. No sooner had he pulled his hoof back with the vial ready to fly, she appeared, shimmering in the morning sun and radiating power like a fallen star.

"Rattius Fink!" her voice carried to him loudly in the wind.

"The i is silent!" he snarled back at her automatically.

"You are under arrest for subversion of royal authority. Please.. come peacefully. Don't make this any worse than it needs to be."

He was caught. His red bulging eyes flicked between the princess and the guards who were closing in on him slowly. The only chance he had was to distract the princess with a puppet guard and now was the only chance he'd have. His hoof began it's movement forward, ready to launch the small black vial towards the nearest guard but his hoof never finished it's sweeping arc.

He was struck in the chest by a blast of magic from the princess's horn that paralyzed him. The initial blast didn't hurt at all, but he no longer could keep his perch on the thin lip of the cooling tower without his wings to support him. He suddenly knew with a shock of terror as his weight tipped backwards that this was how he was going to die.

As he fell helplessly into the tower towards the deadly electrical firestorm below, he wasn't surprised that nopony tried to save him. A moment of regret about how he lived his life flashed through his mind before the first agonizing bolts of electricity ripped through his body, ending his life a few long and painful moments later.

Chapter 32

"Tailcard!"

"Seriously?! You don't have any of those in your hoof?!" Scootaloo cried in disbelief.

I held my hands out in an innocent gesture. "Seriously. Would I lie?"

"Depends..." her eyes narrowed.

"On what?!"

"If you're tryin to get out of another tail kickin'!" she shot back, giggling a little as she did.

Tailcard. It was the game she had first taught me when I was recovering from the fight with Whipwind long ago. Only now, we were playing it in the Ponyville hospital and she was the one recovering. There was a bitter sweet irony about it all that made my heart swell with love for her that we had come this far around full circle to find ourselves doing the same thing we had been doing when our love was just beginning. We'd spent many hours playing this game together, and today we were playing it while waiting to find out if she can finally go home.

I still thought she was cheating a little.

Scoots had been in the hospital for many days now, probably two weeks if I had counted right, and she was going completely insane with cabin fever. We had already both gotten in trouble several times for doing timed sprints in her wheelchair down the hallway, me pushing her from behind as she cheered, hollering for me to go faster. But they'd taken the wheelchair away from us ever since the day we almost crashed into a nurse carrying a platter of medication.

The young pegasus was feeling much better now even though she still wasn't able to walk much because of her shoulder, but that had only turned out to only be severely sprained, nothing more. Her broken ribs were healing nicely however the wing would take a considerable time to recover after the near detachment it had suffered. It was the baby that had kept her here this long, Doctor Goodhoof was taking no chances and was hesitant to send her home too soon because of the unique nature of her pregnancy.

At least her room no longer looked the way it had when I first saw her in here so many days ago. Pinkie Pie, robbed of her party by the Cloudsdale officers, had moved a smaller version of the shower in to Scoots's hospital room as soon as she was feeling up to it, much to the frustration of the staff. Pinkie had promised she would keep it calm and quiet but to Pinkie... those two words had completely different meaning than what the nurses took them to be.

Several days later, it still looked like a carnival had vomited in here from all the balloons, streamers, cards and flowers that littered the place. I tried to keep the room somewhat clean, but between the clutter of the party decorations and Scootaloo's natural tenancies to be a walking tornado with a short attention span, it had proved to be a difficult task that I soon gave up.

We also had a few unexpected visitors since we got here, one of them was the large pegasus leader from the group we encountered in Sugarcube corner. He had appeared, quiet unexpectedly, without his armored suit in the doorway just after I had finished helping Scoots back from the bathroom only two days after the fight. By that time we had already learned that Celestia had stepped in personally and we wouldn't be in any trouble for what had happened. But that didn't calm my nerves any when I saw him in the doorway that afternoon.

"Hello." he'd said flatly in a deep voice, catching us both by surprise. I turned, confused as to who he was before I recognized him. Automatically I tensed, squaring off between the visitor and Scootaloo while glancing around for a possible weapon if I needed one.

He was big... obviously a pony who was very much in shape and I doubted I could take him now in a setting like this. The blood red color of his coat rippled with muscle unlike any I'd ever seen on a pony, even Big Mac. His bright yellow mane done in a tight braid down his neck gave him an imposing look that made me think of a samurai for some reason.

"Please..." he said, holding up a hoof and closing his eyes for a moment. "I'm not here officially... in fact there's nothing official about me anymore. I've been removed as an officer if it makes you feel any better." his head dropped a little as he shook it.

I relaxed a little, letting my hands unclench. "So... then why are you here?" I said uneasily.

The pegasus gave a sigh. "I needed to see if the young mare was alright. I... I haven't been able to sleep since I last saw her. I have a sister about her size, you know..." his head craned, trying to see around me to where Scootaloo lay quietly on the bed, still weak with pain.

His deep blue eyes focused on me again. "Listen, we didn't want any of this to happen. We all knew what we were doing was wrong, but Rattius Fink would have destroyed our lives and our families lives if we hadn't done his bidding. The story of Whipwind and his daughter is common knowledge up in Cloudsdale, and now that I can say it... we all know Whipwind deserved whatever he got from you folks."

He took a step forward into the room, not coming close but staying near the far wall, intentionally keeping his distance. There was something about the way he moved that was odd and I couldn't quite put my finger on it... something unnatural. When he could see Scootaloo who was struggling to keep her purple rimmed eyes open from the last round of medication, his head dropped in shame.

"Scootaloo, I hope you can forgive me. If it means anything to you, my career as an officer is over because of what happened. Please, you have to understand... my family was at stake. I am so sorry." he looked at the young mare on the bed with sad, remorseful eyes and I began to feel sorry for him. If what he said was true, and I had no reason to think it wasn't, then he had just been a pawn in Whipwind's game all along.

"What's your name?" I asked him.

"Offic-" he paused and swallowed hard. "Kaiden."

I looked down at Scootaloo who blinked slowly before turning her face to me. As so frequently happened between her and I these days, an unspoken conversation took place in our eyes that was felt more than seen or heard. When her small mouth turned up in a smile, I knew exactly how she felt.

"She understands, Kaiden..." I looked to him and then added, "... and so do I."

His broad, tense shoulders relaxed, softening his face at bit. "I'll go now. I don't want to bother you... thanks for your time."

He turned to move towards the door and then paused, looking back at us before turning to come near me.

"If you ever need somepony... you know, somepony who can take care of things? Find me in Cloudsdale. Your friend Rainbow Dash will where to look. I'll be starting a new career at the weather factory tomorrow" his face registered a look of disgust briefly.

With that, he offered his hoof up in a shake and I took it, meeting his steady, firm eyes before he left us. It wasn't until much later that night as Scootaloo slept and I read another Daring Do book on the flat and very uncomfortable couch that I realized what had been so odd about him.

The night nurse had just started her rounds and even though she was all the way at the end of the hall, her hoof steps echoed loudly against the hard floor like the heeled shoes of the girls at school in the empty, quiet halls between classes. Even my own shoes made loud noises in this place and I'd already woken Scootaloo up several times just by moving around the room no matter how delicately I stepped.

Kaiden's hooves had made no noise at all.

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Twilight Sparkle was going through a crisis. Not the type of crisis visible by any catastrophe going on around her but instead, this crisis was taking place in her mind. She walked down the streets of Ponyville desperately looking with concern and worry on her face that etched itself deeper every second.

Two really bad things had happened in the last few days. The first one was how she had froze when her authority had been challenged so openly at Sugarcube corner. She'd become completely paralyzed by indecision when the officers from Cloudsdale had refused to listen to her and as a result, Scootaloo had been seriously hurt.

She was supposed to be a princess who ruled a kingdom... and yet a simple act of defiance had driven her into an analytical spiral trying to decide the best course of action. When things had turned violent, she had simply shut down and didn't intervene. It was a problem of indecisiveness that had been getting steadily worse for her lately and now it had effected her ability to protect and care for her friends. It did nothing to help her already overwhelming self esteem issues she'd been having ever since Mason had shown up.

Her screw up that had brought him here had been a tipping point for her of some sorts. Something about her not being able to control her magic and effecting another life like that had really shaken her faith in her magical abilities. Even though Mason had told her not to worry about it, she couldn't help but take it out on herself. Twilight Sparkle harbored a thought that Mason secretly held a grudge against her and regardless if it was grounded in truth or not, it weighed on her mind. This latest breakdown at Sugarcube Corner only threw her further down this hole she'd been trying to climb out of.

Her other problem of course, was Spike.

The last few days he'd become a completely different dragon. He'd been brooding around the library with tired eyes and jumped at any little sound she made. Twilight had also caught him talking to himself, carrying on a one sided conversation that she could only hear half of. When she tried to ask him if something was wrong, he snapped at her almost violently, barring his little fangs and growling like a mad dog defending his food bowl. He'd not come with her to visit Scootaloo and Mason in the hospital or even attend Pinkie's second attempt at a shower for the young mare a while ago.

And finally, last night, Spike had suddenly flung himself out of bed just after she'd turned off the lights and growled that he needed some fresh air. He never came home.

Twilight had so far spent all day looking for him in Ponyville with no luck. She was beginning to think she had screwed up again by not listening to Discord in the first place and she cursed herself aloud, causing two young fillies walking nearby to look at her in shock.

"I'm so stupid sometimes, when am I going to learn!" she moaned.

This wasn't the first time she'd let her arrogance cause somepony else trouble and she made a promise to herself that when she found Spike, she would take this feracity thing seriously... she only hoped it wasn't too late.

Just when Twilight was ready to head back to the library, a faint, familiar smell caught in her snout. It was the same smell that had been wafting from Spike for the last cycle or so and her ears perked up hopefully. Closing her eyes, she concentrated on finding the source of it and followed the scent into an alleyway between two buildings nearby.

The warm sun was shaded here, creating deep pools of darkness while her eyes adjusted. Her purple hooves delicately picked their way through the piles of debris, following her snout deeper towards the dead end where the smell became strong, mixing with another odor that smelled like rotten eggs.

When she rounded a pile of moldering hay, her stomach flopped and she had to shut her eyes for a moment against what she saw. A large chicken lay dead, it's feathery body covered in the dried substance she recognized as the same stuff she'd been cleaning up around the library for weeks now. There was no doubt in her mind that Spike was responsible for this and she let out a groan.

There was also no doubt in her mind now that Discord had been right all along.

"Buck..." Twilight swore, for only the third time in her life.

_______________________________________________________

Scootaloo looked up over her cards at me, an evil glint surrounded my own reflection in her purple eyes .

"Hearts..."

"Ha! Tailcard, Puffball!" I cried in victory again, slamming my cards on the white sheet of the bed we sat on.

"No way!" Scootaloo flopped backwards onto the pillows behind her in dismay and then instantly regretted it. Her wing, bound and healing from it's injury, flared in protest at the sudden pressure. "OWW! Darn it!"

It made us both laugh heartily and that's how Twilight found us when she came storming into the room with her mane unkempt and a worried look on her face.

"Hey, Twilight!" I greeted her, wiping the tears of laughter from my eyes. "You alright? You look like you haven't slept or something."

"You guys haven't seen Spike, have you?" she said urgently.

"No..."

Her face fell along with her ears and tail. "Oh man... I gotta find him, Mason!" she shook her mane. "I think Discord might have been right all along! Dragon Feracity is real!"

"Feractiy?" came Doctor Goodhoof's voice as he strode in behind Twilight. "I never thought I'd hear that word when walking in here!"

Twilight whirled on him. "You know what it means!?" she asked, not bothering with a hello.

"Why of course, Twilight. My internship was in Dodge City, after all. The Badlands are just to the south and there was a special dragon wing of the hospital... quite remarkable, really." he said casually and then addressed Scootaloo.

"Well, your last tests have come back good, Scootaloo. I'm sending you home now. I'm sure the nurses will be thrilled!" he smiled.

"Seriously?" Scootaloo grinned and then looked at me. "I can get outta here?!"

"Sounds like it!" I put a hand on her head, scratching her orange ear.

"Wait!" Twilight reared up, grabbing the doctor by his lab coat with her purple hooves, her eyes burning with an almost maniacal need inches from his muzzle. "Tell me everything you know about Feracity... now!"

I got the feeling that something bad was about to happen.

Chapter 33

"Say again, Sugarcube?" Applejack followed us upstairs into the second story of the barn as Apple Bloom and I helped the bandaged Scootaloo along.

"I'm going to Dodge City. To look for dragons... with Twilight." I said over my shoulder.

"Yeah, see... I thought that's what you said, but I wanted ta make darn sure before I knocked ya over tha head n called ya a ninny! Good gravy, Mason! What's Twilight gotten you wrapped up in now?"

As we settled Scootaloo into our bed, I explained to the Apple sisters the situation including the request Twilight had of her and the others while we were gone. Scootaloo, who had already heard it all before, sat quietly next to a giggling Apple Bloom who thought the idea of Spike possibly going around humping things to death was hilariously made up.

"C'mon! You don't really believe that, do ya? Spike is like the nicest dragon I've ever met!"

"He's the only dragon you've ever met..." Scootaloo smacked her on the leg sarcastically. Apple Bloom shot her a look before she continued.

"No, I'm just sayin'! Twilight can't really expect us ta find him and stick him in a cage till ya'll get back with a girl dragon now, can she?"

"That's what she said." I shrugged.

"Poor Spike..." Apple Bloom's ears flattened on her head. "What if the girl dragon you find doesn't like him..."

"And ya'll r just packin up an leaving now? Not even gonna wait a day or two ta see if he turns up?" Applejack asked me.

"Twilight doesn't think he will... not on his own anyways. According to Discord and Doctor Goodhoof, this is only going away once he mates with another dragon so... the last train leaves this afternoon and she wants us to be on it." I rose from the bed and looked around for a suitcase to throw some clothes in

"Discord... psh..." Applejack spat. "That's all ya need ta say to make my skin crawl 'bout this whole thing."

"He's not that bad, AJ. I think he means well... even if he's a drama queen." I said, digging one of Scootaloo's packs out from the pile of girlish things in the closet. It was much bigger than I needed, heck Spike himself could probably fit in here easily, but it was the only one with a long enough strap to not interfere with my wings.

Applejack waved her hoof dismissively at me and rolled her eyes. "I'm just gonna pretend this all came from tha Doc, alright. Anyways... ya'll better be careful down there. Tha Badlands are called that fer a reason, ya know. Nopony goes there cuz there ain't nuthin for a pony ta go there for! Heck, I don't even go that far south ta Dodge City ta sell pies on account of I never wanted ta get that close ta it!"

I threw the small amount of clothes I owned into the large bag, shutting the flap before opening it again to stuff the Daring Do book in. Dash was right... they really were good books. "Twilight hopes we won't have to go that far south. The Doctor said there were a few dragon caves on the north end of the Badland's cliffs so we'll start there."

"And so what are we gonna do with Spike when we find him till ya get back? Just throw some gems inta his cage n hope he doesn't bite?" Apple Bloom asked.

"I guess... Twilight didn't really say." I looked at the two girls and the bed longingly. I had been really looking forward to sleeping here tonight with them in my arms and I couldn't help but give a regretful sigh. "Alright... I gotta get going. Twilight is probably waiting for me at the station already."

Scootaloo's eyes turned down suddenly and I realized this was the first time we were really going to be apart for any length of time since I'd gotten here. I moved to her, carefully pulling her into a gentle hug and holding it for a while, whispering our love for each other before giving her a long kiss. Apple Bloom tugged at my shirt and I scooped her up for some love as well before I left, heading downstairs with Applejack following close behind.

"Tell Twilight she can count on us. I'll round everypony up today and get a move on lookin fer him. Hopefully before he does anything else crazy." she said behind me as we reached the yard outside.

"Thanks, AJ." I slung the strap of Scootaloo's pack around my neck, situating the strap between my wings while I flexed them to get ready for takeoff. Just before I left the ground, Applejack said my name. It was her voice stopped me cold... it was strangely emotional for her.

"Mason..."

I turned and saw anxiety in her green eyes and worry all over her face. "Yeah?"

She suddenly grabbed me in a fierce, standing hug that caught me completely off guard, knocking her hat to the dusty ground as she brought her head tight against mine with her weight landing on my shoulders.

"Come back safe... ya hear? We all need ya. Includin' me..."

I brought my arm up to wrap around her, touched by her unusual display of affection. "I will, AJ."

_________________________________________

"Mason! Over here!" I heard Twilight's voice call out to me on the crowded platform as she hovered over the masses, waving at me.

The train steamed on the tracks to my right, the pink pastel engine whined and hissed blasts of hot air that dried the sweat on my forehead from the quick flight to get here. Ponies crowded around the car entrances in loud groups, talking excitedly and eager to get on the train that was heading south to Appleloosa and points beyond. Sliding through the kaleidoscope of brightly colored manes and tails, I pushed my way through to meet with the purple alicorn who was settling back to the wooden platform.

"You're just in time! I was beginning to get worried!" she greeted me when I finally got to her side.

"Sorry..."

"Here's your ticket, lets get on and find a good overnight room before they're all taken!"

I followed her towards the rear of the train where there were fewer ponies milling about and climb aboard a car just before the caboose. Inside the doorway was a narrow hall that ran down one side of the car immediately to my right. Windows along the right side let you see out into the bustling platform while the left side was paneled in wood, broken by sliding doors every few feet or so. Twilight moved down the hall, picking an open door at random and then moving inside the small cabin.

There were two beds set into stacked cavities along one wall while benches and a tiny table occupied the other. A large window directly opposite of the door looked out into Ponyville on the far side of the train station, letting in the view of the surrounding countryside as the late afternoon sun streamed in at a sharp angle, shining on the wood paneling above the bench.

"Well... here we are. It won't be until tomorrow afternoon that we reach Dodge City so,... I hope you brought some books!" she smiled.

"Actually... Dash has me hooked on Daring Do right now. I'll take the top bed." I said, flinging my oversized pack up into the small opening above.

"Oh? I love those!" Twilight's eyes lit up. "I have the whole collection myself! What one are you on?"

"The Crystal Cave."

"Ohhh! That's a good one!" she said as she placed her own pack on the lower bed.

A light rap came from a hoof on our door moments before it slid open to reveal an older pony dressed in a pastel blue suit wearing a bell cap.

"Ticke- Princess Twilight!?" his eyes grew large at the sight of Twilight in the car.

"Yep... hehe. That's me..." she said awkwardly, not meeting his stare.

"I am honored to be taking your ticket! And the human I've heard about as well! This is a special cabin!"

I gave him a quick wave before Twilight and I handed over the two small pieces of paper to him, his eyes lingered on me for a moment before punching them both with a device slung around his neck. "Dodge City is our last stop. We'll be in Appleoosa tonight with arrival around noon tomorrow for you folks. Dinner car opens at sundown. If you need anything at all, Princess... please, don't hesitate to ask!"

"Thank you." Twilight said almost sheepishly, taking our stubs with her horn.

We sat in awkward silence for a while, Twilight's cheeks burned red for some reason and just when I was about to ask her why, we both jumped at the sudden, shrill whistle of the train that signaled it's departure. A gentle jerking motion rattled the window as the car began to slide forward.

"Heh... I always jump when the whistle blows..." she said.

"I've never been on a train before." I commented with a grin. "It's kinda cool!"

"They don't have trains in your world?"

"Yeah, they did... just never rode one before, that's all."

"You make it sound like they aren't there anymore. Did humans stop using them?" she frowned. I didn't even realize I had said it myself until she pointed it out and I had to think for a moment before I knew why.

"I guess I said it that way because it's not my world anymore...?" I shrugged casually.

"Oh..." her gaze dropped, as if the statement effected her for some reason.

"You alright, Twilight?"

"Yeah! I'm fine!" her head came up quickly with a mask of a smile plastered on it. "I'm gonna get some reading in until dinner, kay?"

She used her magic to pull a massive tome out of her bag before moving the brown satchel onto the floor. She crawled into the bed's cavity, quickly focusing on the words scrawled there without another word. Something was definitely bothering her, but if she wasn't willing to talk about it, then I supposed there was nothing I could do. It was probably just Spike on her mind anyways, I thought.

I pulled the Daring Do book out of Scoots's bag and sat on the bench opposite of where Twilight lay, looking at the purple alicon briefly with concern. Her eyes flicked to the side to glance at me for a split second before returning to the text in front of her. Frowning at the weird tension between us, I opened the book and quickly lost myself in the story of the Indiana Jones like pegasus as the train picked up speed.

_________________________________________

Rarity walked alone down a side street of Ponyville with her horn glowing brightly in the gathering gloom of the warm post sunset air, illuminating the walls of the buildings as she scanned every nook and cranny for the little dragon she was looking for. Her hoofsteps thudded dully on the dirt underneath her, echoing slightly in the relative silence of the narrow street. She had sent Sweetie Belle to the farm for the night after Applejack left, figuring Scootaloo could use the company since Mason was well on his way to Dodge City by now and everypony else she knew besides Apple Bloom was out looking right now.

"Spike?" she called out softly, not wanting to disturb the families she heard on the other side of the open windows she walked under. She hoped the others were having better luck than her.

The unicorn's mind was filled with worry for the poor little guy. She had no idea dragons could suffer something so horrendous and regretted all the times she had laughed at him when he behaved foolishly around her. She knew very well that Spike had something of a crush on her, everypony did, but Rarity always thought of Spike as a silly coltish dragon... nothing more. Until recently, the very idea of anypony having that kind of affection for her brought up old memories that she'd rather forget about instead.

Until Wilson had come to her stall at the Summer Sun Festival.

For the first time in ages, a stirring in her heart that longed to be kindled again had awoken. She had seen him around town over the years but had never bothered to speak with the sporting goods shopkeeper until Mason had brought him along that day. His eyes... his coat... they had captivated her imagination in a way that she hadn't felt since her days in Manehatten and it had initially scared her to death. It had taken all of her courage to ask Mason to bring him over to help out with some repairs and fortunately for her, they simply never got around to it otherwise she would have been a nervous wreck.

But ever since he had stood by her in the fight at Sugarcube corner, Rarity's feelings had changed. They had been to dinner twice now and she had only grown more fond of him. Last night, he had actually leaned in to give her a quick kiss on the cheek before leaving. Rarity had stood blushing on the doorstep of the boutique while Sweetie Belle had watched from the window with a large grin plastered on her silly little face. It was with these thoughts of Wilson that she turned left into the next alleyway, not really seeing where she was going and only stopped when she heard a small, miserable voice call her name from a dirt hole dug out under the foundation of the building next to her.

"Rarity?" it rasped dryly.

Her horn flared brighter at the sudden shock the voice gave her. Whirling towards it's source, she shone her light into the dark hole at her hooves.

"Spike? Is that you?" her voice wavered.

The tip of her horn reflected back at her from two shiny orbs deep inside the hole. When they slid forward suddenly, Rarity took a step back in horror at the apparition that emerged.

"How could you..." Spike croaked.

Rarity shook her head in denial, wide eyed and struggling with what had become of the little purple dragon. His scales had taken on a sickly greenish tint, caked with dirt and gunk from whatever he had been laying in down there. The normally clean, bright green eyes of his were yellowed now, shot with red veins that spider webbed out from the vertical slit of his pupils that shrank from the light of her horn. His little mouth hung open in a sneer to show his fangs to her in a way she'd never seen before. But what made her sick to her stomach most of all was that red, pulsing tube of flesh that stuck out from his lower body that looked raw and on the verge of bleeding in spots.

"S- Spike?" she recoiled. She understood that something was going on with him, but she wasn't prepared for this. He looked ghastly.

"You... never loved me... did you." saliva dripped off his forked tongue as he panted. It was a statement, not a question.

"What are you talking about, Spike? What's wrong with you?!" she backed away from him until she felt her rump pressing against the far wall of the alley. Her eyes couldn't leave that pulsing, twitching rod on his belly. It disgusted her even as it held her attention firmly.

"I saw you... kiss him, Rarity!" Spike began to cry, his dry voice cracking with tears. "All I ever wanted to do... was make you happy!"

"Spike... I..." she stammered.

"You never wanted me!!" he screamed and charged her with outstretched and grasping claws. Insanity shone in his eyes that shot a river of fear through the unicorn's body.

Rarity's horn flashed from white to red, bathing the alley in a pool of blood light as her magic streaked out to slam against Spike's chest at the last second. He collapsed in a heap beneath her, breathing deep, ragged breaths.

"Oh my poor little Spike... what has happened to you?" Rarity moaned.

_______________________________________

Twilight hadn't spoken since dinner and I was starting to get really irritated that she was being so quiet. I'd tried to ask her a couple of times about Dodge City or what she had in mind to do once we got there, but both times I was met with a shrug of indifference. Now it was well into the night, Appleoosa was sliding by our window after unloading passengers as I stood up to go to bed.

"I'm going to sleep, Twilight." I said flatly, closing the book with a sudden, annoyed pop. Her eyes only flicked up to meet my own in that hesitant, non committal way they had ever since we boarded the train. No other acknowledgement came from her.

Shaking my head, I grabbed a hold of the single rung to pull myself into the long hole in the wall that held a thin mattress with a single pillow. I didn't know how a pony could fit in here, but there had been an endless list of things ponies could do in this place that I'd never thought possible before.

The light went out and Twilight's horn gave off a dim but steady glow beneath me that I could see casting shadows on the far wall above the bench. Closing my eyes, I tried to calm my body but found my mind just wouldn't turn off. I was annoyed by the fact that she wouldn't talk about Spike when it was obvious I was just as concerned as she was for the little guy. If anything, we should be talking more and I decided I was done pretending nothing was wrong, dammit! If we were going to be doing this together, then she'd have to open up to me.

"Twilight?" I said to the ceiling.

"Mm?" her voice was flat an monotonous.

"Why aren't you talking to me?"

"Don't be silly, Mason. Of course I'm talking to you. I'm talking to you right now, aren't I?"

"You know what I mean. You've been weird ever since we got on the train."

"Oh, really? Heh heh... I didn't know! I'm sorry." her reply was broken and sounded forced.

"I'm worried about Spike too, you know... You're not alone here."

"I know..." her voice was softer now. I could picture with perfect clarity the way her ears sagged when she said it.

"Then why don't you want to talk about it? We don't even know what we're doing yet!"

"Oh... I just wanted to read up on it first, that's all!" she said quickly.

"On what, Feractiy?"

"Y- Yeah!"

I sighed loudly, making sure she could hear it. "Bullshit, Twilight. You've said over and over again there's nothing written about it."

Silence came from under me that stretched out for a long time. Her horn's light slowly dimmed and then winked out just before I heard the unmistakable sound of a sniff from her. Was she crying?

I rolled over and hung my head over the side of the bed's opening to look down into the dim bunk where Twilight lay. She was on her stomach, her chin resting flat on the bed in front of her with both hooves over her eyes. I could barely make out the sound of her ragged intake of breath.

"Twilight?" I asked quietly.

"I'm a terrible ruler, a horrible unicorn... and worse still... a crummy friend!" she moaned, broken by a sob.

"What!?" I slid off the bunk to my feet before sitting beside her midsection on her bed, putting a hand on her mane. "What are you talking about?"

"All of this is because I'm so bad at everything! Scootaloo wouldn't be hurt if I was the Princess I was supposed to be and stopped that fight from ever happening! And the only reason Spike is lost and miserable is because I was too proud to admit Discord knew something I didn't!"

She pulled her hooves off her eyes and turned her head towards me. "Even you! You wouldn't be here if I had half a brain and knew better than to mess with magic I knew nothing about! I know you hate me for it!"

"That's... that's crazy Twilight. You can't blame yourself for everything like that..."

"Even if it's true?" she pouted.

"Why do you think I hate you?"

"Because! I ripped you away from your world and now you're stuck here! I'd hate me too if it happened to me!"

"But I don't. If you hadn't gotten me here then I never would have met any of you guys... I never would have fallen in love with Scootaloo. And... and I never would have known I could love all of you, too."

She turned her face towards the wall again. "Love... I don't even know what that means. That's how much of a loser I am..." she said miserably.

I had a wild thought. A thought that had no business being in my head right now but seemed like the only thing natural to say at this point. She was in our circle, after all....

"Let me show you then..."

Her face came slowly around again to look at me. The train gently rocked us both in the silent pause that followed. "You... you're not serious..." she said incredulously.

"What if I am...?"

"Mason... I..."

I leaned down and gently placed my lips against the end of her purple muzzle, cutting her off. She sucked in a huge breath through her nose, her eyes going wide at the sudden kiss. Twilight held perfectly still but her body began to tremble under my hand that still rested on her mane. When I pulled back and sat up, she blinked at me.

"Y- you kissed me." her voice came distant and detached.

"Would I kiss somepony I hated?"

"It was so... soft! I never thought it would be that soft!" her eyes sparkled again with the newly found knowledge.

"You want to do it again?" I gave her a small smile.

"Yes please! Oh! But do it slower this time so I can remember the details better. I'll need to write this down later."

The usual Twilight was coming back already as I leaned down one more time. She brought her head up to mine to meet me half way and we pressed our lips together again. I held still and let her feel it for a moment before I opened my mouth, resisting the urge to pull away as the soft, fine hairs on her muzzle tickled my nose. She timidly followed my lead and seconds later, I felt her tongue shyly touch and then rub one time against my own in the warm, moist space our mouths had created. She tasted like the smell of fresh hay and already her breath was coming in fast, quick draws that I could feel sucking past my own nostrils. I had to break off the kiss because the weird angle was hurting my neck.

"There... now do you believe me?" I stroked her mane, feeling how she was trembling with nervousness under the soft hair that ran through my fingers.

"That...was my first real kiss." she breathed with disbelief.

"Really?"

One of her hooves came up and felt the end of her muzzle while she looked thoughtful and far away. "I had my first kiss..." she said quietly and smiled.

"I'm going to sleep, Twilight. Let's figure out what we're gonna do tomorrow morning, alright?"

She didn't look at me, instead she continued to stare off with that dazed smile on her face, her hoof tracing the edges of her lips. Figuring that was as good as it was going to get, I hopped back up into the platform above.

Moments later, I heard her pack open followed by the scratching sound of a quill against rough paper. Curious, I peeked my head over the side and saw she was madly scribbling something in a different book now, her horn glowing brightly and illuminating the reddened cheeks that framed a happy smile.

Chapter 34

Twilight was still asleep when I woke up the next morning to the faint light of dawn tinting the sky outside the window. The landscape had changed dramatically overnight. Gone was the deep green tunnel of the Everfree Forrest we were traveling through at sundown and now the morning's light illuminated a barren scrub land sliding by the window pockmarked with the occasional cactus and tumbleweed. The ground here was a clay-ish orange color, not unlike Scootaloo's coat, I thought while rubbing my eyes.

Sliding out of bed, I looked at the purple mare laying on her side facing away and snoring lightly, her dark tail shot with a streak of violet lay draped over the side, swinging lazily with the train's rocking motions. I thought about what she had said last night and a pang of sympathy hit me. It probably wasn't easy for her to go from a bookish, anti-social pony to a royal figure responsible for so much and I remembered how much she hated the formalities she had to go through sometimes that came with that title. I guessed she was really struggling with the pressure of adopting the regal position, always having to make a decision and be refined around anypony at the drop of a hat.

As if in defiance of my thoughts of her acting proper and dignified, Twilight's tail lifted and the long, trumpeting note of a magnificent, world class fart reverberated through the cabin, starting low and then shifting up into a question mark ending of a squeaker that forced me to slap a hand over my mouth to keep the giggles in.

It was so goddam loud that it woke her up with a startled jerk.

"Wha... are we there already?" She said groggily, her head coming up off the pillow.

"Not yet..." I tried to compose myself.

"Oh... I thought I heard the whistle..." Twilight mumbled and then flopped her purple head back on the pillow.

I had to leave the cabin for fear of embarrassing her, moving out into the hall and down towards the bathroom before I could finally get control of myself again.

Later that morning, it was clear Twilight was back to her usual self again. She made no mention of our conversation and brief kissing session last night and that was fine with me. As long as it helped her get over the idea I somehow held a grudge for her bringing me here, then that's all that mattered. She had woken up bright, cheery and talkative about her ideas for Dodge City.

"OK, First I think we should visit the hospital and check out the dragon wing. Maybe we'll find somepony there who can point us in the right direction?"

"Sounds like a great place to start." I said, pushing the green alfalfa sprouts around the plate we brought back from the food car. I secretly wished for some real breakfast for a change.

"If all else fails, we should be able to fly up to the edge of the Badlands nearby and look there as well. It's not that far and we should be able to see the ridge from town as long as the map I have is right."

"So what, are we just going to go up and ask a random dragon to help us with a Feracity problem back in Ponyville and hope we don't get cooked?"

"I dunno... I was kinda hoping you'd take care of that part! You're a male, after all... isn't there some unspoken code between you all for this kind of thing?" she waved her hoof around with a generalized look of assumption.

"Huh?"

"You know... like a wingpony? I read about it once. I'm trying to find a suitable mate and you're here to help me!"

She was only confusing me now. It sounded like she was talking about a wingman that you took to parties and stuff that helped you talk to the cute girl alone... but I didn't see how that applied here at all. She really was hopeless with this kind of stuff.

"Twilight, no. That's not how it works." I shook my head with a laugh.

"But... the book said a wingpony was supposed to do the hard part about clearing the way to get the mate!" she argued.

"Yeah but... nevermind. Alright. I'll be your wingpony..." I gave up with a shrug. I figured it couldn't hurt to let her think she was right about this one.

"All-right!" she gave a cheer and popped her hoof up for a high five. I gave it a slap with a bemused smile on my face at Twilight's odd naivety gaps surrounding her otherwise incredible knowledge.

After we ate, cleaned up and got our bags packed again for arrival at Dodge City, we sat across from each other, both looking out the window in silence for a long while. Without realizing I was doing it, my fingers were running through the long, black hair that fell from my head in a curtain below my shoulders. It had already been longer than I usually kept it before I got here and now after several months of not getting it cut, I was a veritable long haired hippie now. I could feel it brushing against my wing feathers whenever I turned my head.

"Mason?" Twilight's voice snapped me out of a vacant stare.

I turned to find her looking at me with an odd light in her eyes.

"Can I braid your mane?" she asked a little timidly.

"Uhh.. sure, I guess. Never had my hair this long to braid before." I shrugged.

"Come here and sit on the floor!" she grinned with excitement brightening her eyes and she pointed to a spot on the floor next to the bed.

Twilight sat up in that weird way ponies had that left their underbellies exposed to sit like a human. I tried not to look too obviously at her lower half as I got up but between her completely unashamed posture, the two purple teats, and a barely visible thatch of dark hair between her legs... it was an erotic enough sight to distract me for a moment.

I sat where she'd pointed with my back to her and two purple legs slid closed to press against my shoulders. I could smell the lavender scent of whatever shampoo she used mixed with that familiar warm, earthy body odor that ponies had that was tinted with Twilight's own brand. Her teats bumped against the back of my head as she shifted her weight around. Jesus... they were like two soft pillows just begging to rest my head against.

I heard the sound of her pack opening behind me and then moments later, the stiff bristles of a brush tickled my head. The sensation caused me to shiver and break out in gooseflesh before it snagged hard in the thick curls, causing me to grunt a little.

"Wow... somepony needs a good main and tail conditioner!" she remarked as the brush worked through several knots. "Remind me to let you borrow mine, OK?"

Soon though, it was passing freely against my scalp and I couldn't help but smile at the relaxing feeling it gave me. It was almost as good as when Scootaloo preened my wings in the privacy of our bedroom at night. A sigh escaped my lips, casing Twilight to stop suddenly.

"Did I do something wrong?!" she said quickly.

"No, it feels... nice, that's all." I brought a hand up across my body to rub the purple fur of her lower leg reassuringly. It twitched in my hand nervously.

The brush didn't return but instead I felt my hair being pulled back tightly. From what I could tell she used her hooves in combination with magic to accomplish the task quickly and when it was finished, she tapped me on the shoulder with a hoof.

"All done!"

I leaned forward a little, reaching behind my head to feel the tight braid that now lay just between my shoulder blades. It felt smooth and sleek in my hand, a rough contrast to the hard nub of Twilight's teat that rubbed the back of my knuckles inadvertently, causing her to jump slightly.

"Thanks, that feels way better." I said, giving an approving nod and feeling just a bit turned on by the whole experience.

I got to my knees then turned to face her on the floor between Twilight's legs, her anxious face looked at me with red cheeks and darting, nervous eyes. For a long moment, there was an almost physical tension of anticipation as neither of us moved but sensed that one of us should. A slight tint of her body's arousal wafted up from her seat on the edge of the bed that entered my nose like a freight train, lighting my senses on fire. Twilight's lower jaw trembled, her ears relaxed and I swore she was just leaning forward ever so slightly before the loud, harsh whistle of the train jolted her out of the spell she was under.

"Oh my gosh... We're here! Dodge City!"

_________________________________________________

Applejack decided it was best to put a blanket over the large cage that held Spike. That thing on his lower belly was just to disturbing for her to look at all the time and it just seemed right to give the guy some privacy. Even though Apple Bloom was no longer an innocent little filly... Applejack still would rather not have something like that on display for her to see so casually.

"Well, Twilight 'n Mason ought ta be gettin ta Dodge City right about now, hopefully we ain't gotta keep you locked up in there fer too long." Applejack said regretfully to the sleeping green dragon that was curled up in a ball.

Big Mac had taken some bits into town early this morning and had returned with a large sack of gem shards for him. They weren't the good, expensive kind, but they'll do nicely to keep Spike fed with his favorite treat for quite a while until this gets sorted out. She filled a large bowl from the bag and slid it next to the cage so that when Spike woke up, he would be able to reach it easily. The cage was right next to the water spigot on the side of the barn and he could fill up the cup that was in there with him whenever he wanted to. It was the best she could do with the situation, she thought.

Rarity had shown up at the meeting place last night in the darkened Ponyville square floating the unconscious Spike in front of her with tears in her eyes. When she relayed the story of how she found him, Fluttershy had about come unglued with worry. They all had, as a matter of fact. They'd never seen or heard of anything like this and it was with heavy hearts they all watched Rarity move him into the cage, locking the door once he was laying on the soft, clean blankets piled inside.

"He'll sleep for quite a while, Applejack. I'm afraid I hit him much harder than I meant to." Rarity's eyes were fixed on Spike as she shook her head regretfully, her tail sagging low along with her ears.

"Don't beat yerself up over it, sister. Ya did what ya had ta do. He's safe now and that's all that matters." she comforted the unicorn.

"What I don't understand is why didn't he just tell us!" said Rainbow Dash. "I mean, it's not like any of us wouldn't have tried to help him or anything!"

"Oh no... Rainbow Dash. I'm sure Spike is probably very embarrassed and confused right now. There aren't any dragons around for him to have learned about this from, now is there." Fluttershy's soft voice came as she ran her hoof along the edge of the cage with concern clouding her face.

"No wonder he didn't come to any of my parties! It all makes sense! I feel so... much... better!" Pinkie was visibly relieved by Spike's condition because now she could put to rest something that had been bugging her for a while. Having a friend missing not one but two parties in a row had bothered her more than anypony could ever imagine. The others rolled their eyes. Leave it to Pinkie Pie to miss the bigger issue, as usual.

"I'll take him to tha the farm and away from folks in Ponyville 'till Twilight gets back. It's startin ta cool off now so he should be fine outside for a couple days in the shade. He won't get in ta any trouble there." Applejack said as she hitched the wagon holding the cage to the collar around her neck.

"Wait, Applejack. Before you go, let me do something..." Rarity stopped her and moved next to the cart. She closed her eyes and looked thoughtful for a moment before her horn sparked to life with a pinkish glow that spread quickly to cover the entire cage, the light sinking into the bars of the cage like water on a sponge.

"If Spike wakes up anything at all like the monster I met in that alley... he's going to be awfully mad. It simply wouldn't do to have him melt the cage and escape now, would it? That spell should prevent such an occurrence."

"Oooh! A very good idea, Rarity." Fluttershy nodded. "Spike's fire has been getting much hotter lately. Poor Angel Bunny's tail will never grow back the same..." she trailed off, remembering the unfortunate incident not to long ago. It was Angel's fault... he shouldn't have been trying to bite Spike on his tail in the first place.

The friends said their goodbyes and Big Mac followed his sister silently as they made their way back to Sweet Apple Acres with Spike in tow. They'd placed him just outside the kitchen door in the comfortable nighttime air before turning in for the evening and now, just after lunchtime the next day, as Applejack was getting ready to drop the blanket over the cage and find one of the never ending chores to do around the farm, Spike's eyes flew open and he sat up, causing Applejack to give a small yelp of fright at the sudden movement.

He looked around quickly before noticing Applejack and his bloodshot eyes fixed on hers.

"Where am I, Applejack?" he asked, rubbing the back of his head painfully. Applejack thought he sounded very much like himself and not the raspy creature Rarity had witnessed last night. His color was still not right though, and that thing was still flopping around out of his scales near his lower belly.

"H-hey ya Spike. I brought ya here to tha farm for a while." she said cautiously.

"But why am I in your sheep's cage?" he gave one of the bars an experimental tug.

"Uh.. cause ya kinda ain't been yerself lately. You remember anything bout that?"

"I remember leaving the library... and then going into Ponyville for a walk... but after that?" he shrugged, confusion clouding his face.

"Well, I'm sorry ta tell ya this little buddy, but yer in there under Twilight's orders an I can't let ya out. But... uh... we got some gems here fer ya an we'll keep ya fat n happy till she gets back with whatever ya need ta make ya better!" Applejack nodded, trying to sound upbeat and casual about it.

"Twilight? Oh... I guess she must be worried about me. This thing is getting worse, Applejack. Sometimes I... I just can't control it anymore!" he shook his head. "But how did I get here?"

"Rarity found you last night, she said you was..." she broke off when Spike's face slowly caved in at the sound of the unicorn's name with the most miserable look she'd ever seen. His head fell into his green claws and a small weeping sound followed shortly after.

"Spike?"

He didn't say anything for a moment and Applejack wondered if he heard her.

"Spike? What's goin on, buddy?"

"Go away..." his miserable voice came muffled and choked with tears.

"What?! What in the hay's wrong, Spike? Tell me what's the matter with ya!"

"Why don't you a-ask Rarity, she'll tell you... Leave me alone..." Spike snarled and then broke into inaudible sobs, rolling on his side away from her and pulling a green blanket in the cage over him. The quality of his outburst nearly broke Applejack's heart in two it was so sad.

She let the blanket covering the cage drop with a sigh and decided a trip into town and a chat with Rarity sounded like a fine idea. As much as she didn't want to leave Spike alone, he didn't seem too interested in company right now anyways. The blond haired pony could still hear him sobbing under the blanket as she turned towards the gate and headed into town.

__________________________________________

Dodge City was the last major point of pony civilization before the Badlands started to the south, splitting the land all the way to the Quiet Sea. It was much larger than Dodge Junction to the north, and acted as a hub of trade from goods coming up Fillydelphia to the south west and Hoofington to the south east. Some of the items traded here had reached Equestria by way of seafaring vessels traveling between this landmass and a far off and wondrous place called Cervidas beyond the sea to the distant south past the Badlands.

Twilight rapidly filled my head with these facts as we waited to get through the turnstiles and leave the platform but while I heard her clearly... I didn't register much more beyond these tidbits. I was too busy staring at a large griffon in front of us with wide eyed wonder.

As it turned out we didn't have to wait long before seeing our first dragon here. No sooner had we stepped through the doors onto the bustling street filled with ponies, griffons, and other creatures that looked like some kind of deer, I felt a tug on my shirt and turned around.

There was a small dragon, barely larger than Spike, standing there holding out a grubby claw. It was a brilliant red color with scales that shimmered even through the coating of dirt on them and had bright, white spines coming off of it's back all the way down to the pointed tip of it's tail. The little creatures eyes matched the scale's color perfectly, a clear glittering red that shone with little flecks of white. But it looked a little different than Spike, more slender with smoother, delicate features. It looked up at me with a sad, desparate look as it curled it's claw meaningfully at me before it noticed Twilight. The look of a beggar vanished and was instantly replaced by an excited grin.

"Woah! You're an Alicorn!" it said. The voice was decidedly girlish.

"Mhmm..." Twilight nodded with a smile.

"I thought so! Only alicorns have both a horn and wings. Aren't you royalty? Aren't you supposed to live in a castle somewhere?" it asked unabashed.

Twilight remarkably took it all in stride, "Yep! My castle is in Ponyville. That's where we're from!"

"Wow!" the little things eyes grew wider. "I bet your castle's so big you could get lost in it for days!" the dragon's glittering red eyes turned to me and it's snout turned up in confusion. "What are you?" it asked bewildered.

"I'm a human." I said plainly.

"Huh... never seen one of you before..." it studied me closely for a moment before Twilight spoke up again.

"You're a dragon, right? What's your name?"

"Ashley." said the dragon casually without looking away from the hair on my legs that it was inspecting so close it might as well be checking me for fleas. Between the voice and the name, my brain decided it was a girl.

"Well, Ashley... Can you tell us where more dragons are? Maybe some older ones?" Twilight asked pleasantly enough.

"Whaddya mean older!" Ashley bristled and stepped back annoyed. "I left my nest along time ago and I got my wing buds already, look!" with that she spun around to show us two large protrusions on her back that looked exactly as I imagined how my own wings looked when they were forming and still trapped under the skin.

"Hey... look at those!" Twilight humored her with a false chuckle of being impressed. "But seriously, we need to find dragons that can help us with a big problem. Maybe you can tell us where your nest was and we'll start by looking there?"

"Pfft!... tell ya what. Gimme five bits and maaaaybe I'll point in the right direction, Alicorn!" her claw came out again, this time with none of the sad, puppy dog eyes. Now there was a shine of clever cunning in those brilliant orbs of hers and I began to think she was experienced with this kind of thing.... even though she sounded a little young for it.

"Six bits and you definitely point in the right direction." Twilight countered.

"Deal!" Ashley nodded.

Twilight gave a self satisfied smile and her horn sparked to life. The bit purse floated out of the bag on her flank and as Twilight busied herself with opening the delicate pouch, Ashley suddenly let loose a short blast of red fire that singed Twilight's face, breaking her concentration enough for horn to lose it's magical grip. In the blink of an eye, the little red dragon gave a taunting laugh and snatched up the bag where it fell. She took off, weaving through the oncoming ponies and vanished out of sight down the road.

"Shit, Twilight, you alright?!" I asked her, bending down to check her muzzle.

"I'm fine, I'm fine! It was just a distraction, she didn't try to hurt me... But Mason, that's all the bits I brought with us!"

"Stay here!" I told her and launched into the air, heading in the direction Ashley had gone. I searched madly for any sign of her, seeing moving traces of red everywhere on the manes and tails of the bodies crowded together. Then I saw her, crossing a street and running quickly for a narrow, dark opening between two brick buildings on the far side.

I clenched my teeth in anger before diving at full speed. It was going to be close, I knew I couldn't fit in that space and if she got in there ahead of me... we'd lose all our money. I skidded into the ground right behind her just as she turned to slip in to the crawlspace. My arm shot into the gap in a desperate, wild attempt to catch her and landed on the top spine of her head, grabbing it tightly.

"OWW!!! Lemmi go!" she cried.

"Gimme our bits you little thief!"

"Buck off, human! Lemmi go before I roast ya!"

"Give them back!" I yelled and gave a massive tug on her her spine that brought her back out into the street. Knowing better than to stand in front of her, I used the leverage of her spine to keep her facing away from me.

"Stop it!" her high pitched voice cracked a little.

"Give me the pouch and I'll let you go... I just want our bits back!"

"Please... you don't understand! If I don't bring any bits back, they won't let me eat tonight!" Something in her voice sounded so desperate that I almost let her go. I had to force myself to stay mad at what sounded like a hurt and crying desperate young girl. I squeezed a bit harder on the white spine in my hand and she squirmed in pain.

"AaahAAA OK OK! Take em!" she cried and threw the bit pouch over her shoulder at me.

It hit me square in the chest and I caught it with my other hand before letting her go. I instantly regretted it, remembering exactly why I was holding her like that in the first place. She whirled on me, rage in her small red face at getting caught and I braced myself to finally feel what getting cooked by dragon's fire felt like. But it never came. She only looked at me with frustration that slowly melted into a sad, defeated posture from missing her chance.

There was something about her that made my heart hurt a little bit even though I was still mad. At the very least... if she's resorted to stealing like this, maybe a single bit would help her get something to eat after all. I couldn't stop my heart from forcing my fingers to palm a single coin out of the pouch into my hand before tucking it away in my bag once I knew she wasn't going to fry me.

"There, you happy now! I ought ta roast you right where you stand for grabbin' my spine like that!" she tried to regain her fiery anger, rubbing the spine on her head with a wounded look.

"Maybe if you could run faster... I wouldn't have caught you!" I smirked.

She pouted and we regarded each other for a moment before she turned towards the space between the two buildings. I watched her go and just when she was about to vanish in to the shadows, I called to her.

"Hey... Ashley!"

"What!" she snapped, spinning again to face me again.

"Get something to eat." I said and flipped the bit to her. She caught it coolly and inspected it before she grinned up at me. I thought she would say something like Gee! Thanks mister! or something cheesy out of a feel good movie like that.

"Sucker!" she laughed and then stuck her forked tongue out, showing me the back of her pinkie claw with a sassy move before vanishing into the shadows.

"Son of a bitch..." I said quietly.

Chapter 35

As Mason was chasing after Ashley in Dodge City, Scootaloo, Apple Bloom and Sweetie Belle had been out in the clubhouse, talking over some long overdue Cutie Mark Crusaders business. By the time they left the small tree house, they realized that so much had happened since Mason's arrival at the end of Spring, they had somehow grown up a lot.

The day they found him seemed like it had happened to three different fillies instead of the young mares that were gathered in a circle, talking. Scootaloo was now expecting a foal, Sweetie Bell had gotten her mark, and only Apple Bloom seemed to be lacking a major life change but that didn't bother her as much as she thought it would. She was a part of their friendship and felt the change in life's momentum just as much as the other two did. While they eventually decided adventuring for Cutie Marks might not be a high priority anymore, (especially for Sweetie Belle, she was quick to point out) none of them wanted to abandon the clubhouse or the spirit of what their little club had meant to them.

Scootaloo had found she could ride her Mark V comfortably enough as long as they didn't go too fast and it was on the way back to the farm that Apple Bloom made another observation at just how much their lives were changing.

"I think ya got a foal bump startin', Scootaloo! Well... either that or Granny's ice cream is startin ta catch up with ya!" Apple Bloom joked and pointed to the small pegasus's orange belly as the three friends traveled together through the orchard in the deep shade of the trees overhead.

"Huh?!" Scootaloo looked down and noticed for the first time that when she stood up on her scooter like this, her belly did seem to pooch out a bit more. A powerful wave of anxiety rolled through her at the visible sign of what was happening to her body. She had also begun to feel different over the last week or so, like a small kernel of warmth was burning pleasantly inside that made her feel happy, sad, scared, and excited all at the same time.

"Oh, yeah... heh heh..." Scootaloo laughed nervously and gently rubbed her belly.

"I can't believe ya'll didn't want to know if it's gonna be a filly or a colt! What kinda crazy, hair brained idea is that!" Apple Bloom gestured.

"I dunno..." Scootaloo shrugged with indifference. "Seemed like it would be more exciting to not know until it was born, that's all!"

"Hey, have you guys come up with any names yet?" Sweetie asked.

"We... we haven't thought of any..." Scootaloo's ears flattened.

Sweetie Belle and Apple Bloom looked at each other with excited grins before shouting in unison "Cutie Mark Crusader Foal Name Choosers, YAY!"

The three friends broke out in a good laugh together at the new use of their old cheer. The bright sound rang out in the trees, startling birds into flight that protested with irritated squawks at the disturbance of their peaceful afternoon. As they flew off, the birds flapped over another pony that was in the orchard with them, watching the three young mares from a hidden distance as they moved through the trees.

The thin, dark blue pegasus with a silver mane stayed just out of sight, it's violet eyes fixed on them with a burning inquisitiveness as it drifted from tree to tree. It had been following them ever since the three had left the clubhouse after listening in on their conversations below an open windows all morning long. It had been a long journey to get here, but now that it had found the young mares...it wasn't quite sure it could quite go through with it's plan.

________________________________________

The problem we discovered with The Dragon Wing of the hospital in Dodge City, was it was for dragons only. Twilight and I had argued companionably for a while about how a hospital could exist that serviced dragons yet no documented evidence of medical science existed to support it. But finding the building had been no challenge at least, it was the biggest damn thing around.

Easily forty stories tall and probably that again as wide, it dwarfed the surrounding brick buildings of the city and stuck out like a sore thumb. It was a massive structure unlike anything I'd ever seen in Equestria before, covered in what looked like brilliant gold and green metal that shone in the sunlight like a beacon and could probably be seen for miles around. Ornate spires and buttresses arranged in patterns high up on the sheer sides were connected together with long heavy beams before yawning, dark entrances. I realized that those must be perches for the dragons to land on.

The city around us was filled with the sights and sounds of a place I hadn't experienced in a long time. It was a heavily populated area that reminded me of the downtown section of the city I was from. Most of the buildings here were three or four stories tall and fashioned from the same sun-worn red brick that gave each structure a well worn appearance. The smell of so many bodies living together, the rancid garbage that sat in trashcans along the street... even the sounds of the constant talking and moving all gave me a strange sense of nostalgia as we weaved through the throngs of ponies and other beings. I couldn't understand Applejack's earlier statement about there being nothing worth while here, unless the idea of a busy, exciting city was something she wasn't interested in.

"You sure your muzzle's OK?" I asked Twilight as we turned the corner towards the large hospital that now lay straight ahead of us.

"Yeah. I'm fine. Ashley's fire wasn't hot... just a few singed mane hairs is all." she looked up with a goofy cross eyed expression at the curled dark strands above her brow.

"I noticed she kind of looked like Spike..."

"Well of course she did. She's the same race of dragon as him, after all."

"Wait, there's more than one kind of dragon?" I asked. I wasn't really surprised to learn this but was intrigued by the idea.

"According to Starswirl the Bearded, he knew of three different races. Spike's kind is the most common, apparently."

"But Spike doesn't have wings... or even wing buds!"

"Ashley is probably a bit older than Spike, but I'm sure he's due to start growing them soon, especially if he's going through the changes he is now. In fact, I've been checking his back recently when he isn't looking!"

We arrived at the large doors of the smaller, ground level entrance of the hospital and entered the waiting room inside. A wall of impatient voices and young, foalish crying assaulted my ears. The place was packed full and as Twilight and I stood in the doorway, awestruck by the chaos saw, a bright flash of fire erupted from our right accompanied by a painful screeching noise. A massive bird perched on the edge of a chair was burning with intense, hot flames just as if somepony had poured gasoline on it and set it alight.

Recoiling in horror, I looked at Twilight with panic. "Holy shit! Someone just set that bird on fire!" I pointed.

Twilight casually regarded the flaming bird and twisted her head in the way that passed for a nonchalant shrug. "Nah... that's a Phoenix, Mason. They sometimes burst into flames like that when they become agitated. I bet the poor guy has just been waiting here for so long that he lost his temper... I mean, look at this place! Oh, what I wouldn't give for a day to organize this with a checklist!" she ignored the bird who's flames had died down to a small inferno and surveyed the room.

"I don't think we're gonna get any help in here, Mason. This place is crazy..." she frowned. "Maybe we should just head up to the dragon entrances instead and see about getting some information there?"

"I think that's a great idea, come on." I said, stepping away from the phoenix as the chair it was perched on began to catch fire.

We took to our wings outside and climbed up the sheer walls of the large structure immediately behind the smaller building we had just been in. My earlier assumption of the large openings were true and they served as a radiating tunnels to the outside from a massive interior chamber. As Twilight and I were swallowed by one of the large entrances, the decor of scorched rock lit by dim, floating globes along the walls struck me as very un-hospital like and foreboding. The place was deserted of patients as far as I could tell and silence echoed around us broken only by the clopping sound of Twilight's hooves on rock as we landed on the floor of the central chamber.

When I was a kid, I had read The Lord of the Rings books and the description of the underground dwarf mine described in them had always captured my imagination with it's size and scope. While this massive room in the center of the hospital's dragon wing didn't quite duplicate that, the feeling of it was definitely along those lines.

I couldn't see the ceiling or the opposite walls through the gloom and hazy, bone dry warm air that hung like a blanket filled with the smell of sulfur and charcoal. Grey, rock-like support columns marched away in every direction with precision straight lines every forty feet or so, each carved with reliefs depicting dragons and serpents coiling up into the misty darkness above my head. Even though we had flown in here within a short time, the atmosphere of this place lead me to believe that we were far away from the bright exterior we had just left.

The only clear source of light in here was from a towering circular desk in the middle of this chamber lit by a floating overhead globe of yellow light. Even from a distance it looked huge and that was probably by design... for the dragon that sat in the middle of the desk easily dwarfed any living creature I'd ever seen in my entire life.

Thickly built and stocky, it sat squat in the center of it's round workspace lit at a severe angle from the light above casting angular shadows over the dragon's face. It's body was similar in shape to Spike's... if he were twenty feet tall with a menacing snout full of fangs. The yellow scales along it's body shifted to white on it's underbelly and the black spines on it's head contrasted sharply with their color. Golden eyes regarded us with a slightly annoyed expression as we first approached on foot and hoof, before abandoning the ground to hover in the air so we could be seen over the lip of the counter. I was awestruck to be looking at such a creature and it wasn't until Twilight's hoof prodded me in the side that I remembered this was my part as her 'wingpony'.

"Hello!" I tried to say as casually as I could while speaking to big goddam dragon. My small voiced echoed back at me several times.

The dragon blinked lazily at us before it rolled it's eyes and sighed with impatience, rearranging it's head in a slightly different annoyed angle as it did. I felt incredibly awkward.

"Umm... I was wondering if we could get some help with our friend... Ehh.. you see... he's got Feracity and we need to find a dragon to..."

The dragon snorted, chuffed, and then began to laugh. The sound was like two large boulders being ground together that echoed wildly on the stone around us. When it spoke, that grinding noise simply shifted to form syllables I could understand, causing my bowels to dance the tango somewhere near my asshole.

"And why would you be bothered with such a thing? More importantly... why are you bothering me with it?" it grimaced a mouthful of fangs at us. "This is a dragon hospital not a massage parlor..."

"Be... cause he's our friend?" I said, cautiously, not understanding what it meant.

The dragon looked at us skeptically, drumming it's large talons on the desk, making a sound similar to bullets hitting a rock wall. "Go away and take your friend's bone problem somewhere else, creature... can't you see I'm busy?" it waved it's clawed hand sarcastically around the vacant expanse.

"Bone problem? Maybe you don't understand..." Twilight explained pleadingly. "Our friend Spike is really messed up right now and if we don't..."

Her plea was cut off by a deafening roar that filled the chamber and shook my chest from within. It didn't come from the dragon in front of us, though. That one simply perked it's ear flaps up at the cacophonous noise and turned towards one of the invisible entrances concealed in the gloom. When the sound quieted down, it turned it's head back to us, speaking over it's shoulder.

"You should probably leave now, unless getting burned alive sounds enjoyable to you. But who knows..." It shrugged and turned away again."...you two may be into a kinky way to die. I don't care either way."

"What?!" Twilight and I yelled seconds before the entrance on the far side of the room became visibly outlined through the darkness. A red glow appeared and quickly brightened into a harsh, yellow light just before flames began to lick the tunnel's edges.

"Mason!" Twilight screamed and I felt her hooves wrap around my neck, pulling me down to the ground and shoving my face into the stone floor seconds after a fireball had erupted like a volcano from the end of the tunnel. I had no idea how hot lava was in reality, but the heat I felt on my body is what I imagined standing a couple feet away from a river of the stuff would feel like.

It only lasted a moment and when it was gone, Twilight removed her hoof from my head and I looked up to see her horn glowing a brilliant pink color that faded quickly, letting the bubble around us dissipate. The smell of sulfur was cloying now, causing me to gag with it's acrid intensity. But I quickly forgot all about the smell because the tango my bowels had been doing earlier at the sight of a fully grown dragon just turned into a full on fox-trot with the dance partner named Fear.

Another dragon was here, only it was every bit like the creature I imagined from every fairy tale in existence. Blood red scales shone in the overhead light above along it's thin, serpentine neck attached to a massive quadrupedal body with black, leathery wings. A long tail tipped with deadly looking spikes that were as big as my body thrashed against the ground restlessly causing the air to reverberate with each impact.

It was in clear distress and it didn't take a doctor to understand why, either. Along it's snout was a horrific gash that leaked a viscous fluid down it's face and onto the floor below in a steady, dripping stream of dark ichor. Twilight and I watched as the receptionist spoke quickly with the other dragon in a language I couldn't even begin to comprehend before the room began to tremble as if an earthquake was happening.

A slit of white light appeared against the gloom along another wall, sliding quickly open to reveal a wide entrance to a clean and cavernous, brightly lit hallway with two dragons waiting just inside. They rushed out, not waiting for the massive doors to open fully and escorted the injured dragon, with the receptionist in tow, into this new location with them. As the group left, they passed under a large sign hanging that was painted in bright yellow and black letters just beyond the door's threshold. NO FLAMES BEYOND THIS POINT! it read. Twilight and I stood alone in the massive chamber, watching what I now knew were blast doors close against the bright light on the other side, plunging us into the dark once again.

"Errrgh!" Twilight stamped her hoof in frustration. "Not only will the not help us here, but they didn't even understand what we were talking about!"

__________________________________________

Applejack knocked only once before opening the door of Rarity's boutique into the combination workspace and shop floor where she did her craft. Beside a large rack of dresses the fashionista was bent over her sewing machine that rattled a noisy tattoo against the fabric sliding through it's footpad.

"Rarity?" Applejack said loudly enough for the unicorn to hear her.

The sewing machine turned off with a snap and she turned around, her glasses perched on the edge of her snout attached with a delicate chain that magnified her brilliant blue eyes.

"Oh hello, AJ! I wasn't expecting you here today at all! Is everything alright? How's Spike doing?" she asked with genuine but happy concern.

"Yeah... that's kinda why I'm here, sugar. Spike woke up this afternoon and got all waterworks like when I mentioned yer name... he made it sound kinda like something happened between ya'll. Is there... anything I should know about?"

Her posture deflated with a guilty look. "Well... there may have been a tinsey, tiny detail I forgot to tell you all last night." she looked down at the ground rubbed her hoof against it sheepishly.

"Go on..." Applejack's face grew stern.

Rarity sighed. "Applejack, I... I do believe I may be falling in love with somepony again."

The blond farmer blinked at her friend. "Yer kiddin, right? That Wilson stallion I seen ya with a couple o times?"

"Yes... Applejack I know I've told you a little about my past, but you truly have no idea how big something like this is for me. Unfortunately, little Spike may have accidentally witnessed a small display of affection that took place between he and I the other night, the first I've experienced... or allowed... in a long time. I suppose he didn't react to well and now I'm not sure how much of his current condition is related to this Feracity business... or from a badly broken heart."

It took the love dumb Applejack a few moments to connect the dots. While she may be the most honest and trustworthy friend anypony could ever have, as well as a terrific apple farmer... matters of the heart were not her strong suit.

"Wait, back that up for me a second. Yer sayin' Spike's cryin' fit this afternoon is on account a ya'll smootchin with Wilson? Now I knew the little lizard had a thing fer ya, but I never thought it was that big a deal..."

"Neither did I, I'm afraid. Oh Applejack! I feel just dreadful about the whole thing! Spike is such a nice dragon and I'm sure his intentions are good but I could never return the type of affection he was looking for. I quite honestly hoped it was just something he would grow out of!"

"So that's it, huh? Spike's heartbroken that ya found somepony other than him? "Whooeee! When it rains, it pours sometimes, don't it." Applejack rubbed a hoof along her neck and then whistled in awe.

"Heartbroken and suffering from whatever the Feractiy does to him. I wish I knew what to do to make him feel better. You know I care about him, right? I feel so guilty..." she sagged against the sewing machine table in misery.

"Well... all I kin say is what I feel and what I feel is that ya should go talk ta him." she nodded encouragingly. "I don't know if it's the right thing ta do... but it's what I'd do."

"You really think it will help?"

Applejack put a comforting hoof around her neck and hugged her. "I dunno, but Sugarcube... if you got a chance at findin a new love with Wilson, I don't think ya should go inta it feelin' bad about a darn thing!"

Chapter 36

It was too late in the afternoon for Twilight and I to start our plan B of flying out to the distant ridge in the south that rose on the horizon looking for all the world like an orange cloud bank if you squinted just right. We had waited around in the dragon hospital's large receiving room for quite a while for the receptionist to return... but it never did.

Now we were back on the street near the train station, looking over our options for a place to stay for the night in the tight cluster of run down looking hotels that lined the block. None of them looked very appealing, and all of them looked more than a bit shady. But Twilight was adamant about staying close to the train station for some reason and I dropped the argument quickly.

"What about this one?" she asked, pointing to the degraded sign swinging from a pole above the door.

I looked at it with a smirk on my face that carried over when I turned my gaze to back to Twilight. "The Buck Board?" I said skeptically.

"Sure! Why not?" she chirped and smiled at the sign with a painted mare sitting up, her back facing the viewer in a sexy pose. "It sounds like an interesting place to experience what life is really like here!"

"Wait..." I gave her a gentle shove to get her attention away from the sign. "Is that why you want to stay around these crummy hotels? Because you want to slum it up for some research?"

Twilight looked down with embarrassment and scuffed a hoof in the dirt. "Maybe a little?... I don't get many chances to come to a place like this." she looked up hopefully at me, "Mason, my life has been filled with books, castles, royalty ponies and good hearted ponies as friends. I know there's a whole other way that a lot of ponies live that I know nothing about!"

"And you think you're going to learn that by staying a night in a seedy motel?" I said quizzically.

"No.. not entirely! But I want to at least see what it's like... even if it is for one night." her eyes implored.

I let out a resigned sigh. As much as I didn't want to stay in some crummy place, at least there was a cider bar next door that I could go get a drink at. My time at Sweet Apple Acres drinking with Applejack had given me a taste for the stuff and Twilight could tell I was caving in even before I spoke, giving an excited cheer, nuzzling my chest with happy gratitude.

"Oh! Thank you Mason! This is going to be so exciting!" she said and gave a small hop that reminded me of Scootaloo when she was overjoyed.

The lobby was pretty much exactly as I expected. The front desk was framed by a chain link fence at one end of a dirty room with chipped flooring and a few randomly placed chairs that sat empty. The pony behind the counter was a massive, fat stallion reading a magazine and looking incredibly pale in the overhead light that flattered nopony. I felt like I was about to do a drug deal or something. Twilight, who was completely oblivious to it all, strolled happily up to the counter with a bright and cheery smile.

"Hello good sir! I would like one room with two royal sized beds, please!" she said confidently.

The stallion behind the counter slowly dropped the magazine he was reading, the cover of which showed a very young filly with it's hind legs spread open as it sat on a swing, was briefly visible before it flopped to the counter in front of him. He regarded Twilight with a withering stare.

"Ain't got no double beds, sweetheart... ya get one bed and use it however ya buckin want." he barked.

Twilight recoiled a bit but rallied gamely. "Ah! Well... I suppose that will work. How much?"

"Ten bits per hour, one hundred for the night. Just like the sign says, sugarteats." he pointed over his shoulder without looking away at the small placard on the wall behind him that said just that. "Now you want a room or not, I ain't got time to sit here bantering with ya and I'm sure your friend wants to get started right away, ain't that right? Heh heh..." he sneered at me.

"Twilight..." I said in a low, warning tone.

"Shh!" she shushed me before turning back to the stallion, fishing coins from her bag. This time, she kept the bit pouch concealed in the larger sack on her flank... at least she's learned something so far. "We'll take it!"

"Bout damn time..." he grumbled as he slid the coins Twilight had dropped on the counter through the small opening of the fence. In return, he pushed a single large key back at her with the number three stamped on it. "Up the stairs, second door on the left." he said and picked his magazine back up. "Check out is before the cleanin' lady gets here so I suggest ya finish up and get the buck out as soon as ya can."

"Thank you very much! Have a wonderful day, sir!" Twilight smiled and grabbed the key with her horn.

"Well that was educational, now wasn't it..." I shot a sarcastic frown at her as we reached the upper floor.

"Mason..." she scolded me, "I'm sure he was just engrossed in his literature he was reading. I think it's great that a stallion like him is so interested in foals and fillies, it shows a very mature side that not everypony would pick up on. You should learn to pay more attention to your surroundings sometimes!" Twilight finished her lecture and I rolled my eyes at her.

Door number three was a black wooden door in a hallway filled with similar ones that lead off in regular intervals into the grimy hallway's distance. Voices drifted through some of these that I couldn't quite make out and Twilight didn't seem to notice as she fit the key into the lock, giving a satisfying snick of tumblers pulling back before it opened.

Much like the downstairs lobby... I was not disappointed in the least. The faint smell of a mare's musk wafted to us as we moved inside the plain decor of the room. A single large bed that looked deflated and overused covered by a brown blanket lay brooding along one wall opposite a small dresser beside a door leading to a bathroom. A window looking out on a brick wall only an arm's length away opposite the door completed the tour and Twilight once again tried to rally her resolve with a forced grin as she closed the door behind us.

"It's... humble!"

"Humble?" I said, raising an eyebrow.

"Yeah! Besides... we're just going to read and then sleep here for the night, right? It's not like we're moving in or anything..." she closed her eyes with a self satisfied tone from her observation, her pack lifting off her flank and placing it on the bed that gave a groan of protest at the weight.

I moved around to the far side and dropped my own bag, chuckling at myself for grabbing such a ridiculously over sized thing in the first place for such few items. I did feel like sitting down for a while and it was to early to go down to the cider bar next door. As Twilight pulled her book and quill out, presumably to document her experiences today so far, I retrieved my Daring Do book and sat on my side of the bed at the same time as Twilight sat on hers. In an almost comical way, we both fell backwards towards the center where it was badly depressed, landing half on each other with an exclamation of surprise from both of us.

"Great... " I muttered as we both tried to arrange ourselves awkwardly but it was no use. We settled for a shared lean against each other's backs and a resigned laugh as we both set about our leisure. I opened the book, feeling Twilight's bony back and warmth against me but found myself unable to read right away... my thoughts distracted by Scootaloo instead. I wondered what she was up to back in Ponyville and tried to imagine what the girls might be doing right now.

______________________________________________

The stalking pegasus knew it was running out of time and resolve quickly. It could see the barn looming closer at the edge of the orchard and knew if it didn't act now, it probably wouldn't be able to try it again for quite a while. It couldn't be gone for very long like this, already the old way of thinking had dangerously crept back into it's mind, coaxing it to take to it's wings and return to those it knew before it's recent, terrifying freedom.

It watched them leave the edge of the orchard and almost gave in, convincing itself that it was too late and it shouldn't even try. But at the last second, it swallowed it's doubt and ran forward to stand behind them at the edge of the trees, licking it's lips nervously before saying the single word it had been working up the courage to say since it arrived here.

"Scootaloo?"

______________________________________________

The three girls froze at the strange voice that had called Scootaloo's name from behind. They turned in unison and Scootaloo's breath left her body in a rush. She knew exactly who the blue pegasus was, but then again... she looked nothing like how Scootaloo remembered her.

"M- Mommy?" her voice came trembling out.

"Baby... " she said quietly, just barely loud enough for them to hear. "Please... forgive me..."

Scootaloo stepped vacantly off the Mark V, not noticing at all that it fell to the dusty ground with a clang. Walking gingerly towards her mother, she recalled that she hadn't heard her voice for so long that she forgot how beautiful it was. Her father had kept her silent for so long. Never once had she heard it help her with homework, or scold her for behaving badly.

Her mother's voice had never rung out in the early evening air as she played outside, calling her in for dinner. Those memories didn't exist for Scootaloo. But now here she was, looking like the mare she called her mommy before things had gotten bad. Like the mother who had taken care of her before her father's rage had dropped the fearful cone of silence around them both, withering their body and soul.

"Mom... is that really you?"

"Yes, Poptart... it's me." she smiled and nodded, her face filed with anxious regret. Scootaloo's eyes watered at the sound of her nickname that nopony but her mother would know and hadn't heard aloud since she was learning to talk. "I know you probably hate me... but I had to see you again. I... I'm not su-"

That was all she was able to say before Scootaloo ran to her as fast as she could, ignoring the pain in her shoulder and ribs to allow herself to be swept up in a fierce embrace that reunited a grateful mother and forgiving daughter again in the afternoon sunlight of the barn's western yard. Tears flowed down both of their faces as they cried openly.

"M-mamma..." Scootaloo sobbed, smelling the familiar, comforting scent of her mother again that she had lost and feeling it wash into her soul with powerful emotion.

The older pegasus couldn't speak, she could only sob against her daughter and whisper a silent thank you to whatever force in this world that had allowed them to be together like this again. Long moments passed, neither one wanting to break the spell that had been cast over the western edge of the farm's yard.

"Let me look at you Poptart..." she said, holding her daughter out away from her. She scanned over the smaller orange body with watery eyes, "You've changed so much!" she smiled. "What are these bandages for? Are you hurt?"

"Never mind that! Mom... what happened to you? Where have you been?"

"I've been in The Crystal Empire. Princess Cadence has been helping me to... to heal my heart, Poptart. I did... things. Things I'm not proud of that your father made me do to keep you safe. I have to make up for all of that." she gathered Scootaloo back into her hooves.

"Baby, I'm so sorry." she continued as she stroked Scootaloo's purple mane lovingly, "Your father... he threatened that if I ever stood up to him, he would drop you on a cloud and leave you. I was so worried... but he can't do that anymore, Scootaloo, he can't hurt us anymore."

"I know, mamma..." Scootaloo hugged her mother again as fresh tears welled up in her eyes.

"Scootaloo?" Sweetie Belle's unsure voice came from behind the smaller pegasus. "This is... your mom?"

Scootaloo stepped back and stood beside the larger, dusk colored pegasus, wiping her eyes with the back of a hoof and letting a growing smile take over her face. "Apple Bloom... Sweetie Belle... this is my mom, Nightleaf."

__________________________________________________

Rarity's hooves slowly carried her towards the blanket covered cage by the kitchen door of the barn. She could hear Spike's ragged breathing long before she reached out with her horn's magic to lift the edge and see inside to the ball of purple and green scales that lay curled up there. She thought he did looked a little better, his scales were a bit darker now and lacked that sickly pallor she remembered from last night.

"Spike?" Rarity said softly. His small body tensed visibly at the sound of her voice but he didn't answer.

"Spike, please... we need to talk."

"I don't wanna talk..." his small, gruff voice came from inside the ball of scales.

"I- I should have taken your affections for me more seriously, Spike... I should ha-"

"I don't want to talk..." he said miserably, cutting her off. "... it hurts."

Rarity took a deep breath, knowing that she wouldn't be able to sleep again tonight if something didn't happen to close this rift between them. Without any idea of what else to do, she simply lay down next to the cage in the dirt.

"Alright then... I'll wait here until it doesn't hurt." she said resolutely.

Time and silence greeted Rarity's decision and the first ponies to encounter her there much later were Sweetie Belle and Apple Bloom, coming around the corner of the barn with excited, happy faces. When they noticed Rarity sitting in the dust beside Spike's cage, they ran to her, already talking rapidly.

"Rarity! Rarity! Guess what?! Scootaloo's Mo-" Sweetie Belle caught sight of the mood her sister was in and quickly shifted gears. "Is...everything alright, Sis?" Sweetie asked. "Why are you..."

"Everything is fine, girls. Please... be a dear and leave us alone for a while, would you? Spike and I have some things to discuss."

"Buy ya aren't talkin..." Apple Bloom observed and gave a confused look to Sweetie Belle.

"Girls..." Rarity warned.

The two did as they were asked, looking over their shoulders as they moved into the barn at the odd sight of Rarity allowing herself to get her clean, white coat dirty like that.

For a long, long while nothing happened.

___________________________________________________

As Scootaloo walked beside her mother, the initial shock and happiness of seeing her wore off slightly and she was left feeling an awkward tension between them. She had no idea what to say to her. She had been so disconnected from her life since she was a small filly that Scootaloo realized she hardly knew anything at all about her mother.

"I'm so happy to see you again, Poptart. Cadence said this would be good for me... I'm glad I finally listened to her." Nightleaf smiled down at the orange pegasus. "But I have to say something, Scootaloo... and now that I see you, I think you've grown up enough to hear it." she paused.

"What, mom. You can tell me..." Scootaloo's bright purple eyes looked up at Nightleaf's eagerly.

Nightleaf stopped and faced her daughter between two large trees, her eyes wet again as she fought through the wall of shame that was trying to keep her silent. Cadence had been working with her all this time to get to this point, insisting that she would never fully heal until she could say what she was about to say. Hearing Scootaloo call her "Mom" was making it hard to do...

"I... I was a coward, Scootaloo. I m-made a choice not to do anything about how your father treated you and instead... I took the roots your father gave me to feel better about myself. They made it easier for me to not... not care. I was a b-bad mother to you." Nightleaf hung her silvery head low, waiting for the repercussions.

Scootaloo's eyes filled with tears again, shaking her head. "Mamma... I don't care! I just want you back!" she cried.

"Scoot... even after what I did to you?" Nightleaf's head came up, voice cracking now as she fought off a sob.

Scootaloo fiercely rubbed the tears out of her own eyes and stood adamantly before her mother with confidence. "It was his fault! Not yours! I know that now 'cause somepony special loves me for who I am... even when I thought it was all my fault dad was being like that! Mamma... Whipwind was a bad pony..." Scootaloo softened and let the tears finally fall from her eyes unhindered again, "..but I love you. I always have."

Nightleaf felt something let go inside her, a heavy weight of shame in her chest that had been pressing on her heart for so long she had forgotten what it felt like to be without it.

Cadence was right all along. All she needed was a little courage and now she found a reason to have it... in a shape of a small orange pegasus she could call her daughter once more.

Chapter 37

Princess Celestia's horn flared to life in the darkened passageway under her castle, revealing the narrow stone corridor of forgotten holding cells that had gone mostly unused since the time they were built. Cobwebs and dust coated everything except for a narrow track of hoofprints that were freshly made on the floor, leading to the first cell from the bottom of the stairs. Rarely in this land was there ever a call to use the royal prison... usually matters sorted themselves out in the districts long before a pony would need to be placed here.

It had been many days since the unfortunate events surrounding Rattius Fink's death in the furnaces of the weather factory and Celestia had not taken her role in it lightly. It weighed on her mind greatly to know that her anger had gotten the better of her, allowing the paralysis spell to leave her horn when a simple holding one would have kept him alive. Fink may have been a criminal, but she still mourned the death of anypony. Celestia was a believer that life was the greatest gift of all.

Whipwind had been handed over to her as soon as the mayor had found out the connection between Fink and Whipwind. No longer was Clousdale interested in getting their conviction given the circumstances and Ponyville felt the same way. They both differed their judgements to whatever the royal court decided.

She had also been keeping an eye on Whipwind's wife, Nightleaf. The poor mare had been held hostage by his violence and threats, addicted to Sarin root and little more than a mindless pawn in a much larger game than she could ever imagine. Rather than punish her with more isolation for her role of allowing the abuse of her daughter to happen, Celestia and the mayors of both Cloudsdale and Ponyville voted that she needed help.

Cadence offered to take Nightleaf to the Crystal Empire even before Celestia had finished telling her the story. Her long relationship with Twilight and knowledge of Scootaloo's plight made the ruler of the Crystal Empire leap at the chance to help the troubled pegasus return to her former self. Of course she would nurse the broken pegasus back to health, Cadence had said. Physically and mentally. Celestia could only hope The Flock would forget about her and let the mare live the rest of her life in peace.

The Flock.

Celestia's brow creased with worry at the thought of the ancient ideology that had threatened the way of harmony between the races of all creatures in this world since recorded history. Their power and influence ebbed and flowed with the centuries, driven by the generations and rise and fall of leaders that possessed the charisma to focus their scattered religion. They believed the pegasi were superior to all forms of life... and were once again becoming active.

But there was nothing The Flock could do now to help the member who had become too vocal for his own good, Whipwind. There was a special place already picked out for him in the royal garden, imprisoned as a living statue in a dead end row of simple green hedges. But the princess must follow the protocols and have his formal trial, granting him his final request for an audience... provided the ponies he wished to speak with would hear him.

All protocols aside, Princess Celestia wanted answers more than anything. The Flock was rising once again... and the answers she wanted was why she was here.

The heavy door of Whipwind's cell responded instantly to her magic, opening at the slight touch of her horns power. Inside the black chamber beyond was the frozen form of the former Wonderbolt, cast in alabaster with the exception of his very much alive eyes that stared fixedly out with rapidly shrinking pupils at the oncoming light.

He regarded her with a hate that could be felt in his eyes burning like living lava. Celestia wasn't surprised in the slightest. Her magic flared again and the chains that had lain lifeless on the cold stone floor, forgotten by the ages, sprang to life with a sudden chime. Manacles snapped shut over the alabaster ends of Whipwind's four legs and then drew taunt with a metallic clang that rang loudly in the close walls of the holding cell. Another slipped around the his middle and when she was satisfied, Celestia raised her head dramatically to pulse magic out in a radiating light.

Whipwind's body slowly regained it's color, the orange and purple coloring of his hair became vibrant again before his form took on the supple movement of a living being. He only had a split second to relax before being lifted off the ground, the chains pulling all four of his legs tight to hold him spread eagle mid air facing Celestia.

"Whipwind." Celestia's voice echoed in the stony silence surrounding the lower hall, "The court of the royal princesses will be gathered soon to judge your fate. Be thinking of what you would say to us and who you wish to be present for your audience."

Despite being encased in living stone for the last few months, the ex Wonderbolt lacked none of his former vitriol for the ruler of Equestria.

"Hello, Bitch..." he sneered.

Celestia took it all in stride, not bothering to acknowledge him before her magic lashed out with a red pulse, seizing his testicles in a vice-like grip that caused him to wince with pain.

"Tell me, Whipwind... Who's leading The Flock this time?" The bringer of daylight's voice was cold and merciless.

The interrogation had begun.

_______________________________________________

Luckily, the cider bar downstairs next to our motel served food and lacked the seedy atmosphere of the place we were staying. It was narrow and long inside, with a wooden bar taking up the right half and small booths lined along the right. Several ponies sat at the bar, drinking out of tall mugs and generally ignoring the world around them as they brooded in the warm light of the globes glowing overhead.

Night had fallen some time ago and we had decided to eat here before going to sleep. Twilight and I sat at an empty booth across from each other and were immediately set on by a golden mare wearing an apron. Her eyes lingered on me for a moment before she spoke with a reasonably friendly voice.

"Hey folks, what can I get ya?" she smiled.

"Cider and a menu?" I said.

"Sounds good, and for you, purple princess?" she winked at Twilight.

"Uh... I'll... I guess I'll have a cider too! Why not!" Twilight Sparkle said, ignoring my shocked look.

"Kay, back in a second!" the gold mare turned and walked away.

Twilight noticed the expression on my face and reacted with a bruised reply. "What! I like to live on the edge occasionally!"

We started to talk about what we were going to do tomorrow when the mare returned with two large mugs filled with amber liquid and the menu. The cider was ice cold, but didn't taste as sweet as the stuff Applejack made and it burned harshly down my throat, landing in my belly with a warm tingle.

Twilight took a small sip of hers and coughed. "Eeeghh... " she said.

"You don't like it?" I asked as I looked over the dismal menu. More greens...

"S-strong! I've only ever had Applejack's before..."

The mare returned to take our food order and after she left, we went over the plan for tomorrow. Twilight suggested we drop our bags off at the check in station and get a room reserved on the train for the way back. That way, our stuff would be waiting for us when we boarded and we'd have a room ready. It made sense, it was going to be a long flight there and carrying our bags didn't sound like a good idea. Other than that, we really didn't have much more to go on, neither of us knew what to expect at the Badlands tomorrow.

Our food quickly arrived, a disappointing mix of roasted carrots, corn cob and a baked potato. Somehow Twilight and I both managed to drain about half of our mugs already and as I thought about how difficult tomorrow was probably going to be, something occurred to me.

"Hey... did you ever ask Celestia if she knew anything about Spike's problem?" I asked, rubbing my nose that had gone a little numb from the drink.

Twilight's horn about lost it's grip on the carrot it was holding, her eyes widening with shock. "What?! No... I couldn't ask Celestia about something like that!"

"Why not?" I said with a shrug, "Seems perfectly reasonable if you ask me... might have saved us a trip down here." I said, digging into the cob of corn. It was pretty good, actually. Salty and buttery.

"Celestia has bigger things to worry about... besides, Spike is my responsibility, remember?"

"Well, if we don't have any luck tomorrow, You're probably going to have to ask her. Maybe she knows something?"

"Asking Celestia about Spike's Feracity is the last thing I want to do!" her eyes sank to the plate in front of her.

I guess I couldn't blame her for that, but the general subject had brought up something else I'd been meaning to ask her for a while and the cider had taken just enough of the awkwardness out of it.

"Hey Twilight... can I ask you something?" The purple alicorn shrugged, taking a mouthful of carrot, "Is there a spell that keeps stallions from getting mares pregnant?" I asked as nonchalantly as possible.

Twilight choked. "Mason!"

"What? Scootaloo and I were talking about this a while ago after she got pregnant, she said you might know one."

Twilight's eyes watered from her sudden choking fit. She grabbed her mug of cider and gulped down the considerable amount that was left before continuing.

"I- I've read the spell before... yes."

"Great! Can you cast it on me? How long does it last? Does it hurt?" I asked eagerly.

"Mason... I don't think you want me to do that..." she shook her head with denial.

"Why not! Twilight... I don't want to get anypony else pregnant! If we get back to Ponyville and somepony like Pinkie pops up again needing my help, I'd rather not worry about having another foal!"

"No... I get it, it's just..."

"It's just what!?"

"How's the food, guys!" the gold mare had materialized beside our table again, perfectly derailing us.

"Fine..." I lied with a smile.

"And you?" she turned to Twilight who was looking ill.

"Ehh... turns out I'm not all that hungry..." she muttered and slid the plate towards the mare.

"Aww... well how about I top those mugs off for ya?" she offered exuberantly.

"No thanks." Twilight said and got up, a small pile of bits materializing on the table. "I'm going back to the room... I don't think I feel well."

I looked at her, worried something was wrong and quickly determined the gulping of half a mug of cider must have hit her pretty hard. Her eyes were watery and she walked on unsteady hooves.

Crap... Twilight had gotten herself shitfaced. I couldn't suppress a smile as I got up to follow her.

"Come on, Sparklehead..." I put an arm around her neck to steady her, smiling at the mare as we left. "Thanks.. it was great!"

"No problem! Come back anytime!" she answered as I lead the worsening princess out the door.

"Oooh... Mason I 'member why I don't... don't... you know..." she slurred as we entered the lobby of the motel.

"Well ya probably shouldn't have chugged half the mug at once, for starters..." I joked with her.

The stallion behind the cage was gone thankfully, and we passed nopony on the way to the room. Twilight leaned heavily against me while I opened the door and then weaved her way to the bed, landing with a poorly aimed belly flop on top of it. Her purple legs splayed out in four directions with one hanging off the edge of the bed, her wings half opened and flapped weakly against the air.

"Shunshine... shunshine... laady bugz awake..." she mumbled, the dark thatch of her tail swished back and forth with each word.

"You... gonna be OK?" I said standing behind her, unsure of just what the hell to do with a drunken alicorn at the moment.

She rolled to her side, looking up at me and waving a hoof lazily to beckon me towards her. "C'mere Mason..."

"Twilight... you're smashed." I said, grabbing the rear hoof that was hanging off and lifting up onto the bed for her. Off of one mug of cider too! I thought to myself.

"Sooo!" she protested. "I'mma princess... ya have to do what I say... right?" Twilight squinted one eye shut and pointed in my general direction with her hoof. Her tongue stuck out the side of her mouth as she concentrated on aiming the unruly, wavering appendage at me just right.

"No, your a drunk princess who's going to regret it in the morning." I countered as I moved to the other side of the bed, resigning myself to more Daring Do for the evening while she passed out. I kinda wanted to explore outside a bit, but I wasn't going to leave her alone in this shady place.

Twilight did get her wish of me to come to her though, as soon as I lay down with my back propped up against the wall to read a bit, the bed's horrible state caused Twilight's limp form to roll into me with her head landing on my lap, her horn narrowly missed gouging my arm a good one.

"The room keepsh moving..." she mumbled with her eyes closed after she settled down again.

"Yep..."

"Make it shtop... pleassse?"

I couldn't help but smile with sympathy at the poor girl. The bedspins were bad enough without actually spinning in it like she just did. I took my hand away from holding the closed book and let it drop to stroke along the soft fur of her neck. She whimpered and rubbed the side of her cheek against my furry leg. I wondered suddenly if she'd ever had any anypony touch her like this. Probably not...

I continued for a while, moving her dark mane out of the way and then rubbing lower along her side and shoulder. I could feel the muscles and tendons under the fragrant fur relaxing as I did and soon her breathing became deeper and even as if she'd fallen asleep. But when I removed my hand, she whined in protest, snuggling her head into my lap further.

"Nooo.... mmmore pleash..." her thick lips were not letting words come out clearly.

I wasn't going to take advantage of her. Not like this as and do something she'd probably be mad at me for tomorrow when she was sober, but I figured a little horn rub wasn't too far out of bounds. She'd probably enjoy it.

The purple, spiraled shaft with speckles of something that glittered embedded in it was hanging over the far side of my lap, much longer than Sweetie Belle's had been... and much more pointed as well. As soon as my finger made contact with the tip, Twilight Sparkle sucked in a deep breath and let it out with a sigh.

I traced a finger gently in the small groove that wound its way around it, starting from the sharp end and moving down to her forehead where the purple fur tufted out around the base, feeling the rough texture grabbing at the skin on my finger like fine sandpaper. When I finally put my whole hand around it and gave the horn a gentle squeeze, Twilight's whole body writhed slightly.

"Wh...oah..." she breathed.

Slowly, I slid my hand along its length from the base to the tip several times. She was smiling, I could see it on the corner of her muzzle just visible under the flop of dark mane that half covered her face. She moaned once... then twice... then began to shift her back legs against the bed with increasing movements the longer I kept going as if she was ramping up to something. I didn't know if rubbing a horn like this could cause a pony to climax but it appeared she was headed that way based off of her reactions.

Just when she seemed to reach a critical point of whatever she was feeling, Twilight suddenly jerked away from me, scraping the sharp edge of her hoof painfully against my palm and drawing a red line of blood there. She flopped off the bed and rose to her hooves on the floor with an unsteady wobble, her eyes closed in concentration.

"Twilight?" I asked with confusion.

"Shhh!" she said harshly, just before her horn began to glow with a small, white light. She concentrated more and the light grew to envelop her body, sinking into her fur and then disappearing completely. Her purple body remained motionless for a moment and when she eventually opened her eyes, they were clear and steady.

"There..." she said with a satisfied smile and gave a relieved sigh. "That's much better, nothing like a good cleansing spell to knock some sense into a pony, right? I gotta admit..." she gave an awkward laugh, "...you about had me going there!"

"Cleansing spell? Going there? I don't even..."

"Mason, I know there's no possible way you would be interested in giving me a horn job unless it was out of pity because I was feeling so bad. Now, I know it's my fault for drinking that cider so quickly but you shouldn't have to do something that because of my oversight. I'm sorry." Twilight said with a matter-of-fact tone from the side of the bed.

I stared at her for a moment before the meaning behind her words sank in... and for some reason, she irritated me with it. "Twilight... I seriously can't tell sometimes if you're just clueless or suffering from some mental disease."

"Huh?!" her face twisted at me.

"I get that you haven't had much experience with sex... or even being intimate with somepony. But why can't you just accept that somepony just might actually want to be close to you and doesn't care about your image issues!"

"Image issues!" she flared, "What are you..."

"Yeah! Image issues. You've done nothing but doubt yourself lately and now, when you've got your head in my lap enjoying a horn rub or job or whatever you call it... you can't even allow yourself the pleasure!"

"It's not about that!" she stamped her hoof in protest.

"Then what it's it?!"

"You wouldn't understand!"

"Try me! I'm game for a mind blowing experience here, Twilight, because from where I'm sitting, you've got nothing to beat yourself up about. You're powerful, smart, loved by everypony and pretty damn nice to look at on top of it. What am I missing?"

Her face remained fixed on me with the last traces of her anger fading. Her ears, that had been rigid and pointed at me, twisted to the side and fell against her head, mimicking the motion of her eyes. Twilight Sparkle sat back on her haunches, looking deflated.

"Mason... becoming a princess is the last thing I ever expected to happen to me. I'm afraid if I'm not hard on myself... I'll let everypony down. I quit doubting myself for a while and look what happened! Scootaloo got hurt and I ignored Discord's warning about Spike. That just proves that I can't ever let up."

"Yeah... but you can't be that way all the time... otherwise you're just a stick in the mud for everypony else!" I said as gently as I could.

"But I'm a princess..." her eyes shimmered a little.

"So? Do you really think the others are so hard on themselves whenever they think they've made a mistake?"

"They don't make mistakes..." she shook her head in denial.

My jaw actually dropped a little bit and I slid over to her side of the bed to sit on the edge in front of her. "You're saying you honestly believe that Celestia doesn't make mistakes? That's ridiculous. And you're ridiculous for trying to hold yourself up to that stupid idea..." I said, gesturing with my hand. It was the same one she had cut with her horn and she must have seen the streak of red that crossed the palm because one of her forelegs came up, the hoof facing the ceiling.

"Gimme your hoof..." she said quietly, still wearing that sad, defeated expression.

"What?"

"Give me your hoof... er, hand. You're hurt..." Twilight's horn lit with that gentle blue light of healing I'd encountered more than once in my time here.

I held my hand out for her, palm up and she supported it from underneath with her own. Frowning with the difficult conversation we had been having, she looked down and let her horn's light move to me. The stinging warmth I felt there quickly subsided and the red line faded into the plain flesh color of the surrounding skin. Twilight didn't drop her leg though, she continued to look down at my open hand even after the healing light of her magic had ceased.

"I guess I am being ridiculous..." she said softly, "I know that Celestia makes mistakes all the time. I just want to impress them so much that I think every little failure of mine is a major disappointment. I guess I think that goes for all my friends too..."

I sat in silence for a moment, thinking about everything that has happened to me since Twilight's magic had accidentally brought me here. With a sudden change of perspective, I realized that my presence had also caused a lot of ponies to have good things happen to them as well.

"Twilight, just because you make a mistake... it doesn't always mean it's wrong. If you hadn't opened that portal that brought me here, Scootaloo might still be trapped in that house. What about Sweetie's cutie mark? Wilson and Rarity becoming friends, The new foal on the way... They all happened because you made a mistake. You can't beat yourself up over every one and push ponies away because of it."

The alicorn took a deep breath but didn't raise her head. When she didn't move, I brought my healed palm up to her cheek and gently placed it against the warm fur beside her muzzle. Twilight then looked up, her deep purple eyes searching my my own for a moment before taking a slow and almost reluctant step forward. She stopped, took another breath... and then stepped forward again between my legs, sliding her head slowly over my shoulder and leaning into me, using her chin to pull me close.

"You're a good friend, Mason..." she said as I brought my arms up to embrace the bookish girl around her neck, my hands coming to rest on the joint where her wings connected to her back. Twilight's mane covered my face and was drowning me in her lavender, pony smell that when mixed with her warmth and firm feel against me, caused my cock to grow suddenly in my shorts. I stroked her wing joints as I let the feeling of arousal sink into me for a while, ready to act with initiative when she pulled back a little to put her muzzle inches from my face.

"My legs are trembling. There's a weird scent coming from you that's making me feel...something. I never noticed it before..." her purple eyes danced with nervousness when she whispered this to me.

I leaned in to kiss her, but she pulled away from me. "Mason... I- I don't think that's a good idea. I feel like if we started doing that now, something might happen..."

"Like what?" I said softly, brushing a strand of her dark mane from her face.

"I'm not in heat, Mason. There's no reason for us to be acting like this, is there?" Twilight shook her head gently, her eyes never leaving mine, "It doesn't feel right unless there's a need for it..."

"You don't have to be in heat to enjoy whats happening, do you?"

"I... I just feel strange about this. Look... can we just go to bed? I'm not mad or anything. I just..." her face went rigid with frustration, "Errh! This is so awk-ward and why I don't ever try this stuff in the first place!" she finished this last part almost to herself.

I gave her my best shrug of indifference. "Alright, Sparklehead. Sleep it is then."

Twilight let a small sigh of relief out and she visibly relaxed. I was admittedly a bit disappointed, but then again if she wasn't going to be comfortable with it, then what would the point be?

She did allow me to take her into my arms once we'd settled with the lights off, however. It was the only way we would be able to sleep anyways being forced together like we were by the bed's horrible condition. I spooned her from behind, letting my hand drape over her barrel and onto her chest. Twilight burrowed into me with a happy snuggle and that was how we fell asleep.

I don't know how long we slept, but when the thumping noise coming from the other side of the wall woke me up, it was still dark. Only a moment of confusion existed before my brain registered what that sound was, made all the more obvious by the moaning of two voices, a low male and a higher female, coming through clearly.

I also felt Twilight moving slightly. The leg immediately under my arm was shifting slightly with a slow rhythmic motion and her deep breaths were ragged, catching every few seconds in time with the movements of her leg. Her wings pressed against me as if they desperately wanted to escape the confines they were in. My cock knew what was happening almost before my brain did. Twilight was rubbing herself in the darkness, listening to the couple who apparently were fucking their brains out on the other side of the wall!

I lay motionless and felt her body gradually tensing up, but her leg never moved faster or changed angles. When she eventually let a tiny squeak of pleasure escape her lips, she froze and held her breath for a moment, presumably to see if I would wake up.

"You want some help?" I whispered into her mane and slid my hand south along her leg where it was socked into the warm, steamy crook between her rear legs.

Twilight's whole body went rigid.

"I get it... they sound like they're really having a good time next door..." I smiled into her neck. She was boiling hot down there.

"No... I... I swear I never did this before... It's not what you think!" Twilight rolled on her back and after a brief awkward adjustment between the two of us to accommodate her rigid wings, we settled back down with me laying along her side.

"I was scratching an itch... and then... Oh Celestia, this is so embarrassing! Can we please just forget about this?!"

"What... with this racket going on?" I nodded towards the wall. As if to make my point the female voice gave a grunting urge for her partner to go deeper. Twilight gradually relaxed her back legs to let them fall open, letting my hand slide down over the pillow-like mounds of her teats.

"J- just your hoof..." her head shook against the mattress under the cascade of dark mane under her head. "...I'm not ready to mate yet."

"Sure" I said.

"Maybe when I get my next est-RUS!" she cried out suddenly, slapping both of her front legs against the bed beneath her and arching her back tight when my fingertips finally brushed over one of the hard bumps of her teat. I didn't stop to give her a chance to get nervous again... seconds later, the soaking wet slit of Twilight Sparkle's pussy was under my hand.

"Oh... oh my gosh..." she panted and I hadn't even done anything yet. In the room next door, things were reaching their dramatic conclusion with a male voice giving a loud bark of pleasure just before the thumping stopped.

"You're pretty jumpy... you know that?" I whispered to her, kissing her cheek.

She swallowed hard and licked her lips. "Y-you would be too if it was your first time letting s-somepony touch you..." Twilight gave a nervous laugh that was cut off when I pressed my fingers between the fleshy ridges of her sex and into her boiling passage. Her smell wafted up to me like a rolling fog of arousal.

It was over in seconds. As soon as the tip of my middle finger found Twilight's hard nub of a clit buried between the soft, wet folds of her dripping heat, she immediately began to climb up into the spiraling crescendo of an orgasm. I probably only made about ten rotations around it before a low moan came from her muzzle.

"Ma... son... stop... I'm gonna pee!" she said.

"No you're not... just let it happen."

"I'm gonna... aaaahh!" she grunted and then snapped, the end of her horn threw a sudden, tiny white flurry of sparkles that fell against her forehead like glowing ants, dancing against her fur for a few seconds.

Her head beat against the mattress in time with her contractions while her back legs kicked out at the air. Wild grunting sounds came from her with the throbbing pulses I felt under my fingers that were buried between her snatch. I could feel the opening down there winking against the tip of my ring finger with an almost grotesque, erotic sensation as she writhed through her climax for several seconds before collapsing against the bed.

I let Twilight recover before I pulled my soaking wet fingers out of her body's crease. Unable to stop myself, I brought them up to my lips and tasted the slippery fluid with my tongue, only to pull them back quickly when her juices tingled on my lips like carbonated soda.

"There... was that so bad?" I asked her.

"Mmm..." came her sleepy, smiling reply. Twilight lazily reached for me and pulled me into a snuggle.

I settled down against her and pulled her into an embrace that she returned. My own arousal was screaming for release but I pushed the thought down. She'd just let somepony give her an orgasm for the first time... I'm sure that's enough of an accomplishment for her for one day.

Turns out I was right. She was asleep moments later.

Chapter 38

The sun had set by the time Nightleaf and Scootaloo said their goodbyes in the orchard. While her daughter had begged her to stay the night at the farm and meet everypony, she just wasn't ready for that yet. They had been talking for quite sometime and while it filled her with a sense of relief and closure that Scootaloo had welcomed her back into her life, some of the things she learned this evening had been painful and downright shattering to her... so much so that instead of her flight path taking her towards the Crystal Empire as she should, Nightleaf found her wings taking her someplace else almost against her will.

Back to Cloudsdale.

She knew what she was doing was dangerous, putting in jeopardy all the work Cadence had done for her, but it had been a tough day... and she thought maybe she deserved one small root for the flight home.

After all, it would only take a tiny piece now that she'd been off it for so long and she was sure she could find a scrap left over in one of her stashes around her ex brother-in-law's house. Nightleaf hated herself for being weak but with every wing beat that took her closer to the lights of the floating city, she felt the old urges roaring to life again with eager anticipation of the taste.

It's a celbratory root! That's what it is... It's not every day a mother finds out her daughter is in a true herd! I wonder if she's thought about having a foal yet... Nightleaf thought to herself as she soared through the grand passageways between the upper crust area in the city, No... better yet, I need it because of Quickfire... Tartarus! Oh my poor colt! her thoughts leapt around to whatever made her feel better about what she was going to do.

But there was no easy reward for her decision to relapse waiting for her there. The house had been emptied along with her few belongings that remained and now sat vacant and brooding in the darkness. Nightleaf fought a battle of wills on the darkened stoop where Rarity had once used her magic to pick the very same lock on the door that now kept the dusk colored pegasus out. She should just return to Cadence and that's just what she was going to do... only first she might as well pop into the cider bar and see if anypony's around who might have a scrap of root to give her.

Nightleaf was so focused on her internal dialog that she didn't see the two pegasus who had been watching since her arrival in Cloudsdale, both wearing red hoods emblazoned with a white silhouette of a pegasus with wings outstretched. Voa and Vos were twins, brought into The Flock from birth and the first ordained ministers of order to publicly display the insignia in several hundred years. The brothers watched her enter the cider bar before nodding in silent agreement, flying off to leave the mare alone, for now, to search out her own demons.

And she found them.

_____________________________________________

"Rarity..." Spike's small voice finally came long after the sun had gone down and she had almost fallen asleep in the dirt near his cage.

"Spike? Did you say something?" her head lifting to attention. Spike was sitting up, looking out at her with baleful green eyes, his little hands clutching at the bars.

"You can go home, you know. Y-your coat is getting dirty... I know how much you hate that." Spike said with a small amount of that old caring and understanding he had always shown for her.

Rarity's heart lifted at the sound of it, but fell quickly when he added; "... and won't your new boyfriend be worried?"

"Spike, about that... I-"

"No... you don't have to tell me. I know..." his head dropped, "...I know I'm not good enough for you."

"No! It's not that! I just... I..." Rarity struggled to find the words.

"What else could it be?" he shrugged with resignation, "I did everything I could think of to show you how much I liked you. Ever since the first time I saw you, I thought you were the one for me."

"You can't possibly have known that, Spike! You're just a young dragon! Surely it's just... just a crush, right? You don't really want to throw yourself on an older pony when there's a perfectly good dragoness out there waiting..." Rarity said with an almost maniacal look of encouragement on her face.

"It doesn't feel like a crush... especially lately. You're all I can think about and it's you that makes the... the urge happen the most." his hands left the cage and fell to his lap, covering himself there with a sudden need for modesty.

"What urge, Spike? What is the matter with you? I know what Applejack described to us was somewhat lurid, but that can't simply be the only thing causing you to behave such a way, is it?"

"I don't know what it is!" he shook his head and shrugged again, "All I know is whenever I think about you now, something happens! And it's been getting worse and worse ever since... ever since I discovered how to... to..." he looked down in embarrassment, not wanting to meet her eyes anymore.

"To what, Spike?" Rarity spurred him.

"...to trick my body into thinking it's mating with you." he said finally in a small, shy voice and rubbed his claw along the bar of the cage with bashfulness.

Rarity's eyes went wide and her head pulled back on it's neck, recoiling in shock. "S-spike! You... you do such things with me in mind?!"

The little purple head came up in the gloom of the cage, his eyes touching her's briefly before looking back down with shame. "I know... you think I'm gross, don't you. You all do... it's why I'm in this cage..."

The unicorn was speechless. She had never once considered Spike's affection for her as a mating thing, he just seemed too young and innocent for something like that. To hear such a blatant admission from him to the contrary was setting her perception of the dragon completely on it's side.

"You're in that cage because Twilight said you can't control yourself sometimes... and we don't want you to do anything rash!"

"I know..."

"It...it's those urges that have gotten out of control, then? You're sure of it?" she asked with a quivering voice.

He nodded slightly. "If I don't take care of them then the voices start..."

Rarity's heart was pounding in her throat. What Spike was telling her lead to only one logical solution. Even though the idea of what she was about to suggest seemed depraved to the normally prim and proper pony, she was willing to try almost anything to help her troubled friend out.

"W- would it help if I..." she swallowed against the lump in her throat, "...I helped with your urge?"

Spikes head snapped up, his mouth dropping open. "Wha.. what?"

"If I did this for example..." her white horn began to glow with a golden light and Spike's eyes flared as he felt a sensation of something warm and soft brush against his ear flap.

"Rarity... what are you... what... ahh...." he sighed and relaxed backwards, using his arms to prop himself up as the sensation moved down his chest. His penis was already beginning to swell between his stumpy legs.

"While I'm afraid mating with me is completely out of the question, Spike..." Rarity said with a slightly demure tone, "Perhaps a little magic can help you without too much bother?" she smiled as her magic's caress caused the little dragon to flop weakly onto his back with a pleasurable groan. The strange pink, fleshy cock was already stiff, poking straight up out of his scales like a pointer between the two stubby feet she saw from her angle.

"Ra... Rarity..." he moaned, "Don't..."

"Shhh... Let me do this for you at least, Spiky Wikey... You've suffered enough..."

Spike's mind went blank as the warm soft feeling of her magic surrounded his shaft. He'd never felt anything this good before and moaned loudly when it began to slide along it's smooth length, feeling better than his clawed hand ever did. He didn't know what to think. Rarity was pleasuring him in a way he'd only recently imagined existing and even though he still felt a pang of jealousy surrounding her, the fact she was doing this for him made it feel silly and unimportant right now.

Rarity tilted her head to the side with a smile at how Spike was reacting. It made her feel better that this simple act of intimacy could have such a dramatic effect on him. This might be going over the line for just being friends by a little bit, but that was alright in her mind... it was much better than him suffering alone. Who knows... maybe this may cure him?

She watched as his member grew, small veins appearing first and then the whole shaft turned a deep red color as more of his blood filled the pointed tube of his dragonhood. When the color reached the end, she watched with mild wonder as small, spongy thorn looking things popped out suddenly from the previously smooth flesh along it's length like a full balloon to give it a menacing, yet erotic appearance.

It had been so long since she'd seen any male member that even Spike's small, strange penis that was so unlike a stallion's was sending a flood of unexpected arousal to her neither regions. It was a big change for her to engage in something like this. Her heart continued to pound and she felt her tail twitching with nervous excitement. Hopefully it would be worth it.

Spike's belly began to heave as the pleasure Rarity's magic was giving him along his dick spiraled well beyond anything he'd managed to feel by himself. Recognizing the sensation building behind the scales between his legs, he tried to warn her.

"It... nuh..." was all he could manage before the fire in his belly belched a small green flame from his mouth in response to the contraction of his orgasm. He felt his watery, stringy cum fill the sack just under his shaft with a shiver of ecstasy and then the squeezing began, shooting the semen out of his penis in an unbroken, streaming fountain of liquid that fell back to coat his chest, belly and blankets underneath him. Some even arced high enough in the first second or so to stick to the blanket that was over the cage and Rarity watched as the blobs dripped down in hanging, thin strings that shook with the cage's motions.

Spike's body writhed as it emptied itself of the biggest load he'd ever shot and the smell of his release hit Rarity's nose with the force of a sledgehammer. It was like the warm, scaly smell that usually hung around him and was identified in her mind firmly with the little guy's presence, but was intensely strong. It was so... so Spike-ish in its quality that she could easily imagine the whitish fluid that sprang forth from his body in a shower was his own pure, personal essence.

The constant stream slowed and then dribbled down the side of his member, flowing around the wiggling crown of soft red thorns that circled the skin of the shaft before stopping completely, leaving him panting and covered pools of his own cum.

"Goodness..." Rarity remarked with an impressed tone, "That was quite a release!"

"Uuuggghh..." Spike moaned thickly, still coming down from the experience and after a few more moments, Spike came around, sitting up and looking down at his deflating penis and coating of semen in his lap, "Rarity, that... that was amazing! Does this mean we're special someponies now?!" he asked hopefully with innocent, eager enthusiasm.

"Spike... we can't ever be that." she shook her head with a patient smile, "But if a simple magic touch can ease your problem occasionally then I won't deny you the pleasure. It's the least I can do for my little Spikey Wikey while he deals with this troubling period."

"Oh..." he said crestfallen, but not crushed like he had been before. He could think clearly again and his normal ability to sense other's emotions as a dragon had returned as it usually did when he wasn't consumed by the fire in his veins. As much as he longed for Rarity to return the passion he felt, he secretly had known all along that she never would. The fact she was finding another to share that special relationship with had only brought it up to the painful surface and being lost in the grip of whatever was controlling his life right now had made it all the worse.

Even though he heard the final blow to his dream land with her soft words, he was strangely alright with it. A part of him had always been scared to death about how he would live up to what must be exhaustive standards to keep her heart happy. Rarity had shown that she does care for him in her own special way... and that was enough last him a life time.

Rarity rose to her hooves and moved towards the barn, "Lets get you cleaned up... I'll be right back." she said and a few moments later returned with a small bucket of warm soapy water. "Come on out of there Spike. Now, you're not going to turn into a monster on me again, are you?" she said, smiling at him as her magic swung the gate open.

Spike stood in the yard and allowed himself to be cleaned by Rarity who used a wet sponge to gently wipe his scales free of the mess. It was a loving act, one done with tenderness and gentle looks between them that only re-enforced Spike's new assessment of their relationship. She even cleaned his penis carefully (the first time it had been clean in weeks) and scrubbed good under his tail for him without flinching and when she was done, he felt completely fresh and rejuvenated.

He waited until she'd dried him off before suddenly embracing her in a hug that came from the bottom of his soul.

_________________________________________

"Bucking dogs!" Ashley spat on the ground as she walked with an angry strut, "Stupid mutts..."

This was the last straw for her. She was never going back to The Underground ever again. Brock had taken all the bits she made today, all three of them, and then laughed at her while he and his friends ate, refusing to give her the share she'd been promised. Ever since Shepard passed away, the new leader of the camp had made her and the other young orphans who called The Underground their home miserable.

Despite the tough exterior she put on to show the world... she knew staying on the streets alone was dangerous and she was very scared. Running away like this from the only place she considered safe was stupid, but she just couldn't take Brock anymore... and without Shepard's watchful eye, some of the colts had gotten braver with her during the pitch black, echoing nights in the dorm.

Shepard had always believed that sharing and compassion was the only way to live together and every member of the camp in the tunnels below Dodge City got their share, provided they made an effort to contribute, no matter how small the day's offerings were. But Brock was only interested in helping himself and his friends and didn't care that his new 'tough luck' attitude was driving the old safe haven for castaways apart.

The thought of Shepard caused that stupid feeling of needing to cry again and she fought it down. Crying was for little baby dragons... and she wasn't a baby dragon!

I'm a tough dragoness who doesn't take shit from nopony! she thought.

A tough dragoness with fire so weak you can barely burn paper? her own voice mocked her in repsonse.

She fought harder against the tears as she walked faster through the nighttime streets with no particular destination in mind. She had nowhere to go. The Underground had been her home since she could remember and it was where she'd learned to survive after her parents were drafted into the Drake War that still raged in the Badlands to the south, completely unknown to the ponies of Dodge City and beyond. Shepard had been her father, brother, mentor and bodyguard after finding her, wandering weak and starving, in the southern barrens between the city and the cliff's edge.

Dragons were known for being distant and uninterested in mixing with the other citizens of Equestria, preferring to keep their world and struggles private. The only reason the hospital was here is because Dodge City had sprung up around it a century ago and the dragons simply tolerated the developing metropolis. Shepard had told her all this one day while they fished the river to the east together when she was younger and about how unusual it was to find a baby dragon all alone. It was why he had adopted her, and also why she was the only dragon in the orphan's camp in the tunnels below.

But Shepard tried hard to raise her with all the knowledge she would need. Even going so far as to spend his own small daily bits and risking his life to find a dragoness to tutor her in everything that the big, shaggy dog couldn't. To teach her how to be a dragon. Everything from how to make a nest, mating, laying eggs, breathing fire, hoarding gems... and everything else in between, including how troublesome male dragons are until they grew up. The old dragoness had been kindly to her, almost like a grandmother even when talking about the embarrassing things that had made Ashley's white spines quiver.

It was during this period she discovered her fire problem.

The dragoness had scolded her for not trying as hard as she could, that even baby dragons could breath flame hot enough to melt wax, vaporize paper and ignite candles. But no matter how hard the little red and white dragon with the sparkling red eyes tried... she could only manage to singe the edges of the practice scrolls her tutor had given her.

Without fire, baby dragons were defenseless and Ashley had to learn other ways of protecting herself from the colts and male puppies that made up the majority of the young camp. She'd learned that a swift tail slap in just the right place on em usually did the trick and when it didn't... her claws were pretty damn sharp. She also learned attitude went along way towards being left alone. As long as she was mean and didn't take crap from the others... she pretty much got her wish to be passed over for the worse of the teasing and gross boy stuff that happened after lights out.

But tail swipes and claw rakes only worked most of the time on the ones her size and almost never on the biggest ones. She knew that up here on the street's surface there were ponies and creatures that would love to take advantage of a little dragon like her. Ashley had managed to practice her fire enough that she could at least get paper burning now when she flamed on it long enough, but she knew it still wasn't going to protect her if it really came down to it. She just hoped she could survive long enough for her wing buds to grow in and then she could leave this place and go somewhere far away where people were nice to each other... like Shepard had been.

When she looked up from her tumultuous thoughts, she noticed she was close to the train station. It was practically deserted at this time of night and with nowhere else to go, exhaustion setting in and nothing in her belly to fuel her anger anymore... she found a weak board that could be pulled away and crawled under the wooden platform. Brushing away the litter and spiderwebs, Ashley curled up in a ball to try and sleep in the cool space under the train's loading dock. The dry, dusty earth quickly soaked up the three silent tears she allowed to leak from her frightened, glittering red eyes.

Chapter 39

Twilight slept like a baby. I know this because I didn't.

At no point in my life would I ever have imagined I'd find out how difficult it is to sleep in a sagging bed with a pony the size of a fully grown Great Dane with an eighteen inch goddam horn sticking out of it's forehead.

I'd learned hoof management techniques from my nights with Scootaloo and Apple Bloom, and those occasions that Sweetie Belle stayed over were alright because her horn was so much smaller and blunted on the end. But Twilight was a burrower, if she knew it or not, and I fought a constant battle to keep myself from getting speared by her magical appendage.

The most painful experience of the night was when she rolled over from facing away from me to facing towards me. Her horn slapped painfully across my chest with the momentum of her nighttime twist and when she settled, the end of it nearly removed the skin under my chin as effectively as a rolled up tube of eighty grit sandpaper. I did manage to get some sleep, but not the blissfull, unbroken slumber of the purple alicorn princess who was curled up next to me in a fading cloud of her own musk.

I awoke to her hoof shaking me awake in the dull morning light of a cloudy day. I don't know how long she'd been up, but she positively glowed with energy.

"Come on! We gotta get going if we wanna make the cliffs before noon, sleepyhead!" she smiled with mock impatience at me.

Rubbing the sleep out of my eyes, I squinted at her as she hovered over the bed. The air from her wing beats fanned me with a soothing breeze that lulled me to go back to sleep.

"Huzza.. mugumpin?" I said intelligently.

"Whatever..." she dismissed. "Let's go!"

A short time later we were ready to leave. Throughout the brief period of showering and stowing our gear back in our respective bags, I caught Twilight's eye several times, looking for any sort of acknowledgement from last night's intimate moment. I wasn't looking for her to be gushing with emotion... but I did finger her to an orgasm, the first time anypony had according to her. I thought that at least deserved an honorable mention the next day. But there was nothing. She appeared to not even remember or care that something like that had happened between us.

Until my hand touched the doorknob to leave.

"Mason... wait." she said, with an unexpected, urgent panic in her voice. I turned around to see the princess looking down and away with a sheepish expression.

"Look... I don't know how to say this without it sounding rude because that's not what I'm going for here...." Twilight's ears did that 'troubled pony' thing where they lay flat again. I stood, waiting for her to continue.

"But, that thing... last night? Don't tell anypony about it, OK?" her eyes met mine.

"Ehh.. I wasn't planning on it, but why?" I looked at her confused.

"You know why, Mason. If you don't then you haven't been listening to anything I've opened up to you about this whole trip!" she said with alarm.

"Ahh.. the whole princess thing. Got it."

She relaxed a bit. "Yeah... I know you probably think I'm being weird again. But I don't care. It's who I am, right? The awkward... bookworm stick in the mud who got handed a kingdom?" she smiled up at me hopefully, her ears perking up again.

"That sounds about right." I nodded in agreement with a smile, "It never happened, alright?"

"Thanks. And Mason...?" she paused, the color in her cheeks suddenly flaring a bright red.

"Yeah?"

"It was really nice, what you did for me last night... I liked it." her smile didn't change, but rather it took on a whole new quality of affection I'd never seen from her before. It made her more regal than she'd ever imagine.

We dropped our bags off at the check in counter of the train station right after checking out of the seedy motel, ignoring the fat stallion's request for a rundown of how good the night was for me. At the station, overnight room twelve was assigned to us and after leaving our two bags at the counter to be stowed until our car arrived later that afternoon, we took to our wings and headed south towards the distant, orange cliffs of the Badlands.

As we flew together, leaving the city and traveling over the broad swath of barrens that lay between it and the cliff, I caught Twilight smiling broadly out of the corner of my eye. When she saw me looking at her, she tried to wipe the smile from her face and arrange her features normally but that only served to make her look deranged. I wanted to ask her what she was so happy about, but the wind rushing past my ears would mean I'd have to shout to be heard. Talking while flying like this was always a pain so the both of us continued in silence until we reached the Badland's boarder.

The cliffs were tall. I mean really tall. We had already been flying at a pretty good height, but were forced to climb sharply to reach the top of the flat plateau to rest on the cliff's edge to catch our breath. The flat, barren top stretched away to the south and gave us no indication of the valley beyond that Twilight claimed existed. The scorched earth around us, however, proved that dragons were around nearby. Even from the our feet and hooves we could see long streaks of blackened earth where intense fire had licked the rocks, melting some with the heat only capable by the belly of those creatures.

"Alright, let's fly along the ridge and see if we can spot any dragons, Mason. Hopefully they can point us in the right direction." Twilight suggested and flexed her wings after we'd had a brief rest.

There were no signs of life for many miles by my estimate. Endless orange rock landscape scrolled by underneath us as we flew east along the ridge line looking for any signs of movement. Barren rock and scorched earth greeted us that was visibly burned by fire in several places. As the silence and emptiness wore on for what felt like hours under the low, diffuse light of day given off by the clouds above, Twilight called a halt.

"Eeergh! We're getting nowhere with this! There's not a dragon around for miles!" she threw a frustrated hoof in the air.

"Maybe we should to further in... towards the south?" I offered.

Twilight considered this for a moment before she nodded reluctantly. "I was hoping we wouldn't have to search that hard, I mean... Doctor Goodhoof said there were dragons all over this place!"

"Well, we have to keep looking, so..." I drifted to the south and she followed behind.

We flew in this new direction along more of the same terrain and the ground only became more blistered. An occasional crater appeared here and there that looked to be made by something massive, like a boulder or something, being dropped from a high altitude. These became more frequent as we approached the southern lip of the ridge that dropped sharply off into the hazy bowl that formed the northern edge of the Badlands below.

"What do you suppose made these?" she called out to me and then dipped to the surface to inspect one of the large craters near the southern lip.

"Whatever it was, it was damn heavy... that's for sure." I said, landing next to her. There was a semi circle of a boulder in the middle of this crater and based on the rise and debris around the hole, it looked like it had hit from an angle.

I looked off into the smoky haze that covered the land before us. The ridge we were on was higher here than on the north side. So high that I couldn't make out the ground through the strange, yellow tinted fog that lay on the floor of the valley like a blanket. Twilight had said this place was a barren wasteland... and her description was true, made all the more ominous by the low hanging clouds above that were tinted yellow by the hidden sun's light.

"So.. you think we should-" her question was cut off by a horrendous shriek that stung my eardrums with it's volume and pitch.

A bright flare of yellow lit the clouds above us moments before two massive dragons, locked together by their back feet in a fierce, thrashing grapple of spearing talons fell through the misty overhanging cloud bank. They both beat their wings frantically, trying to gain altitude on the other as they plummeted past us and down towards the valley below. One was colored yellow and the other green, but other than that, I couldn't distinguish much between the two.

"Mason! Look!" Twilight pointed needlessly at the breathtaking sight.

"Yeah! I got it! Holy shit!" I cried.

My wonder turned to horror a split second later as the two combatants changed direction, sailing towards Twilight and I with the momentum of a semi truck at full speed. Her and I dove out of the way in mid air to avoid being slammed into by the massive creatures and we watched from above as the yellow one gained the upper hand on the green one, slamming it into the top of the ridge like a meteor to create yet another crater in the already scarred landscape.

Greenie suddenly let out a blast of fire that hit the yellow dragon full in the face, causing it to release it's grip and shriek with pain. Even though I was scared shitless, I couldn't help but marvel at how beautiful it was even though badly cut and bleeding in several places. The yellow scales on it's long neck shimmered in the diffuse light as it whipped it's head back and forth, blinded by the firestorm before it flew off, dropping over the lip and disappearing into the thick haze below the southern rim. Twilight and I looked at each other with dazed shock at the sudden but spectacular battle we just witnessed and it wasn't until we heard the coughing groan from the ground below that we remembered we were not yet alone.

The greenie was obviously hurt. He lay in the crater, one front leg unmoving while the other clawed weakly at the edge of the depression created by the impact. His gigantic head lolled from side to side, one eye swollen shut and the other scanned wildly around before fixing on Twilight.

"Help..." a rumbling voice came from his fanged mouth that was stained with dark blood.

Twilight looked at me, wondering what we should do.

"Don't fucking look at me! Should we help him!? How do we know he won't fry us?!" I yelled.

"Oooh..." she knocked her two front hooves together with worry in mid air. "I've never cast a healing spell on a dragon this big! Spike is so small!"

The Greeine sagged against the rocks and stopped struggling, a helpless, resigned look came over it's face.

"If you're gonna do something better do it quick..." I called over to where she hovered nearby.

Twilight hesitated for a moment, then screwed her face up in determination as she landed next to the injured dragon. Lowering her head, she concentrated before the healing spell's magic flared to life in a brilliant blue flash.

A tremendous roar came from Greenie and Twilight staggered backwards, pushing against some unseen force hard enough to make her back legs dig in to the rocks below her hooves. She rallied, and shoved forward with her horn, breaking though whatever invisible resistance that was there to let her healing magic stream out. The dragon settled and then became calm, breathing deeply with it's eyes closed for a long while as Twilight's horn gained a steady, blue glow visible even in the daylight. A good amount of time passed in silence before the horn winked out and the alicorn sagged from the effort.

"Well?" I said, landing next to the Twilight who's legs looked a bit wobbly.

"He should be able to make it to the dragon hospital, at least..." she panted, "I'm sorry... I just don't know much about adult dragons!"

Greenie stirred and then climbed out of the crater with a great lunging jump, trying to take to his wings, but one of the massive sheets of leathery green skin was torn in several places and he over corrected, landing some distance away from us with an earthshaking thud and then scrambling to his four, thick legs while Twilight and I crouched in readiness to take off at any second should he turn violent. He was massive now that he was out of the crater. His scaled, dark green back was easily fifteen feet off the ground and with the long neck, his head towered over us. The tail alone looked about as long as a school bus. The one eye not swollen shut burned red as if lit by lava from behind as he gazed down us.

"Thank you... I will make for the hos-" he let out a great, barking cough that sounded like dynamite. "-pital. The Dragons of the West are in your debt." he turned to leave.

"Wait!" Twilight called out suddenly. "Where are all the other dragons?! There were supposed to be lots around here!" she asked.

The dragon stopped and turned towards us, bringing it's head down to our level only a stone's throw away. I could feel the heat and the overpowering smell of sulfur coming from it's breath even from this distance. At this range I could also see that yes... that eye did swim with a liquid like glow behind the glassy surface of it's eyeball. The vertical pupil slid shut to focus on us with keen intelligence.

"You were told wrong. No dragon or drake roam these lands unless they are engaged in the war. You would do wisely to leave this place least a Northern Drake finds you. You'll find them... disagreeable towards your kind."

"That's who you're fighting? The Northern Drakes?" Twilight was going into full bookworm mode. I could picture the quill and book being scribbled in already.

"Our affairs do not concern you!" he growled, "What business would you have with the dragons that lived here anyways?!"

Twilight's head turned and she prompted me with a look of well-what-are-you-waiting-for? that was my cue.

"We need help for a young dragon friend of ours... he... kinda has a problem with... Feracity?" I finally spat. I couldn't help but wince at how awkward it sounded given the circumstances.

I expected at the very least for the magnificent beast in front of us to laugh, much less so I did I expect any help. But his reaction was just as puzzling as the receptionist at the dragon hospital. The great eyeball that wasn't swollen shut rolled with exasperation and he gave a petulant click of it's tongue that reminded me of Scootaloo when I teased her, turning it's massive body away from us to leave before looking back over it's shoulder.

"I have no idea what you are, creature, but it's obvious you're no smarter than a pony." the massive head shook and swung away to the north where it was heading, "Sweet molten lava... coming to a battle ground and asking about Feracity? Unbelievable!" it muttered to itself and began to stomp away.

"Wait!" I called after it but the dragon ignored us. It's large strides took it quickly out of earshot, leaving Twilight and I to stare after it with frustration.

"Errgh! That's twice now! Are all dragons this rude and unhelpful outside of Ponyville?!" Twilight pouted, visibly upset at not getting an answer again, "Or maybe you're just an awful wingpony!" she whirled her frustration on me.

"What!?" I said, growing a bit angry at her comment.

"You're clearly not doing it right, otherwise two dragons wouldn't have reacted the way they did." she replied with a studious air.

Closing the distance between us rapidly with a few, quick steps, I came near Twilight who pulled her head back on her neck slightly at my angry approach with a small look of shock... and maybe fear? I didn't care. I'd had enough of this for one day. I don't know why her comment angered me so much, but it did.

"First of all, princess, you don't even know what a wingpony is! Just because you read something in a book doesn't mean you know everything about it! Fuck! I've never even been to a club and I know more about what a wingpony is than you do!"

Twilight recoiled from me, taking a half step back and raising a single leg up as if I'd slapped her. I immediately regretted losing my temper. She didn't need to say anything... the wounded look in her eyes was enough.

"Shit... I'm sorry, Twilight..." I said, relaxing my posture. "I didn't mean-"

"No... you meant it." she said, cutting my apology off. "I've never seen you get angry before... I must really annoy you." her ears fell.

The muggy, burnt air of the plateau whipped around us, throwing Twilight's mane wildly around the frame of her hurt face. The whole scene... the low, yellow clouds, the orange ground, the smell of sulfur in the air combined with the blasted landscape gave her a look of lonely, lost wanderer... somepony who didn't know quite exactly where she belonged. I guess in some fashion that was true.

"You don't... I just... I'm just frustrated, that's all. We both are..." I took a small step towards her and when she relaxed and allowed me to get close, I leaned over and gently hugged her in that barren landscape. I felt her hoof wrap around me in a strong embrace.

"Sorry, Sparklehead..."

___________________________________________________

Ashley gave up on trying to sleep after the first train arrived during the early morning hours. She wasn't getting much of it anyways, every noise she heard had turned into a monster in her half asleep brain, jarring her awake and leaving her paranoid with fear. When she finally crawled out of the small opening she made last night into the morning light and scrub surrounding the base of the wooden platform, the ponies walking by stepped back with shock at the sudden appearance of the little red dragoness.

"Whaddya lookin at, huh!" she snapped at the small crowd, "Ain't ya ever seen a dragon before! Gowan, Stupid ponies! Get outta here!"

She did her best to stare them down until they began to move again before she moved on, climbing the steps of the train station to sit on the bench outside the large, glass front doors. Ashley sat, miserable and hungry for a while trying to think of what to do before she began to beg for bits from the travelers nearby. Something was different today though, something that captured the attentions of the passers by much better than she usually could but she couldn't figure out why. Soon, she ended up with five bits... enough for a really good breakfast across the street. Something she hadn't had in a while.

Inside the diner, Ashley picked a seat out by the window so she could watch the ponies walking by and when her food came, she ate with gusto. It had been forever since she'd had a big meal like this and it went along way towards making her feel better. But with feeling better came some clearer thinking. She still had no idea what she was going to do or where she was going to go.

A familiar shape caught her eye on the street. It was that human she met yesterday who caught her after she tried to lift the princess's bit pouch. She still felt stupid about that whole thing. She never had tried anything that crazy before and the fact she was caught so easily made her think that maybe stealing stuff wasn't what she was good at.

She watched them walk towards the train station while she used a claw to absently pick at a piece of food stuck between her small fangs when a sudden idea hit her. A castle! she thought, That was where that princess lived and she even said it was huge... I bet I could live there forever and never even be noticed!"

Ashley quickly dropped the four bits on the table that she owed and scampered out the door, giving a little beltch as she did from her fully belly. She hadn't quite figured out how exactly to make her plan work... but she was already moving towards the train station so she didn't lose them and her only chance at knowing where the princess's castle was. She'd been here long enough to know that the next train was due any minute and she'd have to think fast in order to find a way to sneak on.

But they didn't board the train. Instead, they left their bags at the check in counter and immediately turned back towards the door right where she was standing! Ashley panicked, hopping in place for a second while she tried to look for a place to hide. There was nowhere here on the front steps of the train station that she could get behind except for the door itself when it opened and so that's where she bolted to, barely making it before the human threw open the wooden panel. It hit her tail and stopped suddenly, causing a yelp of pain from both her and the human who smacked into it that luckily cancelled each other out so the two didn't notice her.

"You alright?" she heard the alicorn say with genuine concern.

How nice... Ashley thought sarcastically as she nursed her injured tail, They must be mates or something...

It was pure luck they didn't notice her and she listened to their conversation until they passed out of earshot. Something about flying south. She didn't care... Ashley had figured it all out.

Chapter 40

In the early morning after Nightleaf had visited Cloudsdale, as Mason and Twilight slept before venturing out into the Badlands and Rarity shifted around uncomfortably in her bed back in Ponyville with conflicting emotions about Spike and Wilson, life went on as normal in the floating city for almost everypony. The weather factory was running all hours of the day at this time of year and shift workers passed each other in the pre-dawn gloom as one group left, tired and beat with their tails hanging low and the other was just starting, tired and beat in a different way from waking up long before Celestia would do her thing.

The pegasus who worked the early shift assembling snowflakes had been slow to get going that morning, it was hard to get motivated when you were going someplace you hated and knew you didn't belong. His house was way out on a satellite cloud with a few sparse nearby dwellings adjacent to the city's main foundation. When he finally did step onto the stoop of his house, the dark had a quality that only existed while the two royal sisters in Canterlot were engrossed in conversation between their setting and rising spells.

He was about to stretch his wings when something caught his attention out of the corner of his eye. Two ponies, shadowy and furtive, were moving quickly through the gloom with another limp form carried between them. The habits of his former life kicked in before he even realized he was flying towards them.

"Stop!" he commanded with a booming, authoritative voice that echoed from the wall of the house they had almost reached.

The two pegasi froze, but only for a split second. As if communicating via unseen, unheard channels, they dropped the limp form and whirled, rushing at him from two different angles with sudden violence.

But Kaiden was already tensed, his training and instincts from both the war and his more recent service of the mayor's head of security could not be dulled by a simple few weeks of being off the job.

The one coming from his right reached him first with a skilful leg sweep that would have broken his knees had it connected. But Kaiden shot up vertically, spinning his body around and landing a rear hoof to the attacker's snout with a painful crack! that sent him reeling away with fewer teeth. Now the second one was on him, coming up from underneath with teeth barred, aiming to remove a chunk of flesh that Kaiden barely dodged, the jaws snapping closed on thin air less than an inch away from his flank.

Both of the large red stallion's hooves clopped on either side of this one's head with a massive impact, pealing the cloth hood he wore off in the process. The mysterious would-be biter fell in a stunned crumple below on the cloud's surface and as Kaiden paused, noticing the hood in his hooves while he hung vertically in the air, a painful blow landed on the side of his midsection that knocked the wind out of him. Given how hard this was to do for a pony, it only affirmed to him that these two were skilled fighters.

A shot of his wings gave him enough distance to recover before the bloodied mouth of the first combatant snapped at him in an attempt to remove his nostrils. A fast, right hoof from Kaiden to the underside of this one's muzzle and then a powerful left just behind his right eye took the remaining fight out of him quickly with a painful grunt, the only sound other than the impacts from their blows that was made.

They both retreated, the dazed one had already begun to fly off and the dark form of his counterpart soon followed, leaving him alone with the unconscious body they had been carrying. He dropped to where it lay and quickly noted it was a mare, stinking with the sour odor of Sarin root. She was alive and visibly unhurt with the exception of a lump on the back of her head where Kaiden could only assume she had been hit to render her like this in the first place. It was hard to make out her coloring in the darkness but something about her seemed familiar. Leaving her for a moment, he moved to where the hood lay discarded on the lumpy cloud's surface, picking up the object and examining it for clues as to his attacker's identities.

His blood ran cold when his sharp eyes made out the white pegasus with the outstretched wings. It was the ancient and sinister insignia of The Flock. Kaiden's looked at the mare's limp body, "Now what would they want with you?" he mused aloud.

____________________________________________

"Why of all the stupid, waste of time things we could have done!" Twilight fumed as another mile or so of empty landscape passed by us. We'd seen nothing since the large green dragon earlier. Not even a rat.

"Twilight... I don't think we're going to find anything here. This place is a war zone. No dragoness around here is going to help us." I said, "We... we should probably head back. We're gonna have to go fast if we wanna make the train."

The look in her eyes as she flew by my side said she knew I was right. We'd been out here all day with nothing to show for it and even if we found a dragon in the next thirty seconds... we probably wouldn't have enough time to explain everything without missing our ride back to Ponyville.

Twilight slumped in mid-air, defeated. "You're right." she said quietly, her ears laying flat on her head, "Let's go back..."

We made the train with just seconds to spare that afternoon. The attendant was just closing the doors as Twilight and I came in like a bat out of hell from the south, both of us landing awkwardly and Twilight caught the edge of the door just before it latched shut.

"Well, hello folks!" the attendant said with mild surprise as we piled in, "You just made it!"

"No shit..." I grumbled, walking past him as I rubbed my elbow at the sore spot where I'd landed on it.

"Ten... Eleven... Twelve!" Twilight counted out the rooms as we walked by them. We both gave a start whe the train's horn sounded just as her hoof grasped the door handle.

"Ha!" Twilight laughed and pointed at me, "I'm not the only one scared of the horn now, am I?!"

She'd actually been in a good mood the whole flight back. Something about resigning herself to getting Celestia's help seemed to take whatever weight had been on her mind about the whole thing and we'd talked chummily most of the way back to Dodge City. We both weren't happy about failing in our quest to help Spike, but at least we tried.

Room twelve was a bit bigger than the one we had gotten on the train ride here. The beds were in a separate nook around a corner and away from the small living area with a table and two low stools for chairs. We each took one one of these seats, leaning tiredly on the table and watched in silence for a while as the busy surrounding of Dodge City slid by with ever increasing speed.

"Thanks... for coming Mason." my purple companion said after a long silence, "I- I know I asked a lot of you on this trip. You fit in with us so well that sometimes I forget you aren't from here and maybe talking to a grown dragon wasn't something you were used to. It wasn't until that moment at the Badlands that I realized I probably should have not been so... bookish about you." she turned, giving me an apologetic smile.

The way the afternoon sunlight struck her face, illuminating her big purple eyes and making the little hairs on her cheeks glow with a preternatural light showed just how beautiful she could be sometimes. The flecks in her horn even sparkled with the slightest movement as we rocked with the train's motion. I probably looked into her eyes longer than just a friend should.

"It's alright, Twilight. I guess I should be happy I fit in so well that someone as smart as you can forget it so quickly."

She blushed and looked away, knocking a hoof gently against the wooden surface of the table and giving a sigh. We'd left the city by now and in the lowering light, the barren landscape that would go unchanged until Appleloosa stretched out as far as we could see.

"Oh! Our stuff!" she perked up, ears swelling forward and remembering our belongings were supposed to be here waiting for us.

"I'll check the beds." I offered.

Getting up and moving around the small corner into the adjoining room where the two beds were located, I saw Twilight's pack on the bottom bunk and mine laying on the top with the flap facing me. I stopped and cocked my head in confusion in a manner that I'd unconsciously picked up from Scootaloo. It was the bag I'd borrowed from the little orange pegasus... but it looked filled to capacity.

I didn't even own enough things in this world to fill the gigantic bag to that extent and I wondered with apprehension at just what the hell was in there. Did they screw up and give me somepony else's bag that looked exactly the same? Reaching the bed with a stride, I pulled the flap down, lifting the edge to peer inside.

Two glittering red eyes blinked out at me and I heard a small girlish voice say "Aww buck..." just before a wall of orange flames hit my face.

"Gahhh!" I screamed in shock, my brain registering the hot sensation over my face. It ended as quickly as it began, leaving my skin sensitive and a few wisps of hair burned near my temples, scenting the air with an acrid odor. When my hands flew to my face and felt un-melted skin and no pain, I looked at the bag with annoyance and confusion at being startled like that.

"Mason?! What's wrong!" Twilight called out a split second before she was beside me, looking at me with concern. "Why do I smell burning fur?"

"There's something in my bag!" I squawked, still not quite sure why I wasn't a puddle of charred flesh.

"What?! Whats in there?!" Twilight's horn flared with the dangerous red glow of magic as she took a step back, preparing to blast whatever it might be.

"I don't fucking know! I saw two red eyes then bam! Face full of fire and I dropped the flap."

We watched as the bag began to move and then the flap was pushed up by the small head of a familiar young dragon. It was Ashley, the little street urchin who'd tried to steal Twilight's bits.

"What the hell!?" I shouted at her, "What the fuck are you doing in my bag, you little thief?"

"Trying to get some sleep, no thanks to you!" she shot back, slithering out of the bag like a snake and then sitting on the edge of the bed with an unapologetic frown, her stumpy legs hanging.

"But why were you napping here, Ashley?" Twilight's horn winked out and she stepped forward, "Sleeping in a pony's luggage isn't normal..."

"What does it matter to you, princess, I can do whatever I want!" she sneered back. But Ashley's eyes lacked any real malice... in fact, she looked scared to death.

"I'm not so sure the train conductor will agree with you, besides... you tried to fry Mason! That's not very nice, you know!" Twilight said angrily and turned her back, making a move towards the door presumably to summon the ticket taker.

"Wait... Don't leave... please?" her voice came again, this time with a pleading desperation, "Don't... don't kick me out. I don't have anywhere to go!"

"Yeah... right." I said, trying to ignore the sad little girl act I'd seen before on the streets of Dodge City, "We're just a couple of suckers, remember?! I want my bit back you liar!"

Ashley began to cry silently, the glittering red eyes shimmering with moisture, "I'm sorry about that, OK? Brock won't share unless we bring him bits every day and... and..." she searched for words that wouldn't come before she sagged in defeat, tears now falling from her red cheeks that she wiped away quickly, "He took the bit... I don't have it anymore."

"Who's Brock?" Twilight hesitated, turning back to her with the question.

The small red girl sniffed and wiped her snout with the back of her scaly hand absently, "He's the leader of The Underground... the orphan camp under the city." she said miserably, not looking up at us, "He's.... he not really nice. Not like Shepard was."

"So... You're an orphan?" Twilight glanced at me.

"Duh..." Ashley sniffed again and gave Twilight and I a condescending look, "You think I wanna live in old sewer tunnels? I wanna go to Ponyville... I wanna see your castle."

"Why Ponyville? Why my castle?" Twilight asked with confusion.

She gave the type of noncommittal shrug that only a young female could, looking down at her hands. "I dunno... It's better than staying in Dodge City."

"What were you going to do when you got there?" the alicorn pressed.

"I dunno..."

"Do you even know where Ponyville is?"

"I dunno..."

Silence fell on the three of us, broken by the occasional sniff from Ashley. Twilight looked at me, shrugging as if to say she was out of ideas and even though I didn't trust the little shit, it was obvious she wasn't faking this time. The young dragon really had nowhere to go and the desperation of it showed on her face clearly. When I returned her shrug, Twilight looked back at Ashley.

"Mason and I are going to go talk in the hallway. I've put a spell on this room... if you do anything bad, you'll get zapped with magic, understood?" she intoned dramatically to the small red girl.

Ashley's eyes widened a bit before she gave and incredulous reply. "Y- you can't do that... can you?"

"You wanna find out?" her purple muzzle twisted in an evil grin.

Ashley's hands slid under her bottom and she sat on them, shaking her head at the alicorn with big, scared eyes.

Twilight gave a satisfied nod and ticked her head to the side, indicating I should follow her. We left the room and stood outside in the train car's hallway with the door closed.

"Mason... I don't think I can bring myself to turn her in..." Twilight shook her head.

"What? Wait... you're not thinking about bringing her with us back to Ponyville, are you?!" I said with quiet intensity.

"Well..." Twilight's eyes looked up and to the left, her hoof waving around to gesture with her words, "She is a dragon... and we did come here to find one!"

"She's like... barely older than Spike! You can't seriously be thinking she could help him!"

Twilight shook her head, looking conflicted, "Not like... well... I don't think so, I mean..." she looked down in confusion.

"Are you even gonna tell her about Spike?"

"I... I'm not sure yet. It feels kind of weird... I was expecting to come back with an older dragoness to help him. Not one his age. I'm not sure she even knows what Feracity is!"

I wasn't sold on the idea, however. "She's a thief, and don't forget she's already tried to fry both of us without even thinking about it! She'd chew Spike up in a second! I mean.. I like the little guy and all, but he's a softie"

"That's just it, Mason... I don't think Ashley can fire properly. As far as I know, dragons can't just choose to breathe fire that doesn't burn. Spike's weakest flames still vaporize a scroll instantly. The first time on the street I thought it was just a freak incident... but now after she tried it on you? Nuh uh. Something's not right." she shook her head and looked at the closed door with concern.

"A dragon that can't breathe hot fire?" I said with an incredulous smirk.

"I think so. And she's an orphan, Mason. She wouldn't survive alone with out her fire... Young dragons are rare and ponies pay big money for them. I should know! Do you know how many times I've been offered a crazy amount of bits for Spike by the caravans that come through Ponyville?! Somepony will grab her Mason..."

I looked at my companion for a moment, realizing that she saw more truth in this situation than I ever could. She may be a nerdy book worm, but she had a good heart that couldn't be denied.

"So... what. Are we just gonna go in there and say Hey! We'll take you back to Ponyville, Ashley! Forget all that stealing and frying stuff! And by the way... here's our boy dragon friend who happens to have a hormonal problem and wants to screw anything that moves! Can ya take a look and see if you can give him a hand? Does that sound about right or did you have something else in mind?" I couldn't stop the strong tone of sarcasm from seeping into my voice.

"Well.. not exactly." Twilight was completely unphased by it, "But I think we should take her to Ponyville. I... I don't think I could sleep if I knew I had a chance to help her and didn't try. Maybe she just needs to be around some caring ponies for a while and she won't be so... so mean?"

"Where's she gonna stay?"

"Applejack's guest room is open again, right?" Twilight suggested.

"Seriously?! What, is the farm like Ponyville's orphan boarding house?!"

She gave a resigned sigh, "You're right... Applejack has taken on you and Scootaloo already. I'll still ask her, she's always fine with it as long as whoever stays there is helping out around the farm. If she doesn't agree then.... then I guess I'll take her."

We met each other's eyes, her purple rimmed gaze told me her mind was made up. "This is all you, Twilight. I don't think it's a good idea, but... you're right. We can't just turn her away if you really think she needs the help."

My mention of this being her responsibility caused a split second of doubt to creep over her face before she covered it up with forced determination.

"You gonna be nice to her?" she asked me with a small smile.

"As long as she doesn't try to steal anything... I guess." I shrugged back.

Twilight's face softened and her hoof came up to touch my arm lightly, "Thanks." she smiled and then slid the door open to the cabin.

"Twilight?" I stopped her, putting my hand on her shoulder.

"Yeah?" her happy eyes met mine.

"Did you really cast a spell on the room?"

She only gave me a peculiar smile before walking into cabin twelve where the little red dragon sat waiting for us.

_______________________________________

Ashley sat on her hands and waited.

She really didn't believe the purple one about the spell but she wasn't in the mood be be zapped just in case she was wrong. Besides, Ashley had nowhere to go anyways. She'd run out of places to hide from the world around her and the fact she was alone in it. Maybe she could just lie to them for a little while until the train stopped and then she could try her luck wherever that was? Alone. In a strange place. With no bits.

Her eyes welled up with tears again and that only served to frustrate Ashley even more. She's cried more times in the last day or so than she'd ever remembered. That fact didn't sit well with her checklist of being a dragon that didn't take shit from nopony.

When she'd climbed into the human's stupidly large bag inside the station while the attendant wasn't looking, she only intended to take a short nap while the day passed and the train arrived. She was supposed to slip out and hide in the bathroom or something after the bag was loaded and stay there until she got to Ponyville but somehow had fallen into a deep, exhausted sleep. Not even the bag being thrown onto the the bed had woken her up. Never once did her plan involve actually meeting these two and now that she'd been caught and the train was moving, she was stuck.

No matter how hard she tried to convince herself otherwise, Ashley knew her only hope was that these strangers didn't get her thrown off the train. Maybe she could still sneak into the castle if she got there... it was supposed to be huge, right? But she didn't think that was going to happen. They didn't know her and she didn't know them. Nopony just helps strangers out like that unless they want something in return and Ashley had nothing... they knew it.

When she heard the door open, her head came up and her sparkling red eyes focused on the corner where the purple one and the human appeared. The human looked mad... but then again, she had just tried to flame his face, she couldn't blame him.

"Ashley, My name is Twilight Sparkle, and this is Mason." the purple one said easily enough.

"Kay... hello..." Ashley said cautiously.

"We were..." Twilight stopped and gave the human a glare before stomping lightly on his foot, "Say hello, Mason!" she whispered forcefully.

Mason shot Twilight a look before his blue eyes turned to her with a blank look. "Hello, Ashley." he said flatly. In spite of the situation, Ashley let a small chuckle escape at the pair's antics.

"Anyways..." Twilight continued, rolling her eyes, "We.. we're not going to tell the ticket taker you're here Ashley. We want to talk to you about something."

Ashley frowned with mistrust, trying to guess at what these two wanted with her. "Why?" she asked apprehensively, dragging the small word out and ending it on an uptone.

"We want to help you. Running around Equestria as a young dragon isn't very safe... especially one with fire problems." Twilight added and Ashley bristled at the fact she'd been figured out so easily.

"Oh yeah? What makes you think I got fire problems, horn head?!" Ashley growled and hopped angrily down from the bed to stump to the alicorn who didn't budge.

"If you don't... then why don't you cook me right now and prove it!" Twilight challenged, lowering her head so she was eye to eye with her.

Ashley's pulse quickened. Her bluff had been called but she wasn't willing to admit it.

"What if I don't wanna, huh? What if I don't wanna watch a stupid princess rolling around in pain on the floor while her fur burns and stinks the whole train up?!" she leaned in and pressed her snout against Twilight's for added effect.

"That's my problem, not yours! I've never met a dragon who wasn't willing to prove how hot their flame is! So go ahead, my magic will protect me from your big bad flames, Ashley!" Twilight mocked.

Ashley was out of cards to play. Twilight stepped back and she watched her horn flare with a pink light, causing a bubble to appear around her purple body just out of arms length.

"Go ahead!" Twilight's voice sounded a bit muffled from behind the protective barrier and she looked impatiently at her, waiting for Ashley to do something.

She looked from Twilight to Mason who stood there with his big ol dumb arms crossed and then back to Twilight. Frustration and self loathing at her own stupidity for getting into this mess in the first place welled up and she couldn't maintain her facade any longer. They had her.

She felt her shoulders sag and she looked at the floor. "Y- you don't need that spell, Twilight. I can't even light a candle..." she said in a small, miserable voice, hating the admission and the way it sounded coming from her.

She didn't see Twilight move close, but she felt the hoof that gently wrapped around her shoulder in a hug and she looked up into a caring and warm purple face with friendly eyes.

"Now can we talk?" Twilight smiled at her.

Chapter 41

The same morning that Twilight and Mason were waking up together in the motel in Dodge City, Applejack rose early and checked on Spike before she headed out into the south orchard. Rarity must have left sometime in the night and only the outline of her body in the dust where she must have laid for several hours showed any trace she'd kept vigil there during the night.

Lifting the edge of the blanket, she looked in on the young dragon who was still asleep, curled in a ball. He looked a little better, his scales were clean and the smell of something vaguely reptilian and biological that had hung around him like a cloud lately had dissipated. Satisfied he was doing alright and not wanting to disturb him, she let the blanket drop and moved off to the south.

After spending most of the morning checking on the crop, she decided to stop by Ol' Grandad this morning and see how it was doing. The ancient apple tree was here when her family settled the farm and is the last remaining one of the original plants that was around since Apple family time began. It was massive and old... So old that Celestia herself said that the tree was mature even when she was a filly and could always be counted on for filling up at least three carts worth of apples alone every season.

Legend had it that however well that tree was doing in a given year, the farm would follow suit. Applejack wasn't a believer in superstition much, but she'd been told this since she was old enough to listen and it was the only mumbo jumbo she allowed herself to indulge in. The practical farmer believed it more than she'd ever admit to anypony.

As she neared the border of the southern orchard, she could see it's canopy towering in the distance behind the neat and orderly rows of planted trees. This orchard was the first one planted by her ancestors and it's trees were the oldest, giving the farm the biggest crop every year. Applejack secretly attributed this fact to the close proximity of Ol Grandad but she would rather have her tail hairs pulled out one by one before she'd say it aloud.

Applejack chastised herself for getting lazy, not venturing beyond the southern most row to see the old tree in quite some time. But the way she saw it, trees didn't notice time like ponies did. A year of not visiting it wouldn't hurt much... not to an old soul like that.

When she passed the last row of planted trees and saw the massive trunk of Ol' Grandad in the distance alone on the small rise of land, she smiled just like when she was a little filly. How could you not? she thought, A tree like this is special and the fact that I have one on my farm is a wonderful thing. It was this tree that Applejack would run to when she needed to talk to somepony during that horrible time in her life surrounding her foal. Ol Grandad listened to her when Rainbow Dash couldn't and it held a special place in her heart.

"Why hello there, Ol Grandad!" Applejack called out to the tree, not expecting a response but it was her habit to talk to it, passed down through the generations from ancestors that she couldn't remember the names of. Granny Smith swears it answered her once when she was a filly, but Applejack didn't believe her ramblings these days one bit.

She checked it's trunk for signs of Apple Beetle infestation carefully and found none before pressing her ear to the trunk. She'd been taught to listen to the wood for the tell tale signs of the pests under the bark by her father and everything seemed fine. But when she craned her head to look up at the underside of the tree's canopy, she felt her heart stop. Something wasn't right.

Applejack could see most of the branches on the underside were withered, the leaves hung limp with a sickly green color that she'd never seen in all her years of farming apples. Most of the time, a leaf would turn yellow if there was something wrong with a tree and you could easily spot it from a mile away.

"Grandad...? What's wrong with ya?" she asked, the tremble in her voice betraying just how much this tree meant to her.

Several minutes later, she returned with the ladder and climbed up into the lower branches to take a look. A black substance was spreading out from the trunk and on every limb it touched, the leaves were hanging limp and lifeless. It was like death itself was clinging to the chocolate brown bark, seeping out to slowly choke the life out of the old tree.

She nearly fell off the ladder with panic in her rush to get down. Fear gripped her stomach as she ran towards the farmhouse as fast as she could, desperate to ask the only pony she could think of who might know what to do right now. Twilight was gone and Spike was incapacitated so she couldn't get in touch with Celestia. That left only Granny Smith.

"Granny!" she yelled, kicking open the kitchen door and scaring the Tartarus out of Apple Bloom and Scootaloo who were making a nice lunch for Spike outside. The two girls jumped straight in the air, their tails shooting out behind them in a rigid line and they almost spilled the bowl of greens they were mixing.

"Good gravy, ya'll! Somethin's wrong with Ol Grandad!" Applejack cried.

"Wut?" Apple Bloom's were still wide with the sudden scare her sister had given her. "That ol' tree way out past tha orchard? Why... I fergot it even was there!"

"Hush up, now!" she dismissed. "This is important! Where's Granny?" she looked around and didn't see the old pony anywhere.

Apple Bloom gave a frown at her rudeness, "Well, she n Big Macintosh went ta Ponyville this mornin'. Don't cha remember?"

"Yeah! Granny said she needed new teeth or something..." Scootaloo giggled.

The younger ponies weren't taking her seriously and it was getting her hackles up. She almost let loose on them but figured it wouldn't do any good. She just had to find Granny fast and decided she'd better run on into town to find her. With a frustrated groan and not another word spoken, Applejack whirled on her hooves and bolted out the door, leaving the two younger ponies staring after her with confusion.

"What in tarnation?" Apple Bloom looked at her orange friend.

Scootaloo shrugged. She really wasn't interested in the drama of a tree right now. She missed Mason terribly and was eager to tell him all about her mother when he got back. Only one more day... she thought, My mom is supposed to come by again soon too...

The two girls finished making Spike a nice gem shard salad with apple dressing and brought it out to the hungry dragon. They both felt bad for him and didn't understand why he needed to be in a cage. Spike was always so nice and the vague reasons Applejack had given them for his being in there didn't make any sense.

Sure, they could both see that little tube of flesh that hung from his belly, sometimes limply like noodle and other times sticking up like a poker, and both of them knew plenty about what that was probably used for. But growing up with the occasional stallion walking around with his penis hanging out had desensitized them to the sight. Granted... it was a little odd seeing Spike's but they didn't let it bother them.

They sat outside the cage and talked with him for a bit while he ate. Near the end of the meal though, he began to feel sick again... or at least that's what Applejack told them he was when Spike would start to stare off with a vacant expression and that tube of flesh would become red and stiff. Supposedly Mason and Twilight were supposed to come back tomorrow with a girl dragon for him... and that was going to make him better.

"What's Ol Grandad?" Scootaloo asked Apple Bloom as they cleaned up the mess they made in the kitchen a little while later.

"Oh... it's just that big ol' tree you kin see from tha clubhouse that sticks up high... you know, the one we wanted to zipline from along time ago but Applejack wouldn't let us?"

"Oh yeah..." the orange pegasus nodded, "Why do you suppose Applejack's so worried? Don't trees get sick all the time?"

"Yeah... it is kinda weird. Mah sister already knows plenty 'bout trees. It's not like her ta get all flustered over a single tree gettin' sick."

"Maybe we should go out and look!" Scootaloo suggested, placing the clean dish she'd been washing on the towel to dry. "I kinda wanna see it anyways up close!"

Apple Bloom thought about it for a moment. It had been years since she'd visited the farm's totem, not since Applejack made her go that far out into the south orchard back before she even knew Scootaloo and Sweetie Belle. She never saw what the big deal was, it was just an old tree and couldn't understand why everypony thought it was so special. But she did want to get out of the barn for a while, and a nice walk sounded like a good idea.

It was a good distance there and the two friends talked excitedly about Mason coming back as Apple Bloom walked and Scootaloo rode her Mark V. They both missed him, but Scootaloo felt the worst of their separation that was made only more painful by the sudden reappearance of Scootaloo's mother. She just couldn't wait to have Mason meet her even though she felt a little guilty because she didn't tell her mom she had a foal on the way. There was something about that detail that she didn't feel quite ready to share with Nightleaf yet but she didn't know why.

When the two girls caught sight of the enormous tree, the both smiled. They found they couldn't resist doing so in the presence of such a magnificent living thing and as they walked under the edge of it's towering limbs, Scootaloo gave an impressed whistle.

"Wow... this is huge!" she said.

"Ya hafta say hi to it... that's what I remember Granny always tellin me." Apple Bloom informed her friend.

"Oh," Scootaloo's ears flattened a bit. "H-hi Ol Grandad!" she said, feeling a bit sheepish talking to a tree. Scootaloo wasn't surprised when the tree didn't say hi back. "Don't you think it's a little weird to be talking to a tree, Apple Bloom?" Scootaloo shot her friend a sideways glance.

Apple Bloom only shrugged, looking up into the limbs overhead. The redheaded girl could see what her sister was upset about now. The leaves up there did look sickly but she didn't know anything about tree illnesses to understand the why's or how's.

"That's where Applejack musta climbed up at, look!" Apple Bloom pointed at the ladder still leaning against the trunk.

"You should go up there and see! I dare ya!" Scootaloo challenged her, knowing her friend's general fear of heights.

"Whut!" Apple Bloom sneered. "Nuh uh! I ain't climbin' up no ladder ta look at some sick branches! You outta yer mind Scootaloo?"

"You.... chicken?" Scootaloo's eyes narrowed with a playful grin.

"I ain't no chicken, Scootaloo! Cut it out!"

"Chicken! Chicken!" Scootaloo called, laughing now and making clucking sounds as she moved around her friend.

Apple Bloom's cheeks burned with anger. "Fine! I'll show ya I ain't no chicken!" she finally shouted, "Anythin' ta get ya ta shut up!"

She stomped over to the ladder and began to climb, ignoring her body's reluctance at the idea. She'd had enough of Scootaloo calling her chicken, darn it... Apple Bloom hated to be made fun of like that and it didn't help that she was smart enough to know when her buttons were being pushed. When she got near the top and the limbs were within a hoof's reach, she stopped. Suddenly scared to look down.

"T-there... ya happy now Scootaloo!" she yelled with her eyes screwed shut.

"Ha! I guess!" her orange friend called out from far below. "But ya forgot to say hi to the tree before ya climbed it, fuzzbrain!" she laughed.

"So! I climbed up here... s- so there!"

"Fine, fine..." Scootaloo dismissed with a wave of her hoof, rolling her eyes, "Say hi and come down then... you aren't a chicken, I guess."

Apple Bloom felt a little silly. She didn't know why she was even listening to Scootaloo right now and gave a resigned sigh. "Hi Ol' Grandad..." she said half halfheartedly.

"Apple Bloom." A deep and creaking voice immediately whispered. It was faint, but she definitely heard something say her name.

"Huh?" she said aloud, her yellow ears swiveling to catch the source of the voice but she heard nothing other than the rustle of leaves. With her eyes open now, she could see the black fuzzy stuff that coated the limbs up here and she found herself intrigued, forgetting her fear and moving higher to inspect it.

"Hey!" Scootaloo's voice called up from the ground, "You alright?"

"Y-yeah!" Apple Bloom called down absently. The black fuzz seemed to be moving, like millions of tiny microscopic dots that undulated and waved. The motion was capturing her attention with a deep fascination and she felt like she understood what was happening on some deep, fundamental level that she couldn't quite reach yet. She shook her head to clear whatever spell had come over her and began to climb down.

"Help..." came the whispering voice again and Apple Bloom froze. She heard it clearly this time... and it seemed to be coming from the tree, filled with a desperate need.

"H-hello?" she said and waited several long moments on the ladder.

But only the wind answered her.

_______________________________________________

Apple Bloom couldn't sleep that night. Scootaloo was snoring softly in the bed next to her, long abandoning their shared cuddle the two girls had developed a habit of this last day or so while Mason was gone. They'd even kissed experimentally a couple of times... just to see what it was like, of course. Both of them admitting to liking it in the quiet darkness of their room.

But it wasn't Apple Bloom's thoughts of Scootaloo's lips that kept her up, it was that voice. The voice of the tree. She'd been distracted all evening and tried to get it out of her head but it kept coming back, floating to the surface of her mind like a bobber on a fishing line cast into the river on a lazy summer day. No matter what she did, that strange, creaking voice that echoed of uncountable years kept pleading in her mind, calling to her... Apple Bloom... Help...

She threw back the covers with a frustrated grunt, not quite believing she was about to do this. Leaving the room and quietly padding as much as her hooves would allow, she moved through the barn, delicately opening the kitchen door and slipping out into the pleasant air of a late summer night.

Spike's voice called out to her from under the blanket as she passed by, causing her to curse herself for not going out the front door.

"W-who's there?" she said hesitantly.

"Ssshh! Spike.. go back ta sleep!" she whispered.

"Apple Bloom? W-where are you going?" came the young dragon's voice.

"None of your beeswax Spike, now hush up!"

The red head didn't know why she was being secretive about this but something felt intensely personal and private about what she was doing. She quickly left the barn behind and broke out into a gallop as soon as she hit the first row of trees belonging to the south orchard. A sudden sense of urgency hit her as she ran through the darkened trees, as if every step she took towards the old tree was pulling her faster and faster.

The orchard broke and she sprinted across the clearing and up the small rise where Ol' Grandad stood, dark and brooding against the starry sky. She wasn't sure why she was running so fast and came to a skidding halt just before the base of the trunk that was easily wider than their largest farm cart that only Big Mac could pull. She stood on her back legs, putting a single hoof on the trunk for support and looked up at the tree, panting with the effort of running so fast.

"I... I'm here... Ol Grandad... I'm here..." she said to the tree.

The sound of insects stopped when she spoke, causing a silence that permeated the girl's mind with a weight that felt like a thick blanket had been dropped over her head. Nothing moved except her chest as it heaved, trying to recover from the long run. First one cricket, then another started singing again and soon the symphony of the nighttime grasses was in full swing around her once more.

She felt stupid. She felt like a stupid little filly who let her imagination run away and convin-

"Apple Bloom..." came the slow, whispering words of her name, borne on the sound of the leaves rustling above her, "Help..."

"Y-you can talk?" she said to the tree, not really believing her ears.

"I am the Equ of these trees. Only a life giver of my kind may hear me." came the slow and ponderous response.

"L-life givers? What do ya mean? And what's an Equ?" Apple Bloom's heart was pounding in her chest. She didn't know if she should be scared or amazed right now.

"The Equ are the first. The Equ are the source for all of their kind from the beginning. Only a life giver of Equ may hear our call..."

Apple Bloom stood, her eyes wide and staring at the massive trunk. "You mean... Y- you were the first apple tree in Equestria?" she asked in a small, amazed voice.

The voice didn't respond for moment, and after the long pause she heard:

"No.. in all of Equus. Help me. You are a life giver. I am dying. Without me... all of my kind will soon follow."

Chapter 42

Ashley gobbled down a second plate of food I brought her from the dinner car that evening with little regard for making sure it all got in her mouth. She ate like you would imagine somepony would who didn't know when the next time food would be around.

"Ashley," Twilight chuckled, grinning at her patently, "Slow down... there's plenty more you know."

The little red dragoness with white spines running down her back paused, a handful of corn half way to her mouth. Her eyes narrowed suspiciously at Twilight for a moment before she relaxed, opening her claws and letting the kernels fall back onto the plate with a light plopping sound while she chewed the food already packed into her stuffed little cheeks.

She'd warmed up to us some since Twilight had forced her hand into admitting she couldn't breathe fire properly and I'd let the two girls do all the talking so far. Ashley seemed to know quite a bit about what was going on with the dragons in the Badlands and when she'd swallowed the mouthful of food, washing it down with some water, she continued.

"So anyways... yeah. The Northies and the Westies have been fighting like that for as long as my tutor could remember. She said it started over who could live in the Badlands or something... and she said that place used to be really neat, like all green and stuff. But the fire fights basically ruined it." she scooped up a smaller handful of corn this time, one that didn't stuff her cheeks like a squirrel.

"But where did the dragon hospital come from? And why is there a pony city around it?" Twilight asked.

Ashley shrugged, "I dunno... never bothered to ask." she dismissed and stared at Twilight vacantly through another mouthful of corn.

"Your parents, Ashley... Were they... were they in the fight? Is that why you're alone?"

The girl snapped to a laser focus on Twilight, her head twisting to the side as she leaned back from the table, glittering eyes darted left and right as if she was looking for a place to escape.

"W- why ya wanna know that?" she said defensively, "Why do you care?"

Twilight Sparkle reached a hoof out, sliding it across the table to lightly touch Ashley's claw that still had a few stray pieces of corn stuck to it. The young orphan's eyes flicked between the hoof and the purple eyes of its owner.

"I care... we care." Twilight included me with a nod, "Friends care about each other Ashley... we want to know about you and how you came to be alone in that big city by yourself."

She stared at Twilight for a moment before her ruby colored eyes touched mine. There was reluctance there, but also a glimmer of hope. Ashley returned her guarded look to Twilight and sighed.

"My mom and dad were Northies..." she began, dropping her gaze to the table, "I kinda remember it, but I was really little. The Westies came to our nest and kicked us out... there was lots of yelling and I remember my mom holding me while they argued with my dad."

She stopped and one of Ashley's claws toyed absently with a small tomato left on her plate, "T-there was fire... I remember that much. My mom carried me away with her somewhere... I don't know where. She......she put me down and told me to stay put. Don't wander off Ashley or I'll bake your tail! You hear me? I remember her saying that. H-her voice had gotten really weird..."

The bottom lids of Ashley's eyes grew moist and her mouth suddenly went firm, her lips pressing together in a pained expression as the claw playing with the tomato slowly speared into it, causing the red juice to seep out and leak onto the table top.

"S-she told me she was gonna go get my dad... and she'd be right back and then she left me" her voice cracked a little, "But it got dark... and then I got cold. I- I waited there for a really long time." she sniffed and rubbed her nose with the back of her claw, her eyes still focused on the speared tomato on her forgotten plate.

"How long Ashley?" Twilight asked softly.

She gave a small shrug, "I dunno... 'prolly a few days I think. I don't remember really."

"S-she never came back, did she?"

Ashley's head jerked up to glare at the mare, "Duh! You think I'd be here if she did!" she snapped, wiping her fierce eyes with the hand that still had the tomato stuck to it, "You got any more dumb questions?!"

"Ashley... I'm sorry. That's horrible!" Twilight shook her head, visibly shaken by the little dragon's story.

"Yeah, well... who cares, right? I didn't need 'em..." her voice sounded like she was convincing herself more than us, "Shepard took care of me better 'n they did anyways!"

"Who's Shepard?" the alicorn asked and Ashley sagged back in her chair, biting the tomato off her claw and chewing it slowly.

"Shepard found me... and he took me to Dodge City to live with him. But he's gone now too, so..." her head dropped along with her voice, "... so that's why I was gonna sneak into your castle and live there."

"We're your friends now... You don't have to sneak around us anymore, OK? We'll find you a safe place to stay."

Ashley's head came up and she looked at Twilight sadly, "You don't have to pretend, ya know. I'm not stupid. You just wanna be nice to me 'cause I'm a young dragon and worth a lot of money..."

"Ashley..." Twilight said, horrified. "That's just not true! Why, I'd never ever dream of selling Spike... or any other creature for that matter!"

"Spike?" her red face cocked up, confused, "Who's Spike?"

"Spike's my friend... and my assistant! He's a boy dragon not much younger than you and I've raised him ever since he hatched!"

"You have a dragon for an assistant!" Ashley's face cracked in a smile. It quickly changed to a sarcastic laugh. "Bwah ha! Hahahahah!" she gripped her sides and her little stumpy legs kicked on the chair, "Oh wow! He must be a real soft scale if he's an assistant to a pony!" she continued to giggle for a bit but then stopped awkwardly when she caught the look on Twilight's face.

Twilight had a glorious ability to give the look of death.

"S-sorry..." Ashley quieted down and put her hands in her lap, "I'm sure he's a really nice dragon..."

"Spike is more than just a nice dragon!" Twilight fumed, "He's honest, and loyal and... and the best friend a librarian could ever ask for! Why... you would still be wandering the streets in Dodge City if we weren't here to help him in the first place!"

"OK! OK!" Ashley said, holding her hands up defensively, "I'm sorry... It's just... wait, what were you looking for in Dodge City?" she asked.

Twilight let out a sigh, "Spike has... well... you see.." she struggled with the words, "He's got a problem and... and you remember how we asked you where some older dragons were when you met us?"

"Yyyeeaah?" Ashley said cautiously.

"Well.. he.. I mean we..."

"Spike has Feracity and we were looking for a dragoness to help him." I said flatly, speaking up for the first time during the entire conversation. I just couldn't watch Twilight fumble around anymore. She really was sad watch in that condition.

Ashley turned to me with surprisingly no signs of revulsion or hesitancy, "Wow... Really? That sucks." she said simply, "So... why don't you guys just take care of it? It's not that hard. Every boy dragon gets it at least once when they're my age... or at least that's what my tutor said." Ashly shrugged indifferently.

"What!?" Twilight's ears shot stiff on her head, her purple eyes bulging with disbelief, "It... it's not about it being hard.... it's about... it's about..." she panted with exasperation.

"It's about what?" Ashley asked, visibly not understanding what Twilight was so worked up about. "Jeeze... don't tell me you ponies can't figure out what to do..." Ashley's eyes narrowed suddenly and her red face turned towards me, "Waaaiit... How long has he had it?"

I shrugged, "I dunno, Twilight?"

"A- about two or three cycles now?" she said with uncertainty.

Ashley's jaw sank to her chin with childish exaggeration. "Y- you let him go for that long?" her eyes widening in horror, "You ponies are messed up... that's like... that's like evil or something!"

"Well that's easy for you to say!" Twilight bristled, "We're not dragons!"

"What does that have to do with it?!" she fired back, "I thought you said he was your friend!?"

"He's my best friend!" Twilight got up and pressed her muzzle angrily against Ashley's.

"Alright!" I shouted, "Knock it off!

I grabbed a hold of Twilight's flank, just in front of her rear hips and dragged her away from Ashley. Her hooves made a hollow, scraping sound on the hard floor of the cabin.

"Ashley, we were told he had to helped by another dragon... that's why. If we had known a pony could do it then we probably would have found a mare in Ponyville or something. Spike's the only dragon around where we're from."

"I still don't get it...." she shook her head, "Why didn't you just take care of it when it started? You've got hands like ours, human... You could do it easy."

Now it was my turn to balk. "W-what? I- I couldn't do something like that to Spike! He's like... like my little brother or something!"

"Wow... you ponies are like... just wow." she stared at me, dumbfounded.

"Ashley... c-can you help Spike? I'm only asking because you... you make it sound like no big deal." Twilight finally asked, "And I don't know where else to go..."

She shrugged, "Sure... I guess. I don't know why you need me for it but I'll take care of him if you ponies are too shy to do it!"

__________________________________________

The rest of trip passed pretty much uneventfully with the exception of Ashley needing to use the bathroom.

If it wasn't for Twilight's keen observation and forethought, The dragoness probably would have gotten herself thrown off the train when her hand reached for the door just before we were going to bed.

"Wait!" Twilight yelled, "You can't go out there!"

"Huh?" she turned.

"If one of the train workers sees you, he'll know you snuck on the train without a ticket! You kind of stick out, ya know."

Ashley let her hand drop from the door, turning to us with an urgent look, "Well then what am I supposed to do?! Just go here on the floor?"

"We need to hide you somehow..." Twilight's hoof came up and pressed against her chin thoughtfully, "I know! Mason can carry you in his bag!"

"Huh?" My head came up upon hearing my name, "Hey... leave me outta this." I waved a hand at them.

Ashley began to hop back and forth on her stubby red legs near the door, the urgent look on her face growing. "Pleeeaase?" her eyes bore into mine with desperation.

"Come on Mason, help her..." Twilight smiled and gave my hip a gentle prod with her hoof.

I grunted and rolled my eyes, getting up off the seat and moved to collect my bag. As Ashley climbed into it, I asked Twilight why she couldn't just carry the bag with her magic instead.

"That would be way to obvious! An alicorn walking down the car with a large bag held over her head? Nuh uh... it will be less conspicuous if you were just walking naturally with it over your shoulder!" her eyes closed in that self satisfied look that said she'd already convinced herself she was right.

It was no use arguing and I picked the bag up, slinging it with Ashley inside carefully over my shoulder. It sagged with obvious weight but she really wasn't all that heavy. She let out an "eep" when she bounced against my back, reminding me with a muffled voice to hurry.

The bathrooms were at the far end of the hall and it was a good thing Twilight was thinking ahead. The ticket taker nodded to me as I passed by his recessed nook in the hallway where he sat, surrounded by various items for sale that an overnight traveler might forget. Apparently he also manned the little store when he was done doing his rounds.

But what none of us though of, was the whole gender thing.

I reflexively entered the stallion's room and it took me a moment to realize this wouldn't work. There was already one guy in here, finishing up his business on one of the magic boxes that sat in a row, open for all to see and there was no place where Ashley could use one without being seen!

I backed out of the door and stood in the hallway for a second, a wave of panic washed over me as I realized I had no idea if things worked the same in girls bathrooms as they did back home. They were usually just a bunch of private stalls where as men's rooms had a more... open layout.

Glancing around quickly to make sure the ticket taker couldn't see me from where he sat, I slowly pushed open the mare's room and gave a sigh of relief when I saw that not only did it appear deserted, there were little rooms built around the boxes in here.

I slipped in, moving quickly to the far stall and shut the door behind me, latching it before gently setting the bag with a disgruntled Ashley in it on the floor. I helped her get out and then we stood, looking at each other with an almost comical pause when I realized just how awkward this had suddenly become.

"Go on! Get outta here!" she whispered.

"I can't! This is the mares room! If somepony comes in here while I wait outside I'll be seen!"

"Are you kidding me!" her voice grew louder. "I'm not going with you standing there!"

"Look.. I'll turn around, OK?"

"No! What are you, some crazy weirdo who likes this kinda thing?!"

"What? I am not! This is your fault... don't blame me!" my own voice rising above a whisper now and echoing in the empty room.

"Mason..." she pleaded, using my name for the first time ever and tensing with real need, "Please! I can't go if you-"

Her mouth snapped shut when the sound of the door opening echoed loudly around us. Two mare's voices filled the room, talking loudly.

"Ha Ha! Did you see that colt's face!" one was saying.

"Oh I know! It's like he'd never seen mare up close before!" the other chimed in.

Ashley's eyes bulged, her hands going to her belly and she crossed her legs. Too late I realized our feet could be seen under the gap of the walls and I slid around Ashley to step up onto the sides of the box, the strange, vibrant grass directly under me.

The mares continued to talk, neither of them moving into the stalls nearby and I wondered just what the hell they were doing. When Ashley crouched down with a small, painful grunt and her face screwed up with intense concentration, I knew she was about to lose control of herself.

"... and then he was like Oh my goodness! What is that smell?! Hahahah!" the two voices laughed riotously.

The seconds ticked by and the mares continued to talk. The little dragoness looked to be at the point where she couldn't move anymore and the desperate look on her face was heartbreaking. Rather than have her explode on the floor, I did the only thing I could think of.

I quickly picked her up under her arms and set her in front of me on the grass. A jet of clear liquid shot from under her tail as I did, leaving a small puddle at the edge of the box before I plunked her down between my legs. She gave a small, chuffing grunt and then let go completely, her urge finally outweighing the need for modesty. I looked up at the ceiling, trying to give her at least some privacy while she did her business and the wild, thunderous odor that reached my nose briefly almost caused me to gag.

The mares talked for what seemed like and eternity, far longer than what Ashley needed to finish up and that left us with plenty of time to stand in an uncomfortable silence together in the tiny stall, rocking back and forth with the train's movements while listening to the two mares talk about teasing some poor colt about his erection.

When they finally left, I let out a sigh of relief. Ashley however, punched me on my thigh with a wounded look on her face. It didn't hurt, but it surprised me none the less.

"You bucking sicko!" she snarled, "Hope you got your thrill from that!"

"Knock it off, you ungrateful little shit! You'd have crapped on the floor if I hadn't picked you up!" I frowned.

She glared at me for a moment longer, probably looking for a hole in my logic before she stepped into the bag again, pulling the sides up around her. Surprisingly though, her face relaxed just before she pulled the flap over her head, she even gave me an embarrassed half smile.

"Thanks... I guess." she muttered.

I managed to get back to our room quickly, passing the ticket taker on the way with a nod and entered the safety of cabin twelve. Twilight had already climbed into bed and was writing in her book when we came around the corner. Her purple face lit by her horn's pale glow regarded us and she nodded to the pile of blankets in the corner.

"I found a few extra blankets and made you a bed there, Ashley." she said with a happy smile.

The dragoness stumped over to the pile with a grunt of acknowledgement and slumped down with her back to us, curling her tail around her in a red ball.

"E- everything alright?" Twilight asked me with concern.

"I don't wanna talk about it..." I said, hopping up into the upper bunk and stretching out, soon falling asleep while listening to the scritching sound of Twilight's quill in her book beneath me. Sometime later, I awoke in the confusing, timeless dark that only happens in the middle of the night.

For being such a small dragon, Ashley snored like a fucking chainsaw. But at least she was sleeping peacefully. As I lay there listening, I tried to soften my outlook towards her. She got on my nerves with her abrasive, tough-girl attitude. But now that I knew her story a little more, I guess I couldn't blame her.

I had no idea how this would play out with Spike, but I tried not to worry about... that wasn't my damn problem anymore. We'd found a dragonness in Dodge City who was going to help him... even if she had been the one to find us instead.

Chapter 43

As Mason lay listening to Ashley snoring on the train, moving along through the darkness of the barren landscape between Appleloosa and the southern edge of the Everfree forest, Apple Bloom was having a mental breakdown. Ol' Grandad, the Equ of Apple Trees, had opened her eyes to a world she never knew existed and now she couldn't unhear the trees as she walked in wide eyed wonder to the barn.

At first, the voices were muted and could be barely heard. She stopped several times on the walk back to listen closely but couldn't make out what she was hearing until she pressed her ear to the trunk of a nearby tree, feeling a little foolish. When the rustling voice greeted her... she stepped back, amazed.

"No way..." Apple Bloom had said aloud. "Tha... tha trees kin talk!"

The voices grew quieter and harder to make out the further down the orchard rows as she went. The trees were younger here and she somehow knew that this was the reason why. Part of Apple Bloom's mind knew she should be freaked out hearing them talk like this but for some reason, it just felt right... like a forgotten memory of a comfortable skill that had recently had surfaced.

Applejack... she had to tell Applejack! That was the only thing she could thing of as she began to gallop back towards barn. It was the middle of the night, and Luna knows how cranky her big sister could be when she was woken up like this but still... this was major! The old tree had told Apple Bloom she was a life giver and she just had to know what that means, especially if it meant saving the old tree from dying!

She entered the barn at a trot, not caring if her hooves clopped loudly on the floor and when she reached the top of the stairs, she flung open the door to her sister's room.

"Applejack! Applejack! Wake up! I gotta tell ya somethin'" she cried out.

Applejack, who was deeply asleep and laying spread eagle on her back in her cozy bed, jerked awake with a start. "Huh! Wuzzat! Who dun took all tha puddin'?" her eyes whirled around sleepily.

"Tha tree! Tha tree! It kin talk!" Apple Bloom hopped up on her sister's bed, straddling her body with a wide and excited face as she looked down on her sister's puffy, sleep filled eyes.

"What in tarnation are you on about, Apple Bloom?!" Applejack's angry voice was stronger now. She grabbed the clock and squinted at it in the semi darkness of her bedroom, "Why... it's not even close ta Luna's settin spell and yer in here yellin' like it's lunchtime. Now explain yerself!"

"Ol' Grandad! He talked ta me! I'm a life giver an I kin talk ta trees!" Apple Bloom was practically babbling now with excitement.

Applejack's face went flat. The pure, unfiltered look of being unamused at her little sisters game... whatever it is... played out with perfect clarity. "Apple Bloom... if I find out you been in my cider this evenin' I'm gonna tan yer flank somethin' fierce."

"No! I'm serious, sis! Ya gotta listen ta me!"

"No you listen ta me, Apple Bloom! Now you git back inta bed this instant and put this silly dream behind ya cause that's all this is! Trees don't talk and if there's anypony in all of Equestria that should know that for a fact, that's me!"

"If it was a dream, then where did this come from!"

She held her hoof up to Applejack's squinting face. The rich earth packed into her hoof was unmistakable as the kind that was only present around the base of the ancient tree.

"Apple Bloom!" she cried, "Get yer dirty hooves off my bed, what's gotten into you?!"

"That's what I'm tryin' ta tell you Applejack! Ol' Grandad is in trouble and he needs mah help!"

Applejack, who had been getting ready to launch her little sister off the bed and into the hallway, finally woke up enough to sense a desperate urgency in the younger pony's voice. "A- Apple Bloom?" her voice came soft and concerned, "You're serious, ain't ya?"

"The tree called me a.. a life giver, Applejack. What's that mean? It said I had ta help it otherwise all tha trees 'round here would die!"

Applejack rubbed her neck sleepily. "I... I have no idea, sugarcube." she shrugged, resigning herself to the situation momentarily. "Maybe it's best we ask Twilight tomorra when she gets back?"

"But... but..." Apple Bloom's face fell. "I hear trees talkin now... the sound of tha leaves rustlin' ain't just leaves rustlin'. There's words in there too... an I kin hear em when I pay attention real close!"

This was too much for Applejack to believe however. "Apple Bloom... yer mah sister and I love ya more than anythin' in Equestria, but you can't expect me ta believe that, now! I mean, come on!"

"But it's true!" Apple Bloom protested, tears of frustration welling in her eyes, "They really can!"

"E-nough! Now go ta bed and we'll talk about this in the morning!" Applejack snarled and pulled her blanket up over her mussed, blond mane.

Apple Bloom's whole body sagged miserably. "But..."

"Ta bed!" came Applejack's muffled reply.

Apple Bloom hopped down from the bed and slowly shuffled her disappointed way out of her sister's room, her tail sagging between her legs. She knew she'd never get to sleep, she was just to excited about what had just happened. She stood in the hallway for a moment, head low, the giant bow in her mane wrinkled and half untied, trying to make up her mind if she should crawl in bed next to the snoring Scootaloo, or go back outside and discover more about the trees. Indecision wracked her mind and she sat down to think.

Then she then lay on her belly, folding her forelegs one on top of the other to think harder. Her head slowly drifted down onto her legs as she contemplated getting up and going outside.

And that was just how Applejack found her the next morning, fast asleep.

There was no way to convince Apple Bloom she should wait until Twilight showed up later that afternoon before running off to Zecora's. The red head was firmly convinced the Zebra would know what to do after a more rested Applejack and Granny Smith both offered no insight into what a life giver was supposed to do. After all, the far traveled immigrant had a greater understanding of plants and trees than anypony else. She even tried to get Scootaloo to come along, but the small pegasus declined.

"Mason's coming back! I wanna go to the train station and meet him! Don't you wanna see him again?" she'd said.

"Well... yeah, but..." Apple Bloom tried to argue but it was no use. She was getting frustrated that nopony was taking her seriously and stormed out of the barn in a huff.

In the daylight, nothing had changed. The trees whispered a faint hello to her pleasantly as she walked by, never saying much more than that. The tone she got from them was a happy one, as if they were content to just be heard and continue growing just as they always did.

She'd tried to listen to the trees around the path in the Everfree forest as she ventured deeper into the gloom but found there were no voices there. The smells and sounds of the forest brought back memories of when she was chased in here by Whipwind, but for some reason she felt no fear now. She felt empowered and safe walking along the wide, clean path towards the zebra's hut and arrived safely, knocking on the dark wooden door with hard hoof end.

"Zecora! Zecora!" she called out. "It's me! Apple Bloom!"

A tense moment passed in where the birds in the dark, moss covered trees nearby argued vehemently with each other about how exactly they felt about the sharp rapping noise that had disturbed them.

The sound of Zecora's voice came drifting through the door, humming an exotic, nameless tune before the it opened, revealing her smiling, stripped face.

"Well if it isn't you! An unexpected visit I get from a bloom!"

"Zecora! I kin talk to trees! Ol' Grandad said I was a life giver!" she blurted out.

The effect of these words on Zecora finally validated Apple Bloom's feelings. The Zebra's face looked like it had been slapped.

"Malakalam Heborum! Where do you hear this from?!" her wide eyes searching Apple Bloom's face, waving her inside quickly and shutting the door behind them.

"Tha tree! Tha big old one on our farm talked ta me, Zecora! It told me I was the only one who could help it... it's dying!"

Zecora's eyes narrowed, "Tell me that truth... is this tree an Equ?"

"Yes!" Apple Bloom cried with a happy smile, knowing that Zecora understood her completely.

"To tell you straight and bold and true, the world around is fill with Equ. One for all the types of life, that live in the ground and drink sunlight. An apple tree you say is he? Then an apple life giver... you must be." Zecora smiled at Apple Bloom proudly.

"But what does that mean?" she asked.

"A greater power you have in you, to heal and grow the trees to bloom. I think I know the way to teach, for a life giver's potions are the best for a tree."

"Potions?"

"Yes. I would risk a bit or three that you will understand them quickly... follow me." Zecora turned and brought Apple Bloom to her work table.

The zebra's cauldron was already hot, a water base bubbled away, making the space humid and steamy. From the ceiling hung long stringers of plants and leaves, each one painstakingly gathered from the forest or purchased by long trade routes with their origins in far away lands. The exotic fragrance of their blossoms scented the air that clung to the walls with a permanent incense, reminding the young farm pony of the caravans that traveled through Ponyville every few years.

"Now you say the tree is dying, yes? Tell me life giver... what was it's distress?" the zebra said when they both stood behind the cluttered table filled with vials and jars.

"I- I dunno. But there was this funny black stuff on tha branches... it was movin' and kinda looked like it was alive!"

"Hmm... a most peculiar thing you describe. A potion to cure the disease is prescribed. But I do not know the correct one to make, but I bet you do... if you stop and think." Zecora's smile was loaded with promise and certainty.

"M- ME?" Apple Bloom took a step away from the table, "Zecora... I don't know anythin' about makin potions!"

"Calm your mind and place your faith, in that voice to point you straight. Use your ears that you have found, to listen and learn the right compound..." Zecora stepped back from Apple Bloom, giving her a gentle push to the table as she did.

The rough scraping sound of her hooves against the dirt spoke of her reluctance and for a moment, she stood confused and afraid of what she was being asked to do.

"Z-zecora I-"

"Shhh!" the zebra bought a hoof to her muzzle, a wise smile playing across her lips, "You cannot hear the voice if you speak. It will whisper to you the answers you seek."

Apple Bloom's ears fell against her head, her eyes filled with doubt as she looked over the daunting array of mystical vials, baubles and jars filled with both dry and liquid components. Her head came up to survey the mass of strange flowers and leaves that hung above her, most of them she had never seen before. She was overwhelmed.

Calm you mind and place your faith, in that voice to point you straight. Apple Bloom thought of Zecora's words. But she didn't know how that would help her at all. The tree was way back at the farm and how could she hear it way over here?

She decided to at least give it a try. The young mare closed her eyes and tried to clear her scattered and wild thoughts, pushing away intrusions of her sister's disapproval, Scootaloo... even Mason. It took a while, but eventually she calmed down and her mind became still. When she opened her eyes again, she randomly put her hoof out to touch the cork stopper on a tall thin jar that held a blue powdery substance. But something didn't feel right about it. Something felt just a little bit off about the color of the stuff inside... like it should be more green.

Her hoof came back and her eyes cast about, landing on a similar one near the back of the table with a greenish gray powder. "Yeah..." she breathed quietly. "That one looks better...."

Zecora said nothing as she watched the young mare work with a satisfied smile, not even to suggest how much she should add to the small water base that was simmering in the cauldron. Apple Bloom shook a small amount into the vat... paused, then shook a little more before corking the vessel again, causing a sharp, acrid aroma to arise with the steam.

The Life Giver of Apple Trees had come.

___________________________________________________

"It's brown..." Ashley flatly said as we stepped off the platform and onto the busy dirt path that lead away from the train station. Ponyville's buildings were clustered nearby, and she was right. They were brown and plain compared to the colorful red brick buildings of Dodge City.

"It's a small town, Ashley." Twilight said, "The building here are more simple, thats all!" a bright smile lit up Twilight's purple face.

"It looks boooo-ring." the red dragoness pouted and stumped a rock with her foot, sending it down the path with a dusty skip in the late afternoon sunlight.

I was about to scold her for being so negative when a familiar voice called my name. A voice that made my heart about explode with a sudden happiness.

"Mason!" Scootaloo cried, her Mark V kicking up a rooster tail of dust behind her as she flew towards us. I barely had enough time to get ready before she jumped from the scooter and into my arms, knocking me backwards with her momentum and landing in a heap on the path with a wriggling orange pegasus in my arms.

"Puffball!" I said, wrapping my arms around her and feeling her own hooves clasp me tightly in return. Scootaloo's soft, warm tongue ran up the side of my face several times before she managed to get her lips on mine in a hard, deep kiss.

"Ewww.. Seriously?" I heard Ashley's disgusted voice from nearby. Scootaloo broke off our kiss and looked around.

"Who's that?" she asked me, looking at the small dragon who still making an exaggerated gagging face.

"This is-" Twilight began but was cut off by a loud greeting coming from several voices.

The four of us turned to see Sweetie Belle, Rarity, Fluttershy and Rainbow Dash making their way towards us. Sweetie Belle was in the lead in a dead run and landed in the pile of Scootaloo and I with a squeal. We nuzzled briefly and I give her a kiss as well before she climbed out of the furpile. The others greeted us while I climbed back to my feet, Fluttershy suddenly boiling over with an excitement that I'd never seen from her before.

"Ooooh my goodness!" she cried out with glee, "Aren't you the most cutest, most adorable thing ever! Not only are you a tiny dragon but you're a red tiny dragon! Oh and look at your precious spines..." Fluttershy cooed at Ashley, reaching a hoof out to touch the large white spine on top of her head.

Ashley cringed away, sliding behind Twilight's flank with a horrified look on her face. "W-what is it and how do you make it stop?" she whined.

"Ashley, this is Fluttershy." Twilight said patiently, pointing to the still cooing, yellow pegasus, "And that's Rainbow Dash, Rarity and Sweetie Belle. These are some of our friends Ashley. Guys... This is Ashley, a dragoness who came back to stay with us."

"So... you're the one who's gonna straighten out ol' Spike, eh?" Rainbow Dash gave her an appraising look, "I thought Twilight would bring back somepony a bit older but hey, whatever works." she shrugged.

"What is it with you ponies and wanting an older dragon?" Ashley asked, clearly irritated, "Just cause you're too lame to do it yourselves..."

"Hey!" Dash bristled and swooped close to her snout, "I think Spike is cool and all, but I ain't about to stick my hooves in that mess!"

"Rainbow Dash, please!" Twilight put a hoof on her shoulder, moving her away from the unflinching reptilian girl, "L-lets just be thankful that Ashley is willing to help us, OK?"

"Well I for one think it's great... if maybe a little bit uncomfortable." Fluttershy's cheeks burned red, "Poor Spike is very bad off today, I'm afraid. I stopped by to check in on him this morning and he looks terrible!"

"A-Are you sure, dear?" Rarity asked, her face a mask of concern, "I.. I only saw him the night before last! He... he seemed fine to me!"

"Oh my yes, he was awful. Applejack refused to let me see him at first! She was worried his... condition was too shocking and wouldn't lift the blanket on his cage." the yellow pegasus stared at the ground, almost mumbling the last bit of her sentence.

Ashley's face dripped with disbelief. "Y- you keep him in a cage!" she blurted. "What kind of monsters are you!"

"We had to!" Twilight defended, "If you'd seen what he did to that poor chicken...." her face shrank inward at the memory.

The little dragon's face contorted in disgust. "Chicken? What the...? You know what! I ain't sayin' another word to you crazy ponies 'till you take me to him. I'll let another dragon tell me if you're all as crazy as I think you are!" she crossed her stubby red arms defiantly.

Scootaloo looked up at me and whispered sarcastically, "She seems nice..."

"Well, I guess we should introduce you two as soon as possible for his sake anyways..." Twilight thought aloud, "Let's go everypony!"

________________________________________________

Whipwind's limp form lay on the dirty cell floor of the dungeon beneath Canterlot Castle. Blood, urine, feces... they'd all mixed together to form a cake layer of filth that he'd been laying in for the last few days. Celestia had left him in the flesh for a reason, and his current condition was it.

A pony frozen in the alabaster casing of the royal imprisonment spell does not feel pain or the disgrace of living in their own filth. They only feel the endless passage of time with nothing but their thoughts and muffled sounds of their surroundings for company, their eyes left to scan the same unbroken view. But left in flesh and blood, Whipwind would suffer the feeling of his body healing from the wounds and be forced to smell the foul stench of his own body. Sober, awake... and aware. At least for now.

Celestia did her best not to enjoy extracting the information from the arrogant pegasus, but it was hard. She knew full well not only the misery he'd put his daughter Scootaloo through, but also his wife Nightleaf. She'd long known about his connections with The Flock but had been unable to corner him without raising suspicions.

There were few threats to the peace and harmony of Equestria, the occasional villain popped up but most had been dealt with by The Elements of Harmony without too much wide spread danger. But The Flock was a different type of threat. This was an ideology... not a villain with a face and simple lackeys. Despite centuries of attempts to wipe them out, they thrived and multiplied, waxing and waning like the tide on the great sea.

She learned what she needed from Whipwind, his testicles were his weak spot... the same with any stallion. She could have just went there and gotten it over with quickly but... she chose to forget about that long enough to exact her own need for justice. Celestia loved Scootaloo dearly and it had been very hard for her to know what was happening while lacking the evidence to do anything about it. Over the last few days, she had used spells she hadn't called on for ages on him... and it had felt good.

Especially when she now had to honor his last request and ask Scootaloo and Nightleaf to be at the sentencing to hear his address. Celestia left the dark, forgotten tombs beneath her castle and summoned her guard, making arrangements to head to Ponyville. Twilight would need to be told as well. After all, she was an alicorn princess now and part of that title meant being a part of the royal proceedings.

Chapter 44

Not surprisingly, Ashley didn't clam up during the trip back to the farm and soon was engaged in an argument with Scootaloo that sounded remarkably like friends fighting over something ridiculous. The two walked in front of the group with a mute Sweetie Belle who'd wisely bowed out early before things got heated. On more than one occasion, Twilight caught my eye with a small, knowing smile.

"I don't care if it's got a wing span that big, it ain't out flying a Wonderbolt!" Scootaloo argued and the red dragoness huffed.

"You don't even know what you're talking about! A northie scout can fly faster than a thunderclap!"

"Pfft! So! Rainbow Dash here can fly so fast she can make a sonic rainboom! Can't ya Dash?!"

"Darn right I can!" Dash puffed her chest out proudly as the small pegasus and Ashley looked around. Her glittering red eyes rolled dramatically before she spoke again.

"Whatever... I don't even know what that is! That could be like... like... like a lava snail farting or something!" she dismissed with a wave.

Sweetie Belle, despite being on Scootaloo's side by default, couldn't stifle a snicker at Ashley's description. Scootaloo whipped her head around to give her friend a scathing look before turning back to the red dragoness walking beside her.

"It's not a snail farting! It's the fastest a pegasus can ever fly! Probably the fastest anything can fly!"

"Whaddya you know! You've never even seen a fully grown dragon fly!" Ashley gestured in exasperation.

"I don't have to 'cause I know Rainbow Dash is faster than any dragon around!" Scootaloo challenged her back.

"Well I am pretty fa-" Dash started to boast but her words were cut off by the arguing pair talking over her, going back and forth and not noticing her interjection at the slightest. The blue flyer's ears folded back and a hurt look played over her face briefly at being ignored.

The two were just talking over each other now, beyond the point of any rational conversation as their passions about the subject overwhelmed their ability to articulate it. I quickened my pace a step and put myself between them, my hand going on Scootaloo's neck.

"Heh heh... why don't we drop it for now. I'm sure dragons can fly pretty darn fast, Ashley, and the only way we can settle it is to have a race. Know any dragons around here ready for a sprint?" I offered, half joking and half serious.

Ashley glared at me briefly before turning away. When she pouted and folded her arms across her chest as she walked, I couldn't help but smile and reach out, giving the large white spine on the top of her head a friendly shake. "Don't pout... Your face will freeze that way, you know."

I didn't expect the reaction I got.

"Really?!" Ashley, Sweetie Belle and Scootaloo all said in unison and their faces turned towards me with wide eyed horror. The attention was enough to catch me off guard for a moment.

"W-well... I mean... I guess if you..." I stammered.

"Mason, don't scare them like that! A human's face doesn't really freeze... does it?" Twilight tentative inquisition from behind me made me realize they'd probably never heard that expression before.

"I... no. It's just an expression." said quietly.

"Egg sucker!" Ashley kicked my left foot.

"Asshole!" Scootaloo stomped on my right.

I fell, holding my feet painfully as the group walked on, Fluttershy helped me up and let me lean on her with a giggle as I massaged the tops of my toes.

Applejack greeted us at the gate leading into Sweet Apple Acres looking like a mess. Her face and hat were both black with scorch marks and her blonde mane, usually pulled tight and kept with red ties, was heavily mussed . There was a wild and desperate look of relief in her eyes as our small party neared the gate.

"Good gravy! Am I ever glad ta see you Twilight. Spike's outta control! I dun no what got in ta that dragon this morning but he's already crispied up the blanket and everything else around him and if it wasn't for Rarity's spell, that cage woulda been gone long ago!"

"I- I just don't understand, Applejack!" Rarity said, "He was fine not to long ago... better than he'd ever been!"

I noticed Rarity's face was red. Something about her reaction struck me as odd but I figured this wasn't the time to question her about it. Applejack's attention quickly focused on Ashley.

"Thank Celestia!" she said when she spied the sullen small dragoness padding along beside Scootaloo, "This tha girl that's gonna fix Spike up?"

"Well.. that's up to Ashley, I guess. I'm not sure how much time they'll need to warm up to each other." Twilight said sheepishly.

A belch of fire rang out hard against he barn, pulling our attention away from the conversation. The last few licks of flame dissipated in the distance and I could see Spike crouched in the cage next to the red building, his hands clutching the bars. Even from this far away it was obvious that his purple scales were paler and tinted with a sickly color more than normal.

"Wow... he does look rough." I said.

"Sugarcube... you don't know tha half of it. He 'bout bit mah hoof off when I tried ta give him some of those shards ya'll left us money ta buy."

"You're keeping him... In a cage.... And you're surprised he's mad and flaming at you?!" Ashley spoke up, stepping in front of Applejack with an angry look, "You're really shocked at that?!"

"Now look here... Puttin him in that there cage wasn't my idea! Don't get your scales all twisted up on account a me for that!" Applejack bristled.

"Ashley, we told you already... he was out of control!" Twilight said, coming between Applejack and her, "It was all my decision to put him in there until we could figure out how to help him. And now that you're here, do you... do you think you can?"

The red girl's face went flat and gave a groan of irritation before she turned and stomped across the field towards the barn where the cage sat. We followed in a tight group, Scootaloo pressing against me and I put my arm around her neck. As we got closer, we could see the damage Spike's flames had done to the surrounding area. Charred remains of a blanket lay smoldering nearby and the ground around the cage was blackened. He looked out at us with a savage expression, his bloodshot eyes bulging from their sockets and saliva dripped from his open, panting mouth.

"Ashley... do you... do you want us to leave you two alone or something?" Twilight asked when we stopped a few feet from the cage, an awkwardness in her voice.

"What for?" she said over her shoulder, striding up to the cage unafraid, "You ponies that sissy you can't handle watching?"

"Well..." Twilight shrank back, her ears flattening on her head as she looked away.

"Just open the-" Ashley began as she neared Spike but was cut off by a blast of green flame that encompassed her whole body. Everypony, including myself, let out a shocked gasp only to be amazed when Ashley remained unscathed after the fan of fire had passed. Only small, curling wisps of smoke rising from both of her white ear flaps were the only sign she'd even experienced it.

Her head slightly cocked to the side and she slowly reached up a hand to gently touch the talons on one of Spike's hands that clutched around the bars. Spike's eyes focused on her and his nostrils flared. The red, vulgar protrusion from his underbelly flexed visibly, fluid leaking from it's tip and dripping to the cage floor. The young dragoness showed no signs of being grossed out or disturbed by any of it and when she next spoke, it was in a language I had no business ever knowing existed.

It was guttural, but musical at the same time. Filled with harsh consonants that probably couldn't be duplicated by my own vocal cords even if I tried. Her high pitched voice echoed strongly off the wall of the barn, letting us hear clearly as she spoke to Spike in what must have been their own language. When she finished the string of speech, she stood there silently for a moment, appearing to wait.

But Spike didn't respond at all, he only stood there panting with ragged breaths, not even looking like himself anymore. In fact, no signs of the plucky young dragon remained and only a primal, animalistic visage showed on his otherwise normally happy face. He wasn't even speaking, just letting out an occasional grunt.

Ashley stepped back from the cage and turned to us. "He doesn't understand Drakken?" she asked, her face sad and disappointed, "How can he not understand Drakken?"

Only Twilight could answer her sincere question.

"Ashley... I've raised Spike from the moment he hatched. I- I know of the language... but I never could teach him such a unique and special thing. He's never really been around other dragons except for a few brief times." the alicorn looked ashamed, not able to meet the young girl's eyes.

"Poor guy..." Ashley said, ignoring Spike's panting and moved to the end of the cage where the door was latched shut, "Can you open it... please?" her voice was soft and caring.

"If you're sure about this Ashley, then..." Twilight's horn briefly glowed and the unmistakable sound of metal tumblers snicking back came from the lock.

We all watched with fixed stares as her small red hands grasped the door of the cage, swinging it open slowly with her eyes on Spike. He turned his head and bared his fangs at her, a small growl escaping his lips. She advanced, reaching a clawed hand out to him slowly and was greeted by another blast of flame that passed harmlessly over her body. She did squint against it, however, like a swimmer would against the water on his face as he swam through it.

"Spike..." she said quietly.

The purple dragon rushed her then, his stubby arms outstretched and grasping at the girl in front of him. He gave a squeal of desire seconds before Ashley dodged to the side with a sudden swiftness, knocking his hands away and pushing him sideways towards the bars. She pounced, wrapping her arms around him from behind as he thrashed and struggled to break free.

"Ashley!" Twilight called out with worry.

We all took a step forward with concern. Scootaloo and Sweetie Belle pressed against me and Sweetie pushed her face against my hip, unable to watch. Flutershy squeaked and Rainbow Dash grabbed onto her for comfort.

Rarity rushed forward. "Don't hurt him, you hear me! Don't you hurt my Spiky Wikey!" she cried.

Ashley paid no attention to any of us. When she had the struggling Spike pressed up against the bars, she pushed him hard, holding his body firmly into the cage facing away from her. His red member stuck grotesquely out as his midsection bulged in the gap between two bars.

I was expecting something to happen and I thought about turning away. I also thought about covering Scootaloo and Sweetie's eyes for some strange reason. A whole host of thoughts ran through my head about if we should even be witnessing this at all.

Jesus.. I didn't want to watch two young dragons fuck violently.

I was about to turn when Ashley did something crazy. She sat down on her butt and planted her feet against Spike's backside, bracing herself with one foot on either side of his butt as she grasped his scaly purple and green tail in both hands. Spike gave a tiny but impressive roar for his size, fire seeped from his throat and licked up his snout while he tried to twist his body around but Ashley held him fast.

She gave a great, heaving tug on his tail while pushing with her feet, grunting with the effort. Spike's body pressed flat against the bars, his face going wide with pain and rage. Suddenly, the strange looking tube of flesh that served as his penis swelled and several small points jutted from the smooth sides of it, reminding me of how a blow up doll suddenly gets it's shape when filled with air. He writhed and growled, but still Ashley kept yanking on his tail. We all jumped back a step when a jet of thick fluid shot from the end of Spike's member, landing several feet from the cage and narrowly missing Rainbow Dash's hooves.

"Ashley! What in Equestria are you doing?" Rarity called out, running to the open end of the cage with worry.

"What... does... it look like?!" she grunted and gave a final, massive yank.

A sickening series of popping sounds, like the loud splintering of knotty wood in a campfire, came from Spike's body. His voice went from a guttural growl to a young sounding scream of pain that stabbed my heart with pity. A gasp from everypony around me signaled it had the same effect for them and Sweetie Belle pressed her head into me even further. Fluttershy collapsed in the dirt and covered her ears with her hooves.

When the scream stopped and Spike collapsed in a heap against the bars, Ashley released his tail. She sat back panting, her hands bracing her from behind as her face dawned a proud look of amazement.

"Woah... I didn't know it would be that loud! That was intense!" she said in the eerie silence that followed.

"A- Ashley! What did you just do!" Twilight moved to the cage's side and the rest of us followed. "You didn't break his tail did you?!"

The little dragon looked up at her with a wounded expression. "What are you all freaking out about?! No! I just... I just did what you wanted... sheesh! I don't get you ponies at all." she said, getting up and rubbing the dirt from her back side and tail before coming out to stand with us.

"W-what we wanted...?" Twilight's face worked through the question. "Did... is that how you cure Feracity?" she said in a small voice.

Ashley stared at her blankly in the late afternoon sunlight. A pregnant pause filled the air. "Yeeaaah..." she said cautiously.

"H-how?" Twilight's purple head shook with confusion.

"I popped his tail bone... like you're supposed to." she said in a confused voice.

Rarity grabbed the girl and spun her. "Popped his tailbone? What does that have to do with it! And why did my little Spike scream like that?!"

Ashley took a step back and surveyed all of us with a mild look of disdain. "Don't tell me you ponies didn't..." she started and then stopped herself, slapping her forehead with an audible smack, "Of course you didn't..." she muttered, "Why should I be surprised..."

"Ashley, we were told you had to mate with Spike." I said, "That mating with another dragon was the only way to cure it."

"What! No! That's just what male dragons say to... to get a girl to do gross things with them!" she recoiled. "That's a..." she stopped and looked at us all. Her face dropped with a her mouth agape. "That's why you ponies haven't helped him? You thought a dragon had to have sex with him!?"

We all nodded, sheepishly, I might add.

"And... and you brought me here thinking I was going to do it with him!?" her voice climbed up a notch.

Another nod, this time most of us not being able to meet her shocked, ruby colored eyes. Ashley looked like she was going to vomit for real this time.

"I'm confused..." Twilight's ears were folded tightly against her head with shame, "What causes Feracity then if mating isn't the cure?"

"D-do I really hafta explain it?" she whined.

"YES!" all of us, Scootaloo and Sweetie included, said at once.

Ashley closed her eyes and gave a reluctant groan. When she opened them, she looked down and began to speak.

"Male dragons, when they get old enough and... and get... excited for the first time, all that new swelling pushes back against their tailbone inside their belly. I'm not sure exactly what happens but... it moves stuff around. My tutor said something about pinching nerves and things getting crooked that I didn't pay attention to." she looked up at Twilight, "But every male dragon gets it around my age, and yeah... you have to pull their tail back to make room for the bigger stuff inside otherwise it makes 'em all gross and crazy."

Silence descended on the yard as the ponies and myself looked at Ashley with disbelief. The late afternoon sun cast shadows on us all in the lee of the barn's walls and overhead birds called out to each other.

I sucked in a breath to say something just as familiar popping sound of a large object suddenly occupying space came from next to Fluttershy. It was Discord. And he was doubled over, howling with laughter.

"Hooo hohohoh!" he cried, rolling on the ground and holding his sides. Tears ran from his eyes and snot slid down his muzzle. "I... I... I never would have... hahaha! The look on your faces!"

"Discord!" Fluttershy scolded him. "What have you done this time?"

Discord composed himself quickly, wiping his face and getting the last few laughs out of his system. "Nothing! That's the best part!" he squeaked and smiled, "Well, maybe I did cast a little spell on Doctor Goodhoof to make him think he was in Dodge City long ago and knew about dragons... but no matter!" he dismissed with a wave.

Twilight seethed with anger, her teeth bared in a grimace and she spat her words through them. "You LIED to us! You sent us all the way to Dodge City for nothing!"

Discord's face, already a mask of oddity, looked absolutely terrifying as I watched genuine anger come over him. I'd never seen him like that before, and it made my blood run cold.

"No!" Discord snarled with rage, causing eveypony to stop and go tense. "I. Did. Nothing!" he swooped forward and got right in Twilight's muzzle, bending down with that unworldly, lithe movement.

"You, Princess... Twilight. You did all of this yourself. If you recall, I tried on several occasions to help you and you absolutely refused to listen to me. You were so confidant in your knowledge, or lack thereof, that you simply couldn't accept that I might know a teensy bit more about something than you. Of course I know how to cure Feracity, bookworm! I do have a dragon's tail you know!" he brought it around and waggled the end of it in front of Twilight's muzzle with an angry flourish.

"So I decided to teach you a lesson, Twilight. I can assure you that while it may have been a little unpleasant for Spike, it wasn't much worse than any normal growth spurt a male goes through and the obsessions that come with it. Oh... and that chicken? That was a simple prop on my part just for you. You didn't think Spike actually did that to the poor creature, did you? Ah... but you did." he smiled evilly.

Twilight's whole body slumped. Her ears, mane, tail, her eyes... they all deflated with a sad look. "Y- you mean you knew this whole time about his tail?" she said in a small voice.

"Yes. But just like always, you couldn't stand the idea that somepony else might know more than you about something when it isn't your precious Celestia." Discord surprised me by doing my human air quotes around the word precious while rolling his eyes. He turned and gave me a wink, suddenly his playful self again before turning back on Twilight.

Twilight's eyes filled with tears, clearly hurt by Discord's rant. Applejack and Rainbow Dash flared at the sight of their friend's emotion and stepped between the two.

"Dammit, Discord! Ya went to far with this! Now apologize ta Twilight!" Applejack growled, lowering her head menacingly. Rainbow Dash hovered above her looking on with mute anger.

"Apologize?!" Discord put a furry paw on his chest in shock, "Why, I'll do nothing of the sort! None of this would have happened if she would have just listened to me any number of the times I'd come offering her my knowledge unsolicited and with the best intentions! Do you have any idea how much it hurts to have somepony who says they're your friend tell you your help isn't welcome and continue to ignore the obvious even when somepony they care about is in need?"

"Discord...." Fluttershy said, touching his arm with a hoof, "I understand you're hurt by Twilight ignoring you but it really isn't nice to rub it in her nose like that. Please..."

"No!" Discord pouted. Honestly and sincerely he pouted with no trace of the mischievous games. "I'm tired of you ponies always accusing me of having something up my sleeve! I don't even have sleeves! Look!" he cried and pulled up the fur somehow on his brown arm, exposing pink skin underneath before pulling it all back neatly. "When will you ever stop to think about how it makes me feel?!"

"Discord is right." Twilight said quietly, "He did try to tell me several times but I didn't listen. And all of this could have been over and avoided if I wasn't so full of myself."

We all watched as she took a step towards the chaos creature and looked up at him. "I didn't want to believe that you knew more about Spike than I did because he's supposed to be my responsibility. If I couldn't figure out how to deal with him... then I felt like I wasn't worthy of taking care of him anymore. I do owe you an apology, Discord. I- I can see why you were angry."

Discord's face softened, as much as it could, and he bent close to Twilight, bringing his mis-matched arms around her neck in a hug. "Twilight... you all have taught me that helping each other is part of what being friends is about. I only wanted to help you in return. I... I'm sorry as well, Twilight Sparkle. I suppose this whole game has been a bit over the top." he couldn't stop a grin from spreading on his face, "But it was fun..."

We watched as Discord and Twilight shared a heartfelt hug for a moment before he stood again, brushing the bottom lid of one of his yellow eyes quickly. "I must say I am intrigued you managed to drag another dragon to Ponyville." he said, turning to Ashley. "Hello there and let me welcome you properly!"

With a snap of his fingers, both of his mismatched horns changed into paper tubes that shot confetti into the air, floating down on us in a colorful kaleidoscope of paper flecks. Ashley was unimpressed.

"What. The Buck. Are you?" she said flatly.

Chapter 45

Spike gave a painful groan and interrupted yet another one of Discord's displays of magical prowess as he put on a welcoming show for Ashley. This time, he'd summoned a whole marching band of self playing instruments and he lead them back and forth in front of us wearing a colorful cap and waving a baton.

We all turned and came towards him as he sat up in the cage. He already looked like himself again. His scales where the bright, healthy purple and green they normally were and despite their cloudy expression, his eyes were clean and alert. The front of his belly was smooth and clean once more, his member no longer showing for the first time in a while.

"Spike!" Twilight cried and ran over to him happily, gathering him up in a hug. "How do you feel? Are you alright?!"

Spike didn't return her hug and Twilight stepped back, her face worried as she surveyed the expression there. "Spike... whats wrong?"

The little dragon's face was hurt as he looked up at her. "Twilight... I- I heard everything." his raspy boyish voice was filled with disbelief, "Did this really all happen because you wouldn't listen to Discord? E-even when he was trying to help me?"

Spike's question flattened us all, even the irrepressible Discord. A feeling of tense confrontation rose around us and Twilight dropped her head.

"It... Yes, Spike." she said quietly, stifling her explanation awkwardly.

"You.. you put me in a cage..." he said his voice growing stern, "I got treated like a wild dragon because you wouldn't listen to somepony?"

"Please... Spike..." Twilight pleaded, her already fragile state being torn apart again by his words. "Please don't be angry with me. I'm so sorry..."

"Sorry!?" Spike shouted now, his anger becoming visible in his face, "Twilight... I was locked in a cage! You treated me like some crazy wild animal! I mean, I get you're a princess and all, and you're probably one of the smartest ponies around... but you really can't even accept somepony else's help when you're stumped?!" Spike whirled then, confronting an already teary eyed Rarity, "And Rarity... just because you used your magic on me, it doesn't take away the fact you ignored me for so long! I loved you, Rarity... with all my heart and you only came to me out of guilt!"

Rarity's face dropped in a shocked 'O' of surprise and Spike stood, huffing at us all. The anger didn't leave his face and it was a long moment before Twilight spoke again. "Spike... what's gotten into you? You don't sound like yourself..."

Twilight Sparkle probably couldn't have said anything worse at that moment.

"That's exactly what I mean!" he raged, "You don't understand me at all! None of you do!" Spike suddenly lunged, pushing Twilight roughly and even though she outweighed him by a good deal, the act of mild violence shocked her so much that she fell to the side with a dramatic flop. He didn't even look at her as he stomped past, walking away towards the gate of Sweet Apple Acres with visible anger in his march. Twilight covered her head with her hooves and a sad keening sound came from her throat. We all watched mutely as the dramatic scene played out in front of us.

All but Ashley.

"I told you!" her smug voice rang out in the tense silence, "That's what you get for treating a dragon like that!" she smirked.

"Shh.. Ashley..." I cautioned.

"What!? Don't shush me! You all did this to yourselves! I bet Spike's probably the only sane thing around here!" she said, turning away from us haughtily and following after the now running Spike.

"Ashley, wait!" I called but she didn't answer. Soon the two young dragons were gone, heading up the road with Spike far in the lead.

"I'll go get em..." Rainbow Dash slowly started to coil up.

"No!" Twilight's head came up, tears stained the purple fur under her eyes and on her cheeks. "Let him go... let them both go." she said miserably, halting Rainbow Dash in a crouch just before she had vaulted into the sky.

"Y- you sure, Twilight?" she asked, her face questioning.

"Y- yes..." she said and with that her head dropped again, her hooves returning to cover her eyes.

Scootaloo nipped gently at my shirt and when I looked down, her face was sad and worn with worry. "Is Spike gonna be alright?" she asked.

"I- I think he needs to just blow off some steam, that's all."

Her head dropped and she pressed into me. I knelt, taking her in my arms in a hug, burying my face in the soft fur of her neck. Sweetie Belle moved to comfort her crying big sister and that was how we all stayed for a long while, none of us sure exactly what to do. Even Discord shut up for a change.

________________________________________________

"Spike! Wait up!" Ashley called to him when they both had left the farm far behind.

The purple dragon continued to walk, but slowed his pace, not looking around. Ashley caught up to him and walked beside the sullen Spike for a moment, suddenly unsure of what to say.

"I'm Ashley..." was all she could come up with.

His head turned and he looked at her. "Yeah... I know." he said and looked back down at the ground.

The walked in silence together before Ashley said; "You don't speak Drakken?"

"I- I don't even know what that is..." he mumbled with out looking up.

"It's the language of our kind... I- I can teach it to you if you want! It's not like those stupid ponies ever could..."

"Yeah..." he snorted and gave a small laugh. "They can't do anything for me, I guess. Thanks... for earlier, by the way." Spike's cheeks turned red for a moment.

"Oh no problem!" Ashley smiled at him. "It's not a big deal..."

"Well, it was a big deal for them." he grumbled.

"That's 'cause they're dumb! Hey... us dragons gotta stick together you know!" her face was hopeful as she looked at him.

"I just can't believe I had to deal with that for so long because of Twilight! I mean... Eeergh! She never would have listened to Discord and if you hadn't come along..."

"... You'd still be stuck in that cage!" Ashley finished for him with a giggle. "I know, I'm pretty awesome like that!"

Spike's face lit up suddenly. "H-hey... do you like gems? I'm pretty hungry and I know where to get some good ones..." he offered tentatively.

"Gems?" she asked with a look of confusion.

"Yeah! Haven't you ever had a good emerald sandwich?" he looked at her with disbelief.

"No." she giggled again, "You mean you eat gems?"

Spike was flabbergasted. "No way! You're a dragon and you've never tried a gem before?! Aw man.. that's like the best thing about being a dragon! The taste... the texture... Mmmm, I'm getting more hungry by the second!" he rubbed his belly and licked his chops.

"Well..." it was her turn to grow sullen, "I.. I haven't been around other dragons much." she said.

"Neither have I... obviously." he smirked. "What happened to your mom and dad? Were you hatched by a pony like I was?"

"No... not exactly..." she began.

The two talked as they walked towards Ponyville. Ashley shared her story with Spike and when she was finished, Spike shared his. The two young dragons found it easy to tell each other about their lives, although Ashley couldn't bring herself to talk about her flame issue. When Spike finished, they looked at each other for a long moment and in that brief time span, they became friends with an almost audible click.

"We're both orphans... aren't we." Ashley said, "Neither one of us knows our parents..."

"I- I guess, yeah." Spike answered, his face turning red with a sudden awkwardness.

"So... can you get us an emerald sandwich?" she asked hopefully, "I kinda wanna try one now!"

"Yeah! Come on, I'm starving!" he grinned at her.

Without even thinking about it, the two young dragons, one born in the safety of a princess's embrace and the other abandoned in the fires of war, linked hands and began to run eagerly towards the town of Ponyville.

____________________________________________________

"Where's Apple Bloom?" I asked Applejack as her and I cleaned up the cage and the area around it. The late afternoon sun was lowering on the horizon now and everypony had split up to go their separate ways. Sweetie Belle stayed behind but her sister, Rarity, had mentioned something about going to spend some time with Wilson. Fluttershy went off towards the east and her cottage with Discord in tow while Twilight wandered off to her library.

It had been an emotionally draining afternoon and I felt bad for the princess yet I could also could see where Spike was coming from. Discord had pulled me aside as the group broke up and actually had a serious conversation with me before he left with Fluttershy. Something that was odd in itself.

"Mason... I hope you do not bear any ill will towards me regarding this whole business with Twilight." he said sincerely, "It's true, I used you and Scootaloo as pawns but... oh can you blame me?! It was such a perfect set up! I couldn't resist the opportunity!" his arm came up in a dramatic fashion to press the back of his hand against his forehead.

"It was a pain in the butt..." I frowned, "And I don't really like being lied to..."

"Well.. I wouldn't say you were lied to! Even Ashley said the whole mating thing is a myth created by young male dragons... it's not like I just plucked it out of thin air!" his clawed hand came up and pinched something invisible. A popping sound like a cork being pulled from a bottle sounded when he jerked his hand back down. Discord batted his eyes at me innocently.

"You're crazy..." I said, unable to stay mad at him and letting a small chuckle out. I really did like the guy. I'd always been a sucker for random humor.

"Thank you!" he cooed and wrapped his arms around me in a tight, maniacal hug briefly. "Oh you do know how to compliment somepony.. don't you!"

"Yeah.. well. You stirred up a mess, you know." I said as he stepped away from me, "Not sure Twilight and Spike have ever fought before."

"Eh..." he shrugged, "Shaking things up is what I do, human. It's in my nature. Twilight Sparkle was being irresponsible and neglecting Spike. Perhaps now she'll think about him more as an equal rather than an object." his matter of fact tone said that he firmly believed in his choices. It also showed just how remarkably perceptive he was. "Besides, look at the outcome! Spike has another dragon to talk to now. That wouldn't have happened if I hadn't stepped in and worked my magic, now would it?!"

"That wouldn't have happened at all if Twilight wasn't such a caring pony. She's the one who decided to let her come along, don't pat yourself on the back too much, Discord..."

Discord whirled around, showing me his back and craning his neck to look over his shoulder at me. "Fine, fine... pull them off for me, would you?" he showed me three little disembodied paws gently patting him in various spots along his narrow back around his wings. "I can never seem to get them all!"

Thankfully, however, Fluttershy chose that exact moment to approach us and invite Discord for tea, leaving me with Applejack to clean up while Scootaloo and Sweetie went inside. It was then that I commented Apple Bloom's absence.

"Sugarcube... that filly's had a heck of a day, I'd imagine. You seen that big ol' tree in the south orchard? Tha one way off and real tall?" Applejack gestured vaguely.

"I've seen it." I said as I bent over to pick up charred pieces of blanket from around the cage while Applejack pulled the soiled blankets out.

"She thinks she talked ta it last night or something. Mason, that filly's on a tear and dun run off ta Zecora's this mornin'. She's been gone all day an it's been all I kin do ta not fret about her."

"Wait... Talked to her?" I stood up and looked at the tan pony with confusion, "That doesn't sound like Apple Bloom."

"Well, that tree ain't exactly normal, Mason. It's older than Celestia herself an yesterday I found something wrong with it. Apple Bloom went out there in tha middle o the night for some reason and came back a mess. She dun took off for Zecora's even before we finished breakfast!"

"What's wrong with it?" I asked.

"I don't rightly know, somethin's growin' on it an it looks like it's killin' tha leaves. That filly swore up and down it talked to her last night and now all of a suddden she kin talk ta trees! Said it called her a "Life Giver" or somethin'. I dunno..." she shook her head and continued the clean up.

We had just gone inside and both of us sat down for a late afternoon mug of cider, something I'd been looking forward too, with Scootaloo and Sweetie Belle snuggled against me on the couch in the great room. Scoots looked like she wanted to tell me something. There was an eager anticipation on her face, but when I asked her about it, she simply said she'd tell me later. I had about five minutes to relax and enjoy the warm snuggles from the two ponies next to me before the kitchen door was flung open again.

"Applejack! Applejack!" came Apple Bloom's excited voice. "I made a potion! I made a potion ta fix Ol' Grandad!"

"Apple Bloom!" Applejack flew off the couch, her mug of cider somehow landing upright on the ground and not spilling a drop, "You bout had me worried sick! What potion are you talkin bout?"

The red headed girl came trotting into the great room, an exotic looking saddle bag was strapped to her flank that was too large for her but was obviously weighed down with something. She ignored her sister's fluster with a big hug instead.

"Ahm so excited I kin barely stand it!" she nuzzled her sister before spying me out of the corner of her eye. "Mason!" she cried and flung her hooves around me this time, "Ahm so glad ta see ya!"

"Hey Red..." I smiled, nuzzling her neck and smelling the strange odor of Zecora's ingredients on her.

"Again I say to all of you, a magical time, this afternoon!" came the rhyming accent of Zecora from the doorway. She stood, beaming proudly at all of us in front of Fluttershy and Discord.

"You guys are back?" Sweetie Belle said as she and Scootaloo climbed off the couch.

"Well, we met Zecora and Apple Bloom not far down the road, and... well... she just seemed so excited about her potion, we just had to come and see it in action." Fluttershy said, looking embarrassed at the whole situation for some reason.

"Yes! Potions are fascinating to me! The effects of magic without the magic? Sounds very chaotic to me..." Discord grinned, tenting his fingers together under his chin.

"What's this potion now, tell me straight Apple Bloom. No more crazy talk!" Applejack warned.

"But Applejack! I told ya that trees can talk! Zecora... tell her!" Apple Bloom's wounded face turned towards the Zebra.

"Applejack, your sister is right. She learned her calling late last night. For I have seen it with my eyes, the power in her long disguised." Zecora spoke.

"W- what power?" Applejack's eyes grew large.

"A life giver of apple trees is what she is. She has the power to make them grow and live. With potions a life giver has the key, to mix up ingredients meant for trees. And with them they thrive and multiply, a thousand fold better than just sun and sky. To heal, to grow, and mend anew... no greater a gift than to hear an Equ."

"P-potions? Mah sister kin make potions fer trees?"

"Yes. She has a salve for the Equ's distress. Complex and beyond me, I must confess. Long and far I have traveled to learn..." Zecora put a hoof on Apple Bloom's shoulders, "But this one's a natural, my respect she has earned."

"Applejack... I gotta use mah potion on the tree! Right now! Come on!" Apple Bloom tugged on her sister's hoof, trying to break her from the look of confusion on her face, "'fore it gets dark!"

We followed her outside where the gathering shadows signaled the final hours of the day. She took off at a run, leaving us little choice but to follow after her through the field and into the south orchard. The large satchel on her flank clinked and clattered audibly through the trees and we all caught up to her when she stopped suddenly at the first row of mature trees past the most recent planting, stepping up to the trunk of one seemingly at random.

Apple Bloom pressed her head against the tree's bark and closed her eyes. When our foot and hoof falls stopped, I could hear she was whispering something softly. I couldn't make out the words and I watched as Zecora put a hoof on Applejack's shoulders when she drew in a breath to speak, the zebra shaking her head slightly to silence the farm pony.

We waited and watched as Apple Bloom stood motionless, only her muzzle moved slightly as unheard words floated to the tree trunk. The sounds of the early evening settled in around us for a tense moment before a single, loud snap was heard from the canopy above and a young tree branch fell beside Apple Bloom. She didn't react to it, not even a flinch as the thin, short wooden limb, barely more than a green shoot, landed less than a foot away from her small frame.

"Thank you!" she cried suddenly, looking up at the tree with a broad smile.

Apple Bloom picked up the limb in her muzzle and took off again, heading south towards the edge of the orchard to where the massive apple tree stood alone on the rise in the darkening distance. We followed her to it's base where a ladder stood propped against the trunk. She dropped the limb and then shimmied out of the satchel.

"A-Apple Bloom?" Applejack said, "Did you talk... to that tree back there?" her timid question came from a muzzle that didn't seem to be working all that well.

"Yeah! I need a fresh limb ta put the potion on. How else am I gonna get it in ta the wood so it can soak in?" she said as if her sister should have known this all along, not bothering to look up from her work.

Myself, Scootaloo, Sweetie Belle, Fluttershy, Discord and Applejack watched with a sudden intense reverence that seemed to seep up from the ground underneath as Apple Bloom opened the pack. From inside she produced a wide mouthed shallow jar with a cork stopper. The fluid inside glowed with a brilliant green color that looked alive and viscous in the dying sunlight. She set this carefully on the ground before diving into the pack again, this time coming up with a curious implement that looked like a drill mounted on a wooden handle with a crank. Apple Bloom took this with her to the ladder and began to climb.

"C-careful sugarcube!" Applejack called out, "Ya know ya ain't good on a ladder!"

Apple Bloom ignored her and continued to climb up into the sprawling deep green umbrella of the tree. Looking up, I could see the sickness that Applejack had mentioned. The limbs near the trunk had a thick black coating on them and the leaves of the underside were a pale, sickly green that was noticeable even in the failing light. She planted the large, broad drill end against the trunk with her muzzle and and stuck her hoof in the round crank. Applejack immediately became agitated.

"What in the hay are you doin?! Don't you dare put a hole in Ol' Grandad!" she said, making for the ladder but once again, Zecora stopped her with a firm stare.

Applejack's worried face bounced between Zecora's stern glance and Apple Bloom up on the ladder. She brought a hoof to her muzzle and began to chew on it anxiously as the drill began to turn. First small shavings fluttered down in a light flurry before larger twists of wood fell in a shower. We all stood silently, even Discord, as Apple Bloom worked the tool enough to create a deep pocket through the bark and into the living wood of the ancient tree.

She stopped when she felt the hole was big enough, checking it a few times by placing her hoof over it to gauge it's size, and then climbed back down, dropping the tool and working the cork out of the bottle with her muzzle. The liquid inside didn't seem to be affected by the darkening light and now faintly glowed with an eerie green color.

With the cork gone, she picked up the bottle and carefully poured some of the contents out onto the end of the limb she'd received from the apple tree in the orchard. We all watched with silent wonder as the thick green fluid seemed to come alive, sticking to the raw and exposed wooden knot at the end without running to the ground below. She set the bottle down after it was thoroughly coated and grasped the middle of the limb in her muzzle before climbing back up. With another inaudible whisper, she slid the green, faintly glowing end of the young limb into the hole.

The effect was instantaneous. A white light flared out brilliantly from around the graft and spread along the tree's trunk. We all shielded our eyes from the sudden brightness that soon took on an audible sound. It was like the wind suddenly had come up, rustling the leaves of the great tree even though there wasn't the slightest breeze to disturb them. I got the distinct impression that it was the sound of the tree breathing. It sounded as if it was taking a huge, gasping breath of relief.

The white light spread through the entire tree, lighting up the surrounding area as if the sun was rising for a moment. Then the glow sank into the cracks of the bark, vanishing quickly and leaving no sign of it's presence.

But Apple Bloom was gone.

Chapter 46

Apple Bloom blinked into her surroundings, a moment of panic sending a shiver of fear down her spine. She recognized where she was... kind of.

It was the hill where Ol' Grandad was supposed to be, but the ancient tree wasn't there. The rise was barren save for the tall, wild grass that looked unkempt and out of control. The light overhead coming from the sun was hidden behind a dense carpet of heavy clouds, causing it to be diffuse and yellowed but the thick clouds had done nothing to prevent the still air from becoming impossibly humid. It was like a hearth fire was burning just over her head and somepony had sprayed her with water. The hazy scene was filled with a palatable, silent sense of waiting, like just before a massive thunderstorm.

She was instantly covered in a fine sheen of sweat that made her coat glisten as she turned to take in the rest of the area. Just beyond the bottom of the small rise and surrounding her from every side was a thick wall of intense vegetation. Wide, broad leaves of tall plants she had never seen before almost hurt her eyes with their intense green color. Huge red blossoms of exotic flowers dotted the growth here and there underneath tall trees that were unlike any she'd ever seen. They weren't apple trees, that's for sure. The bark was a rich, golden color and the leaves they grew were massive and shaped like spades, big enough that she probably could wrap one around her if she wanted to.

Apple Bloom heard the sound of hoof falls and panicked, whirling around to the source too late to hide from whoever it was. Three tall ponies, each one slimmer and more fair than Celestia or Luna, stepped from the dense green brush. Their eyes did not acknowledge or register her presence, even though she was clearly in view. They wore heavy cloaks of dark gray that covered their backs and heads, hiding most of their features from her wide, disbelieving eyes. How kin they wear them cloaks in this heat?! she thought.

They moved with a grace and style that felt magical to her, like no pony she'd ever seen before. Apple Bloom back pedaled away from the towering, lithe figures when they got close, stammering out a greeting.

"H- hello..." she said meekly.

Again, they took no notice of her and formed a small circle at the top of the hill. As if on a silent cue, their heads turned up towards the hazy sky and a harmonic chant filled the air. The sound was impossibly full, sounding as if it was coming from the sky itself and vibrating in her chest. It filled Apple Bloom with an overwhelming feeling of power and awe that caused her knees to shake a little.

The three ponies in unison brought a hoof up, touching them together in a trio at the center of the hill right before a sudden thunder crack ripped through the still, humid air. Apple Bloom jumped and then cowered in fear in the wet grass on the slope, unable to take her eyes from the mystical sight before her.

Rain fell hard and fast with the immediacy of somepony turning on a switch. The sound of the large, heavy drops hitting the leaves of the nearby vegetation was chaotic but not enough to drown out the haunting chant that still pounded down from the sky above. Her eyes were shocked into blindness by a stab of lightening that left a blue spear against her vision, it's point touching the spot on the hill immediately below the three hooves of the visitors and again the deafening sound of thunder shook her very soul.

Apple Bloom was dimly aware she was screaming now but she could barely hear it over the roar of thunder, the pounding rain, and the ceaseless chant that rang above it all. The ponies at the top of the hill knelt in unison and touched their trident of hooves to where the lightening had struck the dirt and when their hooves contacted the ground, a beam of golden light shot down from the clouds, striking the hillside with a focused intensity on the spot in the center of the group.

The ground under her body shook with a fierce tremble, the tall trees around the hill swayed and shivered with the disturbance. A sudden blast of strong wind from the center of the hill slid Apple Bloom backwards along the slick grass... and then sucked her forward as it reversed itself, pulling her mane, tail and bow over her body. She quickly whipped the hair from her eyes and watched as the three figures were absorbed by the light, their bodies lengthening grotesquely before thinning out and being sucked upwards.

The light expanded and then flared brighter before retreating upwards into the sky again. First the winds stopped... then the rain... and then silence descended, broken only by the soft sounds of water dripping from the leaves nearby. Apple Bloom was alone on the hill, soaking wet and panting from fear and wonder at what she had just witnessed. Where the three figures had been, was a small green tree that barely looked tall enough to reach her muzzle, growing in the ground at the crest of the hill.

Tentative hoofsteps brought her closer and when she could make out the details of its leaves, she saw that it was a tiny apple tree.

"Ol' Grandad?" she breathed aloud, "Is... is tha you?"

"Yeah!" came a young sounding voice from behind her.

She spun around and there was a young colt, not much older than a foal, with a bright, apple green coat and short, golden mane standing a few paces behind her. His eyes were a piercing red that looked far too intense... far too real.

"Who are you?" Apple Bloom asked, still very unsure about if he was talking to her or not.

"Well... that's kind of a hard question." he said, looking awkward and rubbing a hoof on the back of his neck sheepishly, "I guess you can keep calling me Ol' Grandad if you want, but I don't really have a name." he shrugged.

Apple Bloom stood, staring at the colt. "But... You're..."

"A colt?" he smiled innocently, looking back over his own body, "Yeah, I always wanted to try being one! But this head feels funny... like it's really empty or something."

"W- what's happenin'? Where am I?!" her voice grew stronger now, a desperate need for answers was driving her anxiety.

"I brought you here. I wanted you to see when I was born!" he said happily with a giggle, "Don't be scared... nothing can hurt you here."

"But... but who were those ponies? Why did they look so.. so... wierd?"

"They were the first comers. The ones who made this place for ponies like you. They made me so I could help feed the ones who would come after them." he said, nibbling on his hoof experimentally, "They were before all the unicorns, and pegasi... oh and land ponies too. They put their essence in all the Equ... so we could live forever!"

"How many of ya are there?"

"Mmm.." he looked up at the sky, his head cocking slightly. "Lots!" he said and then looked back at Apple Bloom, stepping near her. "But you're the only one who can hear me now. I've waited for... for like a really long time for another life giver of my kind to come along."

The colt came close and gave a nuzzle to Apple Bloom's neck. He was surprisingly cold, and his fur was stiff and scratchy against her. "You were just in time, too." he said stepping back and smiling up at her.

"Y-ya mean that black stuff that was on you?"

"Yeah... A pony came not to long ago, a flyer with something covering his head. He put that on me..." his little ears drooped, "Nopony's ever wanted to hurt me before."

"Ya mean somepony put that stuff on you!?"

The colt nodded and then his eyes crossed, looking up at the wisps of his golden mane that hung over his eyes and he gave a childish smile, his lips pursed and he blew a puff of air up, causing them to flutter about and his eyes lit up with delight.

"So... so what now?" she asked, feeling suddenly awkward, "What am I supposed ta do now that I'm a life giver?"

He shrugged. "Just help me and my kind grow! Protect us from things that want to hurt us. We can teach you things, ya know..."

"Like how ta make potions?"

"Oh yeah! I guess we already have!" he smiled and then he looked behind her suddenly, his face and ears falling, "Awww..."

Apple Bloom whirled around but saw nothing. "What's wrong? What's going on?"

"You should probably go now... the others with you are getting upset."

"Tha others? Ya mean Applejack n them?"

"Can you tell that one something for me?" he said, his body beginning to fade along with the trees and plants around her, "Tell her that Blossom Sprout loves her very much... and we're all sorry about what happened but she's happy."

The colt and the wild vegetation surrounding him faded into a white nothing. Apple Bloom wanted to ask him what that meant but her head suddenly became to heavy to hold up. Before she knew what was happening, she felt herself falling.

___________________________________________

"Apple Bloom!" Applejack cried when her sister fell from the overhead canopy as the last light of the day winked out, plunging us into the dusky gloom underneath the tree.

She'd fallen strangely, not plummeting like a pony should at the mercy of gravity or whatever that force was called in this place. Instead, she slowly drifted down and settled in the short, soft grass as if unseen hands placed her there lovingly.

"Filly! You open your eyes n talk ta me this instant! Ya hear!" Applejack said as she pressed her muzzle against Apple Bloom's mid section. She pulled back with a sudden look of surprise. "S- she's all wet! Look at 'er mane! What happened to her?! Zecora! What happened to her?!"

"Ahm fine, Applejack..." came Apple Bloom's voice. Her eyes had opened and she lay smiling as she rested on her side, her face half buried in the grass.

"Oh my word, you scared the livin' horseapples outta me, girl!" her sister said and collapsed on top of her in a hug. Apple Bloom hugged her back and then explained what happened while she got to her hooves to stand in front of us in the gloom.

"Tha tree showed me how it was born! It was incredible! There were these three really tall ponies and... and they made it storm and rain! And then.. and then there was this big ol beam a light!"

Discord suddenly became very interested, slipping between Fluttershy and Sweetie Belle to bring his face close to hers. "Oh! A quickening!" he gushed, "You saw a real quickening of the ancients! Tell me, what did they look like? Were they as fair as the scrolls say they were?"

"I... I didn't seem 'em real good. But yeah, they were really tall and kinda lanky."

"What I wouldn't give to see that kind of magic at work!" he reared up, swooning with emotion, "Oh! The tingly feeling that kind of power would give me... ooohh!" he shivered from his head to tail.

"Yeah... well..." Apple Bloom gave him a strange look, "He said somepony put that stuff on him ta try n hurt him, Applejack. Who'd wanna hurt Ol' Grandad like that?"

"I.. I don't rightly know, Sugarcube. But... I do know one thing. Mah little sister's an amazing pony." she rubbed a hoof into Apple Bloom's mane affectionately, "I'm sorry I didn't believe ya before... you know how I don't put much in all that mumbo jumbo 'bout trees talkin."

Apple Bloom looked up at her, her face growing sincere. "They kin talk Applejack... an they kin listen too. Ol' Grandad says that Blossom Sprout loves ya but she's happy now... and that all tha apple trees feel sorry for what happened. Who's Blossom Sprout, Applejack? Is that like... one of our old relatives or somethin'?"

Applejack's face widened into stunned recognition at the words her sister said. She blinked and then tried to speak. When no words and only a dry croak came out, she licked her lips and tried again.

"How... How do you know that name, Apple Bloom...." she said breathlessly.

"I just told ya! Ol' Grandad sai-"

"I never told anypony that name..." she continued, cutting her sister off and shaking her head in denial, "An I only said it once in mah entire life..."

Apple Bloom looked at her sister for a moment before a look of sudden understanding shadowed her happy features with sorrow. "That... that was what you was gonna name your foal... huh." she said in a sad voice.

"No, Apple Bloom. That was my foal's name. Only... only I just said her name to this tree..." Applejack's head turned and looked at the massive apple tree that stood watch over our small gathering.

Apple Bloom moved forward and wrapped her hooves around her sister's neck in a tight hug. The two apple sisters embraced for a moment and then Applejack stepped back, rubbing a hoof across her eyes, giving a resigned sigh.

"Whooee, filly, You're covered in crud!" she said, trying to brighten up and began to brush her sister off, knocking twigs and leaves from her wet fur. "Ya got somethin' stuck on yer flank here, Apple Bloom." she said, rubbing vigorously over a patch near her tail.

"Ow! Sis... knock it off!"

"Somepony got a light? It's mighty dark now an I can't see what this is..."

Discord reached up and grabbed a hold of one of this horns. He snapped it off with a quick move of the wrist with no visible signs of discomfort and ran the broken end along the ground like a massive match along a striker pad, bright fire quickly illuminated the space under the tree and pushed back the dark shadows. He brought his burning horn close and we all gave a small gasp.

Apple Bloom's flank was adorned with the cutie mark of an incredibly detailed and beautiful apple tree full of tiny red apples.

Chapter 47

The first scroll from Celestia came that night as Spike and Ashley were getting ready to dig into their rubies. Spike really wanted an emerald sandwich, but the gem shop owner was all out of any decent specimens and the bakery was closed for the night already. A sly grin had played over his face when he realized that, for the moment, all he needed to tell anypony in town was to charge Twilight Sparkle for it and he could have anything!

Ashley didn't want to be seen by anypony so he left her just outside of town in a small grove of trees lit by the bright moonlight overhead. As he was returning, carrying the large, red gems in his hands, he felt the sudden bloating and boiling of fire in his belly that signaled an incoming scroll. Helplessly, he belched out the flame and watched the roll of paper as it landed on the dark path in front of him.

"Heh... Twilight will just have to live without this one." he smirked to himself and kicked the scroll into the bushes. An unexpected pang of guilt rose inside him at the sudden dismissal of his royal duty. It was the first time he'd ever not followed along with what he'd been asked to do and he felt like it was a turning point for him. He knew that once Celestia or Twilight found out he'd failed to deliver the scroll...

Spike shook his head. "No!" he said aloud, "I'm not their pet anymore!"

When he returned to the clearing where Ashley was waiting, she waved to him in the darkness and as he sat down beside her, he handed one large gem to her that was a brilliant red even in the dim light of the moon above. Ashley looked doubtfully at the hard jewel in her hands.

"Y- you sure we're supposed to eat these?"

Spike almost didn't hear her. He was too busy drooling over the gem in his hands, tongue lolling out with ravenous desire with glazed eyes. Rather than answer, he simply brought the gem to his mouth and bit into a corner, chewing the mouthful with obvious, crunchy bliss.

Ashley followed suit and gave a timid bite. The jewel make a sharp cracking sound when her fangs pressed into it and a small piece came easily away. She chewed once... then twice... then Ashley's red face lit up with surprise and amazement.

"Woah!" she said, "It tingles!"

"Mmphmm!" Spike grinned through a mouthful.

They both quickly downed the entire gem and then sat back, Ashley occasionally licking her lips to try and find a stray shard that may have escaped her frantic eating. They sat comfortably for a moment, both of them searching for something to talk about in the awkward silence before the next scroll arrived.

"BRRAAAPP!" came the loud report and green fire lit the small clearing up.

"What the...!" Ashley recoiled in surprise away from Spike.

"Stupid princess! Leave me alone!" he growled and picked up the roll of paper with the red tie and threw it as hard as he could, sending it to land on the stiff twigs of a small bush. A brief gust of wind caught it and it rolled to the ground with a soundless impact.

"What was that, Spike? I've never seen a scroll come from fire before... only get burned up by it."

The purple dragon grumbled and then frowned. "It's my royal duty... I'm the messenger between Twilight Sparkle and Princess Celestia in Canterlot. My fire can send and receive messages to Canterlot so they use me to talk to each other when ever either of them gets an ingrown hair." Spike's arm came up and he threw his head back in a mocking imitation of Twilight, "Dear Princess this! Today I learned that! Errgh... Every day!"

Ashley snorted, "Figures, forced you to do something for the rest of your life before you even knew what you were."

"Yeah... right?" Spike grumbled.

"You should just go away for a while, you know? Maybe that will show 'em how important you are to them!"

"W- what?" his head whipped towards Ashley so hard the white spine on the top of his head wiggled, "Leave Twilight?!"

"Sure... Leave her and all these stupid ponies in this stupid town! Spike, don't you wanna see more than just this place?"

The young dragon though about it for a moment. He'd never considered not living here with Twilight and her friends before. Mostly because this was all he knew. Sure... he was angry about how he'd been treated, but actually leaving?

"I... I dunno, Ashley." he said quietly.

She looked at him for a moment, a peculiar look on her face. "But... we could leave together." she said, "You and me..."

Her small red hand brushed his purple one, tiny clawed fingers sought his own and Spike's heart jumped in his throat at the touch.

"A- Ashley?" his eyes large and questioning met her nervous ones, "What are you doing?"

Her hand slid back quickly and she looked away. "I knew it... you don't like me, do you? Even though we're the only two dragons..."

"No.. I- I like you a lot. I just..."

"Then leave with me! I don't want to stay here now that I know those ponies treat dragons like pets!"

"They don't do that all the time!" Spike suddenly found himself defending the very same ponies he was mad at, "They just didn't know!"

"They could have if the would have just listened to that ugly snake looking thing!"

"Yeah, but..." Spike paused, "Discord's not always the best pony to listen to."

Ashley's face flattened, "And that's a reason to stay?"

"Errg!" Spike groaned. "You don't understand! I can't just pick up and leave Twilight, she needs me!"

"Yeah, needs you so much she can ignore you and throw you in a cage! Can't you see that?!"

"She-" Spike began but stopped as another swelling in his gut told him yet another scroll was inbound. He had enough time to think how odd it was that Celestia was sending this many so quickly just before the sneeze like convulsion took over his body and the green flame burst from his snout.

They both looked at the scroll of paper on the ground silently for a moment before Spike said; "Jeeze, something must really be wrong for Celestia to be sending scrolls this quickly..."

His hand reached out to grab it but Ashley stopped him with a hand on his arm.

"Spike... If you deliver that, then you're always going to be their assistant. You really want that after what they did to you?"

His hand pulled away and he looked into Ashley's eyes. She was right and he knew it. If he took this scroll to Twilight now, after everything that happened, it was pretty much admitting that he was never going to stand up for himself. But this was his whole life, everything he'd ever known. He couldn't recall ever being unhappy here until this whole feracity thing started up. He was even beginning to understand why they acted the way they did towards him now that he'd cooled off a little.

But it still didn't make it right.

He was still angry at how Twilight had ignored his problem and then locked him in a cage when she didn't know what to do. And Rarity! He'd bend over his own tail for years trying to get her attention and she only came to him out of pity to give him a hoof free act of pleasure that did nothing to help matters. The sight of that stallion leaning in to kiss her was still burning behind his eyelids and fueling his... his jealousy?

Ashley's glittering red eyes shone in the moonlight, a few stray flecks of gem still stuck to her snout and caught the pale glow in small twinkles of brilliant light. She was a complete unknown to him... but at least she was another dragon. Another dragon who seemed to care about him and was the only one to help when he really needed it.

His brow furrowed, lost in the argument inside his head where two sides of him fought bitterly over a decision that would affect the rest of his life. When his scattered emotions settled and the feeling in his stomach told him he had made a decision, he took a deep breath and told her what he was going to do.

____________________________________________________

I'd never been so happy to crawl into my own bed in my entire life.

The only other pony who was happier than me was probably Apple Bloom. She'd been practically bouncing off the walls since we got back to the barn and between her and Sweetie Belle, I don't know who was being louder and more rambunctious. Scootaloo though, as much as she tried, couldn't hide the sad light in her eyes from me as she watched her two best friends clamor over each other and comparing marks. She was now the last of the Cutie Mark Crusaders without a cutie mark.

I quietly guided her upstairs to our room, away from the loud conversation below and into the quiet dim space of our bedroom. We snuggled into bed together and for the first time, I noticed how fully her belly was starting to be as I took her into my arms to comfort her.

"Shut up..." she said quietly when I mentioned it to her and she frowned up at me.

"What! I'm just sayin..."

Her hoof came up and pressed against my lips to shush me then pulled it away, nuzzling into my neck tightly and gave a big sigh.

"I missed you..." she said softly.

"I missed you too, Puffball."

"Mason... My mom came back." she said after a silent moment of us just enjoying our warmth together.

"What?"

"Yeah. She's... better now. Princess Cadence is helping her. She... she wants to see me again, Mason! We talked for a while and..." Scootaloo trailed off.

"And what?"

"I... I still love her..." her voice cracked and she pressed her forehead into my chest. "She didn't want any of that to happen."

I didn't have anything to say to that so instead I held her tight and let her pour her emotion out. Scootaloo had a good cry. Not the intense sobbing or miserable weeping I'd seen before though. This was just a slow, gentle release of anxiety that she'd been carrying around for who knows how long. When it passed, she told me that her mom was supposed to come by again and wanted to meet me.

"But... I didn't tell her about our foal, Mason. I don't know why but I didn't."

"OK." I said simply.

Her orange face smiled at me and she kissed me deeply, happier now that she'd had a chance to let out her feelings. When she pulled away, her face grew sullen again.

"Why do I have ta be the last without my cutie mark..." she pouted.

"Aww... Scoots." I said, and stroked her mane gently.

She gave another sigh and shrugged into me, "Whatever. I got our foal.... and I got you." she smirked and moved her body against me suggestively. My lower half responded, having not felt her this close to me for some time and I quickly grew hard in the shorts I was wearing under the thin sheet that covered us both. The fur of her rear legs brushed against my own with a light, erotic tickle.

Just as we began to kiss passionately, the door opened. Apple Bloom and Sweetie Belle came bounding into the room, Sweetie closing the door behind her with a firm thunk. They quickly piled into the bed in a frantic snuggle, hugging both myself and Scootaloo happily.

"Ahm so glad we're all together again! Everypony's here and I got mah cutie mark!" Apple Bloom beamed, "I don't think I kin be any happier!"

Apple Bloom had flopped down on top of Scootaloo and I, her hooves encircling the both of us and Sweetie Belle nuzzled into my back, I found myself completely and wonderfully surrounded by ponies, buried in their musky, earthy scented fur and warmth. A powerful feeling came over me, a feeling of love and acceptance that I hadn't felt in a long time that washed away the recent journey and all the stress of the recent events.

I kissed Scootaloo again, only to feel hooves on my head pull me away and turn my head gently up so that Apple Bloom could kiss me as well. Sweetie's hoof ran down my back as gentle reminder that she was there also, and seeking affection of her own. Giving into the warm sensation of their love, I rolled onto my back and embraced all three of them as best as I could.

Sweetie nuzzled the right side of my face while Scootaloo nipped playfully at my left ear. Apple Bloom's weight sat firmly on my chest and stomach and again her muzzle pressed against mine, her tongue eagerly pressing out and into my mouth in a deep and passionate kiss that probed far beyond my lips. If she was trying to get me aroused... it worked. Quickly.

My member hardened to full length in my shorts, pressing up against her lower belly stiffly and Apple Bloom gave a smirk into my mouth, pulling back with a coy expression to sit up and straddle me, her hooves on my chest for support.

"Mason... ya miss us that much, eh?" she asked, giving her bottom with it's new cutie mark a little wiggle against me.

I hugged Sweetie and Scootaloo tight against me and nodded, smiling happily up at the red head. She responded by sliding down my legs, dragging her hooves down my chest as she went until they brushed over the hard lump in the middle of my body.

"We did too..." she said softly and used her muzzle to undo the fastener holding my shorts closed.

"Wahh.. Apple Bloom!" Scootaloo cried out in mock protest, "Your just gonna get right to it, ain't ya!"

"Yeah! We were supposed to tease him more, remember?" Sweetie Belle piped up.

"What are you guys talking about?" I asked with a bemused smile on my face.

"We wanted ta welcome you home... at the same time." Apple Bloom grinned up at me, her hooves tugging at my waistband roughly, "We kinda... urrgh.... had a our own Cutie Mark Crusader meetin' about it."

"But somepony isn't following the plan!" Scootaloo smirked, "I was supposed to take those off, remember?"

"Whatever! I got mah cutie mark today! All plannin' is officially.. cancelled!" she said and with a great tug, pulled my shorts down, exposing my member to all three of the girls in bed with me for the first time in the context of sexual arousal. I'd been naked with all three of them before, sure.... but not like this. Not with me ready to rut somepony senseless.

The room seemed to stop for a moment, the three girls looked at each other as if a silent conversation was taking place that I wasn't privy too. But I didn't have to think too hard about what it was. Are we really doing this? Was the expression on all three of their faces. Seconds later, they were all on me.

I felt my shaft pulled down and multiple tongues sliding along the length in unison. I had enough time to ponder the fact that I had three ponies licking my cock just before I felt the warm embrace of a mouth surround the head. One hand came to rest on Sweeite's flank just above her dock and the other on Scootaloo's upper back thigh to brace myself.

"Careful Sweetie, don't scrape him with your teeth." I heard Scootaloo say.

The white unicorn carefully lowered her muzzle down around my cock, her lips dragging over the smooth textured skin slowly until I felt her body heave under my hand with a gag. She quickly pulled back and from my position behind her, I saw her head jerk up, looking at Apple Bloom and Scootaloo.

"I... I can't get it all in!" I heard her say in a panting breath.

"Well duh! Look at it!" Scootaloo chuckled.

"I kin take it!" Apple Bloom said and suddenly my cock was surrounded by warmth again. She quickly dropped lower than Sweetie Belle, but balked somewhere near the same point and I felt her throat spasm tight around the end of my member in her throat. She too yanked her mouth off, giving a little retching noise and panting with her mouth open. Her eyes watered and looked frustrated as she stared at my cock in disbelief.

"Darn it!" she said, wiping a hoof across her mouth, "I was sure I could take more a that!"

"My turn." Scootaloo said demurely, taking my cock in her hooves and turning her head to look back at me with a small smile. "I've done this a few times already..."

Scootaloo lowered her muzzle onto my cock and the three of us watched as she took my whole length, inch by inch into her orange muzzle. I felt her throat open up and let the tip of my member slide down her throat easily. When her muzzle pressed against my body and into the furry nest of my non-human hair, she threw a silent hoof in the air victoriously.

Both Sweetie Belle and Apple Bloom gave a groan and then had a small laugh. Scootaloo didn't stop though. She began to suck me with an eager enthusiasm that made my blood boil, lewd slurping noises came from her muzzle as her orange head bobbed up and down.

"Jeeze, Scootaloo..." Sweetie's shocked, quiet voice floated over the sound but then she squeaked when my hand slid down her flank and under the dock of her purple tail. A finger found it's way to the moist heat of her sex and I ran it along the crease there with just enough pressure to slip inside. Sweetie Belle whined and pushed her flank back, causing my fingers to dive between the moist folds and into the soft, warm flesh inside. I found her entrance and pressed inside to her damp heat, the juices flowing from her coated my finger instantly.

I felt a hoof begin to softly caress under my shaft just before I heard Apple Bloom's voice ask Scootaloo if she could share. The wet mouth slid from my cock and I felt the three of them start in again together, two on the shaft and one on the sack below that caused me to moan with pleasure. Scootaloo abandoned my lower half and returned to my mouth, kissing me deeply while Sweetie and Apple Bloom took turns with their mouth.

I already felt like I was ready to blow.

"St- Stop!" I cried out, not wanting to have this end so quickly.

Apple Bloom and Sweetie Belle both looked up at me with alarm and the back away from my cock like it was going to bite them.

"Wha... what's wrong, Mason?" Sweetie Belle asked, her face wide with concern.

"N- nothing... you two are just... doing a really good job of that." I panted, trying to calm my throbbing organ enough to pull myself away from the edge.

"Already?" Scootaloo mocked me and nipped at my ear, "Then look out Crusaders! This is where I come in!"

The three girls shuffled around me in some unknown configuration that they must have previously discussed. Sweetie lay along me on my right side and Apple Bloom did the same on my left. Scootaloo climbed over the top and positioned her flank above my barely calmed member that still throbbed with a beat of its own. She looked down with a triumphant grin and stuck her tongue out at me playfully. I could really see her belly now, swollen and puffy like she'd put on quite a few pounds. I was about to have sex with a pregnant pony.

Slowly she sank her warm body onto me, slipping my cock inside her with a wet, sliding feeling that caused rapid pulses of pleasure to streak through my stomach and into my head. When her furry flank rested on my hips hotly and my penis was completely inside her, she lay down, bringing her muzzle close to my face with Sweetie and Apple Bloom's on either side. Before I knew it, the four of us were engaged in a shared kiss. Tongues and lips met in random and eager combinations while hot breath seemed to pant from every direction around me, scented of apples, spices and some other component that didn't belong in the world where I came from.

Then Scootaloo lifted her hindquarters up, gliding me along the soaking wet walls of her clenching tunnel and causing me to moan aloud with intense pleasure into the warm, moist space created by our mouths. When she sat back down hard and encased me again, I hugged Sweetie and Apple Bloom tight. The damp air around us was permeated with the heavy musk of all three of their odors, mixing into a palatable smell of pure sex in the semi-light of our room.

Apple Bloom began to gyrate her flank and whimper desperately. Her tongue became frantic in it's search for someplace to latch onto and with a sudden connection, her and Scootaloo began to passionately kiss right before my eyes. Scoot's ears perked straight up and I saw her purple eyes open wide with the sudden attack of her friend's lust that caused her insides to clench tightly on my cock and throb with quick, rippling pulses.

Suddenly, the red head rose up and playfully pushed Sweetie Belle away from us. The unicorn and I looked at her questioningly but only long enough to realize what she was doing. She unceremoniously straddled my head and I saw her lock lips with Scootaloo again just before my vision was blocked by her yellow flank dropping over my face and planting her soaking wet sex right on my lips.

I was instantly smothered in the fiery hot canal between her rear legs, practically drowning in the river of musky juices that flowed from the tight entrance parked squarely on my nose. I had to angle my face back to breathe and this had the effect of placing my mouth right into the crease of her body. My tongue snaked out and buried itself into her grasping hole, probing and twisting around before it was seized by the strong grip of her muscles and I felt her tremble above me, muttering something that I couldn't quite make out.

The only reason I lasted as long as I did was because Scootaloo seemed too preoccupied to move up and down on my shaft. But the incredible heat and moisture, along with the rippling contractions inside her, did the trick on their own eventually. With her weight on my hips and Apple Bloom's flank planted on my face, there was nothing I could do but grunt into the farm pony's sex as my cock caught fire with pleasure. Seconds later it began to twitch and jerk inside Scootaloo, firing a load that felt almost painful for how large and thick it felt on the first blast. I heard Scootaloo squeal with surprise and begin sliding her body along my spurting shaft again as if she was trying to make up for something but it was too late. I was already emptying myself deep in her soaking tunnel and filling her up quickly.

When I couldn't work my tongue anymore and patted Apple Bloom's flank, she moved off of me and slid to the side. My face was saturated with her heavily scented juices that smelled of her own personal flavor of arousal and sweat. I lay panting with myself still buried in Scootaloo and as I opened my eyes, she collapsed on top of me in a tight embrace that was was soon joined by Apple Bloom and Sweetie Belle.

I had every intention of continuing, letting my body rest for a few moments before turning my attention to at least Sweetie Belle who didn't get any pleasure at all during our group session. So when I awoke suddenly in the dark hours of the late night with Scootaloo still on top of me, snoring lightly with the other two pressed against my sides, I felt a pang of regret.

Chapter 48

Twilight Sparkle barely made it through the door of the library and had just enough time to close it before the princess collapsed in a heap of emotional wreckage. Somehow she'd managed to hold it together as she walked alone through Ponyville, greeting eveypony courteously but in a detached way that she felt was probably very noticeable.

Once alone and in the privacy of her home, it came roaring out like a thunderstorm of regret, shame and disappointment at herself that wiped the strength from her legs, causing her to crumple to the floor and weep openly. Spike's admonishments of how he'd been treated over the last few months wounded her deeper than any spell or physical harm could have ever done. He was absolutely right, too. She had never once placed herself in his position because she was too secure in her own false knowledge... and because she wasn't mature enough to handle it.

She could see that now. She could see just how unwilling to deal with Spike's problem she had been simply because it made her uncomfortable. Worse yet, she pulled all of her friends into that same situation without even getting their opinions. Spike, her most faithful and loyal companion, who she'd raised from the day he hatched, had been treated like an object because of her own shortcomings.

Waves of sobbing wracked her purple body, her wings lay limp on the floor to either side and her ears flattened against her head as she let it all out. It only got worse when she though about how long her and Spike had been together and how many times she'd felt the same self assured smugness over the years when dealing with him. Were all those other times instances where she had been treating him poorly and he'd just never said anything? Taking him for granted? Twilight always prided herself on how well she learned the magic of friendship her in Ponyville, but now she doubted if she ever learned it with the one dragon who mattered most to her.

The alicon lay there for some time, crying and whirling around in self doubt and anger at her own stupidity. What made matters worse was she didn't even know where Spike was right now. They'd never fought before... never argued like this to the point where they weren't by each others side at all times. The fact that he wasn't here and patting her head awkwardly like he always did whenever she cried only made it worse.

Eventually, the sobs and tears slowed as her body couldn't keep up anymore and she fell into a silent, brooding misery where her eyes glazed over, not really seeing anything. As emotionally distraught as she was, she found her mind drifting off into the dim awareness of being half awake as she lay on the floor. Her eyes first half lidded... then slowly slid shut with a wet seal that blocked out the misty view of the barely noticed library.

When Luna suddenly came down the stairs from the second floor, Twilight raised her head in surprise, wiping away the tears that still soaked the short fur on her face with a hoof.

"L-Luna! What are you doing here?" she croaked in a thick voice.

"Twilight, I have come to discover why my sister's urgent scrolls have not been answered. Although... you need not explain to me now. I have seen your thoughts and know what has happened. It seems you are in the middle of a problem where Spike has left you for the moment." Luna's dark face looked impassively down on the smaller alicorn, her tail swishing slightly behind her.

"Y- yes... Oh Luna! I have made a horrible mistake and it's all my fault!" her face twisted in anquish again, fresh tears welling up in already saturated eyes, "I let Spike down by not being able to confront my own embarrassment! I let him suffer while I hid behind my own false reasons! And now... and now I'm sure he's gone forever!"

The princess of the night stepped forward and nuzzled Twilight gently with sisterly reassurance. A small smile appeared on her lips. "Twilight Sparkle. You are so promising in your power and knowledge, yet still have so much to learn. Spike has not abandoned you. Spike has only become aware of his own needs with the maturity now to stand up for them. Why, Twilight, did you not seek our council on Spike's condition? There is nothing in this land that causes us to be uncomfortable and we thought you could ask us anything."

"I... I'm sorry Luna. I should have! I shouldn't have been such a filly and talked to you or Celestia as soon as it came up!"

"Being a princess requires us to confront our problems no matter how embarrassing they may be. You need to learn to set aside your own comfort when it comes to your friends... and your royal duties. Hiding behind your books will not remove the problem or make it go away. I believe you see that now."

"I do, Luna... I'm so sorry that I didn't understand that sooner!"

"I do not think you will make the same mistake again. Everypony must learn the hard lessons that cannot be taught by books. They are rarely easy, and never without some pain."

"But... but what about Spike, Luna? I'm so sorry for how I've treated him but I don't know where he is to tell him!"

Luna took a step back and then glanced at the door behind where she lay. "He is already here."

Her eyes flew open as the door bumped against her flank resting on the ground just inside the library. She looked around frantically and noticed that Luna was gone. She had been asleep and dreaming.

"Twilight?" came Spike's tentative voice from the crack of the door and Twilight Sparkle's whole body energized with love and gratitude for hearing it again. She stood with a wild, clopping sound of hooves on wood and whirled around, yanking the door open and snatching the small purple dragon into her hooves in a tight embrace. Tears came again, but this time they were of happiness.

"Oh Spike! Oh Spike I'm so sorry! I'm such a ninny, please... please forgive me! I'll never take you for granted again!" she sobbed into his scaly shoulder.

Spike gave her a polite hug in return and while it wasn't the response Twilight was hoping for, it was at least better than the last time she'd held him. When she released her grip and looked into his face, it was still firm. But there were tears of his own there.

"Twilight... I'm still mad at you. You locked me in a cage and let me suffer for.. for like ever! That's just not something a dragon can forget, you know."

"I know, Spike." Twilight began but then stopped, shaking her head and then dropping her gaze from his piercing green stare. "No... I don't know, do I? I don't know nearly enough about you because I've never took the time to ask. I've always just taken you for granted that you'll be here with me that... that I never realized you have your own life I should be considering."

Spike considered this before he spoke. "What I don't understand is why it bothered you so much to ask somepony who would know? Like Celestia? I mean, it's not like I wanted her to get involved with something like that, but it would have been better than what you did!"

"Be... because I was selfish... and I cared more about not being embarrassed than I cared about how you felt. It was wrong, Spike, and I'll never do it again." Twilight said. She wanted to add more, but there was nothing more to say. Her ears remained pressed against her head as she looked away.

"Twilight, I'm your best friend. My whole life revolves around you. It... it really hurt me that you did that." Spike's own voice was breaking now, "Please... don't forget I'm more than just your assistant. I love you."

"Oh Spike... I love you, too" Twilight's tears rolled from her eyes and this time when she reached out for him slowly, he rushed forward and they sank into a loving embrace, both crying with the alicorn saying "I'm so sorry..." repeatedly.

Long moments passed while they healed together, mending the wounds and rebuilding a new level of understanding before the intense bonding faded. When they stepped back, each wearing a face of relief, Ashley appeared in the door.

"Well aren't you two just a couple of saps..." she said mockingly with a disapproving frown, "You almost had me crying there for a second."

"Hello, Ashley." Twilight said, wiping her eyes one final time, "Thank you for going after Spike today."

"Don't thank me, Sparkles... I wanted him to leave with me but he can't pull himself away from being your little pet, I guess."

"Ashley..." Spike warned, "I told you it's not like that!"

"Yeah.. whatever." she dismissed with a wave of her hand.

"If you have such a problem with it then why did you follow me here, huh? You said you were going to leave anyways!"

"Ehh, I wanted to see where this library was. I can read, ya know." she shrugged.

"Ashley, you're more than welcome to stay with us until you get on your feet. There's plenty of room here for you... that is if Spike doesn't mind." she added.

"Nah, I think I'll take my chances somewhere else. I still don't trust you ponies no matter what Spike says. See ya round, Spike, don't let Sparkles work you too hard and this time, ask for a bigger cage!" she smirked and walked into the gloom beyond the door.

"Ashley! You take that back!" Spike growled. But it went unanswered and a few seconds later, the red dragoness was gone.

"Stupid girl..." Spike mumbled and turned towards Twilight.

"What was that about?" she asked, a shocked look on her face.

"I dunno... she really wants me to leave with her and go somewhere. But she doesn't know where! She doesn't trust you guys but... but Ponyville is where all my friends are. It's all I know! It's all I want to know right now and she didn't like that.

"Spike..." Twilight smiled at her friend. "But aren't you worried about where she'll go?"

Spike shrugged. "Ehh, she can take care of herself. Here, Twilight." he said, holding out the scroll he'd carried with him from the clearing, "Celestia really wants to talk to you."

"Thank you Spike." Twilight said, taking the scroll from him with her magic and nuzzling him affectionately. "I really mean that. Thank you for being who you are."

Spike's face turned a little red at Twilight words and he watched as she opened the parchment, reading it carefully.

Twilight Sparkle,

It is time for you to perform your first royal court proceeding and I will need you here in Canterlot to attend at midday on the sunrise after next. We must decide the fate of Whipwind for his crimes against not only Scootaloo, but also Apple Bloom and his wife, Nightleaf.

I do not wish to ask you this, however official proceedings must be followed. Whipwind is afforded the chance to speak his side one last time to an audience of his choosing and he has requested Scootaloo to be in attendance. While she is not required to be present, she must still be informed and offered the chance to see him one last time. I ask that you and the young pegasus, if she chooses to attend, to be in the east wing assembly hall by that morning for instructions. It is an open audience and anypony who chooses to attend, may.

Also, I have some troubling news. I have no doubts that my most faithful and brightest student has learned of the group known as The Flock. This cult seeks to end the harmony of the three races of ponies and establish a pegasi regime that rules over all. Twilight, they are dangerous and wish harm on the land and unicorn race, believing that both races are below them in status. Whipwind was a member of this cult and I have extracted some troubling news that I will discuss with you in person.

I will see you soon,

Princess Celestia.

Twilight let the scroll drop, her eyes flicking back and forth as her brain searched its extensive catalog of information regarding The Flock.

"Spike... Take a memo. Please."

______________________________________________

Ashley stomped away from the library, fuming over Spike's decision to stay with Twilight and the ponies here in Ponyville. The longer she walked, the less she was mad at Spike for staying... and more angry at herself for not taking Twilight up on her offer. She had heard the exchange between the purple alicorn and her fellow dragon and even had to bite her tongue to keep her from tearing up and looking like a softie herself. Maybe the ponies here weren't all that bad...

But she couldn't bring herself to reverse her attitude. Once you made a decision you had to stick with it or others will think you're weak! Shepard had taught her this long ago and it always seemed to serve her well enough. The only problem was she didn't have him to curl up safely with now when her rigid stance left her out in the cold with no place to go.

She wandered aimlessly through the night in Ponyville, her glittering eyes filled with barely masked fear and doubt as she looked for a nook or hole to crawl into and hide. She could see the massive castle looming on the north edge of town but it no longer interested her. Spike had told her there was no way in Tartarus she could get in because of the spell Twilight put on it and she had no reason to doubt him. With no place to go and nopony or dragon to turn to, she eventually found herself in an alley near the south edge of town behind a shop, squatting miserably beside a large trashcan when her feet and weary mind couldn't carry her any further.

She gathered a small amount of dried paper and leaves and put them in a pile. It was getting cold and she wanted to warm up her hands with a little fire before she moved on. Trying to center herself, she felt the fire in her belly begin to rise and she breathed out onto the tiny kindle. But her fire was especially cold right now and only scattered the light items into the alley without so much as a wisp of smoke. Ashley wasn't surprised and she chuffed a small sob of despair. Her fire was always coldest when she felt alone. She didn't want to cry but found herself wiping silent, frustrated tears away as she wished she was warm and safe with Spike back in the library.

It even smelled nice there... she thought, Nicer than this stupid 'ol trashcan!

Suddenly, a door further down the alley popped open and the sound of somepony humming a nameless tune filled the narrow, dark space. It was deep and distinctly male, but also pleasant and soothing because it reminded her of when Shepard would hum while he was showing her things like how to clean her bed roll so bugs wont live in it. The door closed and the sound of a lock snicking shut came just before the pony began to walk towards her where she crouched semi-hidden behind the trashcan. A rush of panic rose in the little dragoness but she was too tired and drained to do anything about it. Ashley resigned herself that she was going to be discovered and a small part of her was even a little hopeful that somepony might help her.

The sound of the stranger's hoofsteps grew close and when the looming stallion came into view, he stopped, looking at her with curious eyes and a cocked head.

"Well... hello there, little one." he said with a surprised but warm voice, "I did not expect to see a small dragon behind my shop this evening! In fact, the only dragon I'm aware of around here is Spike... but you don't seem to be him, are you?" he chuckled.

"N-no sir." she said, curling her arms around her bent legs.

"Ahh, a young dragoness too, given the sound of your voice. Well, you don't much belong here behind my store, young one. Ponyville is a safe place but an alley is a crummy spot for anypony to hang out in. Where are your parents?"

She looked up at him, trying to muster the hard edge needed to show him that she could take care of herself but found she just couldn't do it. Ashley had nothing left. Instead, her face was a wide open expression of fear and innocence that for one of the few times in her life, was a genuine emotion with no protective barrier.

"Hmm. That look says all I need to know." he said in a solemn voice, "You don't have anywhere to go, do you?"

Ashley shook her head slightly, her eyes falling away from his and to the hard ground under his hooves.

"Well, I know a mare in this town who would be glad to help you, I'm almost positive of it! She is the very element of generosity and would be honored to meet such a pretty young dragon, considering she's already rather fond of another young dragon here in town. And a darn good seamstress too! Summer is fading and it will get rather chilly soon. If you're going to go wandering around alone, wouldn't it be nice to have a warm scarf on your travels?" he chuckled again, holding his hoof out to her, "At the very least, she could give you a warm place to stay tonight."

"My name is Wilson, little one. What's yours?"

"A- Ashley." she said, her mind not quite ready to trust him but her heart was longing to be safe and warm somewhere. Wilson continued to patiently hold his hoof out for her, smiling that gentle smile that reminded her so much of Shepard.

"Might I add that my friend has quite the gem collection? She would probably part with a couple for you to snack on, you know. I'm no dragon, but I've heard they are quite delicious!"

Her stomach growled loudly at the thought of biting into another gem. She'd never had one until today... and didn't know how she had lived this long without them. "A... are they rubies?"

"Rubies, Emeralds. There's even a few Topaz in there and she says they're Spike's favorite!"

"She... she knows Spike?"

"Heh, why of course! We all know Spike here. He's our favorite dragon in all of Equestria. I can tell you about the time he saved the Equestria Games and became a hero on the way to her house if you'd like!"

"You.. you think he's a hero?" she said, getting to her feet now and looking up at Wilson with wide eyes.

"Certainly! We even put his name on the Wall of Honor in the stadium. Come on!"

While Ashley didn't take Wilson's hoof, she walked beside him trustingly enough into the street and towards the center of Ponyville towards the great gazebo in the near distance.

Chapter 49

Rarity had been checking the clock far too frequently ever since she'd gotten home from Sweet Apple Acres earlier in the evening after stopping by Wilson's store to invite him over. She found that time seemed to have slowed down to a crawl as she waited for him to close his shop and arrive at her home. While she waited, the fastidious unicorn busied herself with cleaning up around the place, dusting shelves that probably didn't need dusting and casting her blue eyes about the first floor of her workshop until she couldn't think of anything else to straighten up or clean.

She moved upstairs to the second floor, closing the door of her little sister's room to block out the chaotic mess that had erupted there ever since Sweetie had joined with Mason and received her cutie mark. Rarity paused to think about how fast her sister had grown up, changing almost overnight from the sweet and shy filly she always saw into the outgoing and scatterbrained young mare she'd become. Ever since she got her cutie mark it was like another pony who'd been trapped inside was emerging, full of vibrant life and firm opinions that were so unlike her little sister that Rarity had taken to silently calling her "Diva Belle", although she would never say this aloud.

She moved down the hall and into her bedroom, looking around with a flushed and heady thought that the only reason Wilson would see this room is because... well because Rarity invited him into her most personal space. With the emotional confrontation involving Spike still fresh in her mind, she realized how much she needed somepony to comfort her. Poor Spike... she thought, And stupid me for allowing myself to cross the line with him. I simply shouldn't have pleasured him at all. It probably just confused the poor dragon even more!

She had gone so long without the feel of another stallion close to her, the smell of his fur and the masculine musk that always seemed to be present around them, that she'd almost forgotten what it was like. Years had passed since she'd allowed somepony to get close to her that wasn't a mare. She never was intimate with her friends, but there had been times when she had been tempted to experiment when the loneliness got too much. Fluttershy had even offered one night, the pegasus had long been open to her about her preference for mares, but Rarity had gotten cold hooves.

But now Wilson had come into her life. Somehow, someway, this stallion had walked right through her shell that had been surrounding her since Manehatten and found his way to her heart. His knowledge of fashion, his polite manner, his caring personality... it had all disarmed her completely to the point where she doubted she could ever say no to his handsome blue muzzle.

It's taken her weeks to admit it, and even longer to decide to do something about it but the day's events had tipped her over the edge. Having Spike call her out like he did broke the final restraints of her self imposed solidarity and with Sweetie Belle staying with Mason and the other girls tonight... it was a perfect time to show him just how much she needed him to be with her.

Her heart stopped when she heard the door open below and her face lit up with a filly like excitement. She tried to reign herself in, compose her white features into a more dignified and... Rarity... like appearance before she turned and headed down the stairs with controlled quickness, her legs trembling and feeling weak with anticipation at the thought of seeing Wilson alone for the evening. Thoughts of his scent, his voice and how his lips would taste raced through her mind as she hit the top of the stairs. Oh Celestia, how ever shall I start with him? I don't wish to come off as a desperate filly... she thought.

When a voice other than Wilson's drifted up to her before he came into view in the workshop below, it threw a shockingly cold bucket of water on the flame in her heart. When she descended far enough to see, her suspicions about who the voice belonged to were confirmed although she had no idea why the little brat dragon was here.

"... and I thought you all didn't like him or something!" Ashley was saying with a light giggle, stepping into the workshop beside Wilson and looking around.

"Not at all! Quite the contrary as you can now see! Well..." Wilson said, catching sight of her on the steps, "If it isn't the embodiment of high fashion herself! Hello Rarity!" Wilson smiled brightly, "You'll never believe who I found behind my store this evening!"

"Yes... we've met." Rarity said dryly, trying to pitch her voice some other way than the disappointment of seeing her again. She recognized that Ashley had helped Spike, but also knew that she wasn't a fan of her and her friends either. Her being here was actually quite a shock considering the circumstances. "Hello again, Ashley."

"Oh, It's you..." she said, but not unpleasantly this time. "Hey Rarity! Wilson's been telling me all about you guys!"

"Oh he has, has he?" she said with a bit of skepticism, her blue eyes flicking to his and back to Ashley's red ones.

"Yeah and... well..." she seemed to gather her small red body into a more upright and forward posture, "I'm sorry. I still think it was kinda dumb how you and your friends treated Spike but..." she looked up at Wilson who stood next to her, "You guys really do love him here, don't you?"

Rarity took a moment before she answered, scanning the small dragoness's words for any hint of sarcasm. When she found none, she smiled a genuine and warm grin that touched her cheeks. "Of course we do, Ashley. Spike is our friend! We made a very bad mistake and feel just awful about it. To be very honest with you, I wish you had been around earlier."

"Why?" she asked, her little red nose scrunching up in confusion.

"Lots of reasons, dear." she said, looking to Wilson and then back at her, "How in Equestria did you two find each other? Last I saw, you were chasing after Spike, Ashley. Where is he? And how did you meet Wilson?"

"It's... kind of a long story..." Ashley's face fell a bit, her ear flaps sagging.

"Yes, Rarity. Would you mind terribly giving Ashley a hand? She's kind of in a rough spot right now." Wilson asked, his charming face lighting up with the smile that melted the unicorn's heart, making her forget the missed opportunity for some alone time with him.

"Of course, dear. How can I help?"

About an hour later, Ashley's head thunked hard on the table where they sat eating. She'd been fighting her eyes from closing on their own for the last twenty minutes while the three of them ate. She'd started off plucky and talkative, going on about how amazing the stories Wilson had told her were and what had happened between her and Spike earlier this evening. She seemed relaxed now, not as much on edge but Rarity thought that the delicious smell of the roasted carrots in garlic sauce that caused the little dragoness to water at the mouth had something to do with it.

Once she'd helped herself to two plates, stuffing her fanged mouth quickly and ravenously, she began to fade. Wilson and Rarity started to chit chat about the upcoming winter gala fashion show and that was all it took. Her head hit the table and she gave a light groan of contentment just before the first light snores came. The two ponies looked at each other and shared a grin before Rarity's horn came to life and picked the small red girl up gently, moving her to the scrap cloth bin that was stuffed full of soft fabric that made a perfect bed. Seconds later, she was snoring loudly.

"Poor thing." Wilson said, getting up to clear the table. His pale blue eyes regarded the sleeping dragoness with compassion, "She's in a spot and she doesn't have a clue what to do or where to go, you know that?"

"I know, dear. I'll have a word with Twilight tomorrow and see about getting her settled in somewhere. It sounds like things have calmed down a bit and we can get back to our normal lives again." Rarity got up from the table and helped Wilson with the dishes. As they placed them in the wash basin of the nearby kitchen, a sudden and tense silence came between them. The nervous twittery feeling in her stomach rushed up to greet her again.

"Are you alright Rarity? You look... ill." Wilson remarked, his eyes burning into hers and his muzzle close enough to feel his warm breath tickle the fine white hairs on her face.

"Y- yes, dear... I just..." she gazed back at him, her eyes flicking slightly from side to side, suddenly unable to focus on either his left or right. "I'm not quite sure how to tell you this... but... but..."

Wilson moved forward and brought his muzzle close to hers. She sucked in a terse breath, anticipating the coming sensation that she longed for. The kiss that Wilson had given her before had been a quick peck on the cheek but not something so sensual as one on the lips. He was a hair's breadth away... a heartbeat passed, and then it happened.

The warm, soft feeling of Wilson's lips on hers sent a shock wave down Rarity's spine, causing her tail to stiffen straight for a moment as her eyes squeezed shut. A small whimper escaped her throat just before Wilson pulled back. Rarity didn't move, instead she was frozen with the scrunched expression and closed eyes, lips pursed.

"Rares... You can open your eyes now." Wilson's soft voice came, his hoof brushing a stray strand of blue mane from her face.

She opened them to find his light blue face smiling at her, his hoof touching her cheek.

"I've wanted to do that for a while now, I just... I didn't know if you'd let me." he said.

"I... I didn't know either."

"I'm sorry, Rarity. I've overste-" He was cut off when she smashed her lips against his again, this time with unleashed passion and eagerness. Her lips opened and her hoof came up to wrap around his head tightly, pulling him into the moist kiss.

Ashley slept on, oblivious to the the two ponies who moved upstairs, unable to keep their hooves off of each other long enough to walk a straight line. She didn't hear the awkward steps going up, or the door to Rarity's room closing.

Or the barely contained passionate moans of both that followed several minutes later.

____________________________________________________

As Rainbow Dash drifted out of the cider bar that evening, half drunk and with a mind to go back in to take that stallion home who had been hitting on her ever since she crashed in the door earlier in the afternoon, her mind was heavy with thoughts of Spike and Twilight Sparkle. She'd never seen fighting like that between any of the close circle of friends and even thought she had faith that the power of their friendship would overcome it, it did little to ease the worry she had in her mind about how the two of them were feeling right about now.

She hated it when her friends felt bad, and if there was a pony causing them to feel that way, she'd fly to the ends of Equestria to kick their tail for ever daring to mess with her pals. But you couldn't do that with something like this, and the feeling of helplessness it brought frustrated the horse apples out of her. The fact that she'd come to this rotten cider bar instead of getting her fill of drink at Sweet Apple Acres like she usually did was a testament to how awkward she was feeling.

The cool night air blew through her mane with a pleasant freshness after the stifling warmth of the bar, the clean air welcome after smelling that stallion's musky arousal and hot breath as he'd pawed at her like a desperate colt. Dash didn't mind so much, she had a horrible streak in her for teasing ponies like that and the attention was a welcome distraction. She waited until he'd gone off to empty his bladder before she'd dropped her bits on the table and quickly left, a smile playing on her face as she imagined him coming back frustrated and flustered that his 'sure thing' for the evening was gone.

As she moved through the quiet passages towards her house, the silence that fell caused an unnatural and eerie feeling to creep along her wings. She felt like she was being watched in the dark spaces lined by dull blue buildings that soared above her on either side. Her heartbeat sounded impossibly loud suddenly, the only thing her sharp ears were picking up. Dash stopped and hovered, closing her eyes to concentrate on her surroundings. Something wasn't right here.

If it wasn't for the fact that Griffons had talons, she probably wouldn't have heard them in time to dodge the swiping attack that came from above and behind. Her ears had picked up the faint sound of them scraping together as it's front claws opened moments before the yellow appendage swiped the air where her neck had been.

Rainbow Dash whirled, sailing backwards to give her some space to gauge the nature of her attackers. Two male griffons, both large and bulky, wearing dark hoods that covered the majority of their face, squared off against her. She rose to the challenge, puffing her chest and narrowing her eyes dangerously.

"You two got alotta nerve trying to mug me, guys. You're gonna have quite the fight on your-" her words were cut off as they shot towards her instantly with a speed that belied their size and she was almost caught. A quick dive to the left and down cause another deadly swipe to miss by mere inches. Rainbow Dash suddenly knew this was no mugging.

They were trying to kill her.

She usually wasn't one for running, but the sudden ferocity of the attack and it's complete unknown reasons were enough to set her to her wings quickly. She shot down the passageway, her assailants close behind as she twisted and turned between the tight buildings and into alleyways, trying to shake them or at least give herself some space to move. They were fast, much faster than she thought a griffon could be but that didn't concern her much. She was The Rainbow Dash, after all.

She poured on the speed, kicking her wings up a notch to near dangerous levels even for her in the twisting spaces they navigated. Rounding a building on her left she almost knocked herself silly on an awning above a store entrance that suddenly appeared, swerving out of the way just in time to feel the edge of it nick her left wing. One of the griffons was not so lucky however, and she smiled into the strong wind as she heard the loud clang! a split second later as one of them flew straight into it but she dare didn't take a look back. They were now moving so fast that one split second lapse of attention could cause her to snap her neck on a wall.

Another fast right turn into a tight alley that barely was wide enough for her wingspan before a quick left again at the end. Climbing now, turning to rise up to the next level of dwellings. They were in the slums, houses stacked four of five high and built organically, giving an unplanned and haphazard appearance to this section of Cloudsdale. Random entrances and alcoves blew by her in a flash, some dark... others lit with the last lantern of the night glowing while the occupants inside finished their day.

Reaching her height, she shot down the passageway and then readied to dive right again only to be snared by something that yanked her into a dark doorway with a jarring force, dazing her with the quick deceleration as she was hauled into a dark room.

"Lemmi go!" she cried out automatically and was silenced by a hoof slamming tightly over her muzzle while another held her middle with an incredibly strong grip.

"Shhh..." came a stallion's voice at her ear. The whispered urgency of it's plea cut through her panic and she stopped struggling.

Moments ticked by and the wing beats of the perusing griffons fluttered by and then faded. The hoof left her muzzle slowly and Dash was release from the tight grip that held her.

"What's going on?" she said, still hushed and speaking with urgent tones, "Who are you and who were those griffons?"

"You know who I am, Rainbow Dash. And you have nothing to fear from me." the voice said in the darkness before a lamp flared to life.

She blinked into the sudden light and then her eyes fixed on the large red pegasus in the room with her. "K-Kaiden? The snowflake inspector from the factory?"

"And also the commander you and your friends pummeled in Ponyville a while ago, although I'm not surprised you don't recognize me without the armor and the dents you put in it."

"That's where you came from?! Everypony said you were a transfer but they never said from where! I always thought it was from another factory somewhere."

"Hardly. If not for a kind gesture from the mayor, me and my guard unit would all have been jobless for our actions. Please understand, we had no choice to do what we did."

"Eh... I don't care about that right now. What the hay is going on?! Who where those two? Why were they chasing me? And better yet, what the hay are you doing here grabbin' me like that!? I could've out run them you know!" her ever present pride could never long be stifled.

"Oh Rainbow Crash... you never change do you." came another voice from around the corner that struck a loud note of nostalgia and recognition to the pegasus.

"Gilda?!"

"How ya doin, Rainbow Crash?" Gilda the griffon said as she stepped into view. Her white top half gleaming in the light of the lantern as she looked at her old friend, "Long time no see. But I'm not surprised since we didn't part on such great terms."

"Heh... yeah, Gilda. I'm really surprised to see you..." Dash said with trepidation. The last time she'd seen her old school chum, she'd just been humiliated into leaving Ponyville for good after failing to separate Dash from her friends. Gilda had always been kind of an elitist.

"Look, forget all that stuff for right now. I'm actually here because of you. Some major stuff is getting ready to do down, Rainbow Dash, and you were the first target. It won't be long now before The Flock figures out they have a spy and I'll have to be more careful."

"Spy?! The Flock?! What the...?" Dash's head was cloudy with questions.

"Yes, Dash should probably stay here for the next day until we see what they're going to do next." Kaiden added, speaking to Gilda.

"Stay? Here?" Rainbow Dash looked at the red pegasus with wide eyes, "Why?"

"They will probably move on one of the others quickly. They have to take out The Elements of Harmony first." said Gilda in return.

"The Eleme... Somepony better tell me what's going on right now or I'm gonna lose it!" Dash shoved Kaiden, forcing him to look at her.

His eyes grew somber and his jaw tightened. "Dash, The Flock has convinced The Griffon Empire to help them overthrow Equestria. If we don't do something..." Kaiden trailed off.

"If we don't do what?! What are you talking about? What's going to happen?!"

"War." said Gilda.

Author's Note

This ends book 2 - Living In Equestria.

The final installment, Book 3 is due to be started soon!