Nightmare Night Fun

Within Carousel Boutique, Rarity was hard at work finishing up Twilight’s costume, despite it being close to midnight. Everything had to be perfect, this one thing Rarity knew. It wasn’t because it was being made for a princess, nor because another princess was paying her. Well, those two facts contributed to the main reason at the very least. The real reason was that this was for her friend, a friend she had been rather hard on and wanted to make sure would be a knockout in it.

I do hope Twilight will like it,’ thought Rarity as she put in the last stitch. Originally, Twilight had wanted an updated version of her Starswirl the Bearded costume. This quickly got vetoed by Princess Luna, saying that the point of this party was to cut loose and look as sexy as possible.

This feeling doubled in strength and conviction when she found out that Twilight was planning on asking a particular stallion to the party. In the end, Luna made an executive decision to have Twilight’s costume changed without her knowing. Normally, Rarity would be against this since the outfit was for Twilight. Normally. The thing was that the Starswirl costume, well, you just couldn’t make that sexy, and Rarity knew that any changes she made in a vain attempt to add some allure to it would have been changed to make it more traditional.

‘And it looks like I made it just in time,’ thought Rarity with a smile. ‘Tomorrow will be Nightmare Night! Princess Luna will be so pleased. Now all I have to do is-'

“Very nice,” said a voice behind Rarity, startling her. Turning around quickly, she found herself looking at the smirking face of her lover.

“Thunderlane, darling,” said Rarity as she placed a hand on her chest, trying her best to calm down from her fright as she stood up. “My goodness, you nearly scared me half to death.”

“Tis the season,” Thunderlane replied cheekily. However, his voice carried a hint of exhaustion. Rarity also noticed that he was wearing his weather patrol uniform; a skin-tight purple outfit that looked like it was made of rubber that started at his neck all the way down to his hooves. The only other thing he wore was his goggles which were strapped to his forehead. Rarity never really like the uniform but knew that it was more for function rather than fashion. It was designed to cling to the wearer’s body so that it didn’t slow them down, and the material protected Thunderlane from stray lightning strikes.

“Thunder, is everything alright?” asked Rarity as she reached out and touched Thunderlane’s hand. When she did, however, her eyes widened in surprise. “Oh my…Thunderlane, you feel ice cold! Don’t tell me that you just got done with your shift!”

“Well...” said Thunderlane as he looked away. “They asked me if I wanted to pick up a few more hours. I kind of need the bits.”

He looked back at his marefriend, hoping that she would no longer look concerned. The good news was that she wasn’t. The bad news was that she looked furious. At him!

“Thunderlane, I don’t care if you need the bits or not,” she said, poking him in the chest, “you have been working double shifts for the last week! Whatever could be so important that you would be willing to work yourself to death?”

Thunderlane shifted slightly while looking uncomfortably at his marefriend. He wanted to tell her that it was nothing. Pegasi were built for endurance and resistance to the cold. The only way he would come down with an illness or something like that was if it were subzero temperatures out there. Yet, he knew that she was concerned about him as well as curious as to his recent actions, something he didn’t want to tell her just yet. He then gave her a weak smile, hoping that it would defuse the situation somehow. That tactic proved to be in vain as Rarity just scowled at him. So, not wanting to lie to her this early in their relationship, Thunderlane reached into one of the waterproof pockets in his uniform and pulled out a folded slip of paper before handing it over to Rarity.

At first she glanced at it before her eyes returned to Thunderlane, wondering what this could be. She looked at the paper again to see if there was anything written on the outside. There wasn’t. Carefully, Rarity began to unfold it and found that the inside had writing that looked very dignified. Slowly she began to read it, her eyes growing wider with each line. By the time she was at the halfway point Rarity raised a hand to her mouth before backing up against the wall behind her for support.

What she had in her hand was a letter, informing Thunderlane that his reservation for two at the Grassy Knoll had been confirmed! Rarity could hardly believe it. The Grassy Knoll was one of the finest restaurants in all of Detrot and ranked fourth in all of Equestria. The chef there was said to have gone to several of the finest culinary schools around the world and even studied under several well-known cooks. But how could Thunderlane afford a place like this? The cheapest entrée costs around seventy-five bits! Then, Rarity remembered how hard her coltfriend had been working recently.

“Thunder,” she said quietly, “you’ve been doing all of this for me? Why?”

Thunderlane looked a little embarrassed. “Well, because I think you deserve it,” he answered truthfully. “I know how much you like those high end places, and that you used to go to them all the time before…well, you know. I just thought that you might like to go to one again, a fancy place that wasn’t in Canterlot where you could dress up in fancy clothes again.”

For a while, Rarity stood there staring at him. With each passing second Thunderlane began to worry. Was she happy with him? Was she mad that he was pushing himself to get her a present like this? A million hopes and fears raced through the stallion’s mind as he hoped Rarity would speak to him soon.

Then, without warning, her horn lit up and Thunderlane found himself floating in midair. A half second later he was levitated towards the bed on the other side of the room before he was gently dropped onto it. As soon as his body touched the bedding, Rarity pounced on him like a wild animal and began to kiss him passionately. Thunderlane’s eyes widened at first in surprise, but soon began to kiss her back with equal force.

This was a side of Rarity that she only showed to him. While in the public eye, Rarity was nothing but the very definition of high class. But when they were alone and making love, she became another pony altogether. Wild, adventurous, and so very passionate. Sometimes she wanted to dominate and other times she would be submissive. Sometimes she would be in the mood for something kinky while other times she just wanted vanilla sex. She always kept Thunderlane guessing what that night’s pleasure would be, and he loved it.

“Darling,” said Rarity as she pulled away, other ponies panting hard. “For such a splendid gift, I think you deserve something special as well.” With that, Rarity got off the bed while her horn glowed. Sheets glowed with the same magical colour as her horn, and began to move in-between them causing Thunderlane to frown since he couldn’t see her. All he could make out was her outline and from that he could tell that she was undressing herself. It was odd considering that they had seen each other undress plenty of times in the past. So, why hide it now? Shrugging, Thunderlane decided not to worry about it as he undressed himself as well never noticing the small flashes of light coming from the other side of the sheet.

Thunderlane finished undressing himself first and waited for Rarity for maybe less than a minute. When the sheet fell to the floor, Thunderlane’s eyes widened slightly. He had seen Rarity and her large G-cup breasts plenty of times so it wasn’t that which surprised him (although they still looked sexy on her). Instead, it was the ring piercing on both her breasts and her clit that surprised him. Usually, Rarity wore her stud piercings while Thunderlane always thought that rings looked sexier on her.

Blinking, Thunderlane quickly realized that Rarity had moved onto the foot of the bed. She was on all fours, moving towards him like a cat stalking its prey. With each step she took, her tail and sashayed back and forth. She crawled over his body while at the same time pressing against it so that Thunderlane could feel the hard metal on her nipples press against his fur. Then, once she was in position with her full body pressed against his, she began to kiss him once more with fiery passion. Thunderlane did his best to respond with equal enthusiasm, however he was still tired from work. And, as much as he so wanted to right this very moment, he couldn’t get hard! It was a nightmare!

Rarity didn’t seem to notice at first. She continued to kiss him hard while grinding her body against his. She could feel his body against her pierced areas, stimulating her more. That was the reason she had gotten the piercings in the first place. Truth was that she had a coltfriend before Thunderlane but broke up because their sex life had been, to tell the truth, uneventful. She been brought to orgasm with him only once. Then, when she had gotten together with Thunderlane, she found herself in a similar position. The only difference was that Thunderlane at least tried to help her climax.

One day she was reading an article in Modern Mare Magazine that said that mares who had piercings in certain areas could orgasm easier. At first, Rarity thought it was utter nonsense and completely refined. However, as the days went by, she found herself playing around with the idea more and more until she finally decided to try it out. It didn’t take long to find a pony who could do the job and found that she sold a wide variety of piercing that looked very fashionable. She decided to start out simple with some basic studs on her breasts just to test the water and see if they work. If it did then she would keep them and maybe try her clit in the future. If they didn’t, then Rarity would just remove them and let the holes fill up.

After the first round of sex, she found out that there was a big difference. Her nipples felt so sensitive that she almost came just from having them played with. And then, when Thunderlane sucked on them, she had the biggest orgasm of her life. Or at least at that point. Because the very next day she had her clit pierced as well, having an orgasm right as was happening. Ever since then Rarity’s sex life had become… heavenly.

“Darling,” breathed Rarity, as she felt that Thunderlane was still only semi-hard. “Whatever could be the matter?”

“I’m sorry,” said Thunderlane. “It’s not that I don’t want to. Really!”

Rarity looked at him for a moment before a lustful expression took over her face. “Well I think I know how to fix this,” she said before she began to slide down his chest. As she traveled down his chest she left a trail of kisses and the occasional lick while making her way down to his crotch. Once there Rarity looked up at Thunderlane’s face, licked her lips, and then turned her attention towards his member.

At first she took it in her hand and gave the head a quick kiss. As soon as her soft lips touched it was watched as it seemed to twitch slightly. Smiling, she placed the cock against her chest so that it was nestled between her large breasts. She then began to squeeze them together in a way that allowed her nipples to touch each other. The sensation of her two, sensitive nipples touching sent a shiver down her spine and her wetness to increase. Once that was done, Rarity began to move up and down. Thunderlane shuddered at the feeling of her soft, marshmallowy mounds surrounding his cock. He loved the feeling and did his best to express how good it felt. But the words were hard to speak. Only a single phrase escaped his lips.

“Wow!”

Rarity, on the other hand, didn’t have this problem despite the amount of ecstasy she was in. “Oh Darling, I know you like this. I can feel your marvelous cock twitch as it hardens. I can feel it moving up with each thrust, getting harder each time. Just imagine that soon this fine piece of meat will be inside me, pounding away at my pussy until all of your cum is inside me. How does that make you feel, darling?”

As Rarity spoke, Thunderlane’s cock did indeed get harder as he listened to her sultry voice. That, combined with the texture of her boobs, could cause any stallion's cock to harden. Then he was greeted with the sight of Rarity pausing in mid stroke to lick her nipples, her tongue playing with the rings for a moment.

“Rarity!” Thunderlane called out as he got up, causing Rarity to stop in her own actions. Before she could say anything, the pegasus stallion grabbed her by the shoulders and rolled them around until she was on bottom with him on top.

Rarity blushed as she felt her excitement rise. She spread her legs to reveal her wet slit, which was ready to take his cock. She closed her eyes so that she could better savor the experience. And yet, nothing happened. She felt Thunderlane let go of her and his weight seemed to vanish from the bed as if he were a part of a dream that had just suddenly ended, turning the experience into a frustrating nightmare. Slowly she opened her eyes to see that, indeed, Thunderlane was no longer on the bed. Luckily he was still in the room. He was back over by her work station looking over her various cloths.

“Thunder, what are you doing?” she asked.

Thunderlane seemed to ignore her at first, continuing to go through her things while holding up various cloths of different lengths. Eventually he found what he was looking for as he got up and walked back over to her, his hard cock bouncing with every step. When he got back onto the bed, he placed the cloth around her head so that it covered her eyes before tying it up.

Rarity turned her head to look at Thunderlane, but could see nothing but darkness. The only way she could know where he was positioned was to feel his weight on the bed. She then felt him shift his weight, and a moment later could feel his breath against her lips right before they touched hers. Lustfully, the unicorn mare moaned into the kiss. Quickly, she opened her mouth so that their tongues could dance together. But something felt different since their kiss earlier. It felt hotter and wetter and much, much more powerful.

Thunderlane then pulled away, earning a whine from Rarity, so that he could move closer to her ear. “I heard that when your sight is taken away your other senses work extra hard to make up for it,” he whispered. “Let’s see how true that is.” Rarity’s body trembled slightly at his words. If taking away her sight could make a kiss feel like that, she wondered what else it could do.

She didn’t have to wait long to find out. Thunderlane had moved his head closer to her horn and gave it a long, slow lick straight up to the tip causing Rarity’s mouth to open yet no sound could come out. The intense feeling caused every nerve in her body to feel like it was on fire, yet not in a painful way. That was the best way she could describe it as she thrashed back and forth while Thunderlane continued to lick her horn over and over again.

Thunderlane smirked as he watched Rarity squirm out of the corner of his eye. ‘It seems like that book was right,’ thought Thunderlane as he continued to coat Rarity’s horn with his saliva.‘A unicorn’s horn must be sensitive if she’s acting like this! Feels a little weird though. Kind of like I’m licking a-' Thunderlane couldn’t even finish the thought. Instead he slowed down a bit while a hand traveled down towards Rarity’s mounds and began to kneed one of them.

Rarity was now gasping and moaning like crazy. Her hands clenched the bedsheets tightly, threatening to rip them. What was happening to her was just as stimulating as getting her pussy licked. Maybe even more thanks to the blindfold. She could feel his saliva run down her horn and onto her forehead, but she didn’t care. It barely even registered in her brain. All that mattered was the pleasure she was receiving and the release that was closing in.

Thunderlane could sense she was close to the edge. All she needed was just a bit more of a push. So using the hand on her breast, Thunderlane focus on her nipple, running a finger around its edge before pressing down on the center. As Rarity gasped, Thunderlane took hold of the ring and lightly pulled up, causing Rarity to scream. He watched as Rarity’s hips rise off the bed with a building orgasm, cumming hard. This lasted for about a half a minute before her hips landed back on the bed while she panted.

However, Rarity wasn’t done yet. It seemed like this orgasm had unleashed a wild animal as Rarity flipped herself onto all fours and then pounced on Thunderlane kissing him savagely. As she did, she tried in vain to insert his member into her, yet her lack of sight made this a little difficult to do with her attention split. Eventually, she focused solely on the task on connecting with Thunderlane. The feeling of his stallionhood entering her pussy, still quivering from her last orgasm, caused her to climax once more.

Rarity mounted Thunderlane in a cowmare position, continuing to pant like crazy. Everything felt so sensitive right now, but she didn’t care. In the haze that was her mind, she knew that she wanted his cum inside of her. To have him climax in order to thank him for… something. She could no longer remember. This along with the desire to keep feeling like this was all she knew at the moment as she bounced hard and fast. With each motion, her breasts bounced wildly as well.

“Come on, come on, come on,” urged Rarity. “Fill me up now! That’s it, FUCK ME! Treat me like the fashionable slut that I am. I know my pussy and tits will be in style for a long time so go on darling, admire them and use them for as long as you like. Just don’t stop fucking me! Make my insides as white as my outside! I want it, I want it, I WANT IT NOW!”

With that, Thunderlane could no longer take it. With a cry of his own he shot his load inside of her. Rope after rope of his cum began to soak her womb as Rarity climax for the third time that night. As she did, Rarity fell forward and landed on top of him. Now, both of them sweaty and tired, began to drift to sleep while still connected.

Twilight laid on a carpeted throw rug which was situated next to the lit fireplace. The warm, dancing flames were the only light in the room, yet Twilight could see everything in the room with little difficulty. Heck, as long as she stayed close to the fireplace she could read a nice book. Yet, doing that wasn’t an option right now since she was spending time with her friend, Sunset Shimmer, who was currently laying next to her.

The two had done this several times already, telling each other stories about what had been happening in their own worlds going long into the night. Twilight would tell Sunset a more in-depth friendship story while Sunset would share things that she and the girls from Canterlot High did.

The princess shifted slightly, a bit uncomfortable in her current situation as Sunset was telling her about when human Rarity started walking down the street singing that life is a runway and somehow accessing magic to change people’s clothes. It wasn’t Sunset’s presence that made her feel this way, nor was it the story. Ever since she had arrived in her castle, Sunset had helped Twilight every step of the way towards a full recovery. She had taken up Spike’s old duties with little to no complaining, taking care of all the cooking, cleaning, and organizing while wearing the maid outfits that Rarity made for her. She also made sure that Twilight, once she was rested up, took breaks from her work from time to time.

Speaking of her work, there had been a change in it ever since she awoke from her breakdown. For some reason, fewer scrolls were coming from Celestia. Most of them were things like settling disputes, legal matters, and various other documents that needed the approval of a Princess of Equestria in order to continue. She was also getting documents straight from Canterlot containing detailed plans for various parties and fundraisers. Apparently there were ponies on Princess Celestia’s payroll that were in charge of planning these types of events. The only thing they needed right now was both her input as well as her approval.

No, what was making Twilight uncomfortable was the fact that they were both naked.

That was the one thing that had a concern for Twilight ever since Sunset began officially working for her. When Sunset had told her that she liked to sleep in the buff, Twilight had thought that she would keep it in her bedroom. For the most part that was true. But some mornings and evenings Twilight would see Sunset walking around the castle in the nude, either heading to the bathroom or the kitchen for a snack. While this was odd, Twilight believed that as long as they were the only ponies in her castle, then it didn’t matter. After all, they were both mares and had nothing to be ashamed of.

Yet during the brief times that Twilight had seen Sunset walking around naked she noticed things. Like the way she slightly stuck out her chest when she saw Twilight coming towards her or the way she swished her tail back and forth when she knew Twilight was behind her. It almost felt like Sunset was trying to seduce her or something. However, many times during the day Sunset would answer questions Twilight had about Flash and told her how much of a great guy he was. That she thought they would make a cute couple. This left Twilight to reevaluate Sunset’s actions. Either she was reading too much into her actions and seeing things that weren’t there or Sunset couldn’t make up her mind on what she wanted thus shifting back and forth between her desire to help Twilight and seducing her.

What’s more, Twilight herself began to take notice of Sunset. After seeing her naked, Twilight found herself turning her head back at her to get a second look or reliving the moment in her head a few times. The shape of her breasts and the deep red colored nipples, her long, slender legs. Her firm ass that proudly displayed her cutie mark. Those lips that looked so soft and inviting. Twilight had to admit that Sunset was a very attractive mare. Not to mention that she was the only mare in Ponyville that was an intellectual equal to Twilight. The two could hold interesting discussions on topics like magic, history, and science. It felt nice having somepony around that she didn’t need to simplify things with. It seemed like Sunset was the full package of beauty and brains.

Still, with all of that said, Twilight still found herself eager to learn more about Flash. Every time Sunset talked about him, Twilight would listen intently as she took in every detail. At times she had fantasies about the two of them. To top it all off, thanks to the combination of Sunset’s stories and the hope that she would be seeing Flash soon, Twilight began having dreams of the two of them which usually resulted in her having to change the sheets when she woke up.

Now Twilight found herself with a problem. She had never considered herself bisexual before. Heck, until she met Flash she had never even thought of romance or sex before unless it was for academic reasons. Perhaps that was why Twilight had agreed to do this naked alongside Sunset when she suggested it. To settle her conflicting emotions and find out if Sunset really was trying to seduce her. To see if she would take advantage of this situation and make a move.

And so far nothing had been out of the normal. The two just laid there, a bowl of snacks in-between them as they did what they had done before. There was a sense of relief as well a bit of disappointment within Twilight which added to her discomfort.

“Alright, your turn,” said Sunset after she had finished her story. “What’ca got for me?”

“Hmm, I don’t know,” said Twilight as she reached into the bowl. “Not much left to tell.”

“Oh come on,” said Sunset as she playfully pushed on Twilight’s shoulder. “There has to be something interesting. You can tell me anything!”

“I’m kind of drawing a blank right now,” admitted Twilight with a shrug. “How about you pick something?”

“Really?” asked a wide eyed Sunset. Twilight nodded. “Ok, just give me a moment to think of something good.” With that Sunset rolled onto her back and began to stare at the ceiling as she thought of something to talk about. She had heard a lot of Twilight’s adventures making her crave something new. But that was a bit of a problem. She knew Twilight’s life before coming to Ponyville had been nothing but studying, making that a less-than-interesting topic. Maybe something to do with her princess duties? Twilight had only once or twice mentioned them so maybe she could talk in more detail. Or maybe something to do with Celestia? Twilight had also avoided talking about their former teacher, most likely to avoid hurting Sunset’s feelings.

It was then that Sunset had a lightbulb moment. She quickly rolled back onto her stomach and then sat up.

“Alright, I think I got a good one,” said Sunset. “I want to know Celestia’s side of the story.”

Twilight stared at her for a moment before also sitting up. “What?” she asked in confusion.

“I want to know Celestia’s side of the story,” repeated Sunset as she leaned forward a bit. “Ever since I got here, I’ve heard from Rarity and all your friends about what’s been going on between Princess Celestia and Princess Luna. Heck, Luna told me her side of the story. But nopony has told me about Princess Celestia’s. Why she did what she did. And if there is anypony who would know, it’d be you!”

“Well...” began Twilight as she looked away.

“Don’t know?” asked Sunset, taking a wild guess.

Twilight shook her head. “I do know,” she replied. “But I promised not to tell anypony.” Twilight then looked at Sunset. “But I didn’t Pinkie Promise. Also, I think it would be ok to tell you since you also used to be Princess Celestia’s student too”

0Flashback0

Twilight sat on her bed within the Castle of Friendship. Bright sunlight shone through the window as it was a perfect day. Her ears could pick up the sounds of laughter carried by a light, cool breeze. If she would turn her head to look outside perhaps that would do something to improve her mood. But instead she kept her gaze on the various papers sprawled all over the bed. Each one opened to various articles about Celestia’s meeting with the nobles, opinion pieces about the matter, and the political cartoons.

It was the opinion pieces and the cartoon that had Twilight almost to the bright of tears at this moment. All of them seemed to say the same thing: she wasn’t a real princess. Or rather, she was a princess in name alone not trusted to handle anything of any importance. While the opinion pieces also commented on Luna and Cadence, she was their main target since she was the youngest of the four, didn’t seem to have any real responsibilities, nor a ‘kingdom’ to rule. To put it simply, they were saying that she wasn’t doing anything really different than before she became an alicorn.

To make matters worse, the sad truth was that Twilight couldn’t disagree with them. When she first became an alicorn, she worried that her new duties would take her away from Ponyville and her friends. However, that never happened. All she seemed to do was sit in for Princess Celestia at the Rainbow Exchange and then unfold a flag. There were days when the idea crossed her mind that Celestia had turned her into an alicorn without any real planning on what would happen afterwards.

It was only after the defeat of Tirek that she finally got her title and responsibility to spread friendship all across Equestria. Even so, beyond that, the most Princess Celestia had entrusted her help with was planning events and being a diplomat for the Yaks. At least that was something closer to being a real princess. Part of her believed that Celestia was doing this to help ease Twilight into her new role. But the other part, made stronger due to recent events, believed that the princess just didn’t trust her former student.

It was then that there was a knock on the door. Before Twilight could tell whoever it was to go away, the door opened revealing Celestia herself. She stood there in her golden, open-top gown while carrying a golden, ruby-encrusted staff in her right hand. The princess gave Twilight a warm smile, however it didn’t last long as she spotted the papers on the bed.

“Twilight,” said Celestia as she moved towards the bed. “I see you have been following the news. I am sorry for what they are saying, but you shouldn’t read too much into it. Most of it utter nonsense. Just ponies blowing up the situation in order to sell more papers.”

“It doesn’t feel like that,” mumbled Twilight. “What you did… it really hurt.”

With a sigh, Celestia sat down at the foot of the bed. “Twilight, the reason I am here is to say that I am sorry for how I handled the situation,” said Celestia. “Had I known how much it would hurt both you and Cadence, then I would have contacted you both. But I did what I had to do.”

“Why?” asked Twilight. “Why couldn’t you and Princess Luna reach a compromise?”

“Because Luna refused to listen to reason,” said Celestia, her voice almost coming out as a growl as she stood up. Twilight watched this with wide eyes, shocked at seeing her former mentor act like this. However, this sudden change lasted only a moment before Celestia’s normally calm and peaceful expression returned as she walked towards the balcony.

“You see, Twilight,” began Celestia as she looked out into the distance, “right now we are in a state of peace. We have good relations with many of the other races like the donkeys, and recently the yaks. While we may not be on best of terms with the griffons they currently lack any real government or army at the moment and I am sure that thanks to both Pinkie Pie and Rainbow Dash the spirit of friendship that they brought there will help them see the errors of their greedy ways. The Diamond Dogs currently are without any true leadership and care more about gems than anything else. The only true threat out there are the changelings. However, as long as you and your friends have your Rainbow Power, I feel certain that they will not attack us anytime in the future. Furthermore, many of these races deeply respect and appreciate Equestria’s victories against foes like Nightmare Moon and Tirek.”

Celestia then slowly lowered her head slightly. “However, I fear that these victories may have made us look too powerful. Almost a year and a half ago, the Elements of Harmony were nothing more than legend. Now the proof of their existence as well as their power is well known throughout the world. Luna wants to improve on our military might in case of a ‘what if’ scenario. Yet she doesn’t seem to realize how that will look to neighboring countries. We already have a very powerful weapon that will deter most enemies from attacking us. If we were to suddenly begin making vast improvements to our armed forces I fear that there would be those who would see it as a prelude to war. They might decide to make a preemptive strike in order to neutralize a potential threat thus putting many lives at stake. This is something I will not allow.

“Then there’s the budget. Retraining, hiring more guards, getting them new equipment. All of these things will cost us a large amount of bits as I explained during the meeting with the nobles. Other areas of the government’s spending would have to be cut or else we would have to increase taxes. Both are things I am unwilling to do.”

“Have you talked to Princess Luna about this?” asked Twilight.

Celestia turned to look at Twilight. “I have,” she replied. “However, Luna refuses to see reason and insists on having her way. She doesn’t realize how much the world has changed in the last thousand years. Instead of listening to me, she instead went behind my back, talking to the nobles about her opinion of my guard in an effort to get her way. Had I not acted quickly they would have put pressure on me to go along with her short sighted plan. Now she acting like a foal who didn’t get the toy she wanted, sending another to Canterlot to be her voice while she sulks in that…academy of hers. But don’t worry, once she apologizes for the way she has been behaving I will naturally forgive her and everything can go back to the way it was before.”

“I hope so,” said Twilight quietly. “But I just wish I could have been there. Maybe we could have found some middle ground if we had worked together.”

“Maybe,” said Celestia with a sigh. “As I said, I wish I had handled this better. Now there are many ponies out there who are taking this as a personal insult, that I have no faith in my guard or the other princesses of Equestria. There are those in the guard who are leaving, Shining Armor is threatening to resign, Cadence is upset with me, and word is that the entire Crystal Empire wishes to become its own independent nation.”

“If you want my help I’ll do whatever I can,” said Twilight as she got to her feet. “Perhaps I can talk to Shiny and Cadence. Visit the Crystal Empire for a while and do my best to try-”

Celestia gave a light chuckle, cutting off Twilight. “It warms my heart to hear you so willing to assist me, Princess Twilight,” said Celestia with a loving twinkle in her eyes. “But since I am one of the ponies who created the situation we are in now, I should be the one trying to clean up this mess. Also, I need you to stay here with your friends in case the Rainbow Power is needed.” Twilight opened her mouth to argue but Celestia quickly raised a hand to silence her. “Twilight, I must be the one to go to the Crystal Empire. While I am away, I will be entrusting you with an important task. One that I know you will be able to handle.”

Twilight couldn’t suppress her smile as she eagerly awaited to find out what she would be doing.

0End Flashback0

“And you can guess what happened next,” said Twilight as a sigh escaped her lips. “Every day I just got plowed with more and more paperwork while Princess Celestia has been trying to repair the damage in the Crystal Empire.”

“Yikes,” said Sunset. “Didn’t she think to send you any help? Or tell her that you were getting buried?”

Twilight shook her head. “No,” she said. “Princess Celestia said that my friends could lend a hand. At first, I thought I could handle it myself since it was only a few scrolls. But as the days went on, I found myself unable to do all of the planning for various events and parties and so on in a single day. I became backed up. Only then did I decide to ask for help, but when Rainbow and Rarity found out that the work was for Princess Celestia, we got into that argument. I… I thought about contacting the Princess and asking her for her help. I mean, she knew all about the problems that my friends were having. But I then remembered that when I had informed her about their problems she had said that she had faith in my ability to help them. And I knew she was busy in the Empire… I didn’t want to disturb her or make her think that… that I couldn’t do my job.”

Twilight body began to shake as she spoke, the fear that she might have let down Princess Celestia was what had pushed her during those dark days. It was the fear that she might believe what the papers were saying about her that drove her to drink that next cup of coffee in order to stay awake. And soon the fear of talking to her friends became a part of her daily life causing her to further bury herself in her work.

“Well,” said Sunset quickly. “That’s enough depression for one night I think. How about we talk about something a bit happier. Like the progress I’ve made to the mirror!”

Twilight’s gloom immediately vanished once Sunset mentioned the mirror. Ever since Sunset began working for her, she had been spending a lot of her free time doing experiments on the portal. Several times Twilight had asked her what she was planning, but Sunset just replied that it was a surprise or that she didn’t want to get Twilight’s hopes up. Now all of the purple alicorn’s attention was focused on her friend.

“I’ve been working on sending the girls a message,” continued Sunset. “I had to leave my book behind in case we ever needed to go back there. However, the problem was that I left it behind a bush in the school’s courtyard near the statue and no one has found it. I could go back but I’m afraid the cops might still be in the area looking for me. So, I’ve been trying to use my smartphone to send a message through the mirror so it can reach one of the girls.”

Twilight’s eyes widened. The technology of the human world had always fascinated her. It was their own brand of magic. If she had been able to stay in the human world a bit longer when she first went, then she would have loved to read up more on how it worked. Heck, Twilight would have simply loved to visit it when there wasn’t some horrible danger present.

“So how’s it been going?” asked Twilight eagerly, leaning a bit closer to Sunset, whose cheeks reddened slightly.

“Well at first it wasn’t looking so good,” admitted Sunset. “I tried making a device to transfer the magic of the book into the smartphone like how you did with mirror, but I got nothing. I don’t know if it’s because the magic of the book is sending all of my texts to the other book, if the girls simply can’t send messages back, or if just didn’t work. Then I tried to increase the signal strength of my smartphone with a mana crystal, but got nothing. Then I thought about the actual spell that links the two books together and decided to look it up to if I could do something similar. Sadly, when I found it in your library, it said that I needed both items present in order for the spell to work. I suspected that was the case but, you know, just wanted to be sure.

“It got to the point where I was actually considering just walking through the portal and hoping for the best when an idea popped into my head. A few hours ago I hooked the book back up to the mirror to open the portal and then stood close by. Then I pulled out my phone to see that I had a signal. It was very weak, but I got one.”

“So were you able to contact anyone?” asked a very excited Twilight.

Sunset nodded. “First, I got in touch with the girls to let them know where I am and that I’m ok. Poor Fluttershy has been crying every day since I vanished worried sick about me and Pinkie’s hair did that thing where it deflates. I still have no idea how it does that. Once they all knew I was ok I sent a text to Flash asking if you wanted to see you again. Judging by how quickly he messaged me back, I’d say he’s very eager to see you.”

Twilight didn’t bother to hide her blush as she swirled her mane with a finger. “Oh Celestia, this is so exciting. I can’t wait to see him tomorrow.”

“Yeah,” agreed Sunset with a light nod. “It’ll be your first real date with him. Unless you count the Fall Formal. Hopefully nothing bad will… happen.” Sunset stared at Twilight, who was looking at nothing with her eyes wide and her mouth open. Sunset moved in front of her and, taking inspiration from Pinkie Pie, hooked her mouth with her fingers, pulled, and stuck out her tongue to make a funny face. Twilight yelped in surprise as she fell on her back while Sunset laughed.

“That’s not funny,” said a frowning Twilight as she got back into a sitting position.

“Hehe, yes it was,” said a still chuckling Sunset. “I don’t get why you suddenly freaked out. It’s not like you two haven’t spent time together before.”

“We have, but never anything… official,” said Twilight. “I mean, we had a dance back at Canterlot High and there was some small talk. I’ve never been on a real date before. I’ve always been so focused on my studies and saving Equestria that I just never really had time.”

“Well knowing you you’ve probably read a couple books on it at least,” said Sunset with a smirk.

Twilight’s cheeks were now bright red as she slightly nodded. She had read several books on dating ever since she had realized the value of friendship and started to study its magic. And wasn’t finding that one special pony just another kind of friendship, just a deeper and more personal one? The first books she had read kept things simple with basic do’s and don’ts. Yet as Twilight continued in her search for romantic knowledge she came across books that described activities that were far more physical in the sexual manner eventually reading erotic novels.

“Sunset, has Flash ever…you know?” asked Twilight averting her eyes as she did.

“A couple of times,” said Sunset, clearly reading the other mare’s body language. “Have you-”

“No,” said Twilight quickly interrupting Sunset. “Never. I’m a bit nervous that he might expect something like that from me.”

Sunset shook her head as she gently placed a hand on Twilight’s shoulder. “He won’t,” said Sunset. “When we were together, I was always the one who pushed us to have sex. And if he did start something that you’re not ready for all you have to do is say stop and he’ll do it.”

“Thanks,” said Twilight with a slight smile.

“But,” continued Sunset, “I think the real question is this: do you want to go all the way with him?”

Twilight felt her jaw drop slightly, shocked by the question. “That’s not,” began Twilight. “Of course n…I mean it’s not like…grrr.”

“Twilight, calm down,” said Sunset as she continued to hold onto Twilight’s shoulder. “It’s not like it’s a bad thing to want to have sex with anyone. It’s a natural feeling. And this might be one of the last times you might get to see him before he goes off to college or wherever. So, just be honest.”

For a moment, Twilight remained completely still before slowly nodding. “I sort of want to,” she admitted. “I really like Flash and I won’t mind if he was my first. But at the same time I’m a bit scared because it’s my first. I mean, what if I miss read the signs that he wants to do something like that? What if I mess something up and ruin the mood? What if-”

“Ok, I think I get the picture,” said Sunset, stepping in before Twilight could continue her spiral. “Look, I think…” Sunset’s voice trailed off, confusing Twilight. She watched as Sunset’s eyes moved back and forth before biting her lower lip several times. It was almost as if Sunset was having some sort of internal argument with herself. Then she took a deep breath before continuing. “I think I can help you out. You know, so you you’ll know what to expect from Flash.”

“Really?” asked Twilight. “If it’s personal you don’t have to.”

“It’s fine,” said Sunset. “But, I’ll be doing more than telling you. And I just want to let you know right now that if at anytime you feel uncomfortable you just tell me to stop and I’ll stop. Ok?”

Twilight felt the hair on the back of her neck rise in nervousness as she felt a small amount of adrenaline shoot through her body.‘By ‘doing more’ does she mean what I think she means?’ thought Twilight with a light gulp. ‘N-No, she wouldn’t do anything like that. I…I’m just reading too much into this. She’s probably just going to show me some things with her magic. N-Nothing I can’t handle.' Slowly, Twilight nodded.

“Ok then,” said Sunset as she began to move her free arm. It slowly wrapped itself around Twilight’s waist with her hand light pressing against the small of her back. As she did this, Sunset pressed her body against Twilight’s as the hand that was on her shoulder moved to the back of her neck. Twilight gulped once more as she felt her breasts being pushed against Sunset’s. What’s more, she felt Sunset’s nipples begin to harder against her flesh. Much to her shock, hers did the same. “First, when Flash makes a move on you he’ll most likely hold you close like this.”

“O-ok,” stammered Twilight as she felt her cheeks redden, her heart beat picking up. “Then wh-”

Twilight was cut off as Sunset’s lips captured her own, closing her eyes as she did so. Eyes wide, Twilight sat there in a frozen state, her wings shooting open with an audible ‘pomf’ as Sunset’s tongue began to caress the inside of her mouth. As this happened, the hand on Twilight’s back began to move downwards until it found its way onto her rear and began rubbing against her cutie mark.

The princess of friendship’s brain seemed to cease functioning while two instincts battled for control of her actions. One wanted her to push Sunset away, to tell her that she went too far. The other was telling her that this felt good, that it was ok to savor these feelings and, perhaps, return the favor. Both sides were battling it out, causing Twilight’s frozen state. That was until something tipped the balance. Twilight began to hear Sunset moaning while her hand began to massage the alicorn’s rear. This resulted in Twilight’s eyes becoming half closed as she too began to moan as well as return said kiss.

However, Twilight had never kissed anypony before. Maybe a peck on Spike’s cheek once in awhile, but this was something completely new for her. Slowly, her tongue maneuvered into Sunset’s mouth to begin imitating her. Her tongue brushed up against the unicorn’s teeth as well as the walls of her mouth, tasting everything. Soon, Sunset’s tongue moved to caress the invader, causing them both to moan at the same time while the same wetness began to grow between their legs.

Then, much to Twilight’s frustration, Sunset pulled away and slowly opened her eyes.

“That’s how he’ll kiss you,” she whispered right before she kissed Twilight’s neck. “Right before he begins to make his way down.”

Twilight’s eyes were shut tight as so that she could savor the feeling of Sunset’s tongue and lips on her neck. She never knew that such simple actions like light kisses or a slow lick could excite her like this. Slowly Twilight found herself leaning backwards as Sunset gently laid her on the ground, keeping their bodies as close together as possible. Once Twilight was laid down, she felt her back arc upwards as the hand that was behind her neck move towards her breast.

“Sunset,” moaned Twilight.

“No,” said Sunset as she removed herself from Twilight’s neck. “You shouldn’t be calling out my name right now. Just think of Flash. This is what he’s going to be doing to you more or less. And I know he’s going to love these breasts!” As she said this, Sunset gave Twilight’s breast a light squeeze as they both moaned in pleasure.

“There’s so much he can do with these,” Sunset continued as she moved down to Twilight’s free breast until her face was directly over her free nipple. “Sometimes he used to caress mine for what seemed like hours, enjoying the feeling. He would stink his rock hard cock in between them so he could fuck them until his cum shot all over my face. I know he’ll want to do the same to you.”

As Sunset’s free hand continued to knead her breast, Twilight tried to envision what she was being told. She tried to picture Flash, naked, with a cock that resembled Thunderlane’s since that was the only cock she had ever seen. Then Twilight imagined herself in the same position that she had seen Rarity in, bobbing her head up and down with Flash’s stallionhood between her boobs. Her hips then bucked, not only because of the image, but also because Sunset had just sucked on her nipple.

“Another thing he likes to do is take these into his mouth,” said Sunset as she released the tit. “Flash once took both of my tits in his mouth at the same time. It felt so good,” Sunset purred, right before she began to suck on Twilight’s breast a bit more.

Twilight began to pant now. Her body felt so hot, but she didn’t want Sunset to stop so she could cool down. Instead she felt her hand move behind Sunset’s head to keep it there so that the warmth she was feeling wouldn’t leave her. Sweat was forming over both their bodies causing them to gleam in the firelight and there was now an odor in the air. Both neither mare cared as Sunset’s tongue traced around the edges of the tit.

Sadly, somethings must come to an end as Sunset began to move down Twilight’s body. Twilight moaned in disappointment as Sunset kissed her flat stomach. Sure it felt good, but what she had been doing to her breast had felt…amazing.

Soon, Twilight felt Sunset’s breath against her dripping wet sex which sent shivers down her spine.

“Sadly, this is the part where Flash needs some help,” whispered Sunset, her eyes half open in a lust filled expression as she traced Twilight slit with a single finger which resulted in a loud gasp from the princess. “He’s ok at eating a mare out, but there is definitely some room for improvement.”

“Eating me out?” asked a slightly confused, and spaced out Twilight.

Instead of answering, Sunset drove right in. Twilight let out something in between a loud gasp and a moan as Sunset’s tongue pushed into her lower entrance. Sunset worked slowly from there, feeling the sides of Twilight’s inner walls and savoring her taste, rolling her tongue around like a propeller. Soon she pulled out completely so that she could give her slit long, powerful strokes with the occasional nibble here and there. As she did this, Twilight was in a state of electric bliss. Her eyes were wide open again as her body trashed in every direction. Her back was constantly arching, her hips thrusting, her body squirming, and all of this while she was screaming in pleasure. If she could think for half a second, Twilight would have been glad that Spike was gone, otherwise he would have come down to see what all the noise was about.

‘I think this lesson is just about over,’ thought Sunset as she noticed the increased wetness and pulled away, much to Twilight’s dismay.

“NO!” screamed Twilight. “I felt something coming. You CAN’T stop NOW!”

Sunset moved up Twilight’s body and kissed her deeply once more. “And I won’t,” said Sunset once she pulled away. “This will be the last thing that Flash will do with you. I’ll try to stimulate it the best I can.”

Sunset then lifted one of Twilight’s legs into the air and placed it between her D-cups while she sat of Twilight’s other thigh. Twilight watched in interest as Sunset began to wrap her arms around the thigh pressed against her body before kissing it over and over again. This caused Twilight to close her eyes in pleasure while Sunset slowly began to inch her way towards Twilight’s sex, rubbing it back and forth against the alicorn’s other thigh leaving a trail of her fluids in the process.

Soon, the two sexes were pressed together causing an electric jolt to trigger between them. They both gasped as Sunset proceed to grind her pussy against that of her friend and employer. Twilight’s hands balled into fists as she once again began thrashing about with half open eyes that only saw Sunset through the fog of pleasure. Princess Celestia herself could walk into the room and Twilight, for once, won’t care in the slightest. All she wanted was for this lesson to continue.

“There are other positions Flash likes better than this,” grunted Sunset, who felt her own orgasm growing in strength. Her face was almost completely red as she eyed the look of Twilight’s face while also remembering all the romps she had with Flash. “Most likely he’ll take you doggy style so he can be more in control. Or maybe he’ll let you be on top so he can better play with those delicious breasts of yours. Then, he’ll cum inside of you and fill you with a hot load of cum that will cause your eyes to roll to the back of your head. I bet you’ll love that part. The only thing you’ll be able to think about is how good it feels. You’ll look so fucking hot, sweaty, and panting and barely able to string together sentences.”

Twilight couldn’t respond. She couldn’t think. All she could do right now was feel as she stared at Sunset with an open mouth as the pleasure grew and grew. Then, Twilight’s mind began to imagine that it was Flash doing this to her. Then back to Sunset. Then she became Flash again. Over and over, the image of the two continued to flip back and forth. Then…

“SUNSET! FLASH! I’M-” screamed Twilight but couldn’t finish as her orgasm hit her like that one piano.

“ME TOO!” screamed Sunset as her own orgasm overtook her as she fell on top of Twilight.

For a while, the two just laid there panting and tired. Sunset was struggling to keep her eyes open, but Twilight had already lost that fight. The unicorn knew in only a few moments she too would succumb to slumber.

“Flash. Sunset,” whispered Twilight, causing Sunset’s ears to perk. “Can’t…make up…mind.”

Sunset felt a tear fall down her face as she gently kissed Twilight’s cheek. “This should be a no brainer for you,” whispered Sunset as she closed her eyes. “I’m so not worth it.”