Nightmare Night Fun

by Brony-wan-kenobi

Party Night

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“So good,” moaned Sunset softly, her eyes closed as she ran her fingers through Twilight’s mane. Currently, the two mares were in Sunset’s room. The large windows were open, allowing the surprising warm rays of the sun to shine on their bare coats. The room itself was very spartan, having only a bed right now and a closet full of maid uniforms that Rarity had made for her. Right now, Sunset wasn’t wearing one of them nor was she wearing her clothes from the human world. Instead she was naked, pressed against the wall while an equally naked Twilight sat on her knees in between Sunset’s legs as her tongue assaulted Sunset’s sex.

Looking down at Twilight, Sunset could smell the arousal of the princess. Judging by how her arms were positioned, Twilight was most likely stroking her sex or just fisting herself with wild abandon to the point where there was a small puddle of mare juice between her legs and starting to soak up her tail.

A low groan erupted from Sunset’s throat as her head moved from side to side. She had no idea how Twilight had managed to gain such skill in such a short amount of time. Maybe the princess had looked into some naughty books when no pony was looking. Or perhaps she did have some experience with mares. Who knows? And right now Sunset didn’t give a buck.

“YES!” exclaimed Sunset as Twilight’s tongue began to play with her clit. “Right there! DON’T STOP!”

Twilight didn’t respond. Instead she picked up her pace, her tongue moving in an out of control motion that caused Sunset to let out a gasp. Soon, Twilight began to suck on the cluster of nerves causing Sunset’s eyes to roll to the back of her head and her own tongue to hang limp out of her mouth. She probably looked like a pathetic slut right now, but she didn’t care. Nothing mattered now that Twilight was making love to her like this.

Just then, Sunset caught movement out of the corner of her eye. Fearing it might be somepony coming to ruin her fun, Sunset turned to look in that direction only to find a mirror next to her. As she stared into it all she saw was herself and Twilight.

‘Strange,’ thought Sunset. ‘That wasn’t there a moment ago.’

As she looked away, Sunset saw that more mirrors had appeared. Looking around she was freaked out to see that they now surrounded the two of them. But Twilight hadn’t noticed. Instead she just seemed focused on pleasing Sunset with all of her might.

As Sunset began to reach down to stop her new lover, the images in the mirrors began to change. All at once, the image of her burst into flames. When they died down, Sunset let out a gasp at what she saw. It was her in her demon form. The creature in the mirrors was now grinning wickedly as she looked down at Twilight with both of her hands holding Twilight’s head against her sex.

“No!” shouted Sunset as tears began to run down her face. “You’re gone! I’m not like you anymore!”

Just then, all the lights went out. All around Sunset was just a never ending sea of blackness. She could no longer feel the wall behind her nor Twilight’s tongue on her clit. It was as if she were teleported into a black void. Then, without warning, the demon’s head appeared in front her with the same wicked grin on her face.

“Are you sure?” asked the demon before she began to laugh.

--

“NO!” screamed Sunset as she bolted up into a sitting position. She was breathing hard and could feel a cold sweat across her nude body. She quickly looked around and saw that she had been lying on the floor with an equally nude Twilight curled up beside her. Looking down at the princess’ innocent face as she slept brought a sense of calm to Sunset, enough to help her smile. Slowly, Sunset reached down and began to lightly stroke Twilight’s mane gently.

For a moment, Sunset was able to forget about the horrible dream she had. She was able to focus on the here and now. She was with a mare who, just the night before, had just made love to. All should be well.

Except…it wasn’t. Sunset’s heart sank as she realized what she had done the night before and how it would have been something the old her would have done. There was no denying it. No lying to herself. She was horrible. She was sure that when Twilight woke up she would be furious with her. And that was something that Sunset didn’t want to see nor experience. Not after everything Twilight had done to make her feel at home.

‘I’d better leave,’ thought Sunset as she slowly got up. ‘I’ll just find someplace else to call home. I’ll get by. I always do.’

She was about halfway across the room when she hear her name being called out causing her to freeze in mid-step. There was only one other pony in the room. Only one pony who could call out her name at this moment. Slowly, she turned around to look at Twilight who was now in a sitting position, still looking a little sleepy.

“Where are you going?” asked Twilight with a yawn. Sunset flinched slightly. Not because there was anger in her voice, but due to the lack of it. Sunset rationed that Twilight was either too tired to remember what happened last night or that she believed that last night was all just a dream. Regardless, Sunset knew that sooner or later the alicorn would realize their similar state of undress and begin to remember what she had done.

“I…was leaving,” said Sunset as she looked away.

“Oh,” said Twilight as she stood up, stretching her arms as she did. “I guess I should be leaving too. We have a lot to do before tonight.”

“That’s, uh, not what I meant,” said Sunset. “I mean I’m leaving the castle.”

At this, Twilight’s eyes became wide and alert. Before Sunset could do or say anything more, Twilight teleported over to her and grabbed Sunset by the shoulders.

“Why?” demanded Twilight who looked confused and panicked. “Was it something I did?”

“NO!” shouted Sunset as she pushed away from Twilight. “I’m the one who did something wrong!”

“Sunset, what are you-”

“I used you,” said Sunset as she interrupted Twilight. “I…I have feelings for you. I’ve had them for a while now. I…I know how much you like Flash and I want the best for both of you. Especially after everything I did to both of you in the past.

“But I couldn’t help myself! I wanted you so badly that every time I saw you while I was in the nude I couldn’t help myself and try to seduce you. I wanted to show myself off so that you might think of me more, despite everything I was doing to help you prepare for when you saw Flash. And last night… I couldn’t help myself. I was in the perfect position to get what I wanted. I used your trust in me to get what I wanted, just like how I used to do when I first came to the human world. What I did was wrong and-”

“Sunset, STOP!” yelled Twilight as her hands balled into fists. Seeing this, Sunset braced herself for an attack of some kind. But none came. Instead, Twilight slowly moved closer to the other mare and then gently place a hand on her cheek.

“Sunset, I want you to listen to me,” said Twilight in a stern, but kind tone. “You did nothing wrong.”

“But I practically raped you!” shouted Sunset as she took a step back. Twilight however, shook her head.

“No, Sunset, you didn’t,” said Twilight. “You said it yourself, that all I had to do was to say stop and you would. And I didn’t want it to stop.” For a moment, Twilight looked away as a blush appeared on her face. “Sunset, I, er, I’m going to be honest with you. I don’t know all that much about these types of relationships. In fact, until very recently thoughts of finding my very special somepony never crossed my mind until I meet Flash. But ever since you started living here the same feeling that I have felt for him I feel for you.

“At first I didn’t understand what I was feeling. But last night, I found myself giving in and wanting to discover more about these feeling and being with a mare. That that…I believe I’ve starting falling in love with you.”

Twilight was now looking at Sunset with a heavy blush on her face, one that matched Sunset. The two mares just stood there, staring at each other and breathing hard.

“Y-You mean that?” asked Sunset as she broke the silence. Slowly a hand rose to cover her heart which was beating faster and faster.

A small smile appeared on Twilight’s face as she nodded. Sunset let out a gasp of joy as she rushed over to Twilight. As their breasts pressed against each over, Sunset’s lips captured Twilight’s. Soon their arms warmed around each other as their tongues began to intertwine, causing them to moan. For some time, the two just stood in this long make out session until they finally pulled apart.

As Sunset stared into Twilight’s eyes, she watched as the princess’ smile slowly faded into a frown before she pulled away. Shocked, Sunset took a step back while wondering what was going on. Hadn’t Twilight just admitted that she loved her? Shouldn’t this be a happy moment?

“Sunset,” began Twilight with a gulp. “There is one thing. While I have gained feelings for you, my feelings towards Flash haven’t faded. In fact, due to everything you have told me about him those feelings have grown a bit. And I don’t know what to do about that. How can I be faithful to one of you while I still hold feelings towards the other? I…what do you think I should do?”

Sunset gulped. That was a good question. Part of her wanted desperately to tell her to forget about Flash and pick her. That they would be perfect for each other and that she could make Twilight happier than any stallion. Yet, another part of her that was equal in strength wanted to tell her to give Flash a chance. He was, after all, a good guy and had treated her very well until he had had enough of Sunset’s bitchiness.

‘I don’t want to give her up,’ Sunset thought. ‘But after everything I did to her and Flash…I just want them to be happy. They deserve to be happy. Even if I’m not a part of it. That…would be the right thing to do.’

“I, um, think that you should give Flash a chance,” said Sunset honestly. “You won’t ever get another chance like this so you should take it. I’m sure it’ll work out, but if it doesn’t then I’ll be there waiting. How…how does that sound?”

Twilight blinked as she thought about it. In a way it made sense. She had to confirm how she felt about Flash, to see if the feelings she had were genuine or just a crush. Seeing him again and spending real time with him was most likely the best way figure things out. And as Sunset herself had said, Flash was going to this college thing soon meaning he was going to be moving out of the area of Canterlot High. Indeed, this would be her only chance to do this with him. Not to mention that she had been looking forward to seeing him even while her feelings towards Sunset grew.

“Sounds good,” said Twilight with a nod. “I just hope that, no matter how this ends though, we can at least still be friends. I really don’t want you to hate me.”

“Don’t worry Twilight,” said Sunset with an honest smile. “I Pinkie Promise that we’ll always be friends.”

“Well that’s good,” said a happy go lucky voice behind the two. The two mares turned around and gaped as Pinkie Pie stood there smiling at them while bouncing up and down. And for some odd reason, she was naked too. Her clothing was in a big pile near the door.

“Pinkie, what are you-” began Twilight, but was interrupted as the pink mare bounced over to them and hugged them both.

“Don’t worry Twilight,” said Pinkie as she let them both go. “Nopony would ever break a Pinkie Promise. So you have nothing to worry about. Now you can have fun with Flashy tonight without worrying.”

“Pinkie, how long have you been there?” asked Sunset as she stared at her friend. “And, even better, why are you naked?”

Pinkie blinked at them. “Am I not supposed to be?” she asked. “I came in a while ago and thought you were playing some sort of game. And as you know I really like games so I thought I’d join in. I was going to ask you the rules, but I could tell you were both having a super duper important conversation so I just stayed quiet.”

“Pinkie…I have no words,” groaned Sunset as she face palmed.

“Pinkie, we weren’t playing a game,” said Twilight as she forced herself not to roll her eyes.

“Oh,” said Pinkie. “Then what were you two doing?”

“Something…personal,” answered Twilight as she blushed.

“Aww, but I wanna know now,” whined Pinkie.

“I promise I’ll tell you another time ok,” said Twilight with a light smile.

“Okie dokie loki,” said Pinkie with a smile.

“Now, Pinkie, why did you come here?” asked Twilight.

“Oh right,” said Pinkie as she reached into her puffy mane. She searched for a moment or two before pulling out two large boxes. “Rarity wanted to bring these to the both of you, but was freaking out about something so instead she asked me to do it.”

“Are these our costumes?” asked Sunset as she took one of the boxes and saw that it had her name on it.

Pinkie nodded with a big grin on her face. “Yep! This is going to be so exciting! A lot of ponies are coming to Luna’s party tonight and most of us are bringing dates. Dashie is bringing Braeburn, Applejack is bringing Harvest, Rarity is bringing Thunderlane, and even Fluttershy is bringing a date. Oh, and I get to introduce everypony to my special somepony, George Glass!”

“I think I’ve heard that name somewhere before in a movie,” whispered Sunset.

“Wait, a minute,” said a wide eyed Twilight. “Pinkie, you’re dating? Why didn’t you tell anypony?”

“Because I wanted it to be a surprise, silly,” said Pinkie as if it were obvious.

“Right, should have expected that,” said Twilight with a small groan. “Well, anyways Pinkie, tell Rarity thanks and I’ll see her at the party tonight.”

“Right,” said Pinkie as began to leave.

--

“I still can’t believe Pinkie almost walked out of the castle naked,” said Sunset as she sat down on Twilight’s bed, dressed in the outfit she was wearing when she returned to Equestria. Next to her was the box Pinkie had given her.

“Strangely, but I’m not surprised at all,” said Twilight, who was also dressed in her normal attire, as she began untying the wrappings holding her box together. “I’m just glad we got to her before she went outside and was arrested for public indecency. There is only so much even I can do to get her out of that kind of mess. Ah, there we go.”

At that moment, Twilight had undone the wrappings that kept her box closed. Excitement of seeing her new Starswirl the Bearded costume filled her as she opened the lid of the box. However, looking down at what was inside her excitement faded seeing that it wasn’t the costume she had wanted. Slowly, Twilight pulled it out piece by piece and laid it out on the floor so that she could get an idea what she had gotten.

The first piece had been a golden horn ring with a large blue gem. The next set of items was a larger golden ring to tie her mane into a pigtail as well as a pair of golden arm bands. Following that was what looked like a blue bikini top. Next came the largest piece, the pants. It looked like a normal blue bikini bottom with leggings that were made of a see-through material. Taking a closer look at it, Twilight was shocked to see there was a small area at the underside of the bikini part that looked like it could be pulled away to allow easy access to her pussy. All in all, it looked like the outfit a harem girl would wear. Why in the wide world of Equestria would Rarity give her something like this?

“I-I don’t believe this,” stammered Twilight as she felt her cheeks beginning to burn.

Hearing a snicker, Twilight turned her attention to Sunset. She had both hands covering her mouth in an effort to hold back her laughter. A frown appeared on Twilight’s face for a moment before she smirked slightly.

“Well, if this was what I got, I wonder what Rarity made for you,” said Twilight. This comment caused Sunset’s eyes to widen as she looked over to the box. Quickly she ripped the wrappings off with her magic and opened the box. Looking down at what was inside, Sunset’s mouth hung open in shock and horror.

--

Later that night, Twilight found herself standing in front of the mirror in her private bathroom wearing the costume Rarity had made her. Staring at herself, Twilight saw how the outfit did its best to show off her breasts and make her look as sexy as possible. However, covering it was a brown traveling cloak. There was no way she was going to be seen in Ponyville dressed in something like that.

Sighing, Twilight wished she had been able to find something else to wear. Both she and Sunset had spent all day going from shop to shop looking for new costumes. Anything would be better that what they had been given. However the problem was that tonight was Nightmare Night and all the costume stores were either closed for the season or didn’t have anything in their size. By the time the two returned to the castle there was just no time to even begin making new costumes. Flash Sentry would be coming through the mirror soon and then they would be heading towards Sweet Apple Acres.

Slowly, the door opened behind Twilight and she turned to look at Sunset. The yellow mare was wearing a more revealing version of her normal maid’s outfit. For one thing the cut of the dress was lower, almost to the point where her nipples were visible. Almost. Another thing that was cut lower was the skirt. Sunset had to bend her legs to pick anything up or else she would expose the frilly white panties that came with the outfit that had a similar slit to them as Twilight’s. Sunset had tried to put on a different pair of panties, but somepony had placed a spell on the maid’s costume that literally repelled any other panties other than the one that came with the outfit. Sunset had tried several times to break the spell but in the end gave up.

“I will never understand why Rarity insists on having me wear this,” complained Sunset as Twilight handed her another traveling cloak.

“Don’t worry about it,” said Twilight as she motioned Sunset to follow her, also wearing the cloak. The two walked out of the bathroom, into her room, and into the hall headed towards the room containing the mirror. “I just-”

“Hello?” came a voice that made Twilight’s heart race slightly with excitement. The two mares picked up their pace towards the room only to see Flash was walking out of it, looking all around him in utter amazement. He was dressed in a black, pin-stripped suit that had cut outs for his new wings and a hat with a red feather in it.

“1960’s gangster,” said Sunset as they approached him, nodding in approval. “Very classy.”

Her voice drew Flash’s attention. As he turned to look at them, his expression of bewilderment shifted into one of longing and happiness. He moved towards Twilight and the two embraced each other for a moment, holding the other as closely as they could to savour the feel of the other for as long as they could before the released the other.

“Yeah,” said Flash with a grin on his face. “I thought I should wear something nice since I’m going on a date with a real princess. And wow, would you look at this place. I never expected you to have a castle made out of crystal, Twilight.”

“I never thought that either,” admitted Twilight as she took Flash’s hand. The two blushed madly.

“Well, the sun is starting to set,” said Sunset with a smile of her own while gesturing to one of the many windows. Looking out, Twilight saw that the sun was starting to dip below the horizon, signaling to all the ponies of Equestria that soon Nightmare Night would begin. Meaning that they had to get going to the party.

Walking hand and hand, Twilight and Flash made their way out of the castle with Sunset walking a few steps behind them. Several times the two asked the unicorn if she wanted to walk besides them, but each time Sunset refused saying that she was fine. After all, this was their night to be together and she didn’t want to get in the way.

As they walked, Flash began asking Twilight all sorts of questions. About herself and about the world he was now in. Simple things really. What kind of music did she listen to? What kinds of things did ponies eat? Why was her castle the only thing that looked crystal like? What did ponies do for fun around here? Questions about some of the shops they passed? All of these questions Twilight was happy to answer.

Only one question gave Twilight pause: why was the castle so empty looking? And to be honest it wasn’t the first time she had been asked that. Many ponies, like Rarity had tried to convince Twilight that she should hire herself a full staff in order to better take care of the castle. Luna, Cadence, and Shining Armor had either talked or sent letters to her in an effort for her to get her own Guard. Or, at the very least, get some security to watch the door. However, Twilight worried what message that would sent to the rest of Equestria. She was the Princess of Friendship. Wouldn’t having all those servants and guards make her seem higher than those around her, and thus less approachable? Besides, so far she was getting along just fine with Sunset.

As Twilight answered his questions, the trio came to the town square where a large group of ponies had gathered. Most of them were fillies and colts dressed in their Nightmare Night costumes. Also scattered here and there were the various parents and other adults who were watching them or waiting for the game booths to open up. And in the center of it all was Mayor Mare, dressed up as a hobo this year. She was looking up at the sky, watching as the sun continued to set. It was only when the sun was little more than a sliver did she turn her head towards the herd in front of her and smile.

“Greetings everypony,” said the mayor in a loud voice so that all could hear her. “In a moment, Nightmare Night will officially begin. And to help kick start this evening of fun and fright, our own Princess Luna shall be here shortly. And she has a surprise for all the fillies and colts!”

A wave of excitement washed over everypony in the crowd, especially the younger ones who all really liked the lunar princess. Looking at them, both Twilight and Sunset noted that many of those who had chosen to dress up as guards this year had picked the Night Guard style rather than the Day. One of these colts was Pip who had gone the extra step adding a pair of bat wings to his outfit. And those fillies who had chosen to dress up as a princess had were wearing black or dark blue dresses with glow in the dark stars in their manes.

There were, however, a few exceptions. Diamond Tiara, for example, had dressed herself as a princess. But not as one of the four current ones instead having her wing and horn match her own coat. Snips and Snails had somehow been convinced to dress up as her guard with Diamond’s cutie mark on their pink chest plate.

Once the moon began to rise into the sky, dark clouds began to circle above the crowd. Powerful, colds winds blew with a fury that caused everypony there to scream in delight. They all knew what was going on even before a hole appeared in the middle of the storm and lightning shot out of it, striking the spot next to the mayor. Princess Luna had arrived.

Everypony stared at the lunar princess for a moment and the costume she was wearing. It was a gown of browns and bronze with a very small top hat crooked to the side of her head. Her horn had been covered with something to make it look bronze as she with a steam gauge connected to its side. Her feathers also looked like they had been covered in bronze as well with various tubes that could be seen coming from her back. In her had was a bronze staff that also had gauges and tubes coming out of it that would occasionally let out a whistle like a kettle.

Luna looked around for a moment, surveying the crowd with a neutral expression. She paused every once in awhile as if she were inspecting a particular costume and nodding approvingly. The only time she lingered for more than a second was when she spotted Twilight and company. As she stared that them, a smile appeared on her face as she nodded approvingly.

“I-is that Vice-Principal Luna?’ whispered Flash in surprise. Before anypony could answer him, Luna inhaled deeply.

“Your Princess of the Night is pleased!” announced Luna in the Royal Canterlot Voice, causing everypony to cheer. “Tonight shall be a night of great merriment and terror. There shall be games, prizes, treats, and scares a plenty! Now, while the adults finish up setting up the booths, I shall personally chaperon the young ones!”

Another cheer was let out as Luna stepped towards the fillies and colts that swarmed her. However, Twilight and Sunset turned towards each other with confusion clear on their faces. Wasn’t she supposed to be at the adult party tonight? How could she be in two places at once?

However, before the two could ask what was on their minds they noticed that Princess Luna was heading towards them with the CMC flanking her sides. Scootaloo had decided to dress up as a Wonderbolt Rainbow Dash complete with a mane that had been dyed in a rainbow coloration. Most likely she was showing her support of her hero that one day the Wonderbolts would allow Rainbow back into their ranks. Upon seeing Sweetie Belle, Twilight thought that Rarity had done too good of a job dressing her up as King Sombra. She was wearing his armor and cloak as well as a red, curved horn cover. Even her mane had been dyed or magicked to resemble the king of monsters. Then finally there was Apple Bloom, who was dressed as a zombie doctor. Her costume was torn at several spots with dried blood spots here and there. She was also wearing contacts that made her eyes look all milky to add to the creepy vibe.

“Twilight, how good of you to come out tonight,” said Luna once the crowd was standing in front of them. She eyed the traveling cloaks that the mares wore causing a small grin to appear on her face. “And I believe you three are heading over to the party at the farm. How wonderful! I will see you there soon.”

“Princess, about our costumes,” began Twilight.

“Can ah tell’em?” asked Apple Bloom as she interrupted Twilight.

Luna laughed lightly. “Not yet,” she said while looking down on the red headed filly. “The announcement will happen in a short while. Now we’d best be going. That candy will not collect itself.”

Twilight watched as Luna turned to head down a different street with her herd of children following her. The purple alicorn was a little flustered since she had so many things she wanted to talk to her fellow princess about, but couldn’t now. Even if she teleported over to her or something like that, Twilight didn’t want to risk having all of those young ones hearing what was said and/or asking questions that she really, really didn’t want to answer. All she could do now was head over to the party.

--

Upon arriving at Sweet Apple Acres, the trio found a path lit by blood-red lanterns that lead them into the southern fields. As they walked, the group heard screams and howling in the background that caused them to huddle together, pressing their bodies against each other to make sure everyone was there. But what was odd was, about halfway into the fields, they passed through a barrier of some kind that felt like it was made by Luna’s magic. They passed for a moment so Twilight and Sunset could do a quick scanning spell, discovering that this barrier was meant to keep out anypony who was under eighteen.

Figuring that they had to be going to the right direction the group continued on their set course for several more minutes until they reach a clearing. Within the clearing, they saw there were several tables decked out with food and drinks a plenty. There were also several other tables that looked like they were meant for ponies to sit and chat at. The middle of the clearing looked like it had been cleared out for dancing. Creepy music perfect for this time of the year played in the background.

All of these things looked rather normal and tame for a party. Yet what made it different was everypony’s costumes. All of them were revealing and made to look as sexy as possible with Zecora’s being the most tame. The zebra medicine mare was dressed in a form-hugging outfit that looked like it had been made from an old potato sack. In several places, there were large pins that seemed to be sticking into her and stitch marks could be seen in several spots. Surrounding her were several ponies from Luna’s guard hitting on her while she replied in rhyme.

Twilight noticed that Rarity and Thunderlane had gone the superhero route, however they weren’t any hero or heroine that she recognized. Rarity was dressed in black, skin tight bodysuit with a V-cut neckline that went all the way down her chest and stopping just above her crotch. The V-cut also exposed most of her breasts in a way that covered her nipples. She was also wearing a face mask that came up into points on its sides. As for Thunderlane, the pegasus was wearing a super tight blue spandex outfit that left nothing to the imagination, as well as green cape.

Then she spotted Rainbow Dash dressed in…a school filly outfit? Twilight had to blink several times to make sure she was seeing this correctly. But it was true. Rainbow Dash was wearing a white blouse that was clearly too short and tied in a knot to cover her braless chest as well as exposing her stomach. Also, like Sunset, her skirt (which was red plaid) was also way too short. She was talking to Braeburn who was dressed up like one of the buffalo.

Next came Pinkie Pie who was swinging from tree to tree which Twilight, when she looked up, noticed that her pink friend was not wearing any panties either. Pinkie was dressed in a one piece leopard skin dress. It had only one strap on the right side which not only allowed more cleavage to be see but also allowed everypony to know that she wasn’t wearing a bra either. Also the dress was cut very short, stopping only to cover her pussy.

Pinkie eventually flipped off a tree and landed next to a griffon. He was standing there with his arms crossed against his natural leopard-skinned chest with his golden eagle wings tucked tightly against his body. He was wearing only a brown, tattered loincloth. He seemed disinterested in everything around him, nodding every once in awhile as Pinkie talked a mile a minute.

Twilight soon noticed Fluttershy who, like Zecora, was being hit on by several ponies that Luna must have invited. The poor mare’s face was burning a shade of red never before seen by anypony in Equestria. She was dressed in a black casino bunny outfit which exposed her massive chest.

Finally there was Applejack and her coltfriend, Harvest. Applejack was dressed solely in a bra and panty attire that looked like they was been made out of fur. Fake fur most likely for else Fluttershy would have had a heart attack! There were also several bones sticking out of the farming mare’s mane which was devoid of her normal hat. Harvest was also dressed in furs, grey ones with a wolf mask covering his face.

Looking around, Twilight wondered how many of them had the same modifications that hers and Sunset’s costumes had. They all seemed like they were meant to seduce others. But seeing that all of her friends were in the same boat as her made Twilight feel slightly more comfortable with taking off her cloak. As Sunset followed suit, Twilight turned to look at Flash who was staring at her with his jaw hanging and a blush clear as day on his face.

“T-Twilight,” stuttered Flash. “You look…wow. I mean, you look great. And so… very…”

“I’d say he likes it,” said Sunset with a smirk as she took the traveling cloaks and set them besides a tree.

“Howdy Twi,” said Applejack as she and Harvest approached the group. “Glad y’all could make it. Was startin’ ta get mighty worried ya might not show once ya saw them costumes. But gotta say ya all fit them mighty nice.”

“Uh, thanks Applejack,” said Twilight. “To be honest, they kind of caught us by surprise.”

“Ah know what ya mean, Sugarcube,” said Applejack with a laugh. “Shoot, a while ago ah wouldn’t be caught dead in something as skimpy as this ‘ere thing.”

“What happened?” asked Sunset.

“Ah had a nice trip to an island,” answered Applejack. Twilight was about to open her mouth to ask what she meant by that, but the farmer mare had already turned around to make an announcement to the rest of the party goers. “Alright everypony. Looks like we’re all here!”

A wave of excitement and cheer washed over the small crowd. For a moment, both Twilight and Sunset thought that an orgy or something like that would begin. It wasn’t hard to see how they would think that, given the modifications to their costumes as well as seeing how everypony else was dressed. Luckily for them, that was not happening. Instead, everypony seemed to gather onto the dance floor.

Once they were all there, a powerful wind swept through the clearing with screams being heard in the background. Twilight felt both Sunset and Flash cling to her and she clung onto them as well. After a moment or two of this, two figures moved from out of the tree line and began to approach them. Princess Luna and Big Mac had arrived.

Princess Luna was now in a new outfit, much different than the one she had been wearing in town. To put it simply, it was a sexy Nightmare Moon costume. The shiny, silver armor had been reduced to metallic bra and panties while a black cape flowed behind her. She also had her helmet, but that was it. Big Mac seemed to be wearing a modified version of the Night Guard uniform. The chest plate looked normal, however, below that all he was wearing was a long loincloth.

The two moved towards the group, smiles clear on their faces. Luna’s walk looked almost like a strut, moving her hips with every step she took. Mac’s walk was powerful, but he never moved faster than his marefriend, making sure that she was always in front of him.

“Greetings everypony,” said Luna as she stopped in front of them. “I am so glad that everypony could make it this Nightmare Night for Sweet Apple Acres first ever adult party. I have some words I would like to say before we begin, but first I would like to thank a very special mare: Rarity. Rarity, these costumes you made are all splendid. Not even in Canterlot could such fine and erotic costumes be found. You are truly a wonder and I hope that one day your outfits will find their way back onto Bridleway!”

The crowd burst into applauds while turning to look at the blushing mare. Rarity looked like she was fighting to keep the tears of joy from falling from her eyes.

“That being said, I wish now to address the reasons for this party.” The joyful feelings everypony had were suddenly put on hold as they all turned to look at Luna once more. “I know that recently you have all had your own share of… bad luck. Many of you had experienced setbacks or told that you can no longer pursue your own dreams for the safety of Equestria. And it shames me that, right now, I can do little to fix this. Hopefully soon your lives will be back in order and we can leave this whole mess behind us.

“But until that day, I shall do everything in my power to make help you out. And that is one of the reasons for this party tonight. I want you all to have fun and maybe hook up with a nice stallion or mare. Go wild and cut loose. If you want to make love for all to witness, then you may. All I ask is that you respect the others here and don’t force them to do anything they don’t want to do. If you ignore this one rule you shall be removed with no memory of this night.”

Luna paused and allowed her words to sink in. Everypony there was either talking to their partner or just blushing like mad.

“Is… is she serious?” whispered Flash, voicing what a few others were thinking.

“I-I think she is,” said Twilight, wide eyed about the whole thing.

“Course she is, Sugarcube,” whispered Applejack who was standing nearby with Harvest. “Ah know she wouldn’t of said it if she didn’t mean it.”

“But she’s saying we can just have sex here,” said Sunset. “That seems, I don’t know, a little out of character for her.”

“Trust me, this here is tame t’ some of the things she’s done in the past,” said Applejack as she winked at them.

“There is, of course, another reason for this party,” continued Luna, getting the groups attention back. “All of you are my friends and it is only fitting that you should be the first to hear this. This winter I shall be marrying Big Macintosh!”

For a moment, everypony was silent as they processed what they had just heard. Then an explosion of joy erupted as the group charged at the pair. Many of those there began to congratulate them while either hugging Luna or shaking Mac’s hand. The only two that weren’t was Applejack and Harvest who just stood there with big grins on their faces.

“Thank you all,” said Luna. “But enough of us for now. Let’s get this party started!”

“Alright!” screamed Pinkie as she dragged her griffon date onto the dance floor. Others followed her example, many of them moving to the dance floor or simple getting a snack first. Looking over at Flash, she saw that he was holding out his hand in a gesture that was asking her to dance with him. Twilight accepted this, but before the two could take a step Luna placed her hand on Twilight’s shoulder.

“Twilight, there is something that I need to talk to you first,” said the night princess, leaving Flash and Sunset together. They looked at each other awkwardly for a moment, before looking away.

This was, of course, perfectly understandable. After all the two of them had dated until Flash finally broke up with Sunset. Then add in the fact that Sunset had just been using Flash at the time to gain more popularity and this is what you get. Still, Flash was feeling a little bit more uncomfortable without Twilight around. Looking at Sunset in that outfit, he found his eyes wandering down to her almost completely exposed chest. So it was probably best that they look away from each other.

All around them, the pony had begun to party. Luckily, nopony had begun to fuck in plain view. Yet, some seemed rather close. Applejack and Harvest were in a corner, making out without a care in the world. Harvest’s hands were feeling up his marefriend’s body, squeezing her breasts and ass through her fuzzy costume. Then there was Pinkie and George. The two were on the dance floor with Pinkie’s legs wrapped around the griffon’s stomach. The pink mare was bouncing up and down until she moved to his shoulders at a speed that looked like she had teleported. George…looked like nothing was happening around him.

Flash also noticed things were going on with Fluttershy and Zecora. Fluttershy must have moved closer to her zebra friend for protection only to have that fail. The two mares were surrounded by a group of stallions and a few mares. Some of the more daring were reaching out to caress their bodies, running their hands down their legs or arms. These touches earned either groans of pleasure from Zecora and cries of shock from Fluttershy.

As for the others, Rainbow was trying to get Rarity to drink some hard cider which the white mare refused. Rainbow seemed to be confused by this, Flash hearing her say that Rarity never missed a chance to at least have more glass of the Apple Family’s hard cider. Rarity then seemed to explode with anger, shouting at Rainbow and telling her to drop it. In the end the two stomped back towards their own dates.

“Well that was weird,” whispered Sunset loud enough for Flash to hear.

“Yeah, I guess,” said Flash. Wanting to pass the time somehow, he decided that he could have a conversation with Sunset. “So…I heard you’re living with Twilight. How’s that been?”

“Good,” replied Sunset with a nod. “She’s been really helping me readjust into Equestrian life again. Not to mention giving me a job and a place to stay. She’s a real lifesaver after what happened back home.”

Flash nodded. “Yeah, I heard about that,” he said. “Sorry it had to happen to you. It must suck finally graduating and then having something like that happening.”

Sunset shrugged. “I guess. I was looking forward to college and all that, but I think deep down I knew that someday I would be caught. I’m just lucky that I was able to get away and not be thrown in jail. So, when are you heading to college?”

“Oh?” said a surprised Sunset. “Then are hitting the road with your band?”

Flash sighed. “I wish,” he said. “Sunset… I was denied financial aid for college.”

Sunset felt her jaw drop at this as she looked at Flash who was staring at his feet with half closed eyes. “B-but why?” she asked.

“That’s what me and my parents are trying to find out from the banks,” said Flash. “The best we’ve come up with is that my parents and I have low credit scores or something like that. To be honest, they keep jerking us around.”

“So what are you going to do now?” asked Sunset.

“To be honest I have no idea,” said Flash with a sigh. “My band broke up for college so that’s out of the picture. I guess I could try and go solo, but the music industry is hard to get into. Right now I’m looking at either taking up a factory job or maybe joining the military. Those are my best options right now.”

Slowly, Sunset reached out her hand and gently placed it on Flash’s shoulder. Once he felt it, Flash looked up at Sunset and the two smiled. “Hey,” she said gently. “Don’t worry about it for tonight. Just go and have fun with Twilight.”

Flash let out a dry laugh. “I don’t know what she sees in a loser like me,” he said sulkily.

“Hey, don’t get like that,” said Sunset as she gave Flash a playful push. “You have plenty of good traits. Now here comes Twilight.” Indeed, Twilight was heading towards them in a quick trot and a large smile on her face.

“You won’t believe this,” said Twilight happily once she was in front of them. “Princess Luna asked me to officiate the ceremony between her and Big Mac! Isn’t that great!”

“Congrats Twilight,” said Sunset and Flash in unison.

For a while the three of them talked. Mostly about the wedding and what Twilight was considering saying at the ceremony. Twilight seemed to almost glow when she talked about this responsibility which brought a smile to the faces of Sunset and Flash. Seeing her like this helped them forget their own problems.

Eventually their conversation ended and the couple walked out onto the dance floor while Sunset leaned against a tree to watch. As the music began to play a new song and Twilight began to dance with Flash, nopony seemed to notice that Twilight’s costume glowed lightly blue for a moment. Whatever spell was cast on it became clean as Twilight’s normal jerky and crazy dance moves changed radically to better match with what she was wearing.

The first thing that happened was Twilight raising both her arms over her head and crossing them. From there, her hands began to roll around as Twilight swayed her hips from side to side in a most sensual of motions that gave Flash pause. Naturally, Twilight looked shocked and it was clear she had no control over her actions but she never cried out for help. She just continued to dance, turning her body around a little bit at a time as the eyes of the various ponies (and griffon) turned towards the pair.

Suddenly the music seemed to change into something the resembled an erotic melody from Saddle Arabia. The speed of the music increased, as did Twilight’s movements. Her dancing became faster and more showier for lack of a better term. Her breasts seemed to bounce non-stop and her tail was now lifted. She was stretching out her legs before spinning around faster. And then when the music finally ended, Twilight found her arms wrapped around Flash’s neck, her breasts pressed against his body. She could feel his erection pressing against her as she stared into his red face while hearing the applauds in the background.

Quickly Twilight freed herself and took a few steps backwards. Relieved to find herself back in control of her body, Twilight took off into the orchard in a desperate attempt to escape with Flash running after her. Sunset followed them as well but made sure to stay several feet in the back just in case.

“Twilight, wait up!” called out Flash as they ran through the trees, the sounds of the party moving further and further away.

“NO!” shouted Twilight. “GO AWAY!”

“But,” began Flash but stopped as Twilight fell face first into a pile of leaves. Quickly he approached her and offered a hand to help her get up. Twilight reached out to it at first, but then pulled it back for a second before reaching out and accepting the hand.

Now on her hooves and staring at Flash’s worried expression, Twilight felt tears begin to appear in her eyes. “Y-you must think the worst of me right now,” she said.

“What?” said a very confused Flash. “Why would I?”

“That dance,” said Twilight as she looked away. “I felt like a slut doing something that that in front of everypony. I don’t know what came over me and made me do that but-”

Twilight could say no more as Flash captured her lips with his own. At first the princess’s eyes widened in shock before they closed as she surrendered to the pleasure in this simple gesture. Neither of them were aware that Sunset was watching them from behind a tree with an expression that mixed happiness and sorrow.

Eventually, Flash slowly broke the kiss. “Twilight, I would never think of you like that,” he said as he cupped Twilight’s cheek. “You are one of the most amazing people, er, ponies that I have ever meet. I would never think anything less of you as long as I’m not under some evil spell.”

This brought a smile to Twilight’s face. “You mean that?”

“Of course,” said Flash as he spread his arms. Then, as he brought them back to his sides he began to scratch the back of his head. “But I will say that I thought you danced well.” His eyes widened. “I mean, when we were dancing I thought that you were doing all that for me. And well I thought you looked sexy, not slutty. There is a difference…right?”

“I think there is,” said Twilight with a blush on her face. She could feel her heart racing as at this moment. Looking around, Twilight saw that they were alone in the fields. So far nopony had chased after them. This meant that they could be more…intimate. If that’s what they both wanted that is.

“Flash,” said Twilight as she moved closer to Flash. “I…I want you to do me a favor.”

“Anything for you princess,” said Flash.

“Would you make me a mare tonight?” asked Twilight.

Flash blinked. “What?” he asked, not understanding what Twilight was asking. Taking a deep breath, Twilight took a few steps backwards. As she then spread her arms her horn began to glow until her top became undone and fell to the ground. Once exposed to the night air her nipples became hard and pointed, ready to be sucked and played with.

“I want you to make love to me,” said Twilight in little more than a whisper.

“Twilight,” said Flash as he took a step forward. “Are… are you sure about this?”

Twilight nodded. “I am, Flash,” she said as her stallion moved closer to her. “I don’t know what will happen to us in the future. If my work keeps me here in Equestria or you’ll have to leave your home and move far away from the portal. But right now, we’re here together. And I have wanted to be with you like no other pony before. As long as it’s you I’ll have no regrets.”

Flash answered her, not with words, but with a kiss. Unlike the first one, this one had far more raw power and emotion behind. Twilight was so caught off guard that the two of them fell to the ground. But even the fall couldn’t get them to stop. Twilight could feel the cold ground against her back dirt and twigs getting into her feather. Her mane was probably getting messy. All this and more, but Twilight didn’t care. She was getting lost in the kiss the two of them share. A kiss they had been waiting too long for.

Twilight felt movement on top of her. She could feel Flash reaching down and undoing his pants while continuing to kiss her with all the passion he could muster. The purple princess could feel him stumble with the belt before finally getting it and pulling down both his pants and boxers with one go. His cock was pressed her leg and Twilight could feel how long and hard it was better now. If she was capable of thought, she might have been fearful that something like that would soon be inside her. But no such thoughts entered her head. All there was were thoughts of how good this was and how she needed more.

From behind her tree, Sunset watched in awe as the two rolled around on the ground until Twilight was on top all the while stroking her sex. It was then that the two finally pulled apart, panting like mad before Twilight looked down at Flash’s cock. Slowly she reached down for it and took it in her hand. However…

“Ouch,” cried Flash.

“Sorry!” exclaimed Twilight as she pulled her hand away from the member.

“I-It’s ok Twilight,” said Flash gently. “You just need to watch your grip is all.”

Twilight nodded slowly and once again reached out for Flash’s cock. However much more slowly this time. And just as slowly she began to pump it up and down while Flash fondled her right breast. Both were moving slower than before, clearly being worried for the other.

This, however, would not sit with Sunset. She could clearly see that Flash was losing a bit of his hardness due to Twilight’s fear and lack of skill. And Flash was being too careful with Twilight’s body. If this kept up neither would be in the mood for very much longer. Inside of the unicorn a battle began to wage war. One side demanded that she get over there and help them out. The other said that it wasn’t her place to get involved. What helped Sunset decide was the knowledge that they this might be the last time the two of them would be together. After this all bets were off. And she would be damned if they left things like this. Sunset was Twilight’s assistant and friend. This was the least she could do.

So Sunset marched over to the pair, pulling down her top so that her breasts pooped out as she did. This did not go unnoticed by the couple who paused in their actions.

“Sunset, what are you-” began Twilight but was cut off as Sunset kissed her. Both Twilight and Flash felt their eyes widen and Twilight could feel the meat in her hand harden.

“Your maid is here to help, mistress,” said Sunset after she pulled away, a definite purr in her voice as she said this. She then moved her body down closer to Flash’s member while gesturing Twilight to join her. As Twilight complied, Sunset cupped Flash’s balls with her hand.

“I know you don’t have much experience with things like this, mistress,” said Sunset right before she leaned down and gave the shaft a long lick starting from the base and ending at the head. “This will be your first lesson. Lick it over and over again like I just did. Savor the taste until you are ready to try something new.”

Gulping, Twilight nodded as she leaned down so that her face was right in front of the dick. She could now smell the musky odor emanating from the flesh. She then stuck out her tongue and repeated the same motion that Sunset had done. As she did this, Sunset had started on the ball sack, taking the entire thing in her mouth.

As soon as Twilight’s tongue made contact with Flash’s flesh, her eyes widened in surprise. She had expected it to taste passable at best. But instead she found both the taste and the texture to be simply divine. She gave it another lick, moving faster this time. And then another. Over and over she went getting a satisfaction from this that she never would have believed. This feeling was amplified when she heard Flash let out a pleasure filled groan, causing Twilight to pick up her pace even more.

Next to Twilight, Sunset watched as she continued to massage Flash’s ball’s with her tongue. She could easily see that Twilight was getting into this more by the second. With each lick, she noticed the look in Twilight’s eyes were becoming more glazed. Reaching around, Sunset’s hand found the slit in Twilight’s costume, discovering that she was drenched back there. Not that that came as a surprise to her.

Deciding that she had had enough of playing with Flash’s ball sack, Sunset released it making a ‘pop’ sound as she did. She then joined Twilight. While the princess was moving up and down the shaft with her tongue like crazy Sunset, by contrast, was moving at a more slow and controlled pace. Both of them moaned and made cooing noises that caused the stallion they were servicing to claw that the dirt below him. After a minute or two of this, stopped at the head and hovered above it with her tongue sticking out. She then traced the head with her tongue several times before taking it in her mouth as Twilight watched in eager amazement. When Sunset released it, Twilight took over without a word.

Like Sunset, Twilight started by licking the tip before taking cock into her mouth. Of all the things she had read about this, the one thing all the books agreed upon was that cock flesh was tender and she should do everything in her power to avoid biting it or tracing it with her teeth. She did her best to do so, holding it in her mouth as her tongue moved around the hard meat. Eventually she began to bob her head up and down thanks to the encouragement of Sunset Shimmer. The unicorn mare kept whispering into her ear asking her if it tasted good, was she enjoying it, telling her to go faster and so on.

Soon, both mares noticed Flash begin to buck his hips a bit. Smiling, Sunset gestured Twilight to stop and release him. Twilight gave a pout but complied trusting her friend’s advice in this matter.

“NO!” shouted Flash. “I’m so close!”

“I know,” said Sunset as she winked at the poor stallion. “That’s why we’re going to end this with something special. Mistress, press your breasts against his meat like this.” Twilight watched as Sunset pressed her breasts together and then brought them down to Flash’s penis when she then pressed them against it. Twilight did the same and when she was done she could feel both the heat coming from the dick as well as the warmth of Sunset’s breasts. Their nipples poking against each other was a sensation that Twilight had yet to experience before and like so many tonight, she found she enjoyed it greatly.

Together, they both rose and then lowered their large assets against the cock. Flash let out a cry of joy. He had gotten a titty fuck several times before, but never had he had two girls giving him one at the same time. Starting to pant to keep himself under control, Flash looked down at the two. He could see Twilight’s gaze shift from his cock to Sunset’s lips with every pump. It was as if she were trying to decide which she wanted more.

He didn’t have to wait long as Twilight bent her head down and took the tip of his cock in her mouth. Flash had to grit his teeth to keep himself from cumming. Twilight’s mouth plus the pair’s breasts were a powerful combination. To make matters worse, he could feel her tongue swirling around the head so she could lap up as much pre cum as she could. After a minute or so of this, Twilight lifted her head so that she could go after Sunset’s lips. The two kissed and moaned loudly, never stopping in their actions towards his dick. This proved to be too much for Flash to take!

“I’m going to cum!” shouted Flash as he bucked his hips. The two mares broke from their kiss just in time as several ropes of cum launched from his cock and landed on their breasts and faces. He watched as Twilight took a finger to scoop up some of his spunk and bring it to her lips where she licked the finger clean. As soon as she did this, she let out both a shutter and a moan of delight. As she began to scoop up some of the cum on her breasts, Sunset began to lick the white fluid off Twilight’s face before locking lips once more. Soon two mares were on the ground, lips locked while trading the sperm from one mouth to the next.

Twilight could feel a light sheen of sweat grow on her body as the heat within her began to rise. She could feel it on Sunset as well and was sure that if this were day their bodies would be glistening was the light hit them. Instead, parts of her back were becoming caked in dirt and mud, but she found herself not caring in the slightest.

A soft moan escaped Twilight as she felt a pair of lips attach themselves to her right breast. Slowly, she opened her eyes and saw that it was Flash. Sunset must have noticed this as well somehow and released her lip lock on Twilight only to move down the alicorn’s body to suck on her other breast. The feeling of the two on her breasts quickly began to drive Twilight crazy. Flash lightly sucked on her nipple and gently played with it with his tongue. There was a gentle, caring feeling to it. Sunset, on the other hoof, was not so gentle. She lightly bit on the other nipple and pulled away. She would suck on it as hard as she could and her tongue movements were fast and all over the place. Both of these actions caused Twilight’s body to thrash around in ecstasy as the heat within her continued to grow.

Finally, Twilight couldn’t take it anymore. She could feel her pussy leaking her juices more and more. She knew she wanted, no, needed something right now. The books she had read had talked about this need but never really went into explaining what this need was. But know, in this moment, Twilight knew what they were talking about.

“Flash,” cried Twilight in little more than a whisper. “Please, I need you.”

Flash stopped in his actions and look up at Twilight’s panting red face. “You sure?” he asked.

“Please,” begged Twilight. “I need you so bad. If I don’t get you soon I’m going to go crazy!”

“You heard the mistress,” said Sunset as she moved away from Twilight’s breast. “And I think I know the best position for her first time.” That said, Sunset took Flash by the shoulder and laid him on the ground. She then took Twilight but the hand, helped her get off the ground, and then brought her over to Flash’s body. She then helped Twilight slowly lower her body down onto his cock while keeping the slit of the costume open so there wouldn’t be any complications.

Twilight let out a gasp as she felt the head of Flash’s cock touch her nether lips. Her heart rate increased as she felt a surge of adrenaline and excitement. But also a hint of fear. She had read and heard that the first time would hurt. That was something that she wasn’t looking forward to. But the promise of greater pleasure and becoming one with the stallion she had pined for was strong as she slowly lowered herself onto him. Gasping and groaning, Twilight felt her insides being stretched as she felt the heat from him member.

Flash, likewise, was also gasping with pleasure. Twilight’s inner walls felt so hot and tight. Tighter than anything he had ever felt before. He wanted to cum in her right that moment, it just felt so right. But instead he held on so that they would both feel greater pleasure. So he kept his gaze on Twilight’s lovely face and breasts, wishing he could be playing with them but his hands were instead on her hips.

Soon, Twilight felt some resistance. She knew what this meant. This was the point where she could either continue or pull out. She looked down at Flash’s face and smiled, knowing what she wanted. And with that, Twilight sank completely onto his cock.

The pain was short lived for Twilight as she threw her head back. She let out a squeak of pain which Flash and Sunset could hear. Tears ran down her face as she slumped forwards onto her lover’s chest. Twilight felt Flash’s arms wrap around her.

“It’s ok,” he whispered into her ear. “It’ll be alright. I’m here for you.” Over and over again, Flash whispered words of reassurance meant to calm her down as the pain vanished. Slowly, over the course of several minutes, it did fade while Twilight focused on her stallion.

Once she felt she was ready, Twilight pushed herself up a bit and gave Flash as quick kiss before righting herself completely. She felt Sunset take her hand and whispered instructions to Twilight. The alicorn nodded before rising herself up a bit and then lowering.

The couple gasped, almost in unison at what they felt. The friction created, the pleasure. There were no words to describe it. Slowly, Twilight began to repeat this action, her breasts bouncing slightly as she did. She could feel Flash’s hands running up and down her sides, feeling her soft body before moving towards her breasts. He squeezed and fondled them. His hands pinched and tweaked her nipple.

“Flash, this feels so good,” moaned Twilight. “Please, keep playing with my breasts. Oh Celestia you’re so good at this.”

“Twilight, you feel amazing,” gasped Flash.

Neither noticed that Sunset had let go of Twilight’s hand and had moved back. She knew that this was their time and their time alone. There was no more need for her to help Twilight, just let her be to enjoy her first time. But she wasn’t inactive. She had pulled her panties off and had begun to finger herself while her other hand played with her breast.

Soon, Twilight had picked up the pace moving quicker and quicker. Her breasts were bouncing all over the place and the two’s bodies were now damp with sweat. Twilight leaned forward and Flash wrapped his arms around her back to pull her close. Once this was done, Flash captured one of her nipples in his mouth to suck on. As he did, he began to thrust upwards with his hips causing Twilight to scream with delight as he hit her pleasure spot.

“F-Flash, something’s happening,” cried Twilight as she shut her eyes. “I feel…something!”

“Twilight, I’m going to cum!” declared Flash.

Twilight could answer. In fact, she couldn’t even think straight as a dam of pleasure that had been building up inside of her suddenly broke. Her inner walls clenched down on Flash’s cock, causing him to cum right there, shooting his white load inside of her. Seeing this, Sunset stopped in her actions and quickly cast a birth control spell on Twilight just as the purple came climaxed for a second time as she felt the cum fill her.

For a while, the two just laid there panting and kissing each other lightly as they both came down from their highs. Twilight, more certain than before, wanted Flash to always be a part of her life. Even if he couldn’t she knew she would never regret this night for the rest of her life. With each kiss they shared, Flash whispered how much he loved her. That she had been amazing. All these words created a different kind of warmth in Twilight. A warmth in her heart.

And yet…something was missing from this moment. It didn’t take Twilight long to realize what that was: Sunset Shimmer. She looked over in the direction of the other mare and saw that she was trying her best to achieve the same kind of pleasure that she had helped Twilight achieve. And that wouldn’t do.

“Flash,” whispered Twilight. “Do you trust me?”

“Yes,” replied Flash without hesitation.

“I have a request,” said Twilight. “And it would mean so much to me if you did this.”

Flash reached up to cup Twilight’s cheek. “If it’s for you Twilight, I’ll do anything.”

“Thank you,” whispered Twilight as she kissed him gently on the lips. She then slowly got up allowing Flash’s still hard member to slip out. Once it was, Twilight felt a sense of emptiness and a desire to be filled with it once more. But she had to do something far more important. She walked slowly over to Sunset who had stopped in her actions to watch her approach. Before she could ask Twilight what was going on, Twilight was kissing Sunset once more and bringing her to the ground. Once there, Twilight rolled them over so that Sunset was on top.

“Flash,” said Twilight as she reached down to Sunset’s ass and spread them to reveal her moist flower. “I love you with all my heart. But I also love Sunset. I know this is selfish of me, but I can’t choose between the both of you. So please, accept Sunset back into your life with me. Make her ours.”

Both Flash and Sunset gaped at what Twilight was saying. Never in a million years would they have expected something like this to come out of her mouth. The two former lovers looked at each other, looking into the others eyes as if to see what they were thinking. After a moment or two, Flash nodded as he moved over to Sunset.

“If doing this means that we can be together, Twilight, then that’s what I’ll do,” he said, stopping in back of his ex and lowering his body. Once on his knees, Flash took hold of his dick and aligned it with Sunset’s dripping wet snatch. But he did not enter. Instead he held it there right at the entrance. “But I’ll do this only if Sunset wants to.”

“I…” began Sunset but trailed off. She looked at Flash and then at Twilight. “I guess I can live with this if it means I can be with you.” Sunset’s horn then quickly glowed as she placed the birth control spell on herself.

“Thank you,” said Twilight as Flash entered Sunset. Sunset let out a gasp as he did so. It had been so very long since she had a male inside of her. She had used toys to help her get off from time to time, but they didn’t have the right feel or warmth to them like the real thing.

As Flash began to thrust in Sunset, giving it to her hard and fast the way she liked it, Twilight let out a moan. Both of the girl’s breasts were pressed against each other so with each thrust Sunset’s would rub against Twilight’s. Twilight could feel herself getting aroused by this sensation.

Then there was the look on Sunset’s face that was also causing Twilight to feel aroused. The unicorn’s eyes looked like they had rolled into the back of her head while her mouth hung open, her tongue hanging out. Sunset didn’t seem to notice or care like she was lost in her own little world of lust. Looking at this made Twilight wonder if she too had looked like this.

Back with Flash, he was still pumping hard into Sunset. Her pussy wasn’t as tight as Twilight’s had been, but still felt nice. Yet Flash still desired his purple mare. So he pulled out of Sunset suddenly, causing her to yelp in surprise and then place his cock inside Twilight’s. The two moaned as he thrusted inside of her at a slower place while Sunset yelled at him.

“No!” she yelled while shaking her hips back and forth. “I was so close. Please, stick it back in me! Rut me! I need it! I need it! Oh Celestia, please don’t be cruel to me!”

Smirking, Flash withdrew from Twilight and shoved his member back into Sunset. Once more he began to thrust at almost a brutal pace with the intention of changing back to Twilight in a little bit. However, the princess had other plans as her horn began to light up. There was a sudden flash and when it cleared Twilight had turned around so that she was now looking up at Flash’s cock as it slammed into Sunset. She watched with fascination as droplets of mare cum fell onto her face.

Sunset, meanwhile, found herself looking down at Twilight’s pussy while was still leaking bits of white cum. Licking her lips, Sunset lowered her head and gave the slit a slow lick earning a gasp from her purple lover. The unicorn then brought her hand to Twilight’s pussy to spread those lips right before she began to lap at her folds. Her tongue moved as far in as she could go while tasting Twilight’s sweet juices and Flash’s salty cum.

Twilight shuttered at this ministration. Her hips buckled and she clawed at the cold earth with her fingers as Sunset’s tongue wormed its way into her pussy. The young alicorn began to pant as the pleasure began to build. Looking upwards at Flash pounding away at Sunset’s pussy, Twilight saw Sunset’s clit poking out. Twilight stared at it for a while until finally she leaned upwards, wrapped her lips around it, and sucked on it. This was too much for Sunset to take as she came on the spot, the walls of her pussy clamping down hard on Flash’s member causing him in turn to cum as well with a loud grunt. As the stallion pulled withdrew his piece, drops of cum fell on Twilight’s face and she licked them off as best she could.

It was then that Twilight noticed that not only was Flash still hard but his cock was close to her mouth. It was just hanging there as he caught his breath. Acting on instinct, Twilight leaned forward and took it in her mouth. She moan as she tasted both Sunset and Flash’s cum on his dick which sent a vibration resulting in Flash shuddering in delight. He thrusted forwards a bit, being careful not to shove it down her throat but just enough to feel good. After several minutes of this, Twilight pushed back on his hips to indicate she wanted him to pull out.

“I think we’d better continue this back at my place,” said Twilight once her mouth was free. And before anyone could say another, Twilight’s horn began to glow and in a bright flash they all vanished from the area.

--

The next morning, Twilight awoke to a golden flash. Figuring that Princess Celestia must have sent her another scroll, she opened her eyes and found Flash laying next to her, their arms wrapped around each other in a loving embrace. That wasn’t all. Twilight could feel another set of arms around her waist and the feeling of a pair of breasts pressed against her back. It had to be Sunset. After all, who else could it be?

The room smelt of sex. Their bodies and sheets covered in mud, sweat, and cum. And yet, Twilight did mind it at all. For right now she was literally wrapped in love. So much so that she wanted, with all of her heart, for this never to end. Perhaps, with a bit of planning as well as talking to the two, it could go on. Perhaps she could figure something out and they could become a herd. But that would have to wait. For right now, she just wanted to enjoy this moment for a little while longer.


Author's Note

Happy Nightmare Night all...even though this is a little late. :applecry:

Hopefully google docs didn't subtract anything this time. I skimmed it and it looked good.

One more chapter to go!

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