Part of Twilight's mind knew she was dreaming. Even the Canterlot Archives paled next to this Library; none like it existed in the known world, especially considering the size on the map. Not to mention the traps and waterfalls and overall abandoned-temple feel. The part of her mind that knew carefully kept it from the rest because dreaming about a library that could've come right out of a Daring Do book was the most awesome dream ever. So what if her dream self was a male hairless monkey-child, and his crew was a harem of mostly Rainbow Dash-like individuals? The dream turned to nightmare as she had to carefully coach the... less mentally agile... monkeylettes in a language test from a stone golem without actually giving them the answer. She felt like facehoofing when the hammer finally came down, shattering the-

Twilight sat bolt upright in bed, ears still ringing from the hammerblow of her dream mingling with the explosion in her room. Blinking and preparing a defensive spell, she looked around the room for assailants... And noticed the streamers bedecking her bed, confetti still drifting down to her blanket.

"PINKIE! DO YOU KNOW WHAT TIME IT IS!?" Twilight yelled, continuing to search for the Pink-

"YES!" Pinkie leaned over from behind her... where there shouldn't have been room for anything past her headboard... and pressed their noses together, excited eyes locking on Twilight's befuddled frown, "It's time for the fruit to drop! You gotta come quick! Gotta get Rarity, bye!" Pinkie zipped out of the room in a pink blur, not unlike the brief period when she'd been Fili-second.

Twilight blinked.

"Oh!" Pinkie poked her head back in the room, "And it's five 'til noon! You needed to get up anyway sleepyhead!" And gone again.

Twilight blinked again. The Pink chose not to reappear in this universe... for now. Finally free to move again, her tired brain chugged sluggishly along, finally catching up to what Pinkie had said.

"THE FRUIT!" Twilight jumped out of bed, automagically running a comb through her mane to look at least a little presentable as she raced downstairs, "SPIKE!"

"The Princess awakens? Hark, what light through yonder window breaks! It is the sun! Surely it is not, or the Princess it would not be! Surely, one or the other must be mine mind playing tricks, but which?"

Twilight's glare could've leveled Canterhorn. With Shining Armor shielding it. Spike just smiled at her and turned to head to the kitchen, more than used to Twilight's reactions when awakened in a still sleep-deprived state. With a sigh - whether for the snark or how he'd butchered everything about his attempted reference, she couldn't decide - she followed him into the kitchen.

"Just grab some coffee and whatever we have to eat quickly, we may only have a few minutes to get to Fluttershy's."

"Fluttershy!?" Spike cried, "It's time!? Okay, gotta hurry, gotta hurry!" He turned left from the pantry door he'd been reaching for, putting a claw on the broom closet next to it and closing his eyes.

"Spike? What're you-" Twilight started to ask as he opened the door, only to cough when a hot, humid gust hit her right in the face.

"¿Tiene un bote de café?"

"Si señor. Dieciséis ponitas."

"¿Cuánto por siete tamales?"

"Veintiuno ponitas."

"Veintiocho bitos?"

"Gracias señor! Que tengas un buen día!"

"Gracias!"

Twilight stood there, eye twitching erratically, as Spike pulled a thermos and a paper bag out of... the broom closet... which was still gusting warm air... and then closed it, returning the blissful perfect coolness of her castle. Shaking her head rapidly and once again burying the memory of her castle displaying Discord/Pinkie-like tendencies to ignore logic, reason, and physics, Twilight took the thermos, the bag of tamales, six cups, a half-gallon of milk, the sugarpacket caddy, and Spike into her magic. With a noise like a hundred thousand people whispering 'wop,' they all disappeared from the room.

~~~

They reappeared in a flash, landing right on the picnic blanket set up perhaps ten yards from Fluttershy's... well, yard. Twilight carefully set down her breakfast and Spike, turning to Applejack and pointedly ignoring the startled growls of the timberwolves.

"Any changes?" She asked, pouring her cup of coffee while offering an empty cup to Applejack.

"Not really. The big peach is swayin' and twitchin', but no sign o' life otherwise." Applejack answered, taking the cup and accepting a fill-up while she took some sugar, "Thanks for lunch, sugarcube. Issat tamales I smell?"

"Yes. Spike was kind enough to get some for everypony." Twilight passed her one.

"Mrf mrf mrf mrf mrf?"

"No, I have no idea how Spike cooked the so fast or knew to have them ready!" Twilight exclaimed much too loudly, eye twitching as that one particular lock of her mane bent itself out of shape of its own volition. Applejack just raised an eyebrow, savoring the last of her snack before shaking her head at Twilight's denial.

"Anyway... the timberwolves are quieter than they have been even. I think they know it's going to happen soon too. Whatever it is."

They both turned their eyes to Fluttershy's yard. Only a week before, it was full of chirping birds and scampering critters; now it was populated by timberwolves. A pack a dozen strong, plus a goliath of a timberwolf like the one that had almost gotten Applejack before. They wouldn't let anyone near; the house looked abandoned, all the windows and doors open, debris in the doorway. Fluttershy hadn't been seen for a week. Ever since the Tree had shown up with its accompanying pack. Even on its first appearance the tree had been large, almost full grown, planted right in Fluttershy's yard like it had always been there.

Most notable, however, was the tree's familiar canary-yellow bark and pale pink leaves. Hoof-sized ripe peaches had grown from the branches over the course of the week, looking juicy and delicious. Then there was The Fruit. A single peach hanging from the largest branch, the tree bending slightly under the weight of the fruit that had now grown bigger than a pony. Applejack wasn't jealous. Much.

For a week they kept watch, one after another as Fluttershy failed to be found. By them, by the whole town, and by the Equestrian Military, none succeeded. It wasn't hard to draw the conclusion that the Tree, the timberwolves, and Fluttershy's disappearance were all connected. Any attempt to approach the Tree was met with aggression. Break up the timberwolves and they'd be back with a small army in seconds while the broken ones reassembled into more enormous ones behind you. But when they were ready to try something drastic, Pinkie noticed The Fruit. By then it had grown to the size of a foal, and they had decided to wait and see what it would do.

Now Twilight stared at the swaying peach, waiting, hoping, even praying to the Flying Spaghetti Monster, that when it plunged to the ground it would reveal Fluttershy, safe and sound. Somehow.

"I'm... here..." Rarity panted, slowing from a gallop to a trot as she approached the blanket. Spike poured her a cup of milk, which she gratefully took, cooling her parched throat, "How long?"

"Shouldn't be more than a few minutes!" Pinkie said excitedly, drawing Twilight and Applejack's gaze from Rarity back towards the tree, leaving the mystery of how she got past them unasked. AJ idly yoinked the coffee pot away from Pinkie's attempted grab.

"Where's Rainbow Dash?" Twilight asked, looking about worriedly.

'She's up there!' Pinkie mouthed, pointing up at... the only cloud in the sky, just above them, 'Waiting in ambush!' Pinkie continued with a wink.

"You think the timberwolves will attack us?" Twilight asked, looking over at the beasts, lying calmly around the tree in anticipation... while keeping at least one eye turned their direction at all times.

"No silly! But if Fluttershy comes out of the peach they might go after her; Rainbow wants diving speed to rescue her." Pinkie explained in a normal tone, completely at odds with her attempted secrecy from a moment ago.

Before Twilight could respond, a loud SNAP! echoed through the area, both sonically and magically, sending her to gasping at the strange feeling in her horn even as her eyes turned to the tree.

The peach struck the ground, compressing almost like a balloon for a moment before bouncing slightly (crookedly) onto its side and rolling a few feet before finally coming to a stop. They held their breaths as they stared at it, and then tensed, gasping in concern as one of the timberwolves approached it. It nuzzled the fuzz before carefully taking the side in its teeth, peeling away some of the skin. Now all the wolves were looking at the fruit, transfixed as the first one backed away. The peach rocked, trembling for a moment before a hoof thrust through the patch weakened by the timberwolf's bite. The rest of the skin cracked like an eggshell into shards, somehow suddenly hardened and falling away from the pony inside.

Before Twilight could even get a good look, a rainbow blur swept the pony away, beelining back for the castle. The timberwolves gave an aggressive bark, about to lunge into action... and then stopped, sitting back down and finally ignoring their watchers. Half the pack loped off into the woods while the other half, including the goliath, commenced to lounging around the tree peaceably.

"Right!" Twilight broke their stunned silence, "To the castle, girls!"

~~~

After a fifteen minute search, Pinkie was sent out to confirm... yes, a rainbow streak had entered one of the castle windows. It took them another fifteen minutes of wandering the castles winding, inconsistent corridors to actually find Rainbow Dash.

"H-hi guys!" Rainbow stuttered. Rarity, who'd opened the door, blinked in confusion. For some reason, Rainbow Dash was hiding behind a chair looking nervous, only the tips of her spread wings and her face visible. But Rarity was quickly distracted by the other pony in the room. It was Fluttershy. Only it wasn't.

Standing there, licking her lips, was a nymph of a pony; it shared Fluttershy's colors, and her features, only... moreso. Moreover, there appeared to be leaves and vines in her mane, tangled into it in such a way as to look natural, giving Rarity a dozen ideas for nature-themed outfits if she could only emulate that ability. As she moved, standing to approach the door, Rarity also couldn't help but note that Fluttershy's natural grace had become unnatural, sending her gliding across the floor like gravity was merely a curious affectation. And sending shivers down Rarity's spine at the surprising sensuality of the movements.

So distracted was the fashionista that she was surprised in full when Fluttershy wrapped her in a gentle hug. The familiarity was startling, the feel uniquely Fluttershy's, even as the differences registered. The coat was even softer, (Rarity wouldn't have believed it possible,) even while the press of their bodies was firmer. Further, she smelled absolutely lovely; the sweetest of chocolate and the most fragrant of roses couldn't compare, while at the same time... there was something primal and husky about it, like the scent in her bedroom after a good long session with Tom. Before Rarity could consider any of it, Fluttershy pulled away.

"I'm sorry I missed our spa date this week, Rarity. I was a little tied up." Fluttershy giggled, smiling cutely. For some reason, Rarity found herself very tempted to just lean forward and kiss the criminally adorable pegasus breathless. She shook her head vigorously to dispel the thought.

"Oh no darling, it's no trouble at all!" Rarity shook her head again, wondering what was happening with her mind, "No no no, that's not... we were so worried about you, Fluttershy! What happened? Are you feeling alright?"

"Mmmm~" Fluttershy hummed, making Rarity force back the urge to do more than just kiss her, "I feel better than ever, Rarity. So good, in fact, that I want to show all of you exactly how I feel."

A shiver ran up the unicorn's spine, the sultry tone and dark implications leaving her conflicted over whether to scream for help or roll over and beg.

"There y'all are! Did ya forget yer supposed to call out when you find 'em, Rarity? For that matter, what's with the hide 'n seek, Dash?"

Rarity gave a sigh of relief. Saved by Applejack!

"We're sorry, Applejack. Rainbow and I just had so much to talk about we lost track of time!" Fluttershy answered, "I know you're all curious, so why don't we meet in the dining room?"

"Sounds good to me. HEY EVERYPONY, I FOUND 'EM! MEETIN' IN THE DINING ROOM!" Applejack shouted, waving for the three of them to follow her. Rarity accelerated past Applejack as they began walking, almost seeming frightened, while Dash gingerly trailed behind, careful to stay in the back for once. AJ looked back at her usual rival, raising a curious eyebrow; it only caused Dash to trot a little slower, looking more and more uncomfortable by the second, practically sweating bullets.

"Where'd Fluttershy go?" AJ asked, looking around curiously... but not failing to notice Rainbow's sigh of relief.

"I dunno. She was right behind me?" Dash turned to look with just her neck. Nope, no Fluttershy.

"In here everypony!" Fluttershy called.

"How the hay did she get in front of us?" AJ asked as she entered the dining room, finding Fluttershy sitting there munching her snack and thanking Spike like she'd been there the whole time. Rarity had already entered, taking a seat almost but not quite directly across from Fluttershy, like she was using the table as a shield and didn't want to look her in the eyes, "Y'allright Rarity? You look more spooked than debutante in a dildo factory."

Everypony (and dragon) just stopped what they were doing for a second to stare at Applejack, who just looked back blankly.

"I swear your countryisms get more incoherent every day, Applejack." Rarity finally replied.

"Yeah. You can say that again. You aren't growing something you shouldn't be out on the farm, are you Applejack?" Rainbow elbowed her teasingly, "And if you are, why aren't you sharing?"

"Aw hush!" AJ elbowed her back hard enough to knock her over, sending her giggling, and took a seat. Rainbow followed (still careful about which way she was pointing for some reason) and soon the others filtered in as well, each taking a seat while looking curiously at the almost-seemingly-normal Fluttershy. She blushed a bit under the attention and sipped at her milk before straightening to speak.

"I guess I owe all of you an explanation. Well, you see, I was walking back from Hummungus' cave-"

"Hummungus?" Twilight blinked.

"Oh, he's an old grizzly bear. He's really big and old and cranky and all scarred up but he has the most interesting stories-" Applejack cleared her throat, making Fluttershy blush again, "Anyway... I was walking back home through the Everfree when..."

~~~

Fluttershy shivered, almost crawling along the ground. She'd seen green eyes in the trees, and heard the rustling of leaves. Timberwolves. They were surrounding her, closing the noose... she'd tried to run once, only to have one snap out from under a bush, driving her back into the circle. They were pacing her now, slowly, letting themselves be seen a little more every second through the trees. Soon they'd be in plain sight. She couldn't run away.

"Oh Fluttershy, you are such a silly pony..." She chided herself, looking at the opening in the trees above. She absolutely hated flying out of danger. It seemed more dangerous than running. You were so exposed up there, an easy target, as she'd found out from a bully with a slingshot in Flight Camp. The ink over her cutie mark had taken days to wash off! But now she had to. Timberwolves couldn't fly. It was her only avenue of escape. So she lifted her wings, she flapped for her life, she rose rapidly off the ground a good five feet-

And then a timberwolf slammed her to the ground, making her cry out in pain and shock. It recovered quickly, planting its forepaws on her wings and its teeth around her neck.

Fluttershy froze. That was it. She was dead. It would kill her and the pack would eat her and nopony would know what happened and all her animals would starve and she would never see her friends again and...

Tears fell from her eyes, soaking into the uncaring Everfree soil while she sobbed as quietly as she could with the teeth around her neck, restraining her quaking as much as she could while she watched the other timberwolves pad out of the foliage. One of them leaned down to sniff her face. Was it going to bite her face? Were they going to prolong her suffering by taking bits out instead of severing her throat for a relatively painless death? Afraid the answer was 'yes,' Fluttershy clenched her eyes shut, shaking all the harder, waiting for it to-

Lick her face with a leafy tongue?

Now confused, Fluttershy opened her eyes, looking up at the timberwolf's terrifying visage as it licked away her tears.

"Um, hello? What are you doing?" She asked, trying to communicate with it just like any other animal, hoping against hope that it would work. But, her tears dried, the wolf ignored her, stepping back to sit down, revealing its-!

"Ummmmmm..." Fluttershy turned bright red, eyes as wide as dinner plates*, helplessly staring at the sight before her. It was big. It was long. It was dripping something that looked like sap, glowing the same green as the beasts' eyes. It was made of wood. But it was unmistakably... oh, she couldn't even think it! The attempt made her close her eyes, and she took advantage of getting... it... out of her vision to turn her eyes aside from it, looking at something, anything-

Oh no. Oh no oh no oh no oh my oh-!

All the timberwolves were... out. Waving, bobbing, bouncing, throbbing, drooling, juicy~

Fluttershy shook her head. Where had THAT thought come from? It wasn't anywhere near heat season, it was almost fall even! And that was the only time she wasn't absolutely terrified of... things! Just incredibly frightened! And now she was surrounded by them! There was no escape! She wasn't sure if it was better or worse than being eaten!

The one in front of her calmly stood up, took two steps forward, and sat back down, leveling its dripping... thing... right at her face. Fluttershy turned her head away, whimpering, and the wolf on her back growled into her neck. Her face snapped back to front, her body freezing in fear that it was time to chomp down now, despite what she'd discerned of their actual intentions. Instead of the pain of tearing flesh, she felt something hard poke her rump, and gasped in surprise, sucking in a lungful of air. The smell of timberwolf juice dove straight into her lungs, the heady pheromones traveling down her neurochemical pathways in seconds, ignoring all the restrictions nonmagical chemicals might face. By the time she took a second breath of the heady, delicious-smelling air, the first had hit the parts of her brain that said 'relax' and 'this feels good.'

Her eyes half-lidded, Fluttershy sniffed furiously, mumbling and wiggling, ignoring the growls of the timberwolf at her throat. The smell was more important. It was everything in her tiny world and all she wished was that it would move forward just a few inches so she could wrap her lips around that huge dripping COCK waving teasingly in her face and lick it and taste it and drink every last drop of its dirty monster cum! After watching her stick her tongue out, trying to reach the tip, it finally did!

With a moan of delight, Fluttershy attacked the smooth wooden dick with a vengeance, licking it, sucking it, drinking the wolf's pre-cum out like it was the most delicious smoothie in the world. The hard thing poked her bottom again, smearing goo against her flank and across her butthole, feeling like it had seared her with a pleasurable fire. She wiggled her bottom, her addled mind recalling how much trouble dogs had getting it in when she watched them and rubbed herself until they knotted their bitch and filled her belly with puppies, cumming while she wished someone would fill her with foals like that. The timberwolf behind her kept thrusting, its lack of coordination bringing out a frustrated grunt around the cock in her mouth as it seared her behind over and over again, but never lighting the place she wanted it to.

She. Wanted. Those. PUPPIES!

A scream of frustration and Fluttershy snapped her wings free, slapping her captor in the face and forcing him to release her neck and rear back. A wing-placement so precise it would've made Rainbow Dash proud led its weight right back down, timberwolf dick slamming right into her pussy and tearing her maidenhead asunder as it sunk all the way into her dripping snatch on the first thrust. The pain was swept away by the pleasure as Fluttershy exploded, a shrill scream escaping her mouth, vibrating the cock in it and sending her feeder into convulsions, filling Fluttershy's mouth with sticky delicious green timberwolf goop. Barely conscious of her actions, Fluttershy dived further onto her meal, pulling the wolf on top of her forward, unable to resist the tight grip of her orgasm as she slid her lips down until they touched the timberwolf's swollen knot. The knowledge that timberwolves had knots, after all her doggy fantasies, sent her right into a second orgasm, sucking and sucking until the timberwolf had no more fluid to give. She ignored the husk as it tumbled over, the dead sticks falling apart as they hit the ground, the wolf shattered and dead. Her mouth now free, she screamed her pleasure to the heavens, forcing herself back and feeling... yes, there was the knot! It was starting to grow! Before it could get too big to get in, she forced herself back over it, thrusting shallowly as it grew bigger and bigger. Another wolf stepped in front of her, presenting its dripping stick, and she took it all the way to the balls without even slowing down, whimpering as her pussy was stretched and stretched. Finally, after almost a minute of sucking and shallow thrusting, the knot stopped growing. She was well and truly stuck! Before she could begin moving harder though, the timberwolf in her dripping cunt rallied and slammed its paws onto her back, right at the base of her wings. Crying in pleasure, muffled by her lips pressing against a throbbing knot, Fluttershy was helpless as the wolf took the initiative and began really pounding her!

It thrust rapidly, like the dogs she had seen, but the stroke felt much, much longer, sending her burning pussy to heaven, the knot pressing out on every withdrawal, teasing her winking clit into orgasm after orgasm! The timberwolf in front of her finished cumming and fell over dead like the last, only to have another take its place in her greedy mouth. The dick in her pussy felt strange now; the knot was still hard, still pounding in and out, but inside, the shaft had softened and began moving, sliding further and further in, spurting its precum all over her insides, rubbing it in back and forth as the wolf continued thrusting. Finally it touched something, ran into a barrier... not hard, just touching it with the tip, leaving the lovely burning** liquid in tiny splotches each and every time! The timberwolf before her fell again, just as the one behind her gave an especially hard thrust and HOOOOOOOOOOOOOOOOOOOOOOOWLED!

The tip sprayed against her final barrier, wriggled and shoved and filled her with burning jizz, pressing harder and harder against the barrier... and then Fluttershy felt something with her loosen and it was through! Her eyes rolled back in her head and she howled with the wolf as it filled her womb. It filled her with the glowing green semen, it kept extending, twisting, writhing, filling her with itself! It anchored in her pussy, a solid mass extending all the way back to the knot just at her entrance, sending her into orgasm after orgasm until she felt like she would pass out! But she didn't, and it just. Kept, GOING!

Eventually, she realized her wings were flapping. At some point, they'd lifted her into the air, and now she was flying along slowly, spraying the forest floor with her marecum over and over while the timberwolf pack ranged out around her... not herding her. Protecting her. Taking her wherever it was she was going. Her coherence slipped again, the white noise of orgasm blotting out her thoughts until she awoke once more in a familiar place.

Her own front yard.

The pleasure had slowed now, but not gone away. It was waiting, expecting her to do something, as were the timberwolves sitting patiently in a circle around her. She let herself drift to the ground, pausing to cum again as she touched down, a spike of pleasure telling her that was the right thing to do. She could barely think through the haze, but she thought maybe if down was good, further down was better? So she sat down.

Fluttershy clamped her mouth down, biting her lip enough to make it bleed, not wanting any other ponies to hear her and come even in her fugue of lust. The pleasure had returned, and more, but the unfamiliarity of it rocked her mind. She could actually feel the tendrils coming off the knot... where had the wolf it was attached to gone? It didn't matter. The tendrils had come out, slid around her pussy slid over her clitoris and butt, and then finally found their target; the soil. She grunted and moaned as quietly as she could, feeling them penetrating the dirt, growing, breaking up the rocks in their way, sinking deeper and deeper into the earth. One came back up, sliding itself into her asshole. Fluttershy never even imagined that kind of sex, but her eyes crossed once more, feeling only pleasure as it plundered her rear hole, sliding deeper and deeper, rubbing against the still-wriggling form in her womb, digging against it almost like they were playing, setting off a deranged giggle in their host. While the other roots grew deeper and outward, this one grew up, up, through her body, wiggling around and around until it slid into her stomach, still heavy with timberwolf cum, and then through, into her throat. And then out her mouth, sending her into another moan at the taste as it rose into the air, going and going, twisting and turning until there was no way she could even fly off without ripping herself apart.

That didn't occur to her though. The hard shaft spearing her body, feeling it in her and feeling herself around it had sent her to the place where she could only feel pleasure again, barely twitching as the tendril extended again, this time from the bottom, forming a seat for her butt and lifting her until her hooves left the ground, suspended a few feet off of it. Unseeing eyes looked out of an over-pleasured face, barely able to perceive the bark climbing out of the ground, the roots finding air again and lifting up, up, curling around her, covering her, enclosing her, protecting her, and then her eyes closed and she knew nothing more but dreams.

A circle of timberwolves howled to the full moon, paying tribute as the tree in Fluttershy's yard grew big, old, and hardy even while still appearing fragile, much like the mare contained within it. It sprouted branches and leaves, peach blossoms budding but hiding their faces to wait for the morning.

Tonight, a new Master had been born, and the wolves rejoiced.

Author's Note

* With ponies, this is not necessarily an exaggeration
** Moe! Moe! (Anime pun... I'll show myself out)

So. Just the introductory part, Flutters getting turned into a tree, etc. Reactions and some exposition next time, if the stars don't all burn out before I get done procrastinating anyway.

Oh, and I only got limited help with the Spanish bit, feel free to help me smooth it out if you feel your eyes burning and want to prevent other cases or anything.