Author's Note

Okay so this chapter really got out of hand and has sent this story screaming into mature territory. I personally blame too many late nights and some whiskey of my own. In this chapter we see the obligatory sleepover scene, during which too much alcohol is consumed and some poorly hidden feelings bubble up.

I'm probably going to Tartarus for writing this...

Apologies in advance.

"What Do You Do With a Drunk Fluttershy?" or "Rarity and Tequila Shouldn't Mix."

“Pinkie Pie, I know parties are your thing, but how did you do this?” asked Sunset as she stared at the interior of her apartment. The unicorn's apartment had been decorated with streamers, balloons floated lazily across the room and the group's sleeping bags were somehow already arrayed around the room. Sunset had been certain that she'd locked the door on her way out in the morning... and that Pinkie had been in class all day.

“Darling, it seems that Rainbow has managed to misplace the sleeping... oh, there they are..” said a very confused Rarity as she entered the apartment behind Pinkie. To Sunset's dismay, the designer was carrying three separate bags as entered, and the red head was certain that at least two of them were full of things her friend was planning on convincing her to wear. “Pinkie strikes again I assume...”

“But how?!” yelled Twilight as she dashed into the room, her own purple sleeping bag already in what had become her spot. “That was in my car! My locked car! We had class together all day! YOU HAD NO TIME TO DO THIS!”

Twilight was suddenly right next to Pinkie Pie, grasping the party girl's shirt and staring deeply into the girl's eyes. The group's newest member hadn't been exposed to Pinkie's particular brand of madness as the others had. Twilight wasn't adjusting to the crazy very well. In her cheerful way, Pinkie was simply smiling and giggling at the curious girl. The giggling proved to be Twilight's bane, the sound suddenly reminding her that she was mere inches from her crush. And that her hands were pressed against Pinkie's bountiful, bouncing boobs.

Twilight panicked, stammering out apologies but not quite able to step away from her crush.

“Y'all have been in here two minutes and Twi's already yellin', blushin', and looks like Pinkie just asked her to eat her pie,” deadpanned Applejack as she walked in Rainbow Dash, the pair hauling a large box of snacks between them. AJ's words made Twilight freeze and Pinkie giggle even more.

“Jacky that would be silly! The party's just starting!” laughed Pinkie, the excited party girl leaned in close to Twilight, her voice suddenly husky and promising. “Maybe later...”

Twilight had panicked before. This time she fainted.

“I think you broke her Pinks...” smiled Sunset as she caught the falling bookworm, easing her down to the over-sized sofa.

“You're invited too Sunny,” smirked Pinkie before pulling the red head into a sudden and passionate kiss. Sunset nearly joined Twilight in dream land. Fluttershy had been the last to join the party, blushing wildly as she saw Pinkie break the kiss and wink at her as well.

“And I haven't even opened the booze yet,” chuckled Rainbow as she pulled a large bottle of whiskey from the box she and AJ had set down, earning a groan from the farmer. “Won this off Soarin last week!”

“Darling... do you not recall what happened the last time you brought that particular type of liquor?” asked Rarity with a blush that was soon shared by every member of the group save Pinkie. Sunset certainly remembered, a half dozen shots had resulted in the unicorn being pushed into a closet with Pinkie... followed by being pushed into that same closet again a few minutes later with Pinkie and Fluttershy... and a camera...

“Oh! Oh! I do!” yelled Pinkie as she dashed into Sunset's kitchen, threw open a cabinet and pulled forth twin bottles of tequila. “That's why I got these too!”

“Sugar are y'all nuts? Twilight ain't exactly a drinker...” said Applejack, ever the straight arrow of the group. The farmer had more to say but lost the words in her throat as she watched Fluttershy stride across the room, grab one of the bottles from Pinkie Pie. The group watched in shock as their animal loving friend threw the bottle's cap across the room and took a deep, deep drink of the Mexican liquor.

“Yay...” giggled Fluttershy as she set the bottle down, her cheeks already turning red.

“And now I've seen everything...” muttered Sunset, the unicorn already a touch concerned about the direction the night was heading...

“Aaah!” screamed Fluttershy, the inebriated girl throwing herself against Sunset, desperately hugging her as a poorly animated monster appeared in the horror movie the girls had decided on watching.

“It's okay F-flutters...” stammered Sunset, hugging her friend back, a touch frightened by the tentacled shark beast currently munching its way through a boat on screen. It had taken an extra three shots of whiskey just to convince Fluttershy to watch this with them, and the animal lover had insisted that Sunset be there to 'protect' her. As the frightened girl's hand suddenly found its way to Sunset's breast the unicorn was afraid that if she didn't keep Fluttershy away from the whiskey then she'd be the one that needed protecting...

“Aaahh...” moaned Fluttershy in Sunset's ear, making her blush as the smaller girl pressed her chest against Sunset's arm. Fluttershy's hand hadn't left Sunset's chest, but had begun slipping lower, toying with the hem of Sunset's shirt. “Sunny...”

Sunset, having had a few shots over her own throughout the evening, was having trouble processing her current situation. Her friends were all around her, lost in the cheesy movie, oblivious to the fact that a drunken Fluttershy was almost molesting the unicorn. The red head felt Fluttershy grabbing her hand and guiding it just a few inches up under her shirt. The animal lover's skin was remarkably soft, and Sunset couldn't help but run her hand across her friend's side. Fluttershy kept her face buried in Sunset's shoulder, moaning softly at the unicorn's gentle touch.

“I wish they were watching...” whispered Fluttershy, her hand finally sliding up under Sunset's shirt... only to pull away as the drunken girl jumped at the sound of Rainbow Dash's voice. Sunset made a mental note to thank Rainbow for the unintended rescue.

“Oh come on! That's not even scary!” cried Rainbow Dash before downing a shot of whiskey. “Not that anything can scare me.”

“Now ah call bull on that Rainbow,” laughed Applejack, who had despite her early protest had been drinking with the rest of them. “Ah seen y'all scared before.”

“As if AJ,” snorted Rainbow, smirking at the farmer.

“Well then y'all wouldn' mind puttin' that to the test would ya?” taunted Applejack, the group had lost interest in the movie at this point, excited to see the latest contest between the competitive pair.

“Bring it on farm girl,” said Rainbow Dash, a touch of bluster leaving her voice as she looked past Sunset. Yet again Sunset missed whatever the athlete had been looking, turning around too slowly to catch it.

“Then y'all can put on that thing Rarity was showin' me in class,” smirked Applejack, Rarity squealing with delight at getting the energetic athlete into one of her outfits. “Unless y'all are chicken...”

All eyes were on Rainbow as she weighed her options. She could either give herself over to the task of modeling Rarity's outfit, or admit to being afraid to in front of her friends. A long moment passed before Rainbow Dash downed another shot and pulled Rarity out of the room with her.

“AJ, didn't Rarity scare the hell out of you with that design today?” asked Sunset, the unicorn subtly putting some distance between herself and the still blushing Fluttershy.

“That she did Sunny, and now neither of us have to wear the thing tonight,” said Applejack smugly, and with Rainbow Dash suddenly screaming for mercy from Sunset's bedroom the unicorn was very grateful for that fact.

“Sunset, darling, I recall saying I wanted you to model this for me,” said Rarity as she poked her head out of Sunset's bedroom. “But I must retract my request, while I'm sure you'd look stunning Rainbow Dash is just so very perfect for this...”

“I am not going out there in this!” cried Rainbow, hiding out of sight in the bedroom.

“So you are afraid Dashie?” asked Pinkie innocently.

“Guess ah win then,” taunted Applejack with a smile.

“Oh screw that...” grumbled Rainbow as she stepped out of the bedroom, well aware her competitive streak was being played on by her friend.

Each and every jaw in the room rapidly fell open at the sight of the rainbow haired teenager. The 'outfit' was little more than scant pieces of lacy fabric that left very, very little to the imagination. Thigh length stockings of dark red fabric were attached to matching panties that hugged Rainbow's hips, a darker patch of fabric creating the image of a heart on the athlete's hip. Thin lines of lace raced up Rainbow's sides, partly hidden by the girl's folded arms, before joining a bra that pressed her breasts together, forming deep cleavage that the lightly endowed sports star would not have otherwise had. It was the final piece that caught Sunset's attention the most though. A dark red collar, looking to be made of leather, had been wrapped around Rainbow's neck, secured by a small heart shaped lock. Rarity had wanted her to wear that?

“I-I thought you were making these for the holidays Rarity...” stammered Twilight, her eyes wide and cheeks red.

“Twilight, darling, I know you're rather naive in matters of the bedroom but you must know that people give all sorts of gifts...” smirked Rarity as she appreciated the response her outfit had gotten.

“Oh wow Dashie, you look so hot!” giggled Pinkie as she bound across the room to more closely inspect her friend.

“Ah have to admit, ah didn't think ya'd go through with it Dash, guess y'all win our game,” admitted Applejack, pulling her hat across her face to hide her heated cheeks.

“Game?! This was supposed to be a game?!” asked Pinkie Pie, her suddenly serious face somewhat undermined by the fact her hands had grabbed Rainbow's breasts. “It can't be over already! More game!”

“Geez Pinkie, fine,” grumbled Rainbow Dash. “Let my tits go and we'll play some more... You can even go first...”

“Awww... I can't do both?” sniffed Pinkie as she released Rainbow.

“Nope, 'cause I dare you to... give Twilight a lap dance,” smirked Rainbow Dash, looking straight at her egghead friend.

“Oooooo that sounds fun!” giggled Pinkie, sauntering across the room towards her impending audience, missing the thumbs up that Rainbow was flashing Twilight.

“Do I not get a say in this?” asked Twilight desperately as Pinkie was suddenly straddling the sitting girl's hips.

“Of course you do silly, I'll stop if you really want me to,” smiled Pinkie, pulling her shirt off as she spoke, her boobs straining against her bra. “Do you want me to stop Twi?”

“N-no...” muttered Twilight, making Pinkie smile and slowly start to gyrate her hips just above Twilight's, the party girl's breasts getting closer to Twilight's face every second.

Sunset and the others had grown dead silent as they watch Pinkie dance, the surprisingly nimble baker's dance sending each of them racing through memories of the times they'd seen Pinkie's 'assets' as close as Twilight now was. The unicorn couldn't help but blush as Pinkie undid her bra and began pressing her back against Twilight, Pinkie's arm now the one thing keeping everyone in the room from seeing her topless. Pinkie threw her now discarded bra across the room, the piece clothing landing on Fluttershy's face and earning a cheerful cry from the drunken girl. Sunset watched Pinkie turn back around, guiding one of Twilight's hands up to her still gyrating butt. Twilight squeezed and Pinkie threw back her head and moaned louder than was probably necessary, throwing her arms around the smaller girl, pressing her front to Twilight's to hide her chest from the rest of the room. Twilight was blushing all over, every bit of skin Sunset could see on her new friend was turning scarlet with excitement, especially as Pinkie leaned in over the smaller girl's face, her mouth hanging open and her tongue licking at the air.

“I hope Twi-twi enjoyed her show,” Pinkie moaned before pulling Twilight into a brief but heated kiss.

“Dayum girl...” swore Applejack as Pinkie broke away from Twilight and took a small bow, deliberately giving Twilight a momentary look under her skirt.

“Okay that time you definitely broke her Pinks...” blushed Sunset as she moved to the blushing Twilight, waving her hand in front of Twilight's eyes.

“Aww but I was gonna dare her to do stuff to Flutters,” pouted Pinkie for a moment, pulling her shirt back on.

“Darling I doubt Twilight will be able to think for some time, let alone participate in our little game,” giggled Rarity.

“Okie dokie loki, then I dare you to do a body shot off Applejack,” laughed Pinkie.

“What? Now hang on a second there Pinkie,” stammered Applejack, her stetson falling from her head in shock.

“Oh don't be such a spoil sport darling...” said Rarity with a smirk as she crawled across the room, grabbing the pieces she would need for her dare on the way.

Rarity was quick to push the blinking Applejack down on to her back, glaring her friend with a terrible venom as AJ tried to get back up. Applejack wisely fell back to the floor as Rarity pushed a slice of lime between the farmer's lips.

“Be a good girl and hold still...” threatened Rarity as she shoved Applejack's shirt up, leaving a line of salt just below her still concealed breasts. Sunset could actually hear Applejack swallowing in fear from across the room.

Rarity put the bottle of tequila she'd grabbed to her lips, throwing her leg over AJ's hips at the same time. As she straddled the muscular farmer Rarity leaned down and agonizingly slowly licked the salt from Applejack's chest, her eyes locked on Sunset as she did. Laughing softly from the feeling of Rarity's lazy lick Applejack's head began to rise only for the designer to push it back down, her small, agile fingers resting on the farmer's throat. Rarity finished for little show by taking the lime from Applejack's quivering lips and throwing her head back as she bit into the fruit.

“Awesome...” gasped Rainbow as Rarity picked herself up from the still lying Applejack. “Remind me to take you out drinking with me Rares, the clubs would love you.”

“Rainbow! A lady does not go to such places,” objected Rarity as she took her place back on the sofa with Sunset and Fluttershy.

“Sure, like you learned that anywhere but a club,” scoffed Rainbow, her arms still trying to conceal her half-naked appearance.

“S-so can ah get up now?” interjected Applejack from her spot on the floor, Rarity suddenly shooting the farmer a look that made it clear she could not. “Or not! Floor's comfy...”

“So who's next?” asked Sunset nervously, very aware of her position between a drunken, amorous Fluttershy and a suddenly intimidating Rarity.

“I believe it's your turn to entertain us Sunset dear,” purred Rarity. “As luck would have it the outfit Rainbow is wearing is not the only interesting thing I brought with me...”

“Oh yes please...” giggled Fluttershy as she scooted closer to Sunset, the unicorn just managing to slip out of groping range.

“Come along darling,” ordered Rarity as she stood and pulled Sunset to her feet, the designer having locked her hand around Sunset's wrist. With Applejack still cowed by Rarity's gaze, Rainbow unable to do anything but blush, and Fluttershy actively pushing Sunset past her and towards the bedroom Sunset had few options for rescue, but desperately pursued them.

“Help?” begged Sunset, looking to Pinkie and Twilight. Twilight was no help, the bookworm's eyes unfocused, her mouth hanging open just slightly, and Pinkie was actually waving the unicorn goodbye. Sunset's last sight of her friends as Rarity pulled her into the bedroom and closed the door behind them was the apologetic gaze of Applejack, her head finally having left the floor.

“Undress. Now.” demanded Rarity, pushing Sunset towards her bed. The designer's gaze had become something between cold and hungry, the way Rarity was looking at Sunset made her feel as though she were already naked and forced Sunset to blush.

“Um Rarity, you'd kinda have to turn around for that...” said Sunset quietly, her legs bumping into her bed as she took a step back from the other girl.

“Oh no darling, I need to make sure I had all your measurements right before we get you dressed, and I can do that while you strip,” smirked Rarity, never looking away from Sunset as she opened one of her bags.

Rarity was a force to be reckoned with in everyday life, she had a way of getting what she wanted no matter what stood in her way, and early in their friendship Sunset had learned that a drunken Rarity was twice as dangerous as a sober one. To oppose Drunk Rarity was to court death. And so Sunset slowly began to undress...

“Oh yes, take your time dear, no need to rush this,” purred Rarity as Sunset pulled her shirt up, blushing as she took the garment off and set it aside. The unicorn was acutely aware of Rarity's eyes devouring the sight of her exposed skin. As Sunset undid her jeans she felt a hand gently striking her behind, the shock making her straighten. Again Rarity was staring, a devious little smirk on her lips as she made another demand of Sunset. “Do be a sweetheart and bend at the waist when you remove those dear.”

Blushing still, Sunset did as she was told, turning so she wouldn't fall onto her bed the unicorn was forced to accidentally provide her captor with a view of her rear as she changed. Bending at the waist as instructed Sunset pulled her jeans down and off her legs, displaying her red panties to Rarity. Sunset hesitated as she straightened back to a standing posture, unsure if she should continue undressing.

“I'll leave you a little bit of dignity Sunset and let you change in privacy now,” said Rarity as she stepped past the unicorn and laid the outfit Sunset was to wear on the bed. “Just don't take too long or I shall come back and get you...”

“O-okay Rarity...” whimpered Sunset as watched Rarity leave the room, certain that if the fashionista had to return a grope happy Fluttershy would be the least of Sunset's problems.

“Good girl...” said Rarity as she took one last look at the near naked unicorn, closing the door behind her as she left.

With the distracting designer gone Sunset looked at the clothing she had been forced into displaying to her friends.

“She wants me to wear this?” whispered Sunset to herself, blushing even harder than she had been under Rarity's inspection.

“Do not make me come back in there!” shouted an increasingly grumpy and drunk Rarity, her fist striking Sunset's bedroom door. The thump telling Sunset that she had delayed her reveal for as long as she could.

“C-coming!” blurted Sunset as she opened the door, taking a few hesitant steps out into the next room.

“Woo! Take it off!” cheered Fluttershy, making Sunset blush.

“But that would be such a waste darling,” purred Rarity as she looked over her creation.

Sunset had come out of her room wearing what amounted to a sheer lace corset, the fabric wrapping around the unicorn's chest, stomach and pelvis, hinting at nakedness as the material was just transparent enough that anyone for came close enough would be able to see the skin beneath. The outfit was colored a purple so dark it bordered on black, and came with matching elbow length gloves. It was the boots that were giving Sunset the most trouble though. Six inch heels descended from Sunset's feet, tight leather hugging her all the way up to her mid-thigh. The poor girl could barely walk three steps without stumbling.

“Happy Rarity...?” asked Sunset quietly, her hand sliding up to clutch at her arm.

“Almost darling,” said Rarity, holding out her hand to their farmer friend. “Camera Applejack.”

“Et tu, Applejack?” groaned Sunset as AJ quickly passed Rarity a cell phone.

“Relax dear, it's your phone, you alone will have these shots,” purred Rarity as she took picture after picture of the scantily clad red head.

“Look can we just go to bed? Or at least move on with the game...” begged Sunset as she stumbled to the sofa.

“Oooo! Game! Game! Game!” cried Pinkie, bouncing around the room. “Just one more Sunny! Please!”

“Fine Pinkie...” submitted Sunset, wracking her brain for something to challenge one of the group. It took the tipsy unicorn a moment but she eventually decided that she would follow Rainbow Dash's example and try to help her newest friend in a similar way. “Twilight, I dare you and Pinkie to do seven minutes in heaven.”

“Wait, what?!” half-screamed the only recently recovered bookworm, her face lighting up with yet another blush.

“Oh fun, fun, fun!” laughed Pinkie as she started to push Twilight towards Sunset's bedroom, licking her lips as she went. Sunset was certain that Twilight was about to make some protest about the situation but the girl's words died in her throat, Pinkie nibbling at her neck as they went. To her credit Twilight at least managed a sound that was something close to a complaining whine as Pinkie closed the bedroom door.

“Ah reckon they might be a bit more than seven minutes...” mused Applejack as the sound of Twilight squealing came through the door. “Time for bed?”

“Sure, I'll just grab Rainbow and I some spare stuff from the laundry,” reasoned Sunset, yawning for a moment before she suddenly found herself pressed against a wall.

“Oh no you will not Sunset,” growled Rarity, the designer's hands pinning Sunset's arms to the wall. “We need to know if these are comfortable to sleep in after all...”

Sunset was suddenly convinced that lacy lingerie was perfect sleepwear.

“Yes Rarity,” blinked Sunset as her friend pulled away, only to be replaced by Fluttershy pulling her towards her sleeping bag.

“I call Sunny cuddles,” said the normally shy girl, smiling evilly as she pulled Sunset down to the floor.

“O-okay...” stammered Sunset as the girl's took to bed for the night, alcohol still swimming in all of their veins.

Sunset's first thought the following morning was that sunlight hurt, the splitting head ache of a hangover shattering her mind. Her second thought was a question regarding why Fluttershy was in her sleeping bag and pressed against her.

Sunset couldn't help but wake her friends as she screamed her third thought of the day.

“What the hell am I wearing?!”