Anonymity

by Lunasservant1985

Rating: mature
Tags: Romance, Drama, Equestria Girls, Slice of Life, Dark
Length: 18784

Her Parties and events have always had a few "things" happen behind closed door, but tonight's party will be the one to end them all when there shall be no more closed doors...and no regrets, no taboos, no limits.

It started when masks began to arrive at the door steps of the chosen few alumni of Canterlot high, then other items followed after that then finally instructions. Which seemed simple enough to follow, be at Starlight Manor on February 14th, in your best clothes and the masks and show what it is you have been given to get in to her party, a Valentine's masquerade dance hosted by the Glimmer girl…seemed run of the mill…until the doors lock, the lights dim and SHE reveals what she truly invited her classmates to partake in.

Something she has been longing to do and hopes everyone will see things her way.

This fic was originally written for Valentine's day, so the initial publication was somewhat rushed and lacking of quality, while I am leaving the original versions up Iv'e revised the chapters and have rewriten and edited them to be what hopefully be a better version. The original chapters are being kept up for archival and comparison purposes.

Trigger Warnings: [spoiler]Orgy, Bukkake, Double Penetration, big cock some mind control, (maybe) exhibitionism, and sex, [/spoiler]

Published 1970-01-01 00:00:00 UTC
Last updated 2016-03-01 18:53:03 UTC

I: The masks in the mail...

The late winter and early spring is a very hectic time of the year. The snow piles grow gradually smaller after what felt like the next ice age building them all up, as few plots of early flowers just barley poke from under the soil, curious for the seasonal possibilities. Granted this occurs in the side of the Equestrian worlds not controlled by the equine inhabitants, but none the less...It's as intricate and complex a process for the doppelgangers as it is for the trotting masses of pastel colored ponies. As said doppelgangers of a majority of them sat at their desks one mid-morning, as teachers prattled on seemingly preparing them for a future that seemingly felt like it was taking forever to come...which due to forces beyond a majority of their understanding and control it was...Something not entirely out of the ordinary was happening. In the heart of Canterlot city, in the depths of the post office, a few workers in blue uniforms loaded their trucks up all with seemingly similar packages with similar addresses on them.

Or at the very least the packages were all marked to go to addresses within close proximity to each other, and they all seemed to share a single sender...A worker loaded his entire truck with these packages and noticed that all the ones marked for a single route a normal carrier would make all shared the same sender. He read the label to see the sender was marked as "The Santo Valentino Clothing boutique." In that shade of pink. While all these shared addresses would have raised an alarm or two, a search as respectable to privacy as possible turned up nothing illicit or dangerous, and the shipping mailers had to send these to the addresses. Armies of blue trucks in lines traveled to houses with only stay at home adults or none at all to revive them..as they intended recipients....were the student alumnus of one Canterlot High.

Twilight

"Ugh! What A day!" Twilight Sparkle huffed as she opened the door to the old bookstore she had converted into a house. Her school Principal, with the help of her friends in high places, had acquired it as well as the stock of books that had been inside. While as a store it had been closed up, Twilight more than welcomed her friends and close classmates here to spend the afternoon in either study groups or to relax with a good book. She had plans to get a catalog system and computer network in place to officially reopen the place as...The New Beginnings Library soon. Twilight stood in the old store's entrance hall, shelves of books of various genres giving a comforting but also mildly claustrophobic feeling. the only light a few dusty old lamps on the walls. She adjusted her glasses and picked up her mail, the first was a letter from her parents back in the city, typical wish you were here type stuff, mild angst at her not only leaving the independent study but Crystal Prep as well, but love none the less.

"Oh ma and dad...At least you're taking it better than I thought you would." Twilight said as she picked up the package that was under the letters. "Funny..I don't remember ordering anything from anyplace." She said scratching her hair in puzzlement as she picked the box up and began to inspect it. At first it seemed no different than any other small package box, no bigger than a box used to hold a puzzle or a jumbo sized cereal box. She read the sender address and it only raised more questions than answers. "The Santo Valentino Clothing boutique? I never heard them." At first she thought it may have been related to Rarity's family store but Rarity never mentioned any alternative names or associated brand names. Twilight placed the box on a desk reserved for reading, and broke the pink tape that held the tabs of the box closed. It was then she noticed the box was very light, almost enough to make her wonder if it was just an empty package. until she finally got it open. Inside lay on the brown bottom of the box...was a mask.

"What the hell?" Twilight said picking the mask up...at first she felt insulted someone would send her a mask and here's why. It was a mask shaped like the glowing aura of energy that formed around her, along with black, purple and reddish pink designs on the mask that hearkened back to her time as a monster...Midnight Sparkle. Some one had also packed folded up plastic wings that resembled the ones she had grown upon releasing that equestrian magic and quintessentially...,"over dosing" on it. The only thing missing was a dress and or boots that would have made her look like a pale echo to that fateful afternoon. "Cruel SICK JOKES! WHY!? WHO?! WHY DO YOU CONSTANTLY MOCK ME WITH THIS!? WHHYYYY?!" She shouted at the top of her lungs as all notions of sanity momentarily snapped. Twilight began to kick at the shelves making them sway and tip over as she laughed in her throat, the mask fit on her face over her glasses quite comfortably and the wings unfolded be placed on her back Via a string around her shoulders. She began to strip all her clothes off and when she stood in the closed store naked, rushed up to the little apartment she made upstairs,

Twilight tore open her closet and shuffled through her clothes in search for the closest she could find to midnight's dress. Settling on a purple and violet dress that was Very close to Midnight's only without her pony self's cutie marks and gloves. She found a purple pair and violet pair of boots she three on and finally looked at herself in the mirror, all the while chuckling and laughing almost like a mad mad lunatic. She calmed down upon seeing herself. Hair all mused, eyes wide and giggles of borderline madness, it wasn't to picture a bird's nest in her hair. Twilight slowed her laughter down and collapsed on the floor before laying on it in her Faux Midnight costume. "I don't know about you..." She said to seemingly no one, "but I feel so much better after that." Twilight got up off the floor and went back downstairs, still in her hastily assembled Midnight Sparkle costume. She checked to see if there was anything else left in the box, all that sat in the bottom of the cardboard was a sheet of paper...on it was a simple message.

A mask to hide, you will receive more packages soon...

Twilight didn't know what to make of it...it was possible someone wasn't entirely trying to make fun of her little...episode from a while back, but their was nothing else to go on beside the promise of more parcels. Twilight took another look at herself in her moniker of Midnight, and couldn't help but admit....if it wasn't for the whole midnight being an evil persona...She looked quite attractive in the short purple and pink dress and that sleek and sexy mask.

Rarity

"A package mother? From whom?" Rarity asked her mother Cookie Crumbles as she placed her schoolbag on the kitchen table too look at what had been sent to her.

"Mhhmm, I didn't open it to respect your privacy, Though I can't seem to recall what you ordered from someplace, more supplies for the shop I take it sweetie?" She asked as she took a whiff of the whole Cornish hen stewing in the pot of stock with carrots, potatoes and homemade drop dumplings she was cooking for dinner, a tradition for Friday night dinner. Rarity began to open the box when she noticed another on sitting on the radiator not far from her.

"Ma Ma...that other one....is that perchance for Brandon?" She said picking her box and the other one up as her mother turned to look at it.

"Oh silly me! I forgot you're friend got one too, could you be dearie and bring it too him up in the attic? Maybe you two could open them together and see what you got!" She said with a cheerful smile. Rarity took the packages in her arms and up to the upper levels of the attic. It was then when she realized that she had no idea why she assumed the other package was for Brandon. Sure she was right in her presumption, but she didn't even check the name on the tag, how odd. When she opened the door to the attic she was greeted by blasted of icy cold as she entered the attic from below, then she noticed that the air conditioners were all on. Rarity shivered and made her way down the rows of boxes to the back of the attic reserved for Brandon's bedroom. She saw him at a canvas drawing away as he was one to do, but there was something different about Brandon.

"Brandon! Darling what have you done with your...hair?" Rairty asked rushing up to him, at first it was because she noticed his black hair was long and shaggy again as it had been back when she first met him, until she then noticed that her boyfriend had dressed in tight straps of black leather and a big leather belt...he had thrown on his school play costume as Edward Scissorhands. "Darling? What's gotten into you? You made it cold as a witch's teat in here and threw you're old costume on? What are you doing? What's going on?" She asked as her boyfriend only asked...

"Is that for me?" in a soft and shy voice not unlike the character he was so reminiscent of. He reached for the package but Rarity only held it away from him.

"Yes but you're not getting it until you take that silly costume off! Now!" She shouted somewhat nervous to see him acting like this.

"I'm sorry Rarity...I don't know why...but I just...felt like something..in my head...telling me to do this...I'm sorry." He said with that so irresistibly soft and cute little voice. Rarity couldn't help but betaken aback by it. She hugged him tightly and patted his long black hair.

"It's okay darling, I'd be lying if I didn't find you...cute and fan girl level adorable in it, now let's open these packages." She said with a smile breaking the tape on her box. Unlike Twilight, she got the note first, it said the same as Twilight's. The mask inside had a blue face and purple highlights over the eyes, a purple gem like design on the forehead, and a gold crown like finish along the top, Brandon's?

"It...IT's a..." It wasn't exactly an Edward Scissorhands mask, rather it was pure white one with black eye-holes and attached to the top was a mop of stringy black hair...there where also purple streaks like tears running down the eyes. "Rarity? What..is...going on?"

"I don;t know darling...we're just gonna have to wait and see."

AppleJack

Her's was an apple red mask with leafy green gems along the edges. She had just as much a clue as the other's what it meant. Applejack put it on in front of her bedroom mirror, while she hadn't been into these masquerade getup before, seeing them as more Rarity's thing. She had to admit she looked quite good in the mask. mysterious and exotic, almost..alluring.

Pinkie Pie

Pink...a pink mask with her logo of three balloons near the top and faux pink panther diamonds embedded in the mask, however being her usual self, Pinkie was quite happy to receive a mask in the mail. She bounced around her house happily. "Yippeee! Someone's throwing a party and for once I'm invited! Wait...do they want me to help plan it? Or is it like a surprise costume party...but it's not Halloween." She was interrupted by her sister Maude who adjusted her sweater and beret and opened her own package and said.

"It doesn't have to be October 31st to hold a masquerade ball Pinkie...Oh look I got invited too." She said taking a mask of grey and sculpted to look like the smooth stone face of a carved statue. "How fitting...they knew my personality to fit the mask they sent."

Rainbow Dash

"What the?...Is this?...oh no way! I wouldn't be caught dead at one of those tea and crumpets....hmmm actually...It is kinda cool." Dash commented picking her mask up. It was red and yellow and had her lightning rainbolt in the middle and the sides almost looked like flames. She put on and fely her self just this close to using that drop of Equestrian magic to pony up. She felt...empowered. Like she could take on the world, or do something else...something of a more...seductive nature

Sunset Shimmer and Flash Sentry.

Her mask held her cutie marks that once emblazoned into the fur of her flanks back when she walked on all fours, with the sides dark and light purple. Unlike Twilight's mask, it didn't immediately make her think of the dark side of her past. AS for Flash, he had no way of knowing it, but his mask being that of centurion soldier with a visor to hide his eyes, evoked the version of him that walked on all fours and was a noble stallion royal pony guard to magical Crystal Empire Princesses.

They all received masks that day, and not much else. In time the meaning behind them would be made clear, but the mystery only baffled those who received them.

The dream...

Twilight found herself laying on a deep violet cushion, aside her faux Midnight Sparkle mask and a new now full on set of her wings and ears and a long flowing dark violet tail, she was completely nude. Her modestly breasts were being caressed by a set of male and female hands alike. She didn't discriminate. "We found them mistress Midnight." A cool and collected voice says over the waves of bodies rubbing, caressing and even...fucking each other on either more cushions or the floor. Midnight looks up from her bliss eyes open to see a snowy white girl in a mask with a blue face and purple highlights over the eyes, a purple gem like design on the forehead, and a gold crown like finish along the top. Her date stood beside her in a white masque with blank empty black eyes and tear like streaks of purple running down the eyes.

"Bring me the mare...I feel like being serviced by her tongue....but you...why are you crying at such an event? do you enjoy the debauchery that we have agreed to partake in? You know you had the choice and your choice was to stay." She says as Rarity leans over body blowing softly on her belly and kissing the other girl's navel before planting a gentle kiss on her pubic mound just above Midnight's clitoris. She moans onto the nub at the apex of her partner's womanhood making Midnight moan with her eyes narrowing at the other one. She licks her lips then open wide tiling her head back to show she has mastered suppressing her gag reflex without losing it. While the tender tube of meat in the confines of his long john pants stirs like a desert snake distributed by a ray of sunlight.

"Midnight?" he says softly while watching his girlfriend make love to the other girl while hands squeeze and pinch Midnight's peaked and perky aroused nipples.

"That is Mistress Midnight to you little wormy man." She says with a hiss and snake like flair of her tongue.

"I'm sorry, Mistress Midnight, its only how the hostess designed my mask, why do you not think I like what I see?" He asked wanting only to give her what she's practically demanding she give him. His cock stuffed into her throat while her voluptuous body is worshiped and caressed as her pussy is eaten out by his girlfriend...who she called a mare?...It was then that he saw Rarity had grown a set of her own pony ears and a long tail, as well as an ivory horn glowing with magic as she dove her tongue in and out of Midnight's pussy like the piston to vulgar engine.

"Take those off." She said as his hands went to the band of his coverage and lowered, allowing the rock hard man meat to spring forward and throb in anticipation at what it would be going in. "Good...now come here...come to you're mistress my little pet." Midnight said with a moan as she felt her vulva lips quiver and tremble as her female lover's mouth was sucking on them and working her to a full on orgasm. He brought the tip of his hard dick to Midnight''s waiting lips as she took a teasing lick of the salty, bleach like pre cum, and then....

"Ahh!" Twilight said softly as her eyes shot open to find herself only in her bedroom, not on some fluffy cushion being worshiped and ravaged about to suck someone off. How could she even dream of something so?...Twilight looked down to find she was sweating heavily and despite it being February she had stripped all her clothes off in her sleep and lay nude in bed. There was a faint musky smell in the air and a wet patch of  vaginal juice on her sheets. She leaned down took a whiff of it then a soft inquisitive lick of it. The taste both enticing her further and confusing her more. Twilight looked over the darkness of her bedroom to the mirror and saw on the nightstand the eyes of her Midnight Sparkle mask gazing blankly back at her. She lay back down on her bed and gazed into the abyss of her mask for hours, the abyss never gazed back once.

II: More Clues.

"So...you guys think it could be another entity from Equestria?" Sunset said as she took a seat at the lunch table with her closest friends, Twilight and the "Mane Six," Peter Page Turner and Gilda Griffin, Trixie Lullamoon and her band and boyfriend Harvey Maxel, as well as a few others. Trixie popped the lid on a tuna snack kit and spread the mix on one of the pack in crackers before speaking.

"Trixie doesn't think that's the case, there were no spikes in any of her powers that would have alerted her to it." she said before handing Lavender a tuna cracker. The friends had gathered with their lunches as others chattered and ate. Everyone at school who received a mask had brought them all in. A pile of them sat on the table for the group of friends to examine and ponder the situation.

"I concur darling." Rarity said helping her self to a Tupperware bowl of fruit and gelatin salad. "Those of us with pony magic in our ties to our selves in Equestria feel surges of the Equestrian magic if something was amiss with it. even after we got the masks I didn't feel anything beyond a little odd, but nothing to sound the alarm over." Twilight twirled some zucchini pasta with a plastic fork and contemplated if she she should mention that dream to the others, leaving out the racier bits of course, though it was difficult to rework a dream of her alter ego becoming an orgy sex queen...or...princess to be precise. Every face in the cafeteria that received their masks was currently wearing them, a masquerade in the Canterlot High cafe with the red and pink streamers and strings of hanging paper hearts, Valentine's day was upon the school.

"So really a majority of us receive costume ball masks in the mail at the same time, what could it mean? Even if it doesn't  seem to be something   along the lines of what this place has dealt with before, at least they were made well." Peter said holding his mask up and trying it on. It was a solid white mask with red painted sloppily lips and attached to the top was a crop of purple hair. "It's almost as if who ever made these things knew something about us." As he said this Gilda took hers and put it on.

"Or about our...other selves." She said this because her mask was one that had faux hawk or eagle like eyes, a feathery plumage in the plastic, and it was clear why someone would send it to her. Someone knew what she looked like in another world, knew her more...beasly form that she embodied just beyond the bounds of their worlds. As the friends ate, some other students crossed from table to table. handing out slips of paper to everyone wearing masks. A guy in a ruby red mask handed Twilight one and she red it in anticipation.

The "Mistress" Starlight Glimmer has chosen you to attend a party this Sunday at her manor, the dress is to be formal...and wear the mask...was all it said. As Twilight, Rarity, Fluttershy, Rainbow Dash, Applejack, Pinkie and the entire entourage read their notes it all seemed to come together. Starlight, she had sent the masks, and now was throwing a party on Sunday...Valentine's day...Twilight thought to herself, did this connect to that dream? did the others have simillar dreams last night?

Meanwhile:

"To Twilight, oh How I do wonder if you'll enjoy this one the most." Starlight Glimmer said as she placed a pink and violet dress and purple gogo boots in a box, her note said...Don't worry about formal, this will do good enough. In addition, she placed a replica of the fall formal princess crown in the box and had one of her "Assistants," in white masks take the box off for shipping. Starlight stood in the manor ball room, which over the course of the week had been redecorated for the occasion. The tiles where scarlet red and jet black and set out almost like a checkerboard, the center stair case complete with a bandstand had its railings draped in Scarlet and black drapes, on the bandstand was a large red clock. Not an ordinary grandfather clock, but a clock face that was twenty by twenty feet in diameter housed in a red case of hickory and mahogany wood, the pendulums and pistons rattled and jangled behind the carved wood surface.

Starlight stood in the center of the room in a short pink dress and black boa on her shoulders, her dagger stilleto heels clicking with every step on the hard tiled floor. Unlike last time at Halloween, she would have just want she wanted in this room. She could almost see the masses of Canterlot high students in the room. She lay on a big soft fluffy cushion and let her imaginaation run wild. She pictured Flash in nothing but that Centurion mask she made for him, as his hands carresed her knees and he blew softly on her pussy. While Sunset sucked on her left nipple, as Sandalwood her right. One hand on soft orange and yellow hair, the other running through Sandalwood's curly dreadlocks. In her fantasy, Flash would kiss and lick the sweet nectar from her dripping wet lips as he looked up to see his girlfriend making out with Starlight before swapping to Sandalwood.

"Mmm Mistress?" A voice called as she looked down to realize her fingers were working in and out of her snatch from inside the barrier of her lovely red panties. Starlight's eyes snapped open as she looked up to see her assistaint holding a check list in hand, and admiring the show. Starlight giggled and stood up before holding a hand under the nose of the mask and he could smell the musky scent of her arousal.

"Now now my little pet, you must wait with the others before the fun can begin, but you'll be good for the mistress untill than won't you?" She said with a purr as she licked the ear not covered by the plastic of his mask and kissed his bright red with blush cheeks.

"Yes Mistress, I'll be a good servant to you...now the reason I...interrupted was to let you know the objects have shipped." He said as he felt her hands stroke his mask with a gentle and playful little giggle escaping her throat.

"Good." Starlight said kissing his mask lovingly as she ran her hands under his silky red shirt and felt the soft peaky flesh of his chest. "mhhh Micro Chip...have you been working out?" She asked feeling a budding muscle on his pectoral muscles.

"Well I have hit the bench in gym class a bit mistress Starlight." he said as she lifted his mask just above his lips.

"You didn't have to." She said as she kissed his tender and trembling lips softly and wrapped her silky soft hands around his waist as if she was never going to let him go.

The masks in the mail (revised)

The late winter and early spring is a very hectic time of the year. The snow piles grow gradually smaller after what felt like the next ice age building them all up, as few plots of early flowers just barley poke from under the soil, curious for the seasonal possibilities. Granted this occurs in the side of the Equestrian worlds not controlled by the equine inhabitants, but none the less...It's as intricate and complex a process for the doppelgangers as it is for the trotting masses of pastel colored ponies. As said doppelgangers of a majority of them sat at their desks one mid-morning, as teachers prattled on seemingly preparing them for a future that seemingly felt like it was taking forever to come...which due to forces beyond a majority of their understanding and control it was...Something not entirely out of the ordinary was happening. In the heart of Canterlot city, in the depths of the post office, a few workers in blue uniforms loaded their trucks up all with seemingly similar packages with similar addresses on them.

Or at the very least the packages were all marked to go to addresses within close proximity to each other, and they all seemed to share a single sender...A worker loaded his entire truck with these packages and noticed that all the ones marked for a single route a normal carrier would make all shared the same sender. He read the label to see the sender was marked as "The Santo Valentino Clothing boutique." In that shade of pink. While all these shared addresses would have raised an alarm or two, a search as respectable to privacy as possible turned up nothing illicit or dangerous, and the shipping mailers had to send these to the addresses. Armies of blue trucks in lines traveled to houses with only stay at home adults or none at all to revive them..as they intended recipients....were the student alumnus of one Canterlot High.

The mail trucks rumbled down the streets and as they did the postal workers placed each on on the porches, handed them to stay at home parents, or even to a few students who called in sick that day, hopefully they would get better in time for what the packages would entail.

Twilight

"Ugh! What A day!" Twilight Sparkle huffed as she opened the door to the old bookstore she had converted into a house. Her school Principal, with the help of her friends in high places, had acquired it as well as the stock of books that had been inside. While as a store it had been closed up, Twilight more than welcomed her friends and close classmates here to spend the afternoon in either study groups or to relax with a good book. She had plans to get a catalog system and computer network in place to officially reopen the place as...The New Beginnings Library soon. Twilight stood in the old store's entrance hall, shelves of books of various genres giving a comforting but also mildly claustrophobic feeling. the only light a few dusty old lamps on the walls. She adjusted her glasses and picked up her mail, the first was a letter from her parents back in the city, typical wish you were here type stuff, mild angst at her not only leaving the independent study but Crystal Prep as well, but love none the less.

"Oh ma and dad...At least you're taking it better than I thought you would." Twilight said as she picked up the package that was under the letters. "Funny..I don't remember ordering anything from anyplace." She said scratching her hair in puzzlement as she picked the box up and began to inspect it. At first it seemed no different than any other small package box, no bigger than a box used to hold a puzzle or a jumbo sized cereal box. She read the sender address and it only raised more questions than answers. "The Santo Valentino Clothing boutique? I never heard them." At first she thought it may have been related to Rarity's family store but Rarity never mentioned any alternative names or associated brand names. Twilight placed the box on a desk reserved for reading, and broke the pink tape that held the tabs of the box closed. It was then she noticed the box was very light, almost enough to make her wonder if it was just an empty package. until she finally got it open. Inside lay on the brown bottom of the box...was a mask.

"What the hell?" Twilight said picking the mask up...at first she felt insulted someone would send her a mask and here's why. It was a mask shaped like the glowing aura of energy that formed around her, along with black, purple and reddish pink designs on the mask that hearkened back to her time as a monster...Midnight Sparkle. Some one had also packed folded up plastic wings that resembled the ones she had grown upon releasing that equestrian magic and quintessentially...,"over dosing" on it. The only thing missing was a dress and or boots that would have made her look like a pale echo to that fateful afternoon. Deep in the depths of her mind, it was like the memories of those cold paper eyes that looked her were being relived

"Cruel SICK JOKES! WHY!? WHO?! WHY DO YOU CONSTANTLY MOCK ME WITH THIS!? WHHYYYY?!" She shouted at the top of her lungs as all notions of sanity momentarily snapped. Twilight began to kick at the shelves making them sway and tip over as she laughed in her throat, the mask fit on her face over her glasses quite comfortably and the wings unfolded be placed on her back Via a string around her shoulders. She began to strip all her clothes off and when she stood in the closed store naked, rushed up to the little apartment she made upstairs,

Twilight tore open her closet and shuffled through her clothes in search for the closest she could find to midnight's dress. Settling on a purple and violet dress that was Very close to Midnight's only without her pony self's cutie marks and gloves. She found a purple pair and violet pair of boots she three on and finally looked at herself in the mirror, all the while chuckling and laughing almost like a mad mad lunatic. She calmed down upon seeing herself. Hair all mused, eyes wide and giggles of borderline madness, it wasn't to picture a bird's nest in her hair. Twilight slowed her laughter down and collapsed on the floor before laying on it in her Faux Midnight costume. "I don't know about you..." She said to seemingly no one, "but I feel so much better after that." Twilight got up off the floor and went back downstairs, still in her hastily assembled Midnight Sparkle costume. She checked to see if there was anything else left in the box, all that sat in the bottom of the cardboard was a sheet of paper...on it was a simple message.

A mask to hide, you will receive more packages soon...

Twilight didn't know what to make of it...it was possible someone wasn't entirely trying to make fun of her little...episode from a while back, but their was nothing else to go on beside the promise of more parcels. Twilight took another look at herself in her moniker of Midnight, and couldn't help but admit....if it wasn't for the whole midnight being an evil persona...She looked quite attractive in the short purple and pink dress and that sleek and sexy mask.

Rarity

"A package mother? From whom?" Rarity asked her mother Cookie Crumbles as she placed her schoolbag on the kitchen table too look at what had been sent to her.

"Mhhmm, I didn't open it to respect your privacy, Though I can't seem to recall what you ordered from someplace, more supplies for the shop I take it sweetie?" She asked as she took a whiff of the whole Cornish hen stewing in the pot of stock with carrots, potatoes and homemade drop dumplings she was cooking for dinner, a tradition for Friday night dinner. Rarity began to open the box when she noticed another on sitting on the radiator not far from her.

"Ma Ma...that other one....is that perchance for Brandon?" She said picking her box and the other one up as her mother turned to look at it.

"Oh silly me! I forgot you're friend got one too, could you be dearie and bring it too him up in the attic? Maybe you two could open them together and see what you got!" She said with a cheerful smile. Rarity took the packages in her arms and up to the upper levels of the attic. It was then when she realized that she had no idea why she assumed the other package was for Brandon. Sure she was right in her presumption, but she didn't even check the name on the tag, how odd. When she opened the door to the attic she was greeted by blasted of icy cold as she entered the attic from below, then she noticed that the air conditioners were all on. Rarity shivered and made her way down the rows of boxes to the back of the attic reserved for Brandon's bedroom. She saw him at a canvas drawing away as he was one to do, but there was something different about Brandon.

"Brandon! Darling what have you done with your...hair?" Rairty asked rushing up to him, at first it was because she noticed his black hair was long and shaggy again as it had been back when she first met him, until she then noticed that her boyfriend had dressed in tight straps of black leather and a big leather belt...he had thrown on his school play costume as Edward Scissorhands. "Darling? What's gotten into you? You made it cold as a witch's teat in here and threw you're old costume on? What are you doing? What's going on?" She asked as her boyfriend only asked...

"Is that for me?" in a soft and shy voice not unlike the character he was so reminiscent of. He reached for the package but Rarity only held it away from him.

"Yes but you're not getting it until you take that silly costume off! Now!" She shouted somewhat nervous to see him acting like this.

"I'm sorry Rarity...I don't know why...but I just...felt like something..in my head...telling me to do this...I'm sorry." He said with that so irresistibly soft and cute little voice. Rarity couldn't help but betaken aback by it. She hugged him tightly and patted his long black hair.

"It's okay darling, I'd be lying if I didn't find you...cute and fan girl level adorable in it, now let's open these packages." She said with a smile breaking the tape on her box. Unlike Twilight, she got the note first, it said the same as Twilight's. The mask inside had a blue face and purple highlights over the eyes, a purple gem like design on the forehead, and a gold crown like finish along the top, Brandon's?

"It...IT's a..." It wasn't exactly an Edward Scissorhands mask, rather it was pure white one with black eye-holes and attached to the top was a mop of stringy black hair...there where also purple streaks like tears running down the eyes. "Rarity? What..is...going on?"

"I don't know darling...we're just gonna have to wait and see."

AppleJack

Her's was an apple red mask with leafy green gems along the edges. She had just as much a clue as the other's what it meant. Applejack put it on in front of her bedroom mirror, while she hadn't been into these masquerade getup before, seeing them as more Rarity's thing. She had to admit she looked quite good in the mask. mysterious and exotic, almost..alluring.

"Not too shabby even it isn't my usual thing." She said taking the mask off and placing it on her apple wood dresser. She adjusted her Stetson hat and began to brush her hair back. Though Applejack didn't often get all gussied up, she did keep her hair neat and tidy. The most attention the boys had ever given her for it was that one time she had it braided and dressed up with pretty red ribbons. She wondered if she would have to again soon.

Pinkie Pie

Pink...a pink mask with her logo of three balloons near the top and faux pink panther diamonds embedded in the mask, however being her usual self, Pinkie was quite happy to receive a mask in the mail. She bounced around her house happily. "Yippeee! Someone's throwing a party and for once I'm invited! Wait...do they want me to help plan it? Or is it like a surprise costume party...but it's not Halloween." She was interrupted by her sister Maude who adjusted her sweater and beret and opened her own package and said.

"It doesn't have to be October 31st to hold a masquerade ball Pinkie...Oh look I got invited too." She said taking a mask of grey and sculpted to look like the smooth stone face of a carved statue. "How fitting...they knew my personality to fit the mask they sent."

Rainbow Dash

"What the?...Is this?...oh no way! I wouldn't be caught dead at one of those tea and crumpets....hmmm actually...It is kinda cool." Dash commented picking her mask up. It was red and yellow and had her lightning rainbolt in the middle and the sides almost looked like flames. She put on and fely her self just this close to using that drop of Equestrian magic to pony up. She felt...empowered. Like she could take on the world, or do something else...something of a more...seductive nature

Sunset Shimmer and Flash Sentry.

Her mask held her cutie marks that once emblazoned into the fur of her flanks back when she walked on all fours, with the sides dark and light purple. Unlike Twilight's mask, it didn't immediately make her think of the dark side of her past. AS for Flash, he had no way of knowing it, but his mask being that of centurion soldier with a visor to hide his eyes, evoked the version of him that walked on all fours and was a noble stallion royal pony guard to magical Crystal Empire Princesses.

They all received masks that day, and not much else. In time the meaning behind them would be made clear, but the mystery only baffled those who received them.

The dream...

Twilight found herself laying on a deep violet cushion, aside her faux Midnight Sparkle mask and a new now full on set of her wings and ears and a long flowing dark violet tail, she was completely nude. Her modestly breasts were being caressed by a set of male and female hands alike. She didn't discriminate. "We found them mistress Midnight." A cool and collected voice says over the waves of bodies rubbing, caressing and even...fucking each other on either more cushions or the floor. Midnight looks up from her bliss eyes open to see a snowy white girl in a mask with a blue face and purple highlights over the eyes, a purple gem like design on the forehead, and a gold crown like finish along the top. Her date stood beside her in a white masque with blank empty black eyes and tear like streaks of purple running down the eyes.

"Bring me the mare...I feel like being serviced by her tongue....but you...why are you crying at such an event? do you enjoy the debauchery that we have agreed to partake in? You know you had the choice and your choice was to stay." She says as Rarity leans over body blowing softly on her belly and kissing the other girl's navel before planting a gentle kiss on her pubic mound just above Midnight's clitoris. She moans onto the nub at the apex of her partner's womanhood making Midnight moan with her eyes narrowing at the other one. She licks her lips then open wide tiling her head back to show she has mastered suppressing her gag reflex without losing it. While the tender tube of meat in the confines of his long john pants stirs like a desert snake distributed by a ray of sunlight.

"Midnight?" he says softly while watching his girlfriend make love to the other girl while hands squeeze and pinch Midnight's peaked and perky aroused nipples.

"That is Mistress Midnight to you little wormy man." She says with a hiss and snake like flair of her tongue.

"I'm sorry, Mistress Midnight, its only how the hostess designed my mask, why do you not think I like what I see?" He asked wanting only to give her what she's practically demanding she give him. His cock stuffed into her throat while her voluptuous body is worshiped and caressed as her pussy is eaten out by his girlfriend...who she called a mare?...It was then that he saw Rarity had grown a set of her own pony ears and a long tail, as well as an ivory horn glowing with magic as she dove her tongue in and out of Midnight's pussy like the piston to vulgar engine.

"Take those off." She said as his hands went to the band of his coverage and lowered, allowing the rock hard man meat to spring forward and throb in anticipation at what it would be going in. "Good...now come here...come to you're mistress my little pet." Midnight said with a moan as she felt her vulva lips quiver and tremble as her female lover's mouth was sucking on them and working her to a full on orgasm. He brought the tip of his hard dick to Midnight''s waiting lips as she took a teasing lick of the salty, bleach like pre cum, and then....

"Ahh!" Twilight said softly as her eyes shot open to find herself only in her bedroom, not on some fluffy cushion being worshiped and ravaged about to suck someone off. How could she even dream of something so?...Twilight looked down to find she was sweating heavily and despite it being February she had stripped all her clothes off in her sleep and lay nude in bed. There was a faint musky smell in the air and a wet patch of  vaginal juice on her sheets. She leaned down took a whiff of it then a soft inquisitive lick of it. The taste both enticing her further and confusing her more. Twilight looked over the darkness of her bedroom to the mirror and saw on the nightstand the eyes of her Midnight Sparkle mask gazing blankly back at her. She lay back down on her bed and gazed into the abyss of her mask for hours, the abyss never gazed back once.

"I'm getting wound up over nothing, I have to wonder if this is just some joke that I'm taking too seriously." She said as her hand subconsciously began to rub her puffy lower lips again making her moan softly. "No I...shouldn't...Ohhhh yes...I should." She said sighing in relaxation as her finger twirled around the nub of her clit and began to push down on it hard.

More Clues (revised)

"So...you guys think it could be another entity from Equestria?" Sunset said as she took a seat at the lunch table with her closest friends, Twilight and the "Mane Six," Peter Page Turner and Gilda Griffin, Trixie Lullamoon and her band and boyfriend Harvey Maxel, as well as a few others. Trixie popped the lid on a tuna snack kit and spread the mix on one of the pack in crackers before speaking.

"Trixie doesn't think that's the case, there were no spikes in any of her powers that would have alerted her to it." she said before handing Lavender a tuna cracker. The friends had gathered with their lunches as others chattered and ate. Everyone at school who received a mask had brought them all in. A pile of them sat on the table for the group of friends to examine and ponder the situation.

"I concur darling." Rarity said helping her self to a Tupperware bowl of fruit and gelatin salad. "Those of us with pony magic in our ties to our selves in Equestria feel surges of the Equestrian magic if something was amiss with it. even after we got the masks I didn't feel anything beyond a little odd, but nothing to sound the alarm over." Twilight twirled some zucchini pasta with a plastic fork and contemplated if she she should mention that dream to the others, leaving out the racier bits of course, though it was difficult to rework a dream of her alter ego becoming an orgy sex queen...or...princess to be precise. Every face in the cafeteria that received their masks was currently wearing them, a masquerade in the Canterlot High cafe with the red and pink streamers and strings of hanging paper hearts, Valentine's day was upon the school.

"So really a majority of us receive costume ball masks in the mail at the same time, what could it mean? Even if it doesn't  seem to be something   along the lines of what this place has dealt with before, at least they were made well." Peter said holding his mask up and trying it on. It was a solid white mask with red painted sloppily lips and attached to the top was a crop of purple hair. "It's almost as if who ever made these things knew something about us." As he said this Gilda took hers and put it on.

"Or about our...other selves." She said this because her mask was one that had faux hawk or eagle like eyes, a feathery plumage in the plastic, and it was clear why someone would send it to her. Someone knew what she looked like in another world, knew her more...beastly form that she embodied just beyond the bounds of their worlds. As the friends ate, some other students crossed from table to table. handing out slips of paper to everyone wearing masks. A guy in a ruby red mask handed Twilight one and she red it in anticipation.

The "Mistress" Starlight Glimmer has chosen you to attend a party this Sunday at her manor, the dress is to be formal...and wear the mask...was all it said. As Twilight, Rarity, Fluttershy, Rainbow Dash, Applejack, Pinkie and the entire entourage read their notes it all seemed to come together. Starlight, she had sent the masks, and now was throwing a party on Sunday...Valentine's day...Twilight thought to herself, did this connect to that dream? did the others have similar dreams last night? What was Starlight planning come Valentine's day?

"I think we just found out where these masks came from." Twilight said as she resumed eating. She still had no idea what Her motivation for this was, did it have anything to do with that dream? Or was it all just coincidence? Twilight looked into the eyes of her mask again and felt a soft tingle in her nether region again. 'AHH! Oh why now?' She thought to herself as she clamped her legs together and hoped the burning itch to feel something on her down there would pass. This must be how her doppelganger in Equestria must feel every spring when she went into heat.

Meanwhile:

"To Twilight, oh How I do wonder if you'll enjoy this one the most." Starlight Glimmer said as she placed a pink and violet dress and purple gogo boots in a box, her note said...Don't worry about formal, this will do good enough. In addition, she placed a replica of the fall formal princess crown in the box and had one of her "Assistants," in white masks take the box off for shipping. Starlight stood in the manor ball room, which over the course of the week had been redecorated for the occasion. The tiles where scarlet red and jet black and set out almost like a checkerboard, the center stair case complete with a bandstand had its railings draped in Scarlet and black drapes, on the bandstand was a large red clock. Not an ordinary grandfather clock, but a clock face that was twenty by twenty feet in diameter housed in a red case of hickory and mahogany wood, the pendulums and pistons rattled and jangled behind the carved wood surface.

Starlight stood in the center of the room in a short pink dress and black boa on her shoulders, her dagger stiletto heels clicking with every step on the hard tiled floor. Unlike last time at Halloween, she would have just want she wanted in this room. She could almost see the masses of Canterlot high students in the room. She lay on a big soft fluffy cushion and let her imagination run wild. She pictured Flash in nothing but that Centurion mask she made for him, as his hands caressed her knees and he blew softly on her pussy. While Sunset sucked on her left nipple, as Sandalwood her right. One hand on soft orange and yellow hair, the other running through Sandalwood's curly dreadlocks. In her fantasy, Flash would kiss and lick the sweet nectar from her dripping wet lips as he looked up to see his girlfriend making out with Starlight before swapping to Sandalwood.

"Mmm Mistress?" A voice called as she looked down to realize her fingers were working in and out of her snatch from inside the barrier of her lovely red panties. Starlight's eyes snapped open as she looked up to see her assistant holding a check list in hand, and admiring the show. Starlight giggled and stood up before holding a hand under the nose of the mask and he could smell the musky scent of her arousal.

"Now now my little pet, you must wait with the others before the fun can begin, but you'll be good for the mistress until than won't you?" She said with a purr as she licked the ear not covered by the plastic of his mask and kissed his bright red with blush cheeks. Microchip blushed for real behind the plastic of his mask and felt a warm swelling in the crotch of his slacks.

"Yes Mistress, I'll be a good servant to you...now the reason I...interrupted was to let you know the objects have shipped." He said as he felt her hands stroke his mask with a gentle and playful little giggle escaping her throat.

"Good." Starlight said kissing his mask lovingly as she ran her hands under his silky red shirt and felt the soft peaky flesh of his chest. "mhhh Micro Chip...have you been working out?" She asked feeling a budding muscle on his pectoral muscles.

"Well I have hit the bench in gym class a bit mistress Starlight." he said as she lifted his mask just above his lips.

"You didn't have to." She said as she kissed his tender and trembling lips softly and wrapped her silky soft hands around his waist as if she was never going to let him go. "I love my servants just the way they are. She said as her hand teased and squeezed his balls through the fabric of his pants as she let her visions of wild and shameless sex return to her. "You and the others did remember to dust the masks and items with that ''Special dust?" She said with a giggle, "just a tiny bit to get everyone more...open to my plans?"

"As you suggested mistress, an import from Equestria right?" Starlight nodded softly before grinding her legs against his thigh like a cat.

"A diluted version of the Hearts and Hooves Day love poison, it won't cause the false delusions of infatuation the real stuff was infamous for, but it will invoke a sensation on par with what our equine counterparts feel when a certain point of Spring rolls around." She said with a devilish grin and a soft pink glow in her eyes, it was visible for only a few passing seconds

Stars of the Masquerade (revised)

The sun went down in both of their worlds, in one place they celebrated the traditional Valentine's Day, in Equestria it was Hearts and Hooves day. No matter what it was called it was a day that was being celebrated with gusto. Couples in both worlds settled in for romantic dinners, coddled each other by fireplaces, and a there was an undeniable feeling of romantic bliss in the air. away from it all on the outskirts of Canterlot City, isolated from so many wandering eyes or listening ears. Masked groups made their way along the darkening streets to the looming facade of Starlight Manor. Twilight Sparkle, Flash Sentry and Sunset Shimmer stood just from the stone steps of the manor's front door as Twilight adjusted her mask and took a few more looks at herself in the reflection of Flash's car.

"I still don't see why Starlight had to give me this to wear to her party." She said to her friends glumly. Twilight gave her Midnight Sparkle mask a few final adjustments under her glasses and turned around asking, :Well...how do I look?" With her hands out in an 'ehh?' sort of pose.

"You know, now that I look at it without the purple fires, and reality collapsing in on itself, that Midnight self you had is kinda hot." Flash compliment as Twilight/Midnight blushed and stuck her shapely violet leg she added fishnet stockings to the costume. She admired the centurion mask Flash had on but aside that, he had on his usual jacket and black track pants. Same with Sunset only having thrown her mask on with her usual  outfit. The others where behind them, a few gave them thumbs up and others head nods. The most energetic was Pinkie. She did her usual banter of skipping around as she made her way up the steps, much to the chagrin of Rarity.

"Pinkie! Darling please, Starlight is throwing a masquerade ball tonight, not a birthday blowout. One must be poised and reserved for an event such as this you know." Rarity said holding her friend down to keep her from bouncing around.

"Awwww Rarity! why do you have to be such a party pooper?" She asked blowing a horn in her face.

"I'm not being a 'party pooper' darling, I just believe in being proper when attending a social event such as....this." She and the others stood in awe at what Starlight had done with the ballroom, While the scarlet and black wasn't too inappropriate for the occasion, she wished pink hearts as opposed to black paper ones had been strung along the high ceiling. There was some sense of awe in how mysterious it was seeing what should have been familiar faces mixing among the masses of the well made, elegant masks. A sever approached Rarity, a tray of champagne in plastic glasses.

"Can I temp you miss?" He asked as his white mask with red blotches for the cheeks and black lines under the eyes. Rarity gasped softly and held a hand to he mask softly.

"But...aren't we too young to be drinking darling?" She asked blushing under her mask and yet still quite tempted to take the glass.

"Come now miss, old enough to be consenting to be married and serve in the army, is old enough to enjoy a little a bubbly if you ask me. now will you be taking some or not?"  He asked again holding the tray forward to her, Rarity shrugged and took a glass, thankful her mask had a mouth piece and took a sip.

"So...you prepared to have some fun tonight?" A guy asked pinkie as she helped her self to some cupcakes on the refreshment table. He had well curled black hair, his mask jutting out a bit from the round glasses another guy with round glasses under his mask but more spiked and wily hair stood beside pinkie, leaning casually on a post.

"I'm Neon by the way, transferred to Canterlot after the games...felt like that place was too stuffed shirt and posh for my taste." His words made the other turn the eyes of his half black and half white mask into Neon's, a green mask that only covered his eyes.

"I don't think it's wise to go telling who you are at these things." The other one said, "after all...isn't the point of a night like this...anonymity?"

"Excuse me thar partner, but what's the big poofy cushion fer?" Applejack asked as more assistants in white masks began to lay big pink, violet, red and black cushions around the room. HE seemed familiar especially with the pin of a light bulb on his tan and white sweater vest, but Applejack just couldn't put her finger on who he was.

"Oh you'll see once the mistress address you all miss." Was his only response. He said as he fluffed the pillows of the cushion softly, Applejack chuckled at his choice words.

"Ha mistress...what kinda part is this?" Applejack asked taking a glass of champagne from a server passing by. He turned to her and said...

"It's the kind that night's like this were made for Applejack."

The lights dimmed, the air grew stiff and stiffed as a curtain over the bandstand rose and all heads turned to Starlight. She had a pink mask with red feathers embedded in the sides, and faux gems along the eyes, her dress was short and red with a black boa, the back had a peacock like set of long black and red feathers. Starlight smiled as all eyes where on her. Starlight cleared her throat and began. "Hello my dearest of friends." She said as her voice echoed across the room with a mic in a stand. "You're probably wondering why I invited you all here tonight, well there's something I'm going to say to you all...and I'm going to be blunt and frank with you all." As she said this, to what could only be described as shock by the others, Starlight unzipped her dress and let it open as she took a dagger with snakes in the hilt and cut off more and more portions of the legs and arms, showing more and more skin without revealing anything just yet as the shreds of fabric fell to the ground. She stood there almost naked in a noticeably shorter and skimpier outfit as a few hoots and ohhhs and ahhhs echoed as she stood her light pink, purple and aqua hair flowing freely as she undid the buns she had it tied in.

"What the hell is she doing?!" Twilight asked as she felt herself falling into one of the soft cushions. While she was initially surprised to see her doing that, It was also...interesting to see her so confident in doing that in front of them all.

"This...is an orgy...I have brought you all here to partake in the most carnal and primal desires on the night of lovers. Now I will give you the chance to leave if my notion doesn't interest you. If you have reservations against sex...of if you aren't comfortable with what I have planned...you can all leave. Now I don't know if anyone here has ever partaken in anything like this before but I suggest we start slow..pair with your signifcant other, cuddle and coo. Maybe make out a little bit before we do the major stuff." She paused and looked, expecting everyone or a least a majority of the guests, start to make for the exits. No one does. "Now...I'm not saying everyone needs to strip down and start doing things right away...I wish for the atmosphere to stay mostly casual but..." She was stopped by the sounds of clothes hitting her ballroom floor as her quests stripped to either their underwear or taking her example they torn their clothes making impromptu skimpy and shameless versions of their party dresses and outfits. "Huh that was easier than I thought."

She didn't think a powdered version of the dust she had sprinkled on the masks would work in this world, but in some ways it did. People often sweat when masks cover their faces, and the way the quest's faces sweated made the powder of the love poison seep past their pores into their skin. Though not as potent as if they'd been injected with it, it served the hostess's purpose.

"Sunset! Flash!...What are you two?" Twilight asked as they crawled on their hands and knees over to her where she lay on the violet cushion. Twilight was in her undergarments, Lacy black with grey stripes on her the crotch. Though even those were starting to come off as she noticed as a pair of some girl's panties flying through the air, the loud chuckle gave her the clue just who it was.

"My My, you...where quite quick to get into this miss." Neon Lights said as Pinkie Pie lay on the pink cushion, her legs spread apart and a grin on her face ear to ear as she lay beside her, The other guy was on the opposite side beside her. His hands rubbing her mask's cheek as he took in the way this pink girl's love of sugar made it all go to just the right places. He gave her bubbly ass a hard grope and squeeze and pinkie giggled and moaned softly at his touch. She loved hands admiring her ass, she considered it her best feature.

"Yeah, I kinda had a feeling this is what she had in mind, plus it is the perfect night for it." Pinkie said with a big smile as she pressed her mask to Neon's, she managed to stick her tongue through the lip hole in her mask and into the mouth of Neon's. She giggled as she felt a few hands rub along her bubbly pink backside again before giving her a soft spank. "Ohhh I like that!" She said as she shivered from the spank before forcing more of her tongue into Neon's mouth. The other hands reached up and smacked her ass hard again, making pinkie 'Eeep' and squeak happily as she gave her ass a side to side shake encouraging him to do it again.

"Ohhh Vinyl...I missed your lips so much." Octavia Melody’s hands traversed across Vinyl scratch’s boyfriend's jeans and the obvious bulge sticking out at her. Party Favor sat beside her, hands brushing against Octavia’s back and  the butt being contained by her tight beige dress pants as Vinyl ran hers along the button up vest and white shirt she wore. The ladies both wore simple black eye masks and crowns on their heads, the masks were feathery in texture, Party and Diamond had their own little black swans to play with. She rubbed her body, kissing Vinyl's cheek and ear in between her movements. Vinyl had never felt Octavia feel so warm before. The girls kissed each other passionately as Party and Double Diamond got behind them respectively as they undressed the lovely ladies slow and sensuously. Party Favor tuned her around when they broke the girl-on-girl kiss and she placed her hands on his pants.

After stumbling over her own fingers, Octavia grasped Party Favor’s belt buckle. As his member prodded against her wrists, she slipped the leather out of its band. After undoing the button, she stopped from going any further. Her lilac colored eyes stared invitingly up at Party Favor, transfixing him while she bit on his zipper, pulling it down his pants with a seductive blink.

Party Favor’s member was tearing at his brief’s fabric. Vinyl chuckled while she wrapped her fingers around his briefs, gripping his cock through the fabric. Licking her lips, she pulled them down. Octavia watched as Party Favor’s cock was revealed, little by little. She could see its smooth texture, smell his strong, musky scent, and see it bounce like an ironing board when Vinyl let it free. Octavia felt her mouth starting to water like a kid in candy store as she stared at Party’s low, heavy balls, itching to just milk them dry. He was a decent size; above average but not too big.

Double Diamond's snow white skin was broken only by the fleshy thick python of a member he revealed to them. Vinyl and Octavia gasped and giggled seeing his size. He was at least a good ten maybe solid foot long and thicker than a Caroline turkey sausage. "Mhhm You girls like what you see?" He said as they giggled softly and they took turns licking on it like a lollipop, the blood rushed to it as it began to throb and inflate as their tongues breathed life into it. Waking the snake up only made it seem so much bigger.

Meanwhile Rarity still clothed, clung to her boyfriend Brandon tightly. "I say! This whole affair has become...so...uncouth! It's totally unacceptable!" Her words didn't reflect how she was really feeling though. Deep down, Rarity only wanted to join in the bliss, but she felt..scared to do so. She held Brandon's hand tighter and nuzzled his side as he turned his head to her masked face and planted a soft kiss on her face.

"You nervous?' He asked holding her hand softly and in doing so, Rarity felt a lot safer and she cuddled his side closer, Brandon was like a big teddy bear to her, as she wandered looking at the groups of guests laying on the cushion. Girls began to finger themselves moaing loudly through their pretty pink panties, while guys watched in delight. Before crawling over and kissing them on the sides and then lips. Her eyes moved to see Lyra Heartstrings and Bon Bon kissing each other deeply and passionately, hands around each other's waists as a light grey guy watched with interest. Their friend Eric Inkpot, He placed his hands on Lyra's shoulders and kissed the back of her neck softly.

"Sorry babe, was I interrupting you two?" He asked giving Lyra a little kiss on her cheek before she took his head in her hands and kissed him just as deeply and passionately as she had to Bon Bon.

"There's always room for you in this friendship Eric." All around the whole room began to fill with the smell of musk and sweat as bodies slapped together, the air became thick with the scent of raw passion, and the room echoed with the sounds of moans and groans in pure pleasure. Across the room Applejack found herself holding the light bulb pin guy in her strong but slender and feminine arms.

Octavia Melody looked around. Moans filled the room, (LEGAL) Teenagers in each other’s grasp as they explored their bodies. She watched as girls finger each other as they let their boyfriends or just guys they liked fuck them. Party and Diamond watched as their buddy push into Night Glider. Commenting after taking swigs from their glasses of champagne. The sweat on their bodies glistened in the light. Octavia eyed them both, admiring them. Her eyes traveled down their bodies, stopping between the waists. Their cocks hung between their legs as they watched their little sex show. Octavia stared as they would throb and bob around as they became heavier. She wanted that feeling of fullness inside of her a; the warmth of Party pushing into her, the fulfillment of pleasing another person so much that they can’t control themselves.

They noticed her stare. They gazed at her, mystified by her sexy pear figure, well endowed breasts, and adorable face. Mumbling something to each other, the boys strutted over to her, picking up on the slight scent of perfume on her. “Hey, babe,” the navy blue Party said in a cheesy manner.

“Need some attention, huh?” his snowy friend Diamond asked, placing his soft delicate hand on one of her breasts.

“Judging by your cocks gentlemen, I’d say I’m not the only one,” Octavia retorted cheekily with a girlish giggle. She was sandwiched between the two, Party on her left and Diamond on her right. She wrapped her arms around them, letting them play with her tits as she sat back relaxed. Fingers circled around her nipples, pressing down against them as they rubbed her chest, petting her soothingly. The boys’ cocks stood attentively, excited as much their owners were.

“You’re both pretty big,” Octavia said, licking her lips, “Plenty hard too....especially you Diamond.”

“Why don’t you bring that pretty young thing over here?” Night Glider called from a cushion.

“Yeah, I’d love to get a better view of you two.” Caramel, who was slowly fingered her pussy added. “Maybe even join in on the fun!”

“Come on cutie,” Night Glider sang, recharging herself with a sip of champagne. “Bring that ass over here!” Octavia looked at the zealous faces around her. Everyone had their masks mixing with bodies, pussies dripping in over indulgence, and cocks throbbing in anticipation, desperate to plunge into whatever orifices they could penetrate. She couldn’t delay; it was time to show these amateurs how to get fucking filthy. She grabbed the two boys by the hands and made her way towards the crowd. She laughed as they continued to compliment her, telling her crude raunchy stories of spit roasting her as neon and Key lime were currently doing to Pinkie Pie across the room.

"Mhhh I..I never agh! tried being...what'd you fellas call this again? mmmph!" Pinkie said as Neon shoved his long and thick hard cock into her mouth as the other guy Key Lime, began to pound away at her pussy, her arousal and lubrication aiding in taking his cock from that end, but Pinkie's oral experience wasn't nearly as adjusted.

"Spit roasting cutie...and trust me, it's one hell of an experience." He said as Pinkie looked up at him with big innocent eyes as she closed them and began to work the muscles of her mouth on his cock. "Do...do you want us to stop?" He asked, but Pinkie only moaned loudly sending pleasant vibrations on his shaft as her pussy clamped down on his friend pounding away at her pink sink. He took her actions as a no, and thrust harder and deeper int Pinkie's mouth. Always the gentleman, Neon stroked Pinkie's puffy and wily hair softly and held another hand on her cheek. His eyes locking with her's lovingly as she reached her hand to his balls and began to play and tug on them, milking them, wanting the batter he had inside them.

Octavia motioned for some room on the cushion before plopping herself down in the center of it. She spread her legs and beckoned her suitors forth. Party immediately knelt down in front of her pussy, pressing his thumb against her opening. Diamond put a knee on the couch to steady himself as he guided his cock towards Octavia’s mouth. She smiled as he prodded it against her cheek before opening her mouth to steadily slip it inside. Her cheek bulged with a mouthful of that monster of a cock. Octavia shut her eyes, wrapping her fingers around him as she descended on him. She went slowly so they could both savor it, he was huge, a solid thirteen inches slab of meat and she slowly swallowed him whole.

Between her legs, Party pushed his middle and ring fingers into Octavia’s soaking wet pussy. He teased her wet walls before replacing his fingers with a tongue. Using his thumb to spread her labia apart, he licked at her pussy hungrily. His nose flared as he took in deep breaths, prodding his tongue further into her opening. Octavia’s moans were subdued by the cock she was blowing. Her fingers twirled around his blue balls, enjoying how warm they felt in the palm of her hand, she could feel the backed up ball batter in them bubbling to the cock.

While Diamond sighed in ecstasy, Night Glider and Caramel played with each other as the entertainment continued. Soon after they started, Vinyl and joined in also, partnering with them both. Vinyl sprawled out onto the floor, her head between the legs of Caramel and his partner. All she had to do was look up and she’d see his cock pushing into her cute, aroused pussy. As Caramel thrust in and out of Night Glider, Vinyl would lick and kiss either Glider's Vag or Give Caramel's balls a lick.

Octavia watched the three horny friends fuck each other carelessly as she continued to suck off Diamond's delicious dick. She looked down upon Party eating her out. His eyes were shut as he looked to be in a state of complete bliss. There was a taste of Octavia’s juice on his tongue. He seemed to purr like a kitten when Octavia petted his wavy hair.

Across the room; as this was going on, Applejack was letting Bright Idea grope and man handle her like a true cowgirl. "Aaaww yee haww! Y'all like a gal with a bit more muscle on her don't ya handsome?" Applejack asked comparing her much stronger and more muscular frame to his thinner and more wiry one.

"I guess I always had a thing for strong women...but I'm no amazon chaser, you seem to be a perfect blend though miss." He said licking Applejack's chest in the valley of her bosom softly. Applejack moaned and softly rubbed his head admiring how Bright gave attention to her breasts, they where like her perky plump apples as they bounced freely and naturally in his hands.

"Mhhhmmm yeah keep that up mister and I might just ask to meet up with ya'll after this little hootenanny." She said rubbing his head and kissing the top his soft brown hair softly. as a familiar blue hand placed on her cheek and turned her head to see the one and only Trixie Lullamoon, the great and powerful Trixie looking into her eyes.

"Trixie hopes...She isn't interrupting." Trixie said her white magician like mask and pointed hat a testament to who she was. Applejack giggled as Bright planted his soft tongue on her hard nipples and began to lick and suck on them tenderly. Applejack reached up and held Trixie's breasts in her palms as she began to squeeze and pinch her nipples softly.

"Why Ms. Trixie! I'm quite more than happy you decided to join us!" Applejack said as Bright took the hem of her white lacy panties with the apple patterns on them in his teeth...and pulling them down exposing the pulsating lips of her pussy, apple scented juices dripping in anticipation from them.

The double team of Neon and Key Lime making Pinkie a double scoop sundae was ggoing just as nicley"Holy ugh! Fuck! You're quite a tight one girl!" Neon said pounding away at Pinkie's pussy, between loud moans and squeals as her tight and enveloping lips gripped and squeezed around his cock, as the cock in her mouth hit the back of her throat hard. Making Pinkie cough and gag softly as his cock became slick and wet with saliva and precum.

"Easy for you to say!" Key Lime said through gritted teeth as he felt his tip pulsate and swell hard about to blow. "Ugh! Ohhh! Pinkie....I'm...gonna!" Pinkie only giggled around his cock and clamped down on the one in her pussy, as she felt herself get filled up good with what felt like gallons of their warm sticky cum in her mouth and pussy. She loved the feeling of her mouth filling up with the salty semen as her pussy hungrily milked the other cock dry for all the warm, inviting cum deep into the crucible of her cervix.

"Ahhh UGHH! AHHH Yeah...just like that...MHHH! Ohhh Fuck me!" Applejack said as Bright lay on top of her thrusting with all his power in his legs as Applejack's strong and muscled ones wrapped around his waist and her apple green eyes locked with his, He felt the spurs on her boots digging into the flesh of his back, Bright didn't care. Hell the slight pain from it was...enticing in its own strange way. Applejack's womanhood took the length of Bright's cock quite easily, what he lacked in length he made up for in girth. As his size began to stretch her as he stuffed her hot box again and again. Bright planted a kiss on Applejack's lips as he fucked her good, Applejack turned redder than her farm raised apples and kissed him back.

"Ohhh! Miss!...I...I'm coming!" Bright said as he felt his cock begin to twitch and spasm as he teetered ever closer to the edge.

"OHH UGH UGH!...Cum...cum on mah tits handsome." Applejack said feeling the somewhat disappointing feeling of the cock leaving her, a few of the party goers smiled and turned their attention as they watched the lewd display. Bright grabbed his cock in one hand and moaned loudly as he jerked off hard as Applejack pushed and held her breasts together offering him a nice target to shoot his load on. Bright clamped his teeth together as he felt his loads of jizz spray and coat her perky, round mounds. "Mhhh, ahhh ohhh yeah! That's the stuff partner." Applejack said as she began to scoop strands of cum from her breasts and tasting the salty, tangy flavor on her tongue. "Mhhhh awww whooo weee! I'm all sticky and messy." Applejack said between moan and sighs as more males approached her stoking their cocks ready to paint her with more cum. "Mhhh come on fellas, ah can take y'all painting me tinight!" She would be well painted by night's end.

She couldn't tell who was who behind the masks but they got good shots in on the creamy tan farm girl blonde. They stroked their cocks and moaned as spurts of cum shot from their tips like bottles of champagne corked on New Year's Eve. Strands of jizz landing on Applejack's tan skin as she sighed at warmth staining her and making her warm and sticky it dripping off her in white slimy trails.

"You’re doing a wonderful job,” Octavia praised at Party Favor, withdrawing Diamond's cock from her mouth.  Her toes clenching as the tongue around her walls swirled. Suddenly, a large, throbbing piece of cock poked her cheek. She turned to see a post coitus Bright Idea standing beside her, still hard as a rock grinning bashfully with a face full of blush. It bobbed up and down as he nervously rubbed the back of his neck, hoping he wasn’t intruding on the other's fun.

“Care to join us, darling?” Octavia chuckled, tapping her finger against the head of his smooth, long cock. His elated laugh turned into a high-pitched squeak when her tongue tickled his dick. She alternated between his cock and Diamond’s, succumbing to her gasps and moans of joy when Party found her sweet, sweet G-spot. It encouraged him to keep hitting it, getting more and more intense as he did. His face was soaked with her juice as he slobbered over her snatch. Flapping his tongue all around inside of Octavia, he could feel her walls contracting around it.

“I’m c-cum…gonna cum!” Octavia gasped erratically. Her legs and thighs shook tremendously as her orgasm rocked throughout her entire body. She kept Party’s head in place, which he enjoyed, as she mewled in the zen of the sensation. Bright and Diamond speedily jerked themselves off, desiring to cum anywhere on Octavia’s impeccable body. It was the former who came first, shooting his load right onto her pretty face, covering her rosy cheeks with hot cum. Reveling in the afterglow, Octavia smiled weakly, gazing at the ejaculating guys with glazed eyes. Quickly, Diamond used both of his hands to assist his masturbation they wrapped around his massive size. Octavia's graceful tongue stuck out and lapped at the head of his cock encouraging him to cum. He pulled away from her and aimed towards her cute belly, climaxing over her until he was spent; his cum shot out in spades, landing haphazardly over her torso. She cooed affectionately, balling her hands into fists as she watched the cum travel down her tummy. The second girl to be bukkaked that night.

“Got some other males under your belt?” Vinyl asked, sitting up slightly, yet still trying to remain focused on the pounding Caramel was giving to her ass.

“Indeed I did,” Octavia panted. “Hopefully they still have some energy left in them.” Her three guys huffed like wolves. They were starting to fade, but had enough spirit to keep going. The prospect of spending more time with a girl like Octavia gave them a second wind as well. Octavia turned and lay down on her back, leaning her head against Party’s body, teasing him with her fingers. She extended her leg, tilted her foot, and dragged her toes down Diamond’s chest flirtatiously. Behind him, she could see as Vinyl's fuck buddy Caramel was finishing up on her. She could see that he was now pushing into her butt, slow and full of intent. His whole body tensing up when he started cumming. Octavia and the rest of her boys watched as Caramel came inside of Vinyl's shapely butt. Some of that which leaked out dripped onto her ass cheeks and pussy.

“Sloppy,” she laughed, wiping it off before licking her fingers clean. Caramel slid out of Vinyl’s ass, still fully erect. The group started rearranging themselves. Double Diamond stayed with Octavia, while Party Stuffed His cock into her pussy Diamond lined his own with Octavia's rear, his monster prick poking at her asshole as Vinyl planted her pussy in Octavia's face and took Caramel's cock down her throat, not caring where it had been just a few moments ago. The  two boys double penetrated Octavia as she ate out her friend. Vinyl could taste her own flavor on Caramel's cock as he thrust it in and out of her again and again.

The five of the party goers all climaxed in unison, Double Diamond and Party Favor filling Octavia to the brim in both holes as Octavia squirted her femme cum all over Octy's face. While the exhausted Caramel forced his thick, hot seed into Vinyl's waiting stomach, which she swallowed hungrily as they finally all passed out on top of each other spent.

"Come on Twilight, Don't knock anything until you try it." Sunset said with a soft giggle as She softly stroked Twilight/Midnight's mask as Flash planted his lips on her hips and bit the tender flesh softly. Twilight moaned and shut her eyes in delight as Flash placed his hands on her thighs and began to tug on her skirt, lifting it up exposing the dark purple panties underneath. Twilight gasped and blushed softly feeling so exposed and Flash softly kissed the fabric of the crotch of her panties as sunset planted her lips on Twilight's. Twilight reluctantly accepted the kiss before getting more into it as Flash licked the now soaking wet fabric of her panties. She couldn't help but really get into the action now, as Flash pushed her panties aside and took in the sight of her dripping wet lower lips, he softly kissed her there and lapped at her clit making Twilight moan loudly into Sunset Shimmer's excited mouth.

" I love you Rarity."Brandon said as he planted a loving kiss on her mask. Rarity lay on her back on a white pillow and held her arms open wide for him to collapse into. He did just that, embracing her tight as the slab of meat in his long johns began to stir.

"You two...come here!" Twilight in her best impression of her Midnight Sparkle voice called to Brandon and Rarity. It was almost just as she fantasized, only instead of two males it was one, Flash. Licking and kissing her pussy as Sunset sucked on her left nipple. She couldn't see sandalwood anywhere in the crowd, but she felt she didn't need him.

"Yes...Twilight? Rarity said meekly as she saw Flash eating her out as he stuck his tongue deep into the lips and lathered it against the sides of her folds.

"It's Midnight...Mistress Midnight to all of you." She said as she stroked both Sunset and Flash's head like the good sub servant little pets they were. "Rarity..take those off and join your mistress."

"Starlight looked over to a nearby cushion to see Big Mac as the oldest Pie sister Maude planted her lower lips on his face, she heard him let out a happy.

"eeeyyyup!" As Marble Pie reverse cowgirled his massive cock, her eyes glazing in bliss as the almost unbelievable size of Mac's shaft sunk deep into Marble's somewhat inexperience snatch.

"I have never experienced a male using his lips and dexterous oral appendage on me there..The feeling is quite satisfactory." Typical Maude pie, even when having a threesome with the other Pie's pie on the other end of the guy, she still had to be so passive about it. Starlight looked down to see micro Chip, still in his mask. Crawling along her up to her face before kissing it.

"My mistress..." He said shoving his cock into Starlight as he embraced her close.

"Good little pet." Was all she could reply to his comment with.

Just like in her dream, Midnight Sparkle felt Sunset and Rarity work their warm soft mouths on her rock hard nipples, as Flash lay over her and looked into her eyes as he mounted her hard. Midnight threw her head back and then forward as she kissed Flash, moaning into his mouth feeling the other girls suck her nipples hard. Flash broke the kiss and pulled out of her before turning on his side and holding Midnight's leg for leverage as he fucked her. While Rarity's boyfriend Brandon stood over her, his cock looking quite tempting boobing there. She leaned up towards it and stroked it softly as She kissed the tip, moaning and "Mhhhing!' Loudly as she looked up at him, but Brandon wasn't looking down at Midnight, rather he looked at Rarity, who now had a hand on her forehead as Sunset began to eat her pussy out, Her tongue lapping at her clit as her teeth bit down on it softly. As Sunset ate out Rarity, her Pussy received attention from Neon, his refractory period from fucking Pinkie having finally passed.

"I love you..." Rarity mouthed to Brandon softly as he mouthed back.

"I love you too." With that, Brandon grabbed Midnight by her hair and thrust into her mouth hard, with reckless abandon and gusto as he used Twilight/Midnight's throat for a cunt. Midnight was lost in the pleasure, she felt simultaneously so...used, as two males used her orifices for their own pleasure, but also in charge. As her hand ran through Rarity's indigo hair. She opened her eyes and took in the sight of Rarity getting eaten out by Sunset as she took it from behind. Neon held her legs on his shoulders as he fucked Sunset. Making the orange girl moan louder into the ivory one louder and sluttier.

"Ohhh OHH Darling! I'm..Ohhh!" Rarity said as her pussy shot her fluids into Sunset's waiting mouth, as Neon filled Sunset Up good. When his spurts tapered off, he pulled away from Sunset to admire the drippy, sloppy cream-pie he made in her. As Flash and Brandon did the same to Twilight. They moaned and grunted loudly as they felt their hard cocks spurt their seed into Twilight's holes. They seemed to just keep cumming into her, but eventually the two of them went soft and spent. When they pulled off her and lay back exhausted on the cushions, Twilight pulled Rarity up and kissed her hard. The boys watching in delight as she practically forced the thick, hot cum into Rarity's mouth. Rarity accepted her mistress/princesses offering and, feeling exhausted herself, collapsed beside her boyfriend.

"I'd kiss you Brandon Darling but I don't think you'd want it given where my mouth has been." She said as they embraced each other close and tenderly.

"Rarity, I wouldn't care if your mouth was on...oh fuck it just kiss me babe." He said as he pressed his lips to hers, not minding the faint taste of his own semen on her lips. As Flash cuddled Twilight on one Side, Sunset on the other.

"Twi?" Flash asked as things finally began to wind down. the noises became less frequent and the room seemed to shrink to just that one cushion they lay on.

"Yes Flash?" She asked stroking his and Sunset's hair softly.

"This gonna feel awkward when we all wake up in few hours?" He asked as Sunset lay her hand across Twilight's chest and Flash's shoulder.

"Not at all." And with that, everyone drifted off into a deep, and very sensual dream filled...sleep.

III:Stars of the masquerade...

The sun went down in both of their worlds, in one place they celebrated the traditional Valentine's Day, in Equestria it was Hearts and Hooves day. No matter what it was called it was a day that was being celebrated with gusto. Couples in both worlds settled in for romantic dinners, coddled each other by fireplaces, and a there was an undeniable feeling of romantic bliss in the air. away from it all on the outskirts of Canterlot City, isolated from so many wandering eyes or listening ears. Masked groups made their way along the darkening streets to the looming facade of Starlight Manor. Twilight Sparkle, Flash Sentry and Sunset Shimmer stood just from the stone steps of the manor's front door as Twilight adjusted her mask and took a few more looks at herself in the reflection of Flash's car.

"I still don't see why Starlight had to give me this to wear to her party." She said to her friends glumly. Twilight gave her Midnight Sparkle mask a few final adjustments under her glasses and turned around asking, :Well...how do I look?" With her hands out in an 'ehh?' sort of pose.

"You know, now that I look at it without the purple fires, and reality collapsing in on itself, that Midnight self you had is kinda hot." Flash compliment as Twilight/Midnight blushed and stuck her shapely violet leg she added fishnet stockings to the costume. She admired the centurion mask Flash had on but aside that, he had on his usual jacket and black track pants. Same with Sunset only having thrown her mask on with her usual  outfit. The others where behind them, a few gave them thumbs up and others head nods. The most energetic was Pinkie. She did her usual banter of skipping around as she made her way up the steps, much to the chagrin of Rarity.

"Pinkie! Darling please, Starlight is throwing a masquerade ball tonight, not a birthday blowout. One must be poised and reserved for an event such as this you know." Rarity said holding her friend down to keep her from bouncing around.

"Awwww Rarity! why do you have to be such a party pooper?" She asked blowing a horn in her face.

"I'm not being a 'party pooper' darling, I just believe in being proper when attending a social event such as....this." She and the others stood in awe at what Starlight had done with the ballroom, While the scarlet and black wasn't too inappropriate for the occasion, she wished pink hearts as opposed to black paper ones had been strung along the high ceiling. There was some sense of awe in how mysterious it was seeing what should have been familiar faces mixing among the masses of the well made, elegant masks. A sever approached Rarity, a tray of champagne in plastic glasses.

"Can I temp you miss?" He asked as his white mask with red blotches for the cheeks and black lines under the eyes. Rarity gasped softly and held a hand to he mask softly.

"But...aren't we too young to be drinking darling?" She asked blushing under her mask and yet still quite tempted to take the glass.

"Come now miss, old enough to be consenting to be married and serve in the army, is old enough to enjoy a little a bubbly if you ask me. now will you be taking some or not?"  He asked again holding the tray forward to her, Rarity shrugged and took a glass, thankful her mask had a mouth piece and took a sip.

"So...you prepared to have some fun tonight?" A guy asked pinkie as she helped her self to some cupcakes on the refreshment table. He had well curled black hair, his mask jutting out a bit from the round glasses another guy with round glasses under his mask but more spiked and wily hair stood beside pinkie, leaning casually on a post.

"I'm Neon by the way, transferred to Canterlot after the games...felt like that place was too stuffed shirt and posh for my taste." His words made the other turn the eyes of his half black and half white mask into Neon's, a green mask that only covered his eyes.

"I don't think it's wise to go telling who you are at these things." The other one said, "after all...isn't the point of a night like this...anonymity?"

`"Excuse me thar partner, but what's the big poofy cushion fer?" Applejack asked as more assistants in white masks began to lay big pink, violet, red and black cushions around the room. HE seemed familiar especially with the pin of a light bulb on his tan and white sweater vest, but Applejack just couldn't put her finger on who he was.

"Oh you'll see once the mistress address you all miss." Was his only response. He said as he fluffed the pillows of the cushion softly, Applejack chuckled at his choice words.

"Ha mistress...what kinda part is this?" Applejack asked taking a glass of champagne from a server passing by. He turned to her and said...

"It's the kind that night's like this were made for Applejack."

The lights dimmed, the air grew stiff and stiffed as a curtain over the bandstand rose and all heads turned to Starlight. She had a pink mask with red feathers embedded in the sides, and faux gems along the eyes, her dress was short and red with a black boa, the back had a peacock like set of long black and red feathers. Starlight smiled as all eyes where on her. Starlight cleared her throat and began. "Hello my dearest of friends." She said as her voice echoed across the room with a mic in a stand. "You're probably wondering why I invited you all here tonight, well there's something I'm going to say to you all...and I'm going to be blunt and frank with you all." As she said this, to what could only be described as shock by the others, Starlight unzipped her dress and let it fall to the ground. She stood there completely naked as a few hoots and ohhs and ahhhs echoed as she stood in just her bare light pink, purple and aqua hair.

"What the hell is she doing?!" Twilight asked as she felt herself falling into one of the soft cushions. While she was initially surprised to see her doing that, It was also...interesting to see her so confident in doing that in front of them all.

"This...is an orgy...I have brought you all here to partake in the most carnal and primal desires on the night of lovers. Now I will give you the chance to leave if my notion doesn't interest you. If you have reservations against sex...of if you aren't comfortable with what I have planned...you can all leave." She paused and looked, expecting everyone or a least a majority of the guests, start to make for the exits. No one does. "Now...I'm not saying everyone needs to strip down and start doing things right away...I wish for the atmosphere to stay mostly casual but..." She was stopped by the sounds of clothes hitting her ballroom floor as her quests stripped to their underwear. "Huh that was easier than I thought."

"Sunset! Flash!...What are you two?" Twilight asked as they crawled on their hands and knees over to her where she lay on the violet cushion. Twilight was one of the few not in her undergarments, though even those were starting to come off as she noticed as a pair of some girl's panties flying through the air, the loud chuckle gave her the clue just who it was.

"My My, you...where quite quick to get into this miss." Neon said as Pinkie Pie lay on the pink cushion, her legs spread apart and a grin on her face ear to ear as she lay beside her, The other guy was on the opposite side beside her.

"Yeah, I kinda had a feeling this is what she had in mind, plus it is the perfect night for it." Pinkie said with a big smile as she pressed her mask to Neon's, she managed to stick her tongue through the lip hole in her mask and into the mouth of Neon's. She giggled as she felt a few hands rub along her bubbly pink backside before giving her a soft spank. "Ohhh I like that!" She said as she shivered from the spank before forcing more of her tongue into Neon's mouth.

Meanwhile Rarity still clothed, clung to her boyfriend Brandon tightly. "I say! This whole affair has become...so...uncouth! It's totally unacceptable!" Her words didn't reflect how she was really feeling though. Deep down, Rarity only wanted to join in the bliss, but she felt..scared to do so. She held Brandon's hand tighter and nuzzled his side as he turned his head to her masked face and planted a soft kiss on her face.

"You nervous?' He asked holding her hand softly and in doing so, Rarity felt a lot safer and she cuddled his side closer, Brandon was like a big teddy bear to her, as she wandered looking at the groups of guests laying on the cushion. Girls began to finger themselves moaing loudly through their pretty pink panties, while guys watched in delight. Before crawling over and kissing them on the sides and then lips. Her eyes moved to see Lyra Heartstrings and Bon Bon kissing each other deeply and passionately, hands around each other's waists as a light grey guy watched with interest. Their friend Eric Inkpot, He placed his hands on Lyra's shoulders and kissed the back of her neck softly.

"Sorry babe, was I interrupting you two?" He asked giving Lyra a little kiss on her cheek before she took his head in her hands and kissed him just as deeply and passionately as she had to Bon Bon.

"There's always room for you in this friendship Eric." All around the whole room began to fill with the smell of musk and sweat as bodies slapped together, the air became thick with the scent of raw passion, and the room echoed with the sounds of moans and groans in pure pleasure. Across the room Applejack found herself holding the light bulb pin guy in her strong but slender and feminine arms.

"Aaaww yee haww! Y'all like a gal with a bit more muscle on her dont ya handsome?" She asked comparing her much stronger and more muscular frame to his thinner and more wiry one.

"I guess I always had a thing for strong women...but I'm no amazon chaser, you seem to be a perfect blend though miss." He said licking Applejack's chest in the valley of her bosom softly. Applejack moaned and softly rubbed his head admiring how Bright gave attention to her breasts, they where like her perky plump apples as they bounced freely and naturally in his hands.

"Mhhhmmm yeah keep that up mister and I might just ask to meet up with ya'll after this little hootenanny." She said rubbing his head and kissing the top his soft brown hair softly. as a familiar blue hand placed on her cheek and turned her head to see the one and only Trixie Lullamoon, the great and powerful Trixie looking into her eyes.

"Trixie hopes...She isn't interrupting." Trixie said her white magician like mask and pointed hat a testament to who she was. Applejack giggled as Bright planted his soft tongue on her hard nipples and began to lick and suck on them tenderly. Applejack reached up and held Trixie's breasts in her palms as she began to squeeze and pinch her nipples softly.

"Why Ms. Trixie! I'm quite more than happy you decided to join us!" Applejack said as Bright took the hem of her white lacy panties with the apple patterns on them in his teeth...and pulling them down exposing the pulsating lips of her pussy, apple scented juices dripping in anticipation from them.

"Come on Twilight, Don't knock anything until you try it." Sunset said with a soft giggle as She softly stroked Twilight/Midnight's mask as Flash planted his lips on her hips and bit the tender flesh softly. Twilight moaned and shut her eyes in delight as Flash placed his hands on her thighs and began to tug on her skirt, lifting it up exposing the dark purple panties underneath. Twilight gasped and blushed softly feeling so exposed and Flash softly kissed the fabric of the crotch of her panties as sunset planted her lips on Twilight's. Twilight reluctantly accepted the kiss before getting more into it as Flash licked the now soaking wet fabric of her panties. She couldn't help but really get into the action now, as Flash pushed her panties aside and took in the sight of her dripping wet lower lips, he softly kissed her there and lapped at her clit making Twilight moan loudly into Sunset Shimmer's excited mouth.

"Mhhh I..I never agh! tried being...what'd you fellas call this again? mmmph!" Pinkie said as Neon shoved his long and thick hard cock into her moth as the other began to pound away at her pussy, her arousal and lubrication aiding in taking his cock from that end, but Pinkie's oral experience wasn't nearly as adjusted.

"Spit roasting cutie...and trust me, it's one hell of an experience." He said as Pinkie looked up at him with big innocent eyes as she closed them and began to work the muscles of her mouth on his cock. "Do...do you want us to stop?" He asked, but Pinkie only moaned loudly sending pleasant vibrations on his shaft as her pussy clamped down on his friend pounding away at her pink sink. He took her actions as a no, and thrust harder and deeper int Pinkie's mouth. Always the gentleman, Neon stroked Pinkie's puffy and wily hair softly and held another hand on her cheek. His eyes locking with her's lovingly as she reached her hand to his balls and began to play and tug on them, milking them, wanting the batter he had inside them.

" I love you Rarity."Brandon said as he planted a loving kiss on her mask. Rarity lay on her back on a white pillow and held her arms open wide for him to collapse into. He did just that, embracing her tight as the slab of meat in his long johns began to stir.

"You two...come here!" Twilight in her best impression of her Midnight Sparkle voice called to Brandon and Rarity. It was almost just as she fantasized, only instead of two males it was one, Flash. Licking and kissing her pussy as Sunset sucked on her left nipple. She couldn't see sandalwood anywhere in the crowd, but she felt she didn't need him.

"Yes...Twilight? Rarity said meekly as she saw Flash eating her out as he stuck his tongue deep into the lips and lathered it against the sides of her folds.

"It's Midnight...Mistress Midnight to all of you." She said as she stroked both Sunset and Flash's head like the good sub servant little pets they were. "Rarity..take those off and join your mistress."

"Holy ugh! Fuck! You're quite a tight one girl!" The guy pounding away at Pinkie's pussy said between loud moans and squeals as her tight and enveloping lips gripped and squeezed around his cock, as the cock in her mouth hit the back of her throat hard. Making Pinkie cough and gag softly as his cock became slick and wet with saliva and precum.

"Easy for you to say!" Neon said through gritted teeh as  he felt his tip pulsate and swell hard about to blow. "Ugh! Ohhh! Pinkie....I'm...gonna!" Pinkie only giggled around his cock and clamped down on the one in her pussy, as she felt herself get filled up good with what felt like gallons of their warm sticky cum in her mouth and pussy. She loved the feeling of her mouth filling up with the salty semen as her pussy hungrily milked the other cock dry for all the warm, inviting cum deep into the crucible of her cervix.

"Ahhh UGHH! AHHH Yeah...just like that...MHHH! Ohhh Fuck me!" Applejack said as Bright lay on top of her thrusting with all his power in his legs as Applejack's strong and muscled ones wrapped around his waist and her apple green eyes locked with his, He felt the spurs on her boots digging into the flesh of his back, Bright didn't care. Hell the slight pain from it was...enticing in its own strange way. Applejack's womanhood took the lenght of Bright's cock quite easily, what he lacked in lenght he made up for in girth. As his size began to strech her as he stuffed her hot box again and again. Bright planted a kiss on Applejack's lips as he fucked her good, Applejack turned redder than her farm raised apples and kissed him back.

"Starlight looked over to a nearby cushion to see Big Mac as the oldest Pie sister Maude planted her lower lips on his face, she heard him let out a happy.

"eeeyyyup!" As Marble Pie reverse cowgirled his massive cock, her eyes glazing in bliss as the almost unbelivabe size of Mac's shaft sunk deep into Marble's somewhat inexperience snatch.

"I have never experinced a male using his lips and dexterious oral appendage on me there..The feeling is quite satisfactory." Typical Maude pie, even when having a threesome with the other Pie's pie on the other end of the guy, she still had to be so passive about it. Starlight looked down to see micro Chip, still in his mask. Crawling along her up to her face before kissing it.

"My mistress..." He said shoving his cock into Starlight as he embraced her close.

"Good little pet." Was all she could reply to his comment with.

"Ohhh! Miss!...I...I'm coming!" Bright said as he felt his cock begin to twitch and spasm as he teetered ever closer to the edge.

"OHH UGH UGH!...Cum...cum on mah tits handsome." Applejack said feeling the somewhat disappointing feeling of the cock leaving her, a few of the party goers smiled and turned their attention as they watched the lewd display. Bright grabbed his cock in one hand and moaned loudly as he jerked off hard as Applejack pushed and held her breasts together offering him a nice target to shoot his load on. Bright clamped his teeth together as he felt his loads of jizz spray and coat her perky, round mounds. "Mhhh, ahhh ohhh yeah! That's the stuff partner." Applejack said as she began to scoop strands of cum from her breasts and tasting the salty, tangy flavor on her tongue. "Mhhhh awww whooo weee! I'm all sticky and messy." Applejack said between moand sighs as more males approached her stoking their cocks ready to paint her with more cum. "Mhhh come on fellas, ah can take y'all painting me tinight!" She would be well painted by night's end.

Just like in her dream, Midnight Sparkle felt Sunset and Rarity work their warm soft mouths on her rock hard nipples, as Flash lay over her and looked into her eyes as he mounted her hard. Midnight threw her head back and then forward as she kissed Flash, moaning into his mouth feeling the other girls suck her nipples hard. Flash broke the kiss and pulled out of her before turning on his side and holding Midnight's leg for leverage as he fucked her. While Rarity's boyfriend Brandon stood over her, his cock looking quite tempting boobing there. She leaned up towards it and stroked it softly as She kissed the tip, moaning and "Mhhhing!' Loudly as she looked up at him, but Brandon wasn't looking down at Midnight, rather he looked at Rarity, who now had a hand on her forehead as Sunset began to eat her pussy out, Her tongue lapping at her clit as her teeth bit down on it softly. As Sunset ate out Rarity, her Pussy received attention from Neon, his refractory period from fucking Pinkie having finally passed.

"I love you..." Rarity mouthed to Brandon softly as he mouthed back.

"I love you too." With that, Brandon grabbed Midnight by her hair and thrust into her mouth hard, with reckless abandon and gusto as he used Twilight/Midnight's throat for a cunt. Midnight was lost in the pleasure, she felt simultaneously so...used, as two males used her orifices for their own pleasure, but also in charge. As her hand ran through Rarity's indigo hair. She opened her eyes and took in the sight of Rarity getting eaten out by Sunset as she took it from behind. Neon held her legs on his shoulders as he fucked Sunset. Making the orange girl moan louder into the ivory one louder and sluttier.

"Ohhh OHH Darling! I'm..Ohhh!" Rarity said as her pussy shot her fluids into Sunset's waiting mouth, as Neon filled Sunset Up good. When his spurts tapered off, he pulled away from Sunset to admire the drippy, sloppy cream-pie he made in her. As Flash and Brandon did the same to Twilgiht. They moaned and grunted loudly as they felt their hard cock spurt their seed into Twilight's holes. They seemed to just keep cumming into her, but eventually the two of them went soft and spent. When they pulled off her and lay back exhausted on the cushions, Twilight pulled Rarity up and kissed her hard. The boys watching in delight as she practically forced the thick, hot cum into Rarity's mouth. Rarity accepted her mistress/princesses offering and, feeling exhausted herself, collapsed beside her boyfriend.

"I'd kiss you Brandon Darling but I don't think you'd want it given where my mouth has been." She said as they embraced each other close and tenderly.

"Rarity, I wouldn't care if your mouth was on...oh fuck it just kiss me babe." He said as he pressed his lips to hers, not minding the faint taste of his own semen on her lips. As Flash cuddled Twilight on one Side, Sunset on the other.

"Twi?" Flash asked as things finally began to wind down. the noises became less frequent and the room seemed to shrink to just that one cushion they lay on.

"Yes Flash?" She asked stroking his and Sunset's hair softly.

"This gonna feel awkward when we all wake up in few hours?" He asked as Sunset lay her hand across Twilight's chest and Flash's shoulder.

"Not at all." And with that, everyone drifted off into a deep, and very sensual dream filled...sleep.