“Alright, Silver Spoon,” Apple Bloom said, “Ya need to put this on!” She tossed Silver Spoon a small black garment. Silver spoon unfolded it, holding it up to inspect it.

“A maid costume?” Silver Spoon asked, raising an eyebrow. “What would I want to wear this for?”

Apple Bloom clapped a hand to the mare’s shoulder. “Because Ah ordered ya to, silly. Didn’t ya way ya wanted to learn about yer submissive side? Well, what better way to do than then by being a maid for a while? Y’all have maids, don’cha?”

Silver Spoon bit her lip, “W-well, yes, I suppose…”

“And you do wanna do this, right?” Apple Bloom asked again.

“Y-yes.” Silver Spoon said, face flushed in embarrassment.

“Then ah order you to wear it!” Apple Bloom chirped.

The words sent a shiver down Silver Spoon’s spine, all the way through her tail. She had thought she knew what she was getting herself into, but actually hearing the words made it all the more real. “O-okay,” She said, then looked around. “Um… is there a curtain I can use? Or… something?”

Apple Bloom tapped her chin, pretending to think. “Hm, nope,” She said a smile breaking out on her muzzle. “Unless ya wanna change outside.”

Silver Spoon went rigid. She looked out the window. Sure, it was night, but the full moon was out, lighting the orchard in a soft glow. In all likelihood everypony would be asleep, but… the thought was just too much. Sure, Diamond Tiara had seen her naked once or twice, but the thought of being naked outside, in public, it was just too much. “N-no, I’ll change here… Um, can you turn around?”

Apple Bloom’s grin widened. “Nope.” Behind her Sootaloo and Sweetie Belle giggled. They had agreed to let Apple Bloom be the one to help Silver Spoon start off, as they had some unfinished business to take care of with each other, but this was too good to miss. It was not about shaming a childhood bully, they were long past that, but something about seeing the prim and proper Silver Spoon being ordered to strip was very enticing.

Silver Spoon huffed, her blush deepening to a deep crimson. “Fine.” She turned around, presenting her back to the other girls, before taking off her shirt and throwing it to the ground in one swift motion. Then she slipped her thumbs into the waistband her modest skirt, bending over to work it down her voluptuous legs and to her ankles.

Apple Bloom held her breath, becoming more than a little turned on by the sight before her. Silver Spoon’s generous flank strained against her tight, sky blue panties, bouncing a little as she stepped out of her skirt. Apple Bloom had to restrain herself. She was so very tempted to smack the bouncing flank before her, but held herself back. Soon, she promised herself.

Free of her clothes, Silver Spoon quickly slipped into the maid costume. Or squeezed, more accurately. The tiny garment had clearly been made for someone smaller and less… well-endowed. Already her generous D-cups threatened to burst out of the top, and her breathing was a bit shallow. She grabbed the frilly hem of the skirt, pulling it down in a futile attempt to preserve her modesty. Then, taking as deep a breath as she could, she turned around, nervously adjusting her glasses as she presented herself to the other fillies’ gazes.

Scootaloo let out a low whistle, only to be nudged in the ribs by Sweetie Belle. Apple Bloom could feel her own heartbeat increasing at the sight of the nervous earth pony fidgeting in the skimpy costume.

“W-why do you even have this?” Silver Spoon asked.

Sweetie Belle giggled. “It’s mine, I wore it on Nightmare Night last year.”

Scootaloo laughed with her, throwing an arm around her marefriend and ruffling her mane. “Yeah, she wore it on our first date, and she was adorable!”

Sweetie blushed, pushing Scootaloo away. “Hey, stop it, you’re embarrassing me!”

“Oh yeah? More than being caught with your pants down a few minutes ago?” Scootaloo laughed, only to be hit in the face by a thrown pillow. She flashed a predatory grin at Sweetie. “Oh, so that’s how ya wanna play it huh? Well, I still need to punish you for cumming without asking! Come’re you!” With a flap of her wings she tackled the giggling filly onto the pile blankets.

Apple Bloom rolled her eyes at their antics. “Come on, Silver Spoon, how about a little twirl, huh?”

Silver Spoon nodded, her heart pounding I her chest, whether from fear or excitement she couldn’t say as she spun around on one foot in a perfect pirouette. A wave of confidence washed over her as she finished her spin and saw Apple Bloom with her jaw hanging open. She giggled. “Like what you see, Bloom?”

That time it was Apple Bloom’s turn to blush. She shook her head to snap herself out of it, her cherry red mane bouncing behind her. “R-right. Okay umm…” She looked around trying to find the other object she had found with the maid outfit. Spotting it, she swept it up and handed it to the costumed mare.

Silver Spoon took the object, an old fashioned feather duster. “And why exactly do you have this?” She asked, eying the incredibly dusty clubhouse with a critical eye. Clearly the thing had not been used for its intended purpose.

Apple Bloom shrugged. “It’s uh, one of Scoots’ toys.”

It took a moment for Silver Spoon to process the comment. When she did, she blanched, dropping the item. “Oh eww! Eww! Eww!” She frantically wiped her hand on the skirt of her dress while Apple Bloom laughed. She glared at the yellow mare.

“Sorry,” Apple Bloom said, catching her breath, “Ah shoulda mentioned Ah cleaned it first. We were gonna use it on Sweetie tonight.”

“Oh… right…” Silver Spoon said, trailing off uncertainly. “A-and you’re sure she’s okay with me uh, barging in on her birthday like this?”

Apple Bloom glanced over to where Scootaloo was lying on top of the once again cuffed Sweetie Belle, tickling her sides and nibbling her ear as the white filly squirmed underneath her. “Ah think they’re fine. Now, go on, get to dusting!”

Silver Spoon jumped as she felt a firm smack on her flank. She shot Apple Bloom a glare, then stuck her muzzle up with a huff and walked over to a little table. She looked down. It was rather filthy. She began dusting with a flick of her wrist.

While Apple Bloom monitored Silver Spoon, pointing out new things to dust as soon as she would finish an item, Scootaloo had Sweetie Belle at her mercy. She had wrestled with the unicorn until they were both grinning and breathing heavily, then she grabbed a box, sat down, and pulled Sweetie over her lap. Sweetie squealed as Scootaloo held her down, draped over the pegasus’ legs. The orange filly had grabbed her cuffed arms, and was currently rubbing her hand over Sweetie’s ass.

“You know, Sweetie,” Scootaloo said, “I did tell you not to orgasm without permission. I was gonna let it slide because it’s your birthday and all, but…” She smiled evilly, “This is more fun!”

Sweetie Belle giggled, but pretended to protest. “Oh no! Don’t spank me Scootaloo! I promise I’ll be a good filly!” She cried, wiggling around on Scootaloo’s lap and waving her pert butt in the pegasus’ face.

Scootaloo grinned wickedly as she lifted her hand, then brought it back down with a loud smack! Sweetie squealed in delight as the impact made her butt jiggle. Scootaloo hit her again, on the other cheek, eliciting another adorable squeak. Sweetie writhed under the treatment, as the sharp sting traveled up her body, once again igniting the warm fire of her arousal.

Scootaloo continued to spank Sweetie Belle for some time, randomly alternating sides just to keep her marefriend guessing. Meanwhile, their activities had not gone unnoticed by Silver Spoon. As she worked, she found her ears twitching toward the sounds of slapping and moaning coming from the other side of the room. She glanced at Apple Bloom, who also seemed to be preoccupied with watching her friends’ shenanigans. Deciding she was safe for the time being, Silver Spoon slipped a hand underneath her skirt in an effort to relieve some of the burning arousal building in her nethers.

No sooner had her fingers found their way inside her panties did Silver Spoon feel a dark, looming presence behind her. An arm reached around her and a hand grabbed her wrist in an iron grip.

“What are ya doing there, Silver Spoon?” Apple Bloom asked in a voice as hard as iron.

Silver Spoon froze, her blood running cold. “N-n-nothing!” She shuddered, knowing full well she had been caught red handed.

Apple Bloom giggled. “Ah’m just messing with ya.” She said, releasing Silver Spoon’s hand. “Ya know, if ya wanted to get off that bad, Ah could of helped. But,” She winked, “Ya gotta give before ya can get.”

The implications of Apple Bloom’s words caused Silver Spoon’s face to turn red. Yet, despite her embarrassment, she found she could not dismiss the idea. “O-okay,” She said.

Apple Bloom grinned, leaning against a wall with her hands behind her head. “Well, Ah’m waiting. Go ahead.”

Silver Spoon nodded and kneeled in front of Apple Bloom, her muzzle right about at crotch level. She reached up, hooking her fingers through the other filly’s waist band, and slowly pulled down her pajama bottoms. There were no panties underneath, and Silver Spoon blushed a little as she saw where the golden fur or Bloom’s belly gave way to a triangle of curly, reddish colored hair. She reached up with one of her delicate hands, rubbing a thumb through the thicker hair around Bloom’s mound.

Apple Bloom sighed in contentment. Silver Spoon had not even touched her pussy yet and she already felt her pleasure beginning to build. Despite her occasional experimentation with Scootaloo and Sweetie Belle, she had never actually given or received oral. This would effectively be her first time. She hid her nervousness behind a veneer of confidence. “

“Don’t k-keep me waiting, Silver Spoon,” She said. Despite her best efforts she could not prevent the slightest bit of a voice crack escape her lips. “Hurry up!”

Silver Spoon smirked. She could already tell that the balance of power had shifted. This was an area she actually had some experience in. Despite her uncertainty about her relationship with Diamond Tiara, the two fillies had experimented before, and Silver Spoon knew just what to do.

She moved in slowly, breathing heavily, her breath teasing the short yellow fur on Apple Bloom’s inner thigh. She placed her muzzle against her soft skin, taking in a deep breath of Bloom’s scent. She planted a small kiss on Bloom’s left leg, just above her knee, then another slightly higher up. The yellow filly shuddered beneath her.

Silver Spoon continued trailing kisses up Apple Bloom’s thigh. Bloom tensed as Silver’s muzzle hovered over her sex, but the bespectacled filly passed over it and began laying kisses on the opposite thigh instead. “Silver Spooon…” Apple Bloom groaned.

Once again Silver Spoon’s mouth approached Apple Bloom’s pussy, but this time she did not pass it. Instead she leaned in close, sticking out her tongue to lightly prod at the moist slit. The effect was immediate, turning Apple Bloom’s legs to jelly. She pressed herself into the wall and put a hand on Silver Spoon’s shoulder for support.

Silver Spoon quickened her pace, her tongue darting in and out and flicking over Bloom’s throbbing mound. Sometimes she would lean in closer, alternating licking with small kisses. Apple Bloom shuddered again, her legs practically giving out.

Time to really blow her away, Silver Spoon decided. Grabbing one of the yellow filly’s legs, Silver spoon lifted and put it over her shoulder, then did the same with the other leg, setting Apple Bloom squarely on her shoulders. She stood up, her earth pony strength allowing her to effortlessly lift the other filly. She pressed Apple Bloom into the wall, shamelessly pressing her muzzle into the curly red hair in front of her. Her tongue forced its way between Apple Bloom’s tight folds, causing the yellow mare to gasp and pant heavily. She let her tongue explore Apple Bloom’s pussy fully, the long, wet muscle poking and prodding at the soft inner walls. The bitter taste of mare cum coated her tongue, but she lapped it up happily.

Silver Spoon pulled away, planting another kiss on Bloom’s pussy. She poked at the folds with her muzzle until she found the small nub of Apple Bloom’s clit. Finding it, she took the small bud between her lips, gently suckling on it and making Bloom moan in pleasure. Her tongue flicked over it, whirling around it in agonizing circles.

Apple Bloom gripped Silver Spoon’s braid in an iron grip, pulling the silver mare’s hair. The feelings coming from her pussy were too intense, unlike anything she had ever felt before, even when masturbating. Suddenly it was all too much and, with a rush of pleasure, she came. Her thighs tightened against Silver Spoon’s skull, pulling her muzzle back inside as a stream of juices covered her face and the front of her uniform.

Silver Spoon pulled back, licking her lips clean as Apple Bloom’s cum dribbled down her chin. She smiled, carefully setting her tired friend back on the floor. She looked down at her uniform. She would have to take care of that later.

==O==

Apple Bloom’s eyes slowly fluttered open. As she slowly regained her faculties, she noticed that she was wearing a thin blanket and nothing else. She sat up, disoriented. The room was dark, but she could tell that she was lying on one of the sleeping bags the girls had brought for the sleep over.

What… what happened? She wondered. Suddenly everything came back to her. Sweetie’s party, Silver Spoon, her orgasm. It must have been pretty intense since she had apparently fallen asleep almost immediately. She looked around, searching for any sign of her friends.

She spotted Scootaloo first, courtesy of her loud snoring. She was leaning up against a wall, using her own wings as a blanket. She shifted in her sleep, revealing the form of Sweetie Belle sleeping next to her.

Well, that’s two outta three. But where the hay is Silver Spoon?

Her question was answered by a light moan. Apple Bloom snapped her head around to investigate the source of the noise. What she saw brought a smile to her muzzle. Next to her, wrapped up tightly in a blanket, was the silver mare. She was mumbling in her sleep. Apple Bloom lied down next to her, back to back.

Suddenly she felt the other filly move behind her, and an arm wrapped around her from behind. “Thank you…” Silver Spoon whispered.

Apple Bloom was about to answer when she was interrupted by the sound of peaceful snoring. The mare had been talking in her sleep. Apple Bloom shrugged, allowing herself another small smile as she pressed herself into the embrace and fell asleep.

Author's Note

Well I have to say, this chapter actually went a little different than I expected it to, in a good way! Originally I had planned to make Silver Spoon much more submissive, but I rather like the back-and-forth that developed between her and Apple Bloom.

And next chapter features everyone's favorite purple dragon!