"Do you have any idea what we are in for?" Midnight walked up to the door of Sugarcube Corner, with Rainbow Dash slowly flying at her side. She was still quite surprised Rainbow had agreed to come.

"Look, I have no idea what this is all about. I am just here to protect Pinkie Pie from you." Rainbow Dash glared into Midnight's eyes, while desperately hoping that no hint of the curiosity she held for the event showed. "So just watch it."

"You missed what she told me after you left." Midnight felt a blush enter her cheeks at the thought of Pinkie's words. "I… I don't know if I am going to be able to really do what she wants."

"What?" Rainbow Dash landed and looked at Midnight in shock. "What did she say?"

The door swung open to reveal the shop being cleaned up, and Pinkie standing in the open doorway. "There you are! I have been getting ready for this for hours!" She reached out and managed to hug both alicorn and pegasus. "Mr. and Mrs. Cake said I can't have my special parties upstairs—not since the foals were born—so I have everything setup downstairs where you can do whatever you want to me, and nopony will hear what happens."

Rainbow Dash and Midnight Sparkle turned to look at each other, both gulping in trepidation.

Turning and raising her voice, Pinkie seemed heedless of who would hear her message. "Mister Cake! Misses Cake! I am going downstairs to play!" She turned back and bounced on all four hooves. "I am just so excited!" As she pronked past the two stunned mares she had invited, each got a quick glance under her bouncing tail—it was quite obvious that Pinkie Pie was really excited.

Midnight felt something catch fire inside at the sight, and walked behind Pinkie to the side of Sugarcube Corner, where a big set of double doors led down. Memories of stories Twi had read in her personal time bubbled up in Midnight, and she felt her heartbeat quicken as a result. "W-What's down here?"

"Here? All the supplies for the shop." Pinkie waited for Rainbow to climb down before closing the doors behind her friend. "Buuuut there might be a side door to my own special party room." She pointed to one wall, and started to pronk over to it when the touch of something at her neck stole her attention completely. "Oooh…" She reached a hoof up to feel the collar that Midnight's magic had formed around her throat, and looked back over her shoulder. "My safe words are Sour to slow, Bitter to stop, and Sweet to speed up."

"What?" Rainbow Dash's wings flipped up in surprise. "Y-You mean you have really done this stuff before, Pinkie?"

Pinkie bounced over to Rainbow and spent just a moment looking at her friend in her eyes before she set her jaw. "I want you to pin me down, I want you to do whatever you want. If you don't leave any marks on me, if you just break me, I will never say any safe word but Sweet." Pinkie's tone had changed completely. Gone was the air-headed confidence, in its place was a rock hard pony who had grown up learning the hardness of stone. "If I ever make my mane or tail go smooth and straight, it is the same as Bitter."

Midnight stepped up to Pinkie, admired the collar a moment and then pointed the direction of the extra doors. "Get in there now and I might not whip you."

"Make me." Pinkie braced her hooves and glared at Midnight, but when something shoved up under her tail, her eyes widened in surprise and shock. "Hey! Stop that!" She squirmed in place and shivered as the thick shape started rubbing against her back-facing lips.

Rainbow had a moment when she really wanted to grab Pinkie's tail and look under it, to see what the puffy mound of pink concealed. But Pinkie had said stop. "Whoa, hey! She said stop—" Rainbow froze at the glare from Pinkie and Midnight. "You did!"

Pinkie lifted a hoof towards the alicorn to forestall a reply from midnight. "Dash, anything I say from now on is just playing. It is like the silly games Spike and Big Mac play; I pretend I am somepony else, and you can too. You get to ignore anything I say except those safe words, and my mane and tail thing, okay?"

The words were uncanny to Rainbow, there was a lot of Pinkie back in her tone, but she wasn't being quite as goofy as she normally would be. "I… I don't know…" Rainbow looked down at her hooves, not wanting to look at her friend in this situation, not if it meant admitting that she wanted her friend in it.

"Rainbow Dash?" Pinkie waited until her friend looked directly into her eyes, and leaned forward to kiss Rainbow on the lips. She watched as surprise and shock bled into a hungry look that made her plot tingle in a very good way.

When Pinkie started to pull back from the kiss, Rainbow felt herself push forward, shoving against her fun-loving friend. She reached out with a wing and grabbed at the collar to hold Pinkie in place. She took the kiss from her friend, all the while her eyes glued to Pinkie's mane—it didn't de-fuzz once.

Pinkie knew her friend was one of the best athletes in town, but the forcefulness she displayed made her knees go weak. She tried to pull back, but a second wing grabbed the collar on the other side and held her in place while Rainbow Dash shoved her tongue between Pinkie's lips. She whimpered and moaned in the grip, while her best friend tasted her mouth. Pinkie felt a surge of happiness that Rainbow had finally expressed something that had obviously been repressed for a while.

Letting go exactly the moment she intended to, Rainbow Dash felt power rushing through her. She pulled back and tasted her lips. The sweetness of frosting almost overwhelming her sense, but it didn't put her off—quite the opposite. "Open the door, Pinkie!"

Midnight couldn't believe what she was seeing, and she was getting hot as an oven as a result of the two friends learning a new level of respect for each other. She watched Rainbow Dash stalk after Pinkie, her wings slightly up, and sensed the side of Rainbow that had struck her taking a much more acceptable role. "A good start," she barely kept her tone even, "but I think we are going to need more than a kiss to break this little… slut."

A shudder ran through Pinkie, and her ears flicked back to see if Midnight was going to hurl any more such delicious words at her. Pushing the little panel on the door, she slid the unlocked panels aside to reveal her party room. Most of the big chamber was the regular kinds of party supplies, but behind a partition was devices for a very different kind of party. She started to walk forward, but felt a wing grab her collar and yank back sharply. Pinkie almost wet herself with delight when she saw it was a sky-blue wing.

"You walk behind your masters." Midnight divined Rainbow's behavior, and knew she had guessed right when the pegasus smiled. "We are going to have to break this bitch and retrain her to act exactly how we want."

"Got that right." Rainbow strutted along, dragging Pinkie by the collar. "Guess we need a better name for her, because down here and with us, she isn't Pinkie Pie anymore." Almost stumbling, Rainbow spun on Pinkie when the earth pony stomped all four hooves to the floor and stopped just after getting into the room. Rainbow felt anger. "You will follow me…" She looked to Midnight for help, then remembered a really bad word the alicorn had used. "You will follow me, Slut, or I will whip you!"

"Shove it up your plot." Pinkie barely got the words out before the slap of a wing against her cheek shocked her. A thrill of excitement went through her at the smack, and she felt her whole body tingle as a result. "What's the matter? That the best you can do, Sweetie?"

Rainbow was stunned at herself for striking her friend first of all, but she didn't register the safe word for more at first, her brain having to process it a little more. "What did you call me, Slut?" She spied a flogger hanging on the wall to one side, and was already stomping off towards it.

"You are too soft and Sweet." Pinkie threw her word at Rainbow again. "And you hit like a filly!" Pinkie whimpered as something thick and slick shoved into her tail-hole. She groaned and flicked her fuzzy tail up in the air.

"She is going to whip you into next month, you know? I doubt you will sit down ever again." Midnight worked her magic into the recalcitrant mare. "Maybe my kindness will offset her fury?"

Pinkie rocked in place, moving in time with the thick shape plowing out her ass. "You… you can't… can't break me like… like this." It was hard to focus on fighting off the advances of the two mares, but Pinkie Pie was nothing if not a "fighter." The lines of pain, when they rode across one flank, made all four legs wobble. Pinkie was hot enough that it didn't really hurt, and she was whimpering with the need for more.

The change to Pinkie was obvious to Midnight. She watched as Pinkie's forelegs folded, and she pressed her face down into the firmly packed dirt floor of the room. The sound of the flogger striking Pinkie's flank, as it whistled through the air in Rainbow's grip, drew a deep moan from Pinkie. "No-no." Midnight stepped up, focusing on her magic still stroking in and out of the submissive mare's rear. "Use your mane trick to tell us if you need to stop." Midnight wrapped new magic around Pinkie's face, shoving a short length of it into her mouth before clamping her snout around the intrusion.

Rainbow drew back and gave one more strike before her need to punish Pinkie subsided. "You are a bad Slut, you know that?" Her eyes roamed over Pinkie, and formerly soft and pudgy curves took on a whole new look. Pinkie was perfect, she was big in all the right places, and soft, and Rainbow just wanted to lean right in and nibble on her neck. A moment of mental fantasy later, and it struck home that she could. Memories of special class in school came back to Rainbow, and she knew what she had to do. "Get up, Slut."

The sharp sting of the flogger didn't come again. Pinkie floated in bliss for a few moments until the order sank in. With a groan into the tight gag—that she now adored—she desperately tried to get her hooves back under her. She met Rainbow's eyes for just a moment, and quickly looked down and trembled at the impulse to not meet those cerise depths, she knew it would be more punishment. "Mmmffmm?"

"Look this way, little Slut." Midnight expanded the magic around Pinkie's face, stretching it out into a bridle, wrapping around her head and securing it seamlessly to her. A loop of rein grew outwards, glowing with Midnight's azure magic. She tugged gently, encouraging Pinkie to look up and at her while Rainbow worked.

Giving a little growl and flapping her wings, Rainbow jerked herself upwards and landed as heavily as her light frame could on Pinkie's back. She shoved forward, memories of a much more sedate stallion in those sexual education videos replaying much faster. "You are MINE!" Rainbow shoved her hips all the way forward, and ground her belly along Pinkie's back until her target was within reach.

Pinkie's eyes rolled back in her head when Rainbow Dash sank her teeth into her neck, and she trembled in submissive bliss as her best friend claimed ownership of her. She couldn't pull away from Midnight, and she didn't dare move away from Rainbow.

"This won't do at all, will it?" Midnight tickled Pinkie's ear with a hoof, slowly stroking the soft flesh. "It isn't as good unless she really claims you, is it Slut?" Pinkie's head bobbed slowly, not wanting to test Rainbow's grip on her neck. "Rainbow, let me try something."

The words didn't sink into Rainbow's head at all, she was too busy living out a fantasy she had only ever dreamed of. Bucking her hips forward, using her whole body as a lever, she ground impotently against Pinkie's rear. When something tapped her on the shoulder, she let go of Pinkie's neck and felt herself snarl before even realizing it was Midnight. "What?"

"You haven't got anything to really claim her with." Midnight Sparkle's eyes twinkled, and she reached a hoof up to rub Pinkie's flank—right where the mare had been flogged. "I can help with that, it will be just like those toys over there," she gestured to a small array of harnesses for mares, "but it will fit perfect."

Rainbow's eyes widened as she realized what the harnesses were for, then she looked up at Midnight with a big smile. "Sure, I wanna plow that Slut for all she is worth!" A naughty giggle came from her throat, and she was in a little panic until she heard the other sound—a deep and needy moan from Pinkie. "What do I have to do?"

"Nothing." Midnight Sparkle released her magic in Pinkie's rear, leaving it to solidify for now. Her horn lit up with azure magic, and she began wrapping it around Rainbow Dash's hips.

"Hey!" Rainbow jumped at the first touch of the magic around her belly. She knew it needed to be done for what she wanted, and gritting her teeth she stood with her back legs slightly apart. The feeling was not unlike a paintbrush working over her fur, but everywhere it touched a thick black substance remained. The strokes came again and again, slowly covered her hips, udder, and even the base of her dock in the stuff. She groaned in happiness a moment when her tail lifted, raised forcefully by the "outfit." Rainbow was on the verge of complaining, but then she grew heavier. It was barely noticeable at first, but as the magic formed into a bigger and bigger shaft, Rainbow felt the mass hanging from her.

Midnight leaned against Rainbow's cheek, pressing her muzzle next to the pegasus' own. "I can have it fill you, if you want? A little enchantment and it will pleasure you while you claim her."

"Do it." Rainbow didn't hesitate, the idea sounded better than anything she could think of right there. Before her, Pinkie's back end was prominently on display, along with the thick base of the length in her rear. Rainbow's mouth formed an O and she squeezed her eyes closed as something parted her sopping wet vulva. She arched her back and pushed backwards as it claimed her much deeper than she had ever gone with a toy by herself. The mass seemed to stop, solidify, and reminded her in a very personal way what she was about to do to Pinkie. "Hey, Slut?"

Pinkie's bridle was tethered by the reins to the floor magically, but now with her mistress calling her name the incentive was there to fight it. Backing up a step, she narrowed her eyes and pulled with all the strength she could.

"Buck…" Midnight watched as the magical reins strained and drew thin. She was about to pour more power into them, but watched as Pinkie took another step backwards and ripped the magic free.

Pinkie shook her head, flinging the remains of the reins around her face. Turning, she looked at Rainbow, and dutifully lowered her head. With her eyes widening in surprise, Pinkie mere inches from the big shape hanging from Rainbow's belly.

"Turn around." Rainbow lifted her hoof to Pinkie's covered snout and guided it up to her own. Laying a kiss on the covered nose, Rainbow Dash firmed her resolve further. "Turn around, Slut, and offer yourself."

Looking into those commanding eyes for a moment, Pinkie let Rainbow's dominance fill her to the brim. Pinkie bowed her head and started to turn, not stopping until her back-end was aimed right at Rainbow Dash. The first she knew of Rainbow's plans was a sharp bite on her dock, making Pinkie squeal into her gag.

Rainbow jerked her head up and let go. "Get your tail up, Slut. All the way." She bit Pinkie's dock again, and when the tail was suitably raised she climbed up.

To the side, Midnight lay down on the ground, eyes locked on the big swaying shaft as it narrowed the gap to Pinkie's plot. When the big, flared tip kissed Pinkie's vulva, Midnight formed her magic up and started to work it into herself. "B-B-Buck her!"

Not needing any more encouragement, Rainbow shoved forwards with her hips, and sank the tip of the magical toy inches into Pinkie's clutching body. The shape in Rainbow's own vagina suddenly swelled up, and before she could get control of herself she pushed backwards, into the phantom lover.

Pinkie whimpered when Rainbow jerked the shaft free, but her mistress was quick to get it back in, and started her hips bucking. Each thrust lodged more of the toy in Pinkie, and she was howling into her bit in bliss. Pushing back, her forelegs gave out on her and she slumped down.

"Up!" Rainbow's voice was thick with commanding tones, and Pinkie was quick to follow. "Damn, Slut, you need to work on your posture." With a sharp thrust, she finally got far enough forward to grab Pinkie's neck again, and pulled hard.

The dull ache where the flogger had worked flared hot when Rainbow's thighs met Pinkie's flanks. Pinkie Pie lost all semblance of focus and gave into her orgasm. Claimed and taken by her friend, she bucked around under Rainbow like a wild thing, unable to hold still as her body felt lightning boil through it. Whimpering and crying into the gag, Pinkie held onto her stance as best she could while Rainbow worked her.

The bronco-ride stirred Rainbow up even more, growling against Pinkie's neck until she slowed down her antics. Even that calmness played to Rainbow's fantasy, as she imagined herself having fully tamed her friend. Like golden honey, the thought of breaking Pinkie had Rainbow bucking harder, and clamping down tight on the shape that felt huge inside her. "Buck…" She let go of Pinkie's neck and spread her wings.

Pinkie's eyes widened when Rainbow Dash climaxed. She planted her forehooves as best she could to stop the flapping wings from driving the pair of them into the wall. The hard, driving thrusts of passion sent her tumbling into a second orgasm, screaming into the gag and collapsing under Rainbow Dash.

Midnight groaned and worked the shape, watching the two mares rut wildly. The anger she still held for Twi was barely a dream in this place, and as her own wet release flooded her body, Midnight forgot it completely for several blissful seconds.

~~~~~+++++~~~~~

"P-P-Pinkie?" Rainbow Dash couldn't believe what they had done, and how amazing it had been. Even now, Pinkie's mane was as fuzzy and messy as ever and Rainbow had never seen such a wonderful sight. "Are you okay?" She felt full still, the magic toy still filling her and Pinkie.

"Hold on." Midnight couldn't work her legs, she was just too distracted and… happy. Crawling towards the pair, she reached out her magic and dispelled the toys in both mares. "There… oh, and your bridle."

"That was the best fun ever!" Pinkie shifted a little under Rainbow; even without the pegasus' toy inside her, she still felt so very happy.

"Yeah Pinkie…" Rainbow yawned and nuzzled down against her friend's neck. "You really know how to throw a party."

Author's Note

Midnight: When Pinkie comes over this evening, are you going to take the opportunity to run some 'experiments'? Maybe try to figure out that weird omniscience she seems to have? By the way, you are just adorable when you're confused.

Midnight Sparkle rolled her eyes. "The only experimenting that was going on was a pretty cool blue pegasus who found out a lot more about herself and her friend." She took a slow breath and focused her eyes down to points. "Maybe you need to learn some manners, or end up on my List."

~~~~~+++++~~~~~

So I do this "Ask x" thing, x can be any pony within the story. You can ask them anything and ~~I~~ they will definitely hopefully reply. Keep the questions appropriate to the age-rating of the stories and of course, ~~I~~ they will answer the best question(s) in the author notes of the next chapter. The more votes a comment has the more likely I will get it to the right pony to answer, try and keep it to one answer per post! ~~I~~ They will pick one question per chapter.

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