Twilight Sparkle: The Princess of Friendship With Benefits

by TheEveryDaySparkle

Rating: mature
Tags: Anthro, Main 6, Princess Luna, My Little Pony: Friendship is Magic, Comedy, Sex, Princess Celestia
Length: 31684

It appears Twilight is more connected to her title than she realized.

Twilight wakes up feeling strange. She takes her problem to Princess Celestia, who tells her that what she thought of as a simple fever is much, much more.

(Edit: Let me know if you'd rather I continued the story. I have more stuff planned out and I can use it. Three chapters just felt like the perfect way to end it.)

(Second Edit: I decided to continue the story anyway due to a plan someone mentioned in the comments. It was identical to my first plan for this story, and so I decided to go with it.)

Published 2017-07-11 13:40:05 UTC
Last updated 2018-01-13 17:42:55 UTC

A Strange Affliction

Twilight woke up feeling strange. Her body was hot all over, and she felt strangely sleepy. She believed it to be a fever, until she felt an odd tingling sensation in her nethers. She had no idea why whatever this was would be affecting there of all places, but she considered it enough of a reason to consult her books in order to get to the bottom of it. Especially considering that she'd never felt anything like it before. There had to be something in one of them that could help.

She sat up in bed and made her way to the bathroom, completing the daily routine and making her way through the halls of her castle.

Along the way she noticed just how weak this strange new occurrence made her feel. Her legs wobbled and shook and her body swayed from left to right with every step she took. Her stomach felt heavy, as thought it were weighed down by some invisible force, and the feeling in her nethers seemed to be a constant of the whole issue. The only good thing that this sudden illness seemed to provide her with was a strange feeling of comfort.

She felt at peace with herself and the world around her, as if nothing at all could go wrong today. She had no idea how a never before seen sickness could do that for her, but she would take what little gifts she could get.

"Hey, Twilight! Good morning!" Spike's cheerful voice reached her ears. Her body's reactions having been slowed to a crawl, it took her a while to turn around and give him a smile.

"Good Morning, Spike. How'd you sleep?"

"I slept great! I feel like a million bucks!" He then noticed Twilight's condition. "You on the other hand, don't look so good. Is everything alright?"

"I feel great! Better than i've felt in a while actually."

It was true. That strange feeling of comfort was still there, hanging over her like a euphoric haze. She felt drunk, or rather, dazed.

"If you say so, Twi. You hungry? I can make us breakfast."

Twilight shook her head. "No, I'm not hungry. You can go ahead and eat without me."

Spike was shocked. Twilight never skipped breakfast. Still, he was only an assistant. Who was he to question her dietary needs? Even so, he had to make sure, just to see if she was really okay.

"Are you sure? I'll make your favorite. Rose and cherry sandwiches." Spike knew that Twilight could never turn down one of those, so if she did, either something really urgent was happening, or something really was wrong. It was usually the former.

"Yeah, I'm sure. I've got some stuff to do anyway. I'll be seeing you later then. Good morning again, Spike."

And with that she was off, leaving Spike to wonder just what was so important this time as to get her to miss her favorite meal.

After her talk with Spike, Twilight made her way through the halls once more, her mind filled with possible scenarios as to what this strange issue could be.

"My stomach still hurts. Could it be a virus? Did I eat something bad? No, that wouldn't affect my...well my vagina. It has to be something else. Maybe, an adverse affect of a spell? I did try that one high level spell yesterday... Did it take more of a toll on me than I thought?"

Twilight kept running through the possibilities of what this could be. There had to be something she could do. She was so engrossed in her thoughts, that she didn't notice that she had veered clear off the path made by her red velvet rug, and was headed straight for a door.

"But an adverse reaction wouldn't have any sort of positive effects to speak- ow!"

She hit the door horn first and stopped, cradling it in her hands as if to soothe the pain she felt.

When she was done, she looked up from her previous view of the floor to see that she had bumped into the door of the library. She chuckled to herself. She had gotten here before she even realized it.

"Wow. Even when i'm not paying attention, I can still find the library. Maybe I am a bit of an egghead."

Twilight smiled at the joke she made, having taken it from Rainbow, who used it as a sort of pet name for her. She loved how close she was to her friends.

"Wait. The library. I can find out what this weird feeling is now. Or at least, I hope I can."

She stepped inside and began her search.

"Oh come on! There's nothing here at all about this kind of thing!"

It had been a whole hour since she began her search and she had yet to find a single thing that could solve, or even give her a hint about, her problem.

"Ahh..." She sighed. "At this rate i'll have to ask Princess Celestia for help."

With that in mind she stood up, walked out of the library, and made her way out of the castle and into the outside world.

"I just hope she's not busy."

She readied herself to take off in the direction of the castle. She tensed her muscles, bent her knees slightly, flexed her wings, and stopped just as she jumped into the air, causing her to let out a fearful scream as she plummeted to the ground, followed by a loud "Oof!" as she landed on her stomach, adding to the uncomfortable feeling that was already present.

"Owww, I thought that my stomach pain had disappeared." she groaned as she picked herself up off the ground before dusting herself off. In truth it had. And it had stayed that way until her muscles tensed, at which point it had returned in full force. But there was also...something else.

She could've sworn she had felt it. A slight change in the way her wings moved. As if something had disturbed them.

There was also another problem. Well, not really a problem. More like a feeling. It had happened when she flapped her wings that first time, and was the real reason why she had fallen. A slight tingle in her nethers, just like before. This too, had disappeared when she was busy in the library, too focused on finding a solution to the problem to actually pay any real attention to it.

She decided to test it out. She got back in her previous flight position, but she didn't take off. Instead, she flapped her wings, not too hard, in case the feeling came back too strongly and made her collapse, but not too softly either, in case the feeling didn't register in her body at all. She was trying to pinpoint exactly when the tingles started, and how exactly they felt when they affected her body.

She flapped and flapped, ever so often feeling a slight tingle. Each time she did, she flapped her wings a little harder, trying to make the feeling more noticeable.

She eventually got where she wanted to be. The feeling was coursing through her body like wave upon wave of adrenaline. It felt so good.

It felt really good.

It felt too good.

'Oh no. This is starting to get out of hand. It feels too good. I can't stop.' Twilight thought as she started panting heavily. The feeling her wings gave her made her body shiver and shake with pleasure. So much so that she felt as though she could reach her climax from this alone. No matter how much she told herself she had to stop, she knew she wouldn't be doing that for some time. But she also knew that she had to end it eventually, and so, much to her displeasure, she ended her self induced 'play time' and headed back into the castle. Seeing Celestia would have to wait. She was exhausted.

She opened the castle doors with her magic and walked inside. She was surprised to find Spike waiting for her at the door.

"So, did you finish whatever it was you had to do?" he smiled at her. A smile she was currently too startled to pay any attention to.

"Ahhhh! Spike! You nearly gave me a heart attack!"

the dragon scratched his head nervously. "Ehehe...eheheh...um...s-sorry, Twilight..."

Twilight looked down at her number one assistant and friend. "It's okay, Spike. Just...don't scare me like that."

"Will do, Ma'am. Or rather, will not do."

Twilight gave a light chuckle at that. "Oh, Spike..."

The alicorn Princess sighed in contentment. That strange feeling was gone, and she felt fine. She would miss doing that thing with her wings though.

She was about to go back upstairs and take a nap, when a sudden thought occurred to her. She still hadn't eaten breakfast.

"Spike, I think I will have breakfast after all."

"Rose and cherry sandwiches?"

"You know it."

"Coming right up!"

After breakfast, and Twilight's nap, they spent the rest of the day with her friends, strolling around town and talking and laughing and just having a general good time. Little did Twilight know, her problem was not so easily solved.

Desires

When Twilight awoke the next morning, she immediately recognized the same symptoms from yesterday. Her illness was back. And it seemed to have come back with a vengeance. It had gotten even worse.

Her mind was foggy, she was sweating all over, and her chest felt as though someone had dropped a boulder on her and left it there. Not to mention the burning in her nethers was driving her crazy.

She felt so dizzy. It seemed the feeling of comfort from before was only temporary. She needed to get to the bottom of this, and fast.

But first, she needed a bath. She sat up, got out of bed, and made her way on trembling legs to the bathroom.

She took note of how her nethers pulsed with each step she took, sending waves of pleasure flowing through her body once more.

When, after what seemed like forever due to her sluggish reactions, she finally made it into the bathroom, she grabbed a towel, placed it on the sink counter, turned on the water, and made quick work of her nightclothes, stripping them off and setting them to the side to join her towel on the sink.

While waiting for the water to warm up, she took some time to get her bearings, and get a look at herself in the mirror.

She was a mess. She had bags under her eyes, a major case of bedhead, her skin felt clammy, and, worst of all, the sweat on her body was making it very hard not to notice how cold it was in her bathroom.

The only good thing about all of this was that, despite her current appearance, she didn't feel tired at all.

It seemed that the feeling of comfort had gone, only to be replaced by a feeling of invigoration. She felt so refreshed. In fact, she had so much energy, that she had to stop herself from jumping into the air and shouting in excitement.

She put her hands on her hips and gave a slight smile, giving herself another good once over in the mirror.

Twilight had always been rather attractive. The sink hid most of her more...private assets, but from what she could see of her upper body, she was stunning.

Long dark purple hair framed an immaculately perfect hourglass figure, complete with a pair of double D sized breasts that bounced as she twirled in place and stopped, giving herself a good view of her rather round behind.

She had never realized just how hot she was.

She gave her rump a playful slap and giggled to herself as she thought, 'There's no way I look this good.'

Her fun over, she made her way into the shower, grabbing her washcloth off the rack and proceeding to rid herself of all the sweat she had accumulated while asleep.

Spike walked the halls of the castle, a grin on his face and a pep in his step. He felt wonderful. He had no idea what it was that was making him so cheerful, but he didn't want it to stop.

For once in his life, he had finally woken up before Twilight, who usually beat him to the punch and had breakfast already done and on the table when he woke up.

He had to say though, he missed the smell of her cooking already. It never failed to make his mouth water.

But now, it was his turn to beat her to the punch. He had already taken care of everything he needed to do when he woke up. He had completed the daily routine, taken a shower, and the food was prepped and ready for whenever Twilight decided to come down.

Come to think of it, where was she? She would usually be down here by now.

Was she sleeping in? No, that couldn't be. Twilight was all about punctuality, even when waking up.

'Unless...' Spike thought a moment, putting a claw to his chin.

Was something wrong? Did she not feel well? 'There was that time yesterday. She was acting weird when I said good morning, so that could be it. But when she came back from her trip she said she was fine. What could it be?'

He decided to go and find out for himself.

He made his way through the halls to Twilight's room, a determined look on his face. 'Let's see, her room was...Ah!'

He looked up as he walked, taking in a rather long stairway leading up to Twilight's room.

'Ugh, I hate stairs...' He thought before making his way up them anyway.

When he finally got to the door, he was all but exhausted. He lifted his head, took a deep breath, and glared at the stairs before turning his attention to the door.

"Alright Twilight. I hope you're doing alright in there."

With that said he opened the door slightly, and immediately noticed a rather distinct smell.

'Is she in the shower?' He thought, all worry evaporating in that one instant. But then, just as it had dissipated with relative ease, it returned in even greater measure, as a sudden realization hit him square in the face.

'Wait. She's in the shower! That means right now she's...!'

He had to shake his head to stop his mind from conjuring multiple obscene scenarios about Twilight in the shower, however, he could not manage to stop the blush from forming on his face regardless of how hard he tried to hide his shame.

He also took notice of a slight...problem down below. He removed his hands from his face, where they had been placed only moments before, and stared down in fear at the steadily growing bulge in his pants. Shame gripped him like a vice, and he remained rooted to the spot, unable to move for fear of it being in the wrong direction.

'If I make one wrong move, I might not be able to stop my self from peeking on Twilight!'

And so there he stood, too scared to move even a single muscle out of place. He was like a statue, frozen in time, stuck in this one moment for all eternity. At least, he was until...

"Spike! What are you doing here?!"

At the sound of that voice, his blood froze along with the rest of him, rendering him, well and truly, a statue. Now all he needed was someone to come along and break him into a million, guilty pieces.

And along it came. Through his numbness, he felt two fingers pinch his cheek, shattering his frozen state and allowing him to move freely again.

He managed to hear what Twilight said this time. "Hello? I asked you what you were doing in my room."

Well, she doesn't sound too angry. He lifted his head to respond to her, and was presented with two of the biggest melons he had ever laid eyes on.

He panicked and tried to step back, but tripped and fell on his bum.

He looked up, getting a full view of Twilight in all her glory. She was bent over him, looking down on him with her hands on her hips and a frown on her face. Her breasts bounced as she straightened up and fixed him with a glare.

"Spike! Answer me!" Twillight lit her horn, and used her magic to lift the dragon off his bum, and onto his feet.

When the magic dissipated, Spike, once again, looked up at Twilight. She was twice his size and could easily beat him to a pulp if she wanted. Not to mention she had magic. She could do all kinds of things to punish him!

He gulped, and turned his head toward the door, preparing to run for it when...

"Oh no you don't!" Twililght lit her horn again, and before he could even get a single claw out of place, he was enveloped in a purple veil of magic and lifted into the air, where he hung, defeated, waiting for his inevitable punishment to be enacted upon him.

But to his surprise, it never came. Instead, he was levitated through the air, and set down gently upon a cushion. The purple veil faded and he looked up at his surrogate mother in confusion.

"There!" Spike flinched at how loudly she spoke, still wary of any punishment, coming his way.

"Relax Spike. I'm not going to punish you."

This seemed to ease the dragons fears, as he smiled up at her.

"Better? Good. And now that we've all calmed down, Let me ask you again. What were you doing in my room Spike?"

Twilight sat down next to him on the bed that the cushion was on.

Finally, after what seemed like years, Spike spoke up. "I...thought something was wrong." He looked away from her as he said this, a blush staining his cheeks once again.

"I had just finished making breakfast and I was walking the halls when I realized you hadn't come downstairs yet, and I got worried. I thought you had gotten sick or something, and so I wanted to come check up on you. I came upstairs and then...and then..."

"and then I found you in my room?" Twilight finished for him.

"Yes!" Spike exclaimed as he began bawling like a baby, despite being well in his teens. When he finally finished, he looked up at Twilight.

"I'm sorry, Twilight. I...I just..."

"Aww, its okay, Spike. I understand. I shouldn't have gotten upset with you. You were only worried about me, and I snapped at you like that. I should be apologizing to you."

Twilight came closer to Spike and hugged him tightly, unwittingly pressing his arm in between her breasts.

Spike, too distracted by her assets to cry anymore, forgot his sadness and tensed up, trying his hardest not to lose control of himself. He just got free. He didn't want to do anything that would cause him to get punished anyway. That being said, the bulge in his pants, having returned after being driven away by Twilight's anger, was back, and it was getting really difficult to hide it.

This fact was further proven when Twilight, having noticed her friend's odd behavior toward her hug, grew worried and asked,

"What's wrong, Spike? Maybe I should be the one worried about you?"

She got off the bed and bent down on one knee in front of him, placing a hand on his forehead to check his temperature.

"Oh no... Spike, you're burning up."

'I can't imagine why...' thought Spike, rolling his eyes despite the fact that his boner was still raging.

"I think you have a fever!"

'Oh, i've got something, but it's not a fever.'

But then, Twilight came even closer. She lifted up just enough so that she could look him right in the eyes. "Your cheeks are flushed too. You really do have a fever. This is bad."

But then she felt it. It was for the shortest of moments, but she was sure she felt it. She had lifted her hand away from his thigh for only a second, and placed it in his lap so that she could come closer.

Then she felt the bulge in his pants.

"Um..Spike? Are you...alright, down there?"

Spike rolled his eyes again. "No, no i'm not."

Twilight was shocked. "Was this...because of me?"

Spike simply nodded.

"Oh my gosh, Spike, I'm so sorry! I didn't know you were like this because of me."

Then, a sudden thought came to Twilight's mind. She had no idea where it had come from, and she couldn't believe a thought so vulgar would even dare cross her mind, but it was a thought nonetheless. One she wanted to voice, no matter how much her morals protested.

"Would you like me to um...'help' you, Spike?"

Everything went silent. For a moment, not a sound could be heard. It was so quiet in fact, they could hear each other's breathing. For the longest time they simply stared at each other, both unwilling to believe the words that Twilight had just let slip from her mouth.

On and on it went, until Spike gave a sheepish grin, scratched his head, and said, "S-Sure, Twilight. Go ahead."

And ahead she went. Without any further hesitation, she unzipped his pants and pulled down his underwear, revealing his cock in all its glory. She stared at it, her mouth slightly open as she examined the grand specimen of dragon meat before her.

Spike was surprised at her eagerness. It was as if she'd been waiting for this for a long time, and was just waiting patiently for his okay.

Twilight was surprised at herself as well. She couldn't believe what she was doing. Here she was, staring down nine whole inches of rock hard flesh, just begging to be sucked on like a lolipop, and she couldn't get enough. Just how long had she been waiting for this for her desire to be so strong? She knew that she had sometimes thought of Spike in this way, but she always denied it, saying that they were friends, and that he was her assistant.

But there was something else. The burning in her nethers had increased exponentially, to the point where simply being close to Spike's dragonhood was making her wetter than a pool in summertime, and the weight upon her chest had increased in much the same way.

were these feelings....these desires, a product of her illness? It didn't matter either way at this point. She wanted a taste of her dragon. And she was going to get it.

Without wasting any time, she opened her mouth, enveloping Spike's cock with it and sucking as though she were a black hole, threatening to suck him and everything else along with it, into oblivion.

Spike tensed up once again His eyes rolled to the back of his head, and he threw his head back in pleasure as he felt her begin sucking him off.

"Oh, how are you so good at this?" Spike asked, even though he knew she couldn't answer.

To be honest, Twilight didn't know how she got so good. She was just acting on instinct. She had surely never done anything like this before, so it was a mystery to her how she could be experienced in any sex act whatsoever.

The thought confused her, but she kept going anyway, wanting nothing more than to taste his cum. She would swallow it all and then make him plow her into next week. This was going to feel so good.

About five minutes later, Twilight began to feel little telltale signs that something was coming.

Sure enough, a moment later, Spike said, "I'm...I'm cumming, Twilight."

And cum he did. Spurt after spurt after powerful spurt gushed into her mouth and filled it to the brim. It was almost too much to swallow, but somehow she managed, and finally pulled her mouth off of his cock, choosing instead to get up onto his lap, and place it just below her waiting pussy.

Spike had a sudden moment of clarity. "Wait! Twilight what are you doing?!"

Twilight's eyes were dull and dazed, but she still managed to gather enough coherent though to answer his question truthfully. Even in her dreams she would never lie. To anyone. Especially not someone she wanted to have sex with.

"It's alright Spike. I want this. I don't know why, but...I've always wanted this. To be one...with you."

Spike thought on this a moment. He smiled. To believe she wanted him as her first time. "Well, if this is what you want."

"Thank you , Spike."

With no further ado, Twilight lowered herself down onto his cock. The feeling was indescribable. Not even the tip was in, and she could feel herself getting close to climax. But, she had to hold it in. She wanted him to feel pleasure to after all.

She continued to lower herself onto him, her womanhood stretching as his throbbing cock entered her.

She felt something tear, and her eyes filled with tears at the pain she felt. She shut her eyes. "Did my...hymen just break? Oh god the pain..."

But she continued to lower herself, all the way down until he was all the way inside. Then she just remained there, riding out the pain until it ended.

When it finally did, she opened her eyes and saw Spike, struggling to maintain his composure as he fought to keep from ravaging her.

"It's okay, Spike." she said to the little dragon, who looked at her with an unsure expression.

"It's alright, I promise. You can move now. Here, i'll even do it for you."

She began moving her hips back and forth, side to side. The pain had long since gone, only to be replaced by pleasure the likes of which she had never known in all her life. Her womanhood quivered and tightened, clenching and releasing his cock as she rode him like a race horse.

Given the okay by Twilight, and driven to overwhelming heights of pleasure by her ministrations, Spike let go of all hesitation as he sat up, grabbed her arms, and began pounding away inside of her.

His eyes were closed, and when he reopened them, his eyes glowed green. His dragon's greed, or rather lust had appeared. Twilight could see that he had wanted this as well.

As Spike rammed into her, Twilight felt overwhelming pleasure spread throughout her body. It was too much for her to take, what with everything that had already happened and now this.

She came. She came so hard she screamed at the top of her lungs and then some. That felt great. She wanted to feel more of it. She wanted to cum some more.

Good thing Spike wasn't done. He continued ramming her, over and over. From the front, from behind, even upside down and sideways. He wanted this just as much as she did, and he was not about to let her go until he came.

And cum he did. Shot after shot of his white sticky love fluids filled Twilight to the brim once again, and it wasn't too long until Twilight followed right after him.

But they didn't stop there. They kept at it all morning until they both passed out from exhaustion.

If nothing else, Twilight knew one thing. Things were going to be very interesting from this point forward.

Explanations

The next morning, Twilight woke up feeling very well rested. She immediately noted that she felt very good. She felt very similar to how her strange illness first made her feel. Content and happy. But unlike then, there were no negative side effects. Her stomach was just fine, her mind felt clear, and her nethers had finally settled down.

'I feel better now. My illness must be gone. But, what cured it? Was it...?'

She looked to her side to see Spike slumbering away right next to her. She suddenly remembered what happened last night, and blushed furiously.

'Oh no! I gave Spike my...! He took my...!' After a moment of flustered embarrassment, she looked back at him and smiled. She kissed his cheek.

"...He took my virginity..."

Twilight watched him sleep for a while.

'He really is a cute little dragon, isn't he?'

After a while of watching him sleep, Twilight was surprised to hear him finally stirring from his slumber.

"...aauugh... I feel so tired..."

Twilight smiled and said, "Good morning, Spike!"

"Ahhhh!" Spike nearly jumped out of his skin.

"T-twilight!" Spike said, jumping out of bedand looking at his friend. He looked around and said, "Why are we in your room?"

Twilight said nothing. She blushed.

"No... It couldn't be! Don't tell me we actually...!"

Twilight again said nothing, but blushed harder, Twiddling her thumbs now.

"Oh. My. Celestia. That means I took your-"

"It's fine, Spike." Twilight cut him off, but then she blushed again. "I've always wanted to give it to you."

"R-really?" spike said, astonished.

"Really!" Twilight smiled back at him.

Spike lay back down in bed, staring up at the ceiling, a smile on his face. "It sure felt good though."

"It sure did."

Spike looked over at Twilight to see her grinning.

'Last night must have been some party to make her this happy.' Spike thought as he grinned back.

"So, Twi? Breakfast?"

"Of course, Spike. Thank you."

"No need to thank me. I'm your number one assistant after all."

Twilight got out of bed and stood up, turning to look at Spike, who did the same. "You're not just my assistant anymore Spike."

Spike looked confused for a second. "I'm not? Then what else am I?"

"You're my number one lover too!"

All was silent. And then, after what felt like hours, they both blushed.

"Um...yeah...right." Spike said, scratching his head nervously.

"Um...Spike?" came Twilight's voice, breaking through his embarrassment.

"Yes?"

"Breakfast?"

"Oh, right! Coming right up!"

Twilight giggled as she watched him leave. Her lover could be so cute sometimes.

But then it hit her. Spike was her lover now. What did that mean for their relationship? Would Spike not want to be her assistant anymore?

She shook her head and put those thoughts to the side for now. She had breakfast to eat!

But, as she left her room to follow spike to the dining room, she suddenly realized she was forgetting something important.

'I still need to see Celestia about my illness!'

She quickly looked around her room. She needed to take a shower again, after what happened last night she smelled like sex. And although she liked it, because it reminded her of Spike, she knew other people wouldn't.

She quickly went through the daily routine, with a few added points to make up for time, and spent the rest of the time until breakfast searching for something to wear when she visited the castle.

When she finally found it, she made her way downstairs to the dining room, where she saw Spike, who had just finished making her favorite Rose and cherry sandwiches.

"I hope you made a lot of those Spike, because we're going on a little trip."

Spike looked confused again. "Of course I did. A trip? Where?"

"To Celestia's!" Twilight flared her wings and flew towards the basket he put on the kitchen counter. Snatching it up along with Spike, she flew out of the castle and made her way towards Celestia's own castle in Canterlot.

ONce there she touched down upon the front steps of the large mountainside structure and knocked three times, eliciting an instantaneous, almost automatic response from the two guards posted at the door.

"Halt! State your business!" The guardsmen stated together. They both examined her. They stared all the way from her feet to her face, Then it hit them.

"Oh! Princess Twilight!"

"Yes, it's me. I thank you for being so good at your jobs, but could you please let us in?" She gave them a nervous smile.

"Of course, Princess!" With that, they let her in, allowing her to walk the halls of the castle.

Twilight had expected Celestia to have heard her knocking and to already be at the door. 'Huh, must be a pretty big place for them to not have heard me. Not that I didn't know that already of course. I can be so silly sometimes.'

She smiled to herself as she made her way to Celestia's chambers on pure autopilot. She didn't even have to pay attention to get there. Just like before, with the library, she was so used to this place that it was like a second home.

Once there, she looked up at the door. The grand chamber doors that she had been through so many times before suddenly seemed so terrifying once she remembered what she came here for.

After being dragged around for nearly the entire trip, Spike finally decided to speak up. "So, what are we at Celestia's for?"

"You'll find out soon enough. I promise." came Twilight's reply.

"Aww, come on, Twi! I just got dragged, by my tail I might add, all the way out here! What are we doing? Please tell me."

Twilight turned to her lover with a serious expression on her face. Spike suddenly felt a horrible sensation crawl up his spine.

But that sensation faded as her expression softened. "I'm sorry, Spike. I know I dragged you here without letting you know why we were coming, and you deserve to know. I just couldn't tell you what was happening to me because I didn't know the answer to that myself."

"So something was going on with you! I knew it!"

"Exactly, Spike. And that's exactly what we're here to find out about. I need to find out what this is so I can fix it. And to do that i'm going to need to talk to Celestia. So please, wait until we get inside?"

Spike thought about it for a moment. "Oh...alright, I guess I can wait a little longer."

"Thank you so much." She walked up to Spike and kissed him deeply. "My lover." She batted her eyelashes at him, causing him to blush.

With that done, she walked up to the doors, all fears forgotten, and knocked three times, just like with the front door.

"Come in, Twilight! It's open!" came Celestia's voice.

Twilight was a little shocked, but made her way inside her former teacher's chambers. It brought back so many memories to be back here after all these years.

"How did you know it was me princess?"

"Besides Discord and Cadence, you're the only one who ever visits me anymore."

"What about my brother?"

"Cadence and Shining Armor are a package deal, Twilight."

"Then What about Discord?"

"I just got done speaking with him the other day. The only one left was you. And it was only a matter of time before you came along as well."

"You did? But what could you and discord possibly have to talk a-"

The blush on Celestia's face told Twilight everything she needed to know.

"So, Twilight. What was it you needed to come and talk to me about?"

"How did you know I had a problem?"

"How long do you think i've known you Twilight. I'm practically your mother. And I can tell when my daughter has a problem. Now sit down and tell me all about it."

While Celestia's tone of voice did indeed make her feel like a little filly again, it actually made Twilight feel more comfortable. She liked having an authority figure around. Being one herself made things very hard for her sometimes.

"Well, you see. I have this problem...with my body."

"Your body? Whatever do you mean, Twilight?"

"I believe it to be some sort of an illness."

"An illness? Have you felt unwell recently?"

"Yes. You see, Princess."

"Ah, ah, ah. Call me Celestia now, We're equals now remember? Friends? Although I considered you a friend a long time ago."

"Yes, well, Celestia. Over the past few days, I haven't been feeling right."

"Is it a bad feeling?"

"Well, yes and no. I woke up a few days ago feeling really hot for some reason. My stomach felt uncomfortable and I thought I had a fever, until I noticed that I also felt...horny."

Celestia nodded. "Yes, yes. Continue."

"Right. Well, Despite all that, there was this feeling of...rightness in it. Like this was a good thing. I felt...comfortable. And then the day after that, I thought it had gotten worse."

"Worse, how, exactly?"

"Well the stomach pain was still there, but there were other things too. Like, my mind was clouded, my chest felt heavy, I was sweating from head to toe, and the feeling of comfort I had the day before was gone. That and...I was even more horny. Oh! And, I was acting strangely. Doing strange things."

"I see. When you say strange behavior, how do you mean?"

"Well, I was starting to notice things about myself that I hadn't before. Like how attractive I was to myself. Before now I had never noticed my own body in this way."

"About time you did. I've been telling you you were gorgeous for the longest time." Celestia commented, chuckling to herself.

Twilight on the other hand, did not laugh. "Oh come on, Princess! I'm serious!"

"Alright then. I'll forgive you for calling me by my title again, if you can tell me what's going on."

"Sorry, Celestia."

"Its fine, Twilight. Now continue."

"Yes! Well, Um...I...um..."

"Come one Twilight. You can tell me everything that's on your mind. You know I won't judge you for anything."

"Yes, Thank you, Celestia." Twilight gulped.

'Well, here goes nothing.' Twilight steeled herself and looked directly into her former teacher's eyes.

"Spike and I...had sex."

Celestia's chamber was silent. The tension was so thick you could cut it with a knife. Not that Celestia felt it, and if she had, she certainly didn't show it. As Twilight watched her, she calmly sipped her tea, as though Twilight hadn't said anything. Then, once she put the cup down, she wiped her mouth with a napkin held in her magic, and said,

"I see. So it's finally happened has it?"

Twilight was stunneed into silence. That is until she said, "WHAT?!"

Celestia looked confused. "What? Whatever is the matter Twilight? Is this not a good thing?"

"No! It's not! I just had sex with one of my best friends Celestia! I'm confused! I'm at a loss for what to do. I don't even know if everything will be the same after this..."

Celestia finished her tea and focused all her attention upon Twilight as she spoke her next words. "That is natural, Twilight. Expecially given that it is that time of year for you."

Now it was Twilight's turn to be confused. "What do you mean, Princess?"

"I mean, Twilight Sparkle, that you are experiencing a special moment in every alicorn's life. A time when they are at one with that which makes them special. Every alicorn experiences this, and I've been waiting for the moment when you would finally get to experience it yourself."

"You've been...waiting for this?"

"Yes, I have. You can't imagine how much it means to me that I get to watch your magic grow to new heights."

"My...magic?"

"Allow me to explain. It is a right of passage of sorts. You are aware that every alicorn, save for myself and Luna, control some form of abstract force, are you not?"

"Yes, I am aware."

"Good. That makes this easier."

"Makes what easier?"

"I control the sun, and Luna controls the moon, but our powers do not stop there. I gain more power when the sun is up, and Luna gains more when the moon is out, I can control the sun's output and affect the growth or otherwise of plants in the fields, and I can even burn the entirety of equestria too a crisp should I deem it necessary. Luna can control the moon and flood the entirety of equestria should she see fit to do so in my place. I can dry out a person's body with a single finger. My sister can even induce nightmares, or even make them a reality.We can even travel back and forth through time, but that comes with dire consequences that even we aren't arrogant enough not to fear

Celestia lowered her voice and spoke in a whisper as she said her next words. "And as an added bonus, we can tell time without clocks, or any time method"

"Cadence fosters love in ponies and helps it to grow. She can cause relationships to form with a flick of her hand, or cause them to fail with a single foot stomp." She can sew seeds of mistrust and jealousy, greed and anger across all of equestria in a single night, completely destroying it without having to lift a finger. Well, maybe one, but that one finger will control the flow of everyone's emotions from that point forward. But there is a very delicate balance that must be maintained in the realm of emotions, or she could potentially drive someone insane, or force them to kill themselves. She can sustain herself off of love alone. I think she has been doing that anyway, what with Shining armor and the baby and all. And before you ask, Twilight..."

Celestia stopped her explanation to prevent Twilight from asking the question she knew for a fact she was about to ask.

"No, she is not a changeling." Another whisper. "And I heard she's great in bed too."

Twilight sighed in relief and slight embarrassment as Celestia continued. "Oh how wonderful this is. I can't wait to see how your powers will manifest. I imagine they'll be similar to my sister's or Princess Cadence's."

How would you know, Prin- Um, Celestia?"

"I would know Twilight, Because you are the Princess of Friendship. Friendship is a powerful magic all in itself Twilight. Oh the possibilities. You could create and or rip apart any friendships you so wish. Make them stronger or weaker according to your will. The perfect tool for revenge. You could induce absolute loyalty in others, and create a veritable army of followers, ready and willing to follow your every command. You could gift someone with courage, or wisdom beyond their years, or give someone the tools they need to ruin someone else's life. You could enter daydreams and help people with their problems. Or turn them into something more...interesting. Cadence has more access to this powr of course, but you could even feel the various emotions of others and even hear their thoughts depending on how close you are to that person. But there is one great weakness that you could possess."

"And what is that princess?"

"For the Powers of the Princess of Friendship to work, she must have friends of her own. It is a countermeasure against the misuse of their powers."

"But then, what is the countermeasure against your powers, Celestia?"

"That...would be you, Twilight."

"Me?"

"Yes, you and all the other princesses could destroy us should we get out of hand." Celestia said tjhis as though it was the easiest thing in the world for Twilight to destroy her former teacher, should the need arise.

"Well this is all well and good, Princess, but what does all this have to do with Spike and I having sex?"

"Oh that? Simple. Until you adjust to your powers, you will feel a strong desire to be 'friendly' with all those close to you. It's sort of like a hyper-strong aphrodisiac created from your intense love for your friends. I know you've always wanted to have sex with them, Twilight. You just couldn't let yourself believe it because of how close you are. Its your bodies way of telling you to embrace those feelings."

"Oh really? Because I thought I was in love with Spike. He even took my virginity."

"Oh, really? Well, I can't say you didn't love him, and i'm sure he loves you, otherwise it wouldn't have happened, but you're going to need more than Spike to tide you over eventually. I guess your number one assistant is going to have to make room for a number two, and three, and possibly four! Oh! And nice going Spike! I've wanted to do that for years!"

All was quiet as the two digested what had just been said.

"Celestia, are you saying you've always wanted to fuck me?"

"Fuck is a strong word but, yes, essentially. I would always imagine us rutting like beasts in heat!"

"Okay, I think i'm going to go lay down when I get home." Said Twilight, stunned.

All Spike, who had been quiet for the longest time, could say was, "Thanks, I guess?"

"Hey wait, Twilight! Before you go." Celestia said, as Twilight was getting up. She turned around.

"Yes?"

"Wanna have a round in the sheets? I could show you why they call me sunbutt."

At that, surprisingly everyone laughed, and then Twilight said the one thing that no one ever thought she would say.

"Sure! Let's all fuck! It'll be a three way!"

A slamming sound could be heard as everyone turned to see that Luna had burst out of her own chambers, looking furious.

"Do you know , how long, I've had to listen to you three go on and on about sex and fucking?"

Twilight tried to save them, until Luna said, "And you didn't even invite me?"

A collective "Um..." sounded from everyone present. Luna smirked.

"Make it a four way."

The Four Way

"But, i've never had a four way before." A nervous voice could be heard as a purple alicorn princess stood in between her white and navy blue counterparts, looking frantically from one to the other.

"Twilight, you also never had sex before your night with me. You'll be fine." said another voice. Spike, the only male in the room, had spoken up from his post in the doorway,

"But what if..."

"What if what Twilight?" came the voice of the white alicorn to her right.

"What if i'm not good enough?"

Celestia smiled, coming up to her former student.

"You'll do just fine, Twilight. I guarantee it. After all, you have Spike's seal of approval, don't you?"

Twilight blushed at this and looked away. "But what if...something happens?"

Celestia gave a light chuckle. "Twilight, do you really believe that I would let anything, anything at all, happen to my most precious student?"

As she said this, Celestia hugged Twilight close to her, whispering the words into her ear.

Twilight moaned slightly at the tingling feeling she got from Celestia's breath tickling her ear.

"...No..."

Now it was Luna's turn to speak. Having grown impatient, she said, "Okay! Now, with that out of the way. Let's get naughty!"

"But how will we do this?" Twilight said, still just the slightest bit nervous. "I'm not well versed in this sort of thing."

"Twilight, we just talked about this." came Spike's voice.

"I'm afraid that that's not quite what she means Spike. She's talking about whether or not we should take turns, or go all out as one."

"I propose we take turns. I want a taste of Spike's dragonhood. I'm actually quite jealous that Twilight got to him first." said Luna, with a slightly far away look in her eyes, as if she was remembering a dream long lost.

"Ah yes. but we've never been as close to him as Twilight has. It was only inevitable." came Celestia's voice, in much the same way as her sister's.

"Um, if we're gonna do this, can we get started please?" came Spike's voice from behind Twilight.

"Oh? Is someone a little eager to get started?" said Luna. "Well then, follow me, little drake. I'll give you what you want and then some."

She went over to him and grabbed his arm, pulling him along with her to the left side of their rather large bed.

"Well, we can't let them start without us, can we Twilight?" said Celestia, doing much the same thing to her that her sister did to Spike, albeit in a more relaxed manner.

All four individuals were naked within moments , staring each other up and down, each admiring the other's body.

Twilight decided to voice her opinion. "Wow, Celestia. You're so beautiful."

"Thank you so much Twilight. I must say, you're rather stunning yourself. Gorgeous. I'd expect nothing less from my most treasured student and friend."

With the pleasantries out of the way, there was nothing left but to get started. Celestia turned over until she lay on top of Twilight, and then hoisted herself up to look her in the eye as they got started. "You ready?"

She was. She was oh so ready. She had been ready for this moment for a long time. She'd be lying if she said she hadn't wondered what it would be like to have sex with Celestia one day. She imagined the feeling to be glorious. She could already see that the solar princess had a body befitting her status, and she could only wonder how it would feel to touch it, to have it pressed against her own, to caress it, to taste it. It was a grand feeling to know that she would be getting her chance today.

Spike on the other hand, was in complete and utter shock. He had no idea Luna was so attractive. He had never seen her as a woman before. He had always seen her as a princess. As a figure far above his own status in society. But seeing her now, like this, naked and exposed before him. It was almost too much to handle. He must have been spacing out, because Luna spoke up.

"Spike? is something the matter? Do you not find me attractive? Would you prefer to join Twilight and my sister? I am perfectly content to watch you know."

Spike snapped out of his daze to see her looking up at him with a worried expression.

"Oh, no! Not at all, princess! It's just...I can't believe this is happening."

Luna thought for a moment. "Yes. I suppose it is a bit overwhelming. It's not everyday one gets to bed a princess. Here, how about this then?" She turned over and bent down, lifting her ass high into the air. "Doggy style. you may have your way with me however you wish from behind until you feel up to the challenge of taming a princess head on."

She looked back over her shoulder and winked at him.

Twilight had begun breathing heavily. She didn't know why, but she suddenly felt very hot. She thought it was her powers reacting again, but when she asked Celestia about it, she said it wasn't. She had made a test out of it and said that if Twilight could figure it out within five minutes, then she would get a special present from her former teacher.

Twilight was currently in the process of trying to earn that kiss by coming up with as many scenarios as she could.

'If it's not my powers, i could just be horny. But no. It wouldn't have gotten this bad this quick. I'm about to burst just sitting her staring at her body. Is she doing it? But how? Is it a part of her magic? What spell could she have that does something like this?'

Celestia could see that her student was getting close to the answer, and she would have let her get it on her own, but she had her needs too. She wanted to fuck just as bad as Luna did, even if she did hide it well. She decided to tell her.

"It's natural Twilight."

Twilight was broken out of her thoughts by the sound of Celestia's answer.

"What?"

Celestia continued. "It's a natural reaction to my magic. I can stimulate the hormones in such a way as to cause this to happen. You're feeling this good because i'm bringing it about."

Twilight's eyes widened. So that was it! And she was so close, too. "Well, I guess I'm not getting my present after all, huh, Celestia?"

"Who said that?"

"What? But you said-"

"I said I would give it to you as a present. I didn't say I wouldn't give it to you if you couldn't answer in time."

Twilight thought for a moment, then smirked. "You just want to have sex, don't you?"

"Badly."

"Well, give me my present and lets get started."

"You got it."

And with that, Celestia's horn lit up. But when it stopped shinning, Twilight didn't see anything. "Celestia?"

"It's there. Just look down."

And so she did. And what she saw, made her jaw drop. She had a cock. A big one at that. nine whole inches of rock hard stallion meat stuck out from in between her legs like a steel pole.

"Now, let's get started." came Celestia's voice, and Twilight could see that she was already working on fitting the thing all the way inside her bountiful ass.

Spike felt great. Here he was, in Canterlot of all places, fucking the living daylights, or rather, nightlights, out of a moaning and thrashing Princess Luna. Her womanhood squeezed him like a vice and his thrusts were already becoming few and far between as he was driven closer and closer to his climax by Luna's royal pussy.

Luna fared no better. Spike's dick was long, thick, and hard. And by Harmony did he know how to use it. He pounded in and out of her like a piston. Back and forth, back and forth, and still he kept going. It had only been five minutes and she had cum twice. Of course she wouldn't tell him that until he finally got the courage to turn her around and face her while they fucked. He was a bit rough, but that was okay. She liked it that way. Made it more intimate, more intense. She figured if a man didn't love her enough to fuck her like she was his, then he didn't love her at all. He was growing tired. She could tell from how his thrusts became slower, and less frequent. She didn't mind this much either. Slower meant more powerful, and her hips were bucking like a bull at a rodeo. Oh great she was starting to sound like that apple obsessed earth pony. What was her name again? She couldn't remember. She didn't think it would matter too much, because with how Spike was laying into her, she doubted she would remember much of anything afterwards. Then she heard him say it.

"I'm...cumming!"

Finally the moment she had been waiting for. "Yes! It's okay, Spike. You can cum inside. Cum all you like, just fill me up!"

And with that, the little dragon came, spilling his fluids deep into Luna's dripping hole.

He pulled out and watched as it poured out of her like a river or a waterfall.

When everything was said and done, Luna looked back at Spike. "Will you face me for round two?"

"Yes, ma'am!" Spike replied happily.

Twilight nearly cried in pleasure. Celestia felt so good. She couldn't get enough. It was like fucking a furnace. Celestia's ass was so warm and cozy inside that if it wasn't for the endurance spell Celestia put on her, not only would she have long since came, she would have fallen asleep as well. It just felt so damn good. Twilight was having a hard time remaining conscious as it was. Add in the fact that Celestia kept squeezing her cock as tightly as she could, and the fact that she kept bouncing up and down and swaying her hips, and Twilight had just about had it.

Celestia herself was having a blast. It had been so long since she and her sister had had sex that she though she couldn't tell the difference between a dick and a doorknob anymore. Twilight's cock felt just like the real thing. Oh wait, right now, it was the real thing. And the way she pumped it in and out of her made her shake and shiver in pleasure. She relished in the idea of being the one to cause Twilight to cum. She wanted to give her as much pleasure as possible. Make this a moment she would never forget. And so she began squeezing Twilight's cock with her ass, trying to make it so she would give in and cum. Let herself feel the pleasure. Of course, she couldn't forget her own pleasure, and so she began bouncing up and down on her cock, making Twilight ram her as hard as she could, and as deep inside as she could go.

Twilight couldn't take it anymore. She was almost at her limit when Celestia said,

"Twilight. Are you doing okay? You look a little...dazed."

"I'm fine, Celestia. In fact, I think i'm about to cum."

"Go ahead then, Twilight! Let it all out inside me! Paint my pussy as white as my skin."

"You got it, Princess!"

And with that, she came, flooding Celestia's already dripping hole with spurt after spurt after pleasure filled spurt of hot sticky cum.

After each individual person had had their fun, they switched partners. It continued this way for a while, with them trying every position they could think of with the help of the princesses, of course.

When they were all done and satisfied, Twilight and Spike left the castle, promising to return if they ever so felt the urge to have another round.

"Kinda makes me sad though." Spike said.

"What does, Spike?" Twilight said, looking over at him.

"Your condition means that you have to go and find some other guy to have sex with before any of it can stop. I thought we'd...you know, just be the two of us."

Twilight looked at him for a moment, then smiled. "Aww, Spike. You're so sweet. Don't worry. You'll always my number one lover."

"That's what i'm afraid of."

"What do you mean Spike?"

"I don't want to be just a number to you."

Twilight stopped in her tracks and turned around to face him, a serious expression on her face. "I would never make you out to be just a number Spike. Do you know how long we've known each other? It doesn't matter who I have sex with, or whether or not we're together. You will always be the first one I think about." She walked up to him and put a hand on his shoulder. "You're my friend Spike. You're my friend, you're my assistant, and now, you're my lover. You took my first time, you little foal. Of course I love you."

Spike almost cried. He couldn't believe what he had just heard.

Twilight smirked and turned around. "Besides, Neither one of us get to say that. We just had sex. With each of the princesses. Separately. right in front of each other."

That one fact made Spike's eyes widen in realization. They both laughed the entire way to her castle.

Friendship and Loyalty/Rainbow Dash

The next morning, Twilight woke up feeling great. She felt well rested, energized and happy. She got up out of bed and walked around her room, trying to use at least a little of that energy before she started her day. She didn't want to be jumping for joy every five minutes after all. Even still she couldn't get rid of the smile on her face.

She assumed it to be a reaction caused by her evolving magic, but it didn't feel like it. Her magical reactions did not come without a few negative side effects, and right now, she felt none.

Then she remembered the four way she and spike had shared with the princesses. 'That must be why it's not affecting me right now.'

With at least some of her boundless energy spent, she made her way to the bathroom to complete the daily routine. That done, she made her way downstairs to find Spike, as usual, making her favorite breakfast once again.

"Good morning, Spike!" she said to him as she walked over to the table and sat down.

"Good morning, Twilight. Any plans for today?"

"No, why do you ask?"

"Oh no reason. It just seems like you're super happy today. I thought you had something fun planned." Spike said, clarifying his question for her.

"Oh, no. It's nothing like that. I just feel really good for some reason."

"Is it your magic, like before?"

"No. And that's what I thought at first too. I think that the effects of the magic evolution were prevented because of what we did at the princesses' place."

"You mean the four way fuck fest?" Spike said, laughing out loud at his little joke.

"Yes, I do..." Twilight said, blushing, but joining him in his laughter with her own, albeit a little quieter, enjoyment.

"I think I'll take a walk out in the town. See what's going on, you know?" Twilight suddenly said, prompting Spike to respond with,

"Well, we haven't actually been outside since this whole thing started, so I think that would be a good idea."

"Great! Then after breakfast i'll go."

Spike noticed the "I" in that sentence. "You're not taking me with you, this time?"

"Nope. I just want to go out and see how things are. Maybe see my friends along the way. Who knows...I might see Rarity~."

Twilight mentioned Rarity. She knew this would get him all flustered and wanted to see what his reaction would be.

"Okay. Tell her I said hi then." She had just missed it, but just before she was about to give up on seeing a cute reaction from her dragon lover, she saw his claws start tapping the floor. He 'was' flustered.

Twilight would have to think about including Rarity in their 'playtime.' She knew Spike would love it.

They ate breakfast in silence and then Twilight got up to go put on some proper clothing. She couldn't head out in nothing but her underwear after all. Although she believed Spike wouldn't mind, which caused her to giggle, right in front of him.

"Hey, What's so funny?"

"Oh nothing." She decided to tease him some more. She walked over to him and placed her hands on his cheeks. "Spikey-Wikey!"

Spike blushed as she removed her hands and she watched as he pouted like a child. He was so cute.

"Well, I'll be off then."

"See you later."

She kissed Spike's cheek and left the castle, walking into town and looking at all the food stalls and their vendors.

'Maybe i'll get something for Spike while i'm out, to make up for all the teasing.' she thought.

She was just about to find a stall and do just that when she heard a voice from behind her.

"Hi twilight!"

"Ahhh!" she stiffened.

Twilight turned around to see none other than one of her seven best friends, Rainbow Dash.

"Rainbow! What did you sneak up on me like that for?" she yelled at her friend.

Rainbow was taken aback "...I'm sorry, Twi. I didn't mean to scare you like that. I just, came down from a cloud I was napping on and saw you, and I wanted to say hi."

Twilight's expression softened. "Oh, Rainbow i'm sorry. And I yelled at you for it too."

"It's cool. Anyway, you wanna race me?"

"Race you? Why?"

"No reason. I just need something to do to get rid of this sleepy feeling. You know, stretch my wings and all that. But, if you're busy then I can ask Applejack."

"No rainbow. It's fine. I'll race you. Anything for a friend. Not to mention it'll give me something to do other than just walk around ponyville. And, i'll have fun, too!"

"That's the spirit!" said Rainbow. "Now come on. I know just the place."

After that, they flew their way over to Cloudsdale. Specifically, the Wonderbolts academy.

"Here we go. This place has the perfect track for us!" Rainbow said, smiling as she flapped her wings.

Twilight looked around at the long track in front of them. "Um...Rainbow? Don't you think the wonderbolts academy track is a little too...big, for us?"

Rainbow looked at her and facehoofed. "No, Twilight. We'll be flying in the race. Why else would I bring us all the way up to Cloudsdale?"

Twilight thought about it, then facehoofed herself. " Oh, right! What is wrong with me today?"

Twilight felt her mind get cloudy, her stomach start churning, and her nethers were once again burning, however low, with a small hint of desire. Her magic was affecting her body again.

'Oh no! I have to find a way to hide this from Rainbow! I can't let her find out about my magic. Not now. Not like this!'

"Um, Twilight?"

Twilight was broken out of her thoughts by the voice of Rainbow Dash. "Are you okay?"

Twilight looked up to see her inches away from her face. She stepped back from her. "Yes! Yes, i'm fine. Perfectly fine. Let's start the race."

Rainbow didn't quite buy it. "Are you sure you wanna race me? You don't have to if you don't want to, ya know?"

"Yes, I'm sure. Let's go."

"Okay, If this is what you want."

Once they were at the starting line, A feat made possible by Rainbow Dash, who asked Spitfire to set up a race course in exchange for them getting a chance to watch Princess Twilight in the race, they made sure they were completely ready and got into position. Spitfire, who was given the job of counting the race down, stood in between the two.

"Racers! Take your positions!" She gave them time to right themselves. Time which Twilight gratefully used to take a deep, highly needed, breath.

"Ready...set...go!"

And off they went, into the air and off into the distance, zig-zagging through hoops and clouds, hurdling over poles, and diving into a stop at the end.

Or at least one of them did. Twilight, while on the way down in her dive to the end, gave in to the feeling her wings gave her as she flew and crashed into a cloud a few feet away from the ending platform.

Rainbow Dash immediately helped her up and took her off the course, heading down to the field. Some of the other Wonderbolts offered to help, but she shooed them off and stayed with Twilight as the rest of them left for the academy.

Twilight was dazed as she got up off the ground and stood, wobbling a bit before she fully got her bearings, or at least enough to be able to lock eyes with Rainbow Dash, who was in her face once more.

"I knew something was up with you."

Twilight managed to shake off her daze and give Rainbow an answer. "No, Rainbow wait, you don't understand."

"Why did you tell me you were fine, when you clearly weren't?"

Rainbow had stopped flying, and was now on the ground, walking towards Twilight.

Twilight tried to answer. "Rainbow please. It was nothing. It was just a wrong turn."

"No, it wasn't. You know how I know? Because you were right there with me when the finish line showed up. Why are trying to hide something from me?"

Twilight considered her for a moment. "Fine. I'll tell you. But I can't tell you here."

"Fine. Then why don't we go to my house?"

"Your house?"

"Yeah. your house isn't that far away, but this is Cloudsdale. My house is literally as close as you can get to the wonderbolts academy. Come on, i'll show you."

With that they both made their way to Rainbow's place.

Once one the front steps, Rainbow opened the doors to her rather large home and looked back at Twilight. "See, I told you we'd be here in a flash."

With that they went inside and sat down upon the couches in her home.

"Now tell me what's up."

"Alright fine." said Twilight. She sighed in defeat before she began.

"I have this...strange illness."

"What? You're sick Twilight? Why didn't you say something sooner?! I could've-"

"It's not that kind of illness, Rainbow! In fact, It's not an illness at all. I thought it was at first, but I went to see Celestia, and she told me that it's just my magic."

"Your magic?"

"Yes. She told me that my magic was evolving, and that until it was done, I would get some strange side effects."

"Side effects like what happened outside?"

"Yes."

"But, do you know what they are? What exactly happened out there."

"I...I came."

Rainbow was silent for a while. She looked Twilight right in the eyes. She stared so long that it made Twilight uncomfortable. "Um....Rainbow...?"

"You what?"

Twilight nearly fell over. "You didn't understand what I said? I...guess I 'll say it again. But only once more."

She took a deep breath, and spoke. "I crashed into that cloud...because...I came."

Rainbow understood this time, she could see it in her face. She waited for her response. And was surprised to get laughing.

"Wait, wait wait! Let me get this straight. You made all that fuss, looked super nervous the entire time, started the race, kept up with me, the fastest pegasus in all of equestria, but then you lost and crashed because you came in mid-air?!"

Twilight blushed and looked away. "Yes..."

It took a while for Rainbow to compose herself. But when she did she said, "You must really love flying."

"Rainbow, this is not time for jokes!" came Twilight's voice.

Rainbow laughed again. "Sorry Twilight. It's just...I can't believe it. I love flying. It's literally who I am. But i've never had an orgasm while flying before. How did it feel?"

"It felt amazing, but that's not the point!" Twilight yelled, getting yet another chuckle from her friend.

"relax, Twi. I won't judge you. You know ive always got your back."

"Yeah, you're right. Sorry."

"Its fine. So, do your powers affect anything else?"

"Yes. I usually feel dizzy, and my stomach hurts, and my chest, too. But there are good things too. Sometimes I feel really good. But no matter what other effects it has, there always seems to be one that sticks."

"What is it?" Rainbow asked.

"Whenever I get like this i'm always horny. The reason why that happened during the race was because my magic was sending pleasure to my wings."

Rainbow seemed to think about that one for a while, but then she said,

"Alright, I get that."

Twilight was shocked. "Y-you do?"

"Yes."

Then a thought occurred to her. "Hey, Twilight."

"Yes?"

"You said whenever you get like this, you're always horny right?"

"Yes."

"Good."

"Yes, good. Wait what?!"

Rainbow stood up, and walked over to Twilight. "It's good that that's one of the side effects. Because I think It's affecting me too."

Twilight thought about this for a moment. Too bad it was that exact moment that Rainbow chose to strip naked and climb onto the couch next to her, causing her to look up and see her in all her pegasus glory.

"Yaaahhh! Rainbow what are you doing?!"

Rainbow came closer to Twilight, getting into a crawling position and causing Twilight to have to move back, as she crawled on top of her.

"you have to help me Twilight. I think it may be affecting me as well."

Twilight had to think. Yes, this was actually happening. Her best friend Rainbow was currently naked in front of her, and making sexual advances toward her. The very thought brought a slight blush to her face and she had a fleeting thought to not resist.

Rainbow Dash was pretty. Hell, she was gorgeous, sexy even. And even more so with her clothes off. Would it really be so bad to let this happen? Its not like she didn't like Rainbow Dash. On the contrary, she loved her just as much as she loved her other friends. So If she were to just let Rainbow Dash have her way with her then...

'No! I have to help her! If my magic is affecting my friends, then I have to stop it. But the only way to stop it is...is...'

Oh no. She had to have sex with Rainbow.

"Rainbow...there is a way to help you, but I don't think you'll like it." she said, looking back at her friend and trying her hardest not to stare at the two mounds upon her chest as they jiggled and bounced.

"Well, let's just see if i'll like it or not. What is it?"

"We...have to have sex."

Rainbow stopped her advances for a moment and thought. "I...don't see a problem with that." She smiled.

Twilight on the other hand, did not. "What? But aren't you embarrassed at all?"

"Why would I be? It's with you after all."

Did Twilight hear her right? Was there a chance that...Rainbow Dash, liked her?

"What's the matter? Are 'you' embarrassed Twilight?"

"N-no...I...I..."

"It's alright. I understand completely. Just follow me."

With that, Rainbow brought Twilight up to her room, and laid her on the bed.

"You know Twilight. I should forgive you for not telling me. And I do. You know why?"

Twilight tried to sit up on the bed, but before she could, Rainbow Dash was on top of her, looking her straight in the eye.

"No...why...?" Twilight said, a slight nervous tremble in her voice as Rainbow held her hands down.

Rainbow brought herself down upon Twilight's body, brought her mouth near her her right ear, and said, in a naughty whisper so unlike her usual self that Twilight had to wonder if she was the same Rainbow Dash she knew,

"Because I lied." She licked Twilight's ear, causing a shiver of pleasure to run up her spine. She moaned involuntarily.

Twilight's eyes widened just as Rainbow Dash sat up, prompting Twilight to do the same.

"I was never affected by your magic."

Twilight was stunned into silence. She couldn't believe her ears. "But then, why-"

Twilight was cut off by the sound of clothes being ripped off. She looked down and noticed that all her clothes were gone. But just as she was about to look up at Rainbow Dash again, she felt a light pressure on her wrists, and she was pinned to the bed again, by none other than Rainbow Dash.

"Don't you get it yet?" She whispered into Twilight's ear just before lifting her head up and planting a deep kiss on her lips.

Twilight didn't get it. Not until this. She was still a bit nervous. But all that evaporated as she continued to kiss Rainbow Dash, Who broke the kiss, leaving behind a trail of saliva to show their previous connection.

Twilight looked up at Rainbow's face, to see that she was smiling. But also, crying.

"I love you, you egghead."

She continued to cry, and Twilight continued to watch her, silently. Allowing her friend to voice her grief was the best she could do for her now.

Only when she was done did Twilight move. Holding her friend close to her, she said, "Oh, Rainbow..."

When Rainbow finally managed to pull herself together, she wiped her eyes, sniffed, and grabbed Twilight's arms again, pushing her down to the bed.

"You've always been there for me, Twilight. And now, I'm going to be there for you. Here with you. Just the two of us."

She then lowered her hands and began to gaze and grope at Twilight's body. Her arms her sides, her breasts, her stomach, her hips, her legs her feet. She touched and teased Twilight all over, and then returned to plant another kiss on her lips before coming down to her exposed pussy.

"You're so sexy Twilight..." whispered Rainbow as she licked and sucked on her friend's lower lips, savoring her taste and smell. She then moved even lower and began to lick the soles of her friend's feet. She came back up again, only to plunge her fingers into Twilight's snatch, pulling in and out, in and out.

On the flip side, Twilight was enjoying her friend's ministrations. Rainbow Dash's strange fetish for body worship only seemed to arouse her more. She found herself breathing heavily, and viewing rainbow's many actions through half lidded eyes. She moaned and whimpered as Rainbow Dash began fingering her. She couldn't believe how good she was at this. She could already feel herself reaching climax.

Rainbow Dash came back up for another kiss, but continued thrusting away at Twilight with her fingers. She brought herself down upon Twilight once more and moaned as she felt their nipples press against each other.

Soon, Twilight couldn't take anymore. "Oh no! Rainbow, I'm...cumming!"

And with that she climaxed, releasing her fluids onto Rainbow's fingers. Rainbow brought them to her mouth and licked them clean, enjoying the taste of her lover's arousal.

"You taste good, Twi."

"And so do you, Rainbow."

"Huh?.. Ahhhh....!"

Rainbow looked down from her reverie to find that Twilight had begun her own licking, choosing to bury her tongue inside her friend's pussy at that very moment, causing her to moan in pleasure.

Twilight continued her assault on Rainbow's womanhood, and all she could do was give her a helping hand, using her hands to force her friend's tongue further still inside of her.

She couldn't get enough of this pleasure, and the best part was, it was coming from Twilight. The girl she loved with all her heart and soul. Who knew sex could even be this amazing!

Within seconds she was bucking her hips, falling into a rhythm with her lover's furious tongue lashings.

She came in ten seconds flat and covered Twilight's face in her arousal.

Twilight herself didn't seem to mind too much, as she simply smiled and used to magic to clean up shop before opening her eyes to look at her friend, who smiled back.

"You feel better now?"

"Yep" Rainbow said, planting one last kiss on Twilight's lips.

"Thank you for understanding, Rainbow." Twilight said as she lay back on her lover's bed.

"No problem. I'll always be here for you, Princess."

Twilight opened her eyes at that. None of her friends ever called her princess, even if she was one.

She looked over at Rainbow and Could've sworn she saw just a hint of purple flash in her cutie mark before it disappeared.

Friendship and Kindness/ Fluttershy/Flutterbat

After their first round, Twilight and Rainbow spent the entire morning together. Twilight was now well aware of Rainbow's love for her, and the same could be said for Twilight's feelings for her. Twilight on the other hand still couldn't believe that Rainbow, the girl who ate, slept, and breathed everything awesome, would, let alone could, fall head over heels in love with a girl who was the complete opposite of her.

Rainbow was a headstrong girl with a lovely figure, a love for sports and a passion for speed and flying, whereas Twilight, while no pushover in the body department, preferred literary pursuits and had a passion for knowledge. This being the case, she found it hard to believe that something like this could even be possible. And yet, here it was, right in front of her. In the form of a morning spent in the company of the one whose feelings she had no doubt returned in full only moments before.

With that thought in mind, she found herself wondering about her other friends. Would they share the same feelings for her as Rainbow?

She looked back at her speedy friend and smiled. 'I'd be the luckiest girl alive if that were true.'

A few minutes later she heard stirring, and watched as Rainbow slowly opened her eyes, finally awake. After their little adventure earlier, Rainbow had opted to take a nap, a sentiment shared by Twilight, who had joined her, only to wake up a whole hour earlier than she had.

Twilight was surprised that Rainbow could sleep for so long. But, given her job, she assumed it was necessary. Being a wonderbolt had to take a lot out of you, after all.

Rainbow yawned, sitting up. "Morning, Twi."

"Morning, sleepyhead." came her reply. She smiled at her. "How was your nap?"

"Five more minutes and it would've been perfect."

Twilight giggled. "Oh you silly girl. So! What are you gonna do? Got any plans for today?"

Rainbow looked over at Twilight., her eyes half-lidded. "Does sleeping another four hours count as a plan?"

Twilight giggled again. "You know it doesn't, Rainbow."

To the slight surprise of Twilight, Rainbow smirked. Then she leaned over and laid her head on Twilight's lap, causing her to give a light blush.

"Then why can't I just spend the rest of the day with you?"

Twilight thought about this. "But, but I..."

Rainbow turned her head to look up at Twilight from in her lap. "Come on Twi. You know you want to~"

To an extent, this was true. She did want to. The idea of staying here, being with Rainbow, did appeal to her. But she had promised.

"What about Spike? Don't you think he'd be worried if his caretaker left him?"

"What about Spike?" came Rainbow's reply. "I'm sure he can take care of himself for at least a day."

And then, Rainbow sat up and turned toward Twilight, replacing her head with her hands as she placed them in Twilight's lap, crawling ever closer to her. When she was sure she was close enough, she grabbed Twilight's shoulders and sat in her lap, hugging her body close to her and whispering in her ear.

"I want to be with you, Twi. Don't you want to be with me?"

Twilight felt slight guilt at the look on Rainbow's face. She had to say something. She grabbed Rainbow's shoulders and gently pushed her upright.

"Yes I do. And I promise I will be. We'll always be together, Rainbow. You know that. We're best friends. And now, you're my lover. I have to go. But we'll see each other again. After all, We all live in the same town!"

Rainbow seemed to take this news well. At once, her mood brightened and she grinned up at Twilight.

"Right? How could I forget that?"

She sniffed a bit and got up out of bed. Walking around to pick up all the clothes that had found their way to the floor during their many explorations in sex.

Turns out, Rainbow was just as much of a virgin as Twilight had been only days before.

"I guess i'll see you around, huh?" Rainbow said, turning to give another bright smile to her friend. "You'd better keep your promise. Come see me every now and then, okay? We can get naughty all over again."

At that, Twilight laughed out loud. "Alright Rainbow. Don't worry. I'll keep my promise. See you later."

And with that, Twilight made her way out of her friend's home, and back down to the market to continue her original mission of finding a present for Spike. She was sure that by now he would have long since gotten over the teasing earlier this morning, so she decided that she would get him a 'thank you' present instead of an 'i'm sorry' one.

As she made her way through the town shops once again, she spotted a gem shop not too far off from where she was standing.

Knowing that Spike was a dragon, and that dragons ate gems, she decided to get him some, just as a way to show her appreciation for everything he had ever done for her over the years.

She made her way over to the gem shop and browsed over the colorful assortment of precious items before her. As she did so, the woman at the counter noticed she was there and gave a cheerful greeting.

"Well, hello, there, miss! What can I get for you today?"

"I came to buy gems. I'm getting them as a present."

"Oh! Got a special somepony now do ya? That's wonderful."

"Yes it is. It really is." Twilight said, thinking of just how wonderful Spike was to her.

"Tell you what. You tell me how many you came to buy, and i'll give you a special discount just for the occasion!"

"Really? Thank you so much."

"No need to thank me, dear. Just go show that stallion how much you love him. And tell him hi for me."

"I will! Give me five of them!"

"You got it! Now let's see here..." The saleswoman thought, trying to see if she could remember the prices well enough. When she found it, she shouted, "Ah-ha!" and looked back at her customer.

"Five gems, right?"

"Yes ma'am."

"That's around four bits, but i'll drop it to two just for you. Here you are, dear." The woman placed the gems in a bag and slid them over to her on the counter.

Twilight took them up in her magic and paid the fee, leaving the shop with a, "Thank you!" to the clerk as she left.

On her way back to the castle, she spotted Fluttershy at one of the stalls, and decided to go say hi.

She walked over to the cream skinned girl and tapped her on her shoulder.

The timid girl gave a quiet, "eep!" of fear and turned around to see who had touched her. When she saw Twilight, she relaxed.

"Oh, it's just you Twilight. I thought it might've been a monster, or a burglar, or a-"

"Relax Fluttershy. Do you really think a burglar would try to steal something in broad daylight?"

Fluttershy thought on this a moment. "No, I suppose not."

"Exactly, so there's nothing wrong. Hey, Fluttershy, what are you at the market for?"

"Well, Twilight, you know me. I've got to feed my animals. I should be asking you that. I rarely see you come out to the market for anything."

"Yeah. I usually send Spike to do it. But this time, I wanted to let him stay home. That, and I wanted to just get out of the castle for a while. It's just so boring in there sometimes, you know? Even Spike said we didn't really get out much."

"Oh really? It must be true if you both agreed so easily."

"What do you mean by that, Fluttershy?" said Twilight confused. "Do you think we don't get along?"

"No, that's not what I meant at all. It's just..I thought that since you both said something about it, then there must be some truth to it right?"

"Yeah, I suppose you're right." Twilight said after a bit of silence between them. "Hey, do you want to come with me to the castle? I'm planning a surprise for Spike."

"What kind of surprise is it?"

"It's this!" And with that she lifted the bag, opening it up to show the contents.

"Gems! Oh, Spike's going to be so happy!"

"You think so?"

"Oh yes I do. Dragons love gems!"

"That they do, Fluttershy. That they do." said Twilight, a smirk on her face. "And i'm sure he'd love it if you came along. So how about it? Want to come to the castle?"

"You're inviting me, really?" Fluttershy said excitedly.

"Of course I am, you're my best friend, Fluttershy. Why wouldn't I invite you?"

"Oh I don't know. Maybe you thought I would just ruin everything with how timid I am."

"Nonsense, Fluttershy. Of course you can come!"

"Well, in that case, I'd love to come!"

And with that, they walked back to the castle, side by side. Twilight noticed that with each step , Fluttershy got a little closer to her. In fact, just before they had made it all the way to the castle, their wings were touching and Fluttershy had bumped into her twice.

Twilight opened the door to her castle, a smile on her face as she said, "Come on in!"

Once inside, the two of them looked around. Well, Fluttershy did. Where Fluttershy was taking in the castle for the umpteenth time in a row, Twilight was looking for Spike. Every few minutes, she would call out for him.

"Wow. No matter how many times I come here, It's always so beautiful!" Fluttershy said as she stared in awe at all the crystal around her.

"I suppose that's fair. It is made of crystal after all. Spike and I have gotten so used to this place its like a second home."

Fluttershy took note of the 'second' in that sentence, and her cheerful expression, fell.

"I-i'm sorry Twilight. I brought up bad memories didn't I?"

Twilight turned to her. "Oh, no, did I say something weird? I'm such a scatterbrain sometimes."

"You don't have to hide it, Twilight. I can tell." came Fluttershy's voice. Rather than high and timid, it was kind and gentle. Twilight couldn't help thinking back to when Fluttershy had gotten the element of kindness. Back then, she truly embodied the element through and through, which is why it chose her in the first place. And now, even all these years later, she still did. It was very comforting to know her friend hadn't changed from the mare she was all those years ago. Although, there was a slight change in her that she was proud to see. She was less timid.

Twilight stopped reminiscing and answered her, trying to reassure her that everything was fine and that she was okay.

"It's fine, Fluttershy, I swear. It's not that big a problem. I'm fine. See?" Twilight smiled, but Fluttershy didn't buy it.

"You're upset Twilight. I can see it in your face. Stop trying to hold it in, and just let go."

Fluttershy got up, walked over to Twilight, and hugged her close. "I know you miss your tree home. It held so many memories. From all the books you read there, to all the knowledge you gained. All the friendship lessons you've learned. All the letters to and from Princess Celestia. Not to mention the memories. All our fun times together."

Twilight, in the middle of all of this, had buried her face in Fluttershy's chest. It was only when she finished speaking did she look up.

"What are you talking about? That's not what i'm thinking about at-"

But she couldn't hide it. Even as she said this, she began tearing up, and buried her face back in Fluttershy's chest, unable to bear the weight of her words. She had indeed stirred up memories from back then. They were horrible, terrible memories sure, but there were some good ones in there as well. It was these, these good times, that hurt her the most. She would never have those again. Not for as long as she lived. And that would be a very long time.

She finally looked back up at Fluttershy."All those memories. Gone! All because of Tirek and his stupid quest for power!"

Fluttershy simply stroked her hair. "I know, Twilight. I know."

After she had finished crying, Twilight let go of her friend and continued walking down the hallways, resuming her calls for Spike.

"Spike! Hey, Spike, are you there? If you are, answer me!"

"Whoa, whoa, whoa! Twilight relax! I'm right here!" She heard his voice coming from down the hall, and saw him as he entered the hallway they were now on.

"Where's the fire, huh?" He smiled at his own joke.

"Where were you? We've been looking for you everywhere!" said Twilight, a slight pout on her face.

"Whoa there. Sorry, Twi. I just went to go and get you something. Rather, make you something."

Twilight's expression softened at this. "Aw, Spike..." She kissed his cheek. "Thank you so much. I've got something for you too. Isn't that right, Fluttershy?"

At the mention of her name, Fluttershy gave a start and looked around frantically.

Twilight sighed. "Fluttershy, the present."

"Oh! Yes!"

Spike just looked confused. "Present?"

Twilight smirked. "Just follow me okay?"

"Alright. If you say so. Lead the way."

"Thank you, Spike."

And with that they left. Fluttershy however, could not get what she just saw out of her head. 'Did Twilight...just kiss Spike? Does this mean what I think it means? But wait! He's her assistant, and it was just a kiss on the cheek. Ohhh, but still...I'm gonna have a hard time getting my feelings across if that's the- Wait! What am I thinking? I don't have feelings for Twilight! We're just friends. Aren't we? ohhh...'

Fluttershy put her head down, she was really confused about this.

Twilight noticed this, but chose not to say anything at the moment.

Once they were inside the dining room, where Twilight had left the bag of gems on the table, they all st down, and waited.

"Okay, Spike. It's time to open your present."

Spike got up and stretched. "Alright then. Let's see what this thing is, shall we?"

He tore open the bag to reveal the gems. He almost started Crying. "Twilight, you didn't!"

"Oh, but I did. I know that you haven't been getting to eat proper dragon food, and I wanted to get you a little something to show you just how much I appreciate you."

"Oh, thank you, Twilight! I love you!" He walked over and kissed her deeply. A kiss which Twilight returned in kind.

Fluttershy, having been witness to this at least twice now, was blushing furiously.

The two of them on the other hand, were lost in each other and didn't notice her embarrassment until Twilight opened her eyes and looked over at her.

She broke the kiss, looking back at her and saying, "S-sorry about that, Fluttershy. It must be weird seeing that."

"Oh no not at all!" came her quick reply. "It's just, I never expected you two to get together is all."

"I didn't either at first." said Spike. "But when it happened, I was beyond glad it did."

"ahhh...I see..." Fluttershy said in understanding. She smiled in happiness at her friends' own. But there was also something else. A slight ache in her heart.

'What...what is this feeling?'

"Anyway," Twilight's voice broke her out of her thoughts. "So, Spike, what did you get me? You said you made it?"

"Yep! But you're gonna have to wait until Tonight to see it."

"Oh? And what does that mean?" she said, giving him a seductive look.

"You'll know soon enough. Trust me. It's great."

"I can't wait to see it then."

Twilight stopped her flirting to look over at Fluttershy, who, upon noticing that she was being watched, hid her face behind her hair and put her head down, trying to hide her embarrassment again.

Twilight let go of Spike and walked over to her. She put a hand on her cheek. This caused her to look up at her friend. "Fluttershy...i'm sorry if this makes you uncomfortable. You don't have to stay if you don't want to."

Fluttershy quickly straightened herself up, stood up, and said, "No, that's not it at all, I swear! I...I..." She couldn't finish. She simply sat back down and held her head down, a frown on her face.

Twilight noticed that same look in her eyes. She looked at Spike and he nodded. She knew what she had to do.

"Hey, Fluttershy?"

She looked up from her hands, which had been planted on her face for a while to hide her shame.

"Why don't you come upstairs with me?" She grabbed her arm and motioned for her to follow.

The two made their way upstairs to her room. Once there, they closed the door behind them. Only, Fluttershy didn't notice that Twilight had locked it.

"T-twilight? Why did you bring me to your room?" Fluttershy said with a slightly shaking voice.

"Fluttershy, I know you like me." Twilight said surprising Fluttershy.

"What? H-how?"

"How did I know?" Twilight walked around Fluttershy until she was in front of her, then turned to face her. She bent over slightly so that she was inches away from her face. She smiled sweetly at her.

Fluttershy could only blush and stare wide eyed at her as she said,

"Fluttershy, It's obvious. Every time you see me with Spike, it makes you really upset, doesn't it?"

Fluttershy only nodded.

"You don't have to hide it. You helped me get over my problem, and now it's my turn to help you. So tell me what's wrong."

Fluttershy took a deep breath, gathered her courage, and spoke. "It's just that...everytime I see the two of you, my chest gets all tight, and I don't know why. Or at least, I thought I didn't."

"What do you mean, Fluttershy?"

"I...I was jealous. Jealous that Spike had you when I didn't. It made me feel terrible, and at first I didn't know why, but...but I do now. You were right Twilight. I do like you. I really like you. I really really like you. I don't know why it took me this long to realize it. I guess i've been burying my feelings and ignoring them. But..when I saw you with Spike. They must've resurfaced. All this time...All this time we've been friends. All the things you've done for me. All the times you helped me. I could never repay them, no matter how hard I try. You're my friend, Twilight, but...I want us to be more than that. More than just friends."

Twilight smiled. Here was the truth.

"M-my heart aches for you, Twilight. It really does. And the more I see you two together, the more I wish it was me with you instead."

Fluttershy hung her head. "Does that make me a bad person?"

Twilight lifted her chin with a finger. "No, It doesn't, Fluttershy. You have a person you like. that's all there is to it. this feeling is very normal. And to be honest Fluttershy...

She let her words trail off before she planted a deep kiss on Fluttershy's lips. One which, after some time, she returned, gripping Twilight's shirt to deepen the kiss further.

They continued to kiss, fluttershy groping and grabbing and just plain gripping at as much of Twliight's body as she could reach until they reached the bed, falling onto it with Twilight on top.

When they finally broke the kiss, Fluttershy asked. "But, but what about Spike?"

"Oh, him? He's right over there." Twilight pointed to the top left corner of the room, prompting Fluttershy to look there and see none other than Spike himself, standing there, watching them.

"Uh...Twilight, What's going on?"

"About that. I noticed you had feelings for me when you first saw me and spike together. And so we thought, that we could give you what you wanted. But of course, Spike is with me, so he was included as well."

Fluttershy's eyes widened as Twilight continued.

"There's something affecting my body Fluttershy. My magic is growing stronger and it's making me have these urges. Not that i didn't have them even before this happened."

Fluttershy was confused. All this was actually happening, and Twilight had desired her all along?

"I need to have sex to make them stop, and so we thought you could help."

Fluttershy was starting to understand.

"Of course, that's not to say I don't like you. See?"

Twilight removed her clothes, all of them, and showed Fluttershy her arousal.

"I got this way just from being this close to you. I've always wanted to do this, but like you, i've been hiding away my feelings. Burying them."

Twilight kissed her again. "How about we both stop lying to ourselves and just let it all out."

"No wait, Twilight, I- mmm...!"

Twilight had planted yet another kiss on her lips as she began to remove her clothes.

Despite her obvious chance to stop her, Fluttershy did not move. No matter how much she struggled, she couldn't deny what she wanted, and she wanted this. Really bad.

She pushed through her embarrassment long enough to say just one thing. "Please be gentle, okay?"

"Of course." was all Twilight said as she removed the final piece of Fluttershy's clothing. Her panties.

Twilight looked her up and down. Fluttershy's breasts were as big, if not bigger than hers, and she had a rather plump body type. She had thick thighs and her ass...

Twilight slipped her hands under Fluttershy's legs and up to her ass cheeks. They felt soft and warm, and her hands sunk in just a bit.

She licked her lips. "Perfect."

Twilight began her onslaught, groping Fluttershy and teasing her nipples. This caused Fluttershy to moan and whimper slightly. But Twilight wasn't done. She brought her hand down to her friend's snatch and her mouth down to her breasts, licking and sucking on her other nipple. She also used her hand to finger FLuttershy's hole.

All the stimulation caused Fluttershy to lose her composure, as she began moaning lewdly and thrashing about, bucking her hips and falling into a rhythm with Twilight's fingers.

"Ahhh! Ohhh! Twilight, please don't stop! It feels so good!"

Twilight was happy to oblige and continued her movements. She loved the reactions she got from pleasing Fluttershy, she was so cute. All the faces she made, the moaning, the thrashing. It was like she'd never been touched before.

Twilight had to voice this thought. "Um...fluttershy? Have you never pleasured yourself before?"

Fluttershy blushed, but answered none the less. "N-no...I've always...kept myself pure, just for you, Twilight."

Twilight's eyes widened. 'She's been...waiting for this day for so long, and I never realized. She was waiting...for me. Well, Fluttershy, you don't have to wait anymore. I'll give you what you wanted. What you've always wanted.'

She lowered herself to face fluttershy's snatch. She admired it for a moment before licking it and burying her tongue deep inside. She began swirling her tongue around inside.

Fluttershy on the other hand, had lost all sense of resistance with that one lick. She was now bucking her hips more and more and gripping Twilight's head with her hands. She was close. Twilight could tell. But, just before she could cum, everything stopped.

Twilight looked up from her position, and saw that Fluttershy had her eyes closed. When she reopened them, their usual blue, had been replaced with red. Flutterbat had come out to play.

Removing Twilight's head from her snatch, she switched positions. Now she was the one on top.

"Twilight...Sparkle." she said in a low whisper. Her voice was similar to Fluttershy's, only with more...authority.

She eyed the princess' naked form up and down, leaning in to kiss her deeply. Once she broke the kiss, she said, "Allow me to repay this kindness with some of my own."

She then kissed her again and eyed her body once more. She began to grope her. Her grip was soft, yet wild. Gentle, yet aggressive.

She was going slowly, but it was clear that she still held a strong desire to fuck, Twilight.

A fact shown when she began to lower herself upon Twilight, planting yet another kiss on her lips.

'Jeez. She must really love kisses.' Thought Twilight as Flutterbat began to grind upon her snatch, letting out breathy moans and little whimpers as she did so. Twilight joined her soon, unable to hold back anymore as she moaned as well, thrashing about just like how Fluttershy had moments before.

Twilight noticed that she preferred being close to her partners, because she had yet to rise from her place pressed against her body.

Twilight didn't mind though. In fact, she relished in the thought of being this close to one of her friends. It brought a feeling upon her that if she was still the emotionally blind filly she had been back at Celestia's school, she wouldn't have recognized as love.

Flutterbat planted yet more kisses upon her as she stood up, grabbing Twilight by her legs and positioning her own so that she stood sideways over her friend.

She then began to grind her dripping pussy against Twilight's own, causing Twilight to all but lose her mind as she let out a loud, lewd, unrestricted moan of pleasure.

"N-no...fluttershy, stop it... It's too much."

"I will not." came her reply. "Not until I have repaid your kindness with pleasures beyond your imagination!"

And so, the alter ego of Fluttershy made good on her word, grinding and grinding until she brought her lover to climax.

Twilight was out of it. The pleasure was too much, She had cum so hard it felt as though she might pass out. And it had only stopped when flutterbat had planted another kiss on her lips. But this kiss was different. This kiss..had magic. All the love, all the feelings Fluttershy kept locked up inside, churning and boiling inside her heart, flowed into Twilight from this one kiss. All the fantasies, the blushing, the longing looks and lustful dreams. she knew it all now.

And it was with that kiss, that their night ended, and they all fell asleep for the night.

Friendship and Generosity/Rarity

After her night with Fluttershy, Twilight woke up in her bed. Or at least she thought it was her bed. She couldn't quite put her finger on it, but something felt...off. Not in a bad way. Just...different.

She sat up and looked around. She wasn't hot. In fact, it was set at a very comfortable temperature in her room thanks to that thermocontrol spell she cast a week ago, so that couldn't be it. Her magic wasn't acting up again, and hasn't been for the longest time, thanks to her friends, so that isn't it either. There was only one thing left to check, and that was...wait. Where was spike?

The last place she remembered seeing him was propped up against the wall, watching her and Fluttershy have sex.

She turned her head to look there, thinking that he had fallen asleep in the corner, and was surprised to see that he wasn't there.

'Oh no...where could he be?' She looked around again. Then, when she finally looked down, preparing to give up and wait until he decided to show up himself like last time, she saw him.

She turned her head to her side and there he was, softly snoring away in bed with her. She smiled. 'There you are' She kissed his cheek. But that still left one question.

'If everything is fine, what is this strange feeling I keep getting?' And then she looked down again, and she knew.

"My bed sheets! They're-"

"Bout time you noticed." said a voice to her left. She turned to see Spike smiling at her. "I've been waiting all day just to surprise you with this."

"This was my surprise?"

"Yep. Brand new bed personalized sheets."

Twilight looked down one last time to examine them. The sheets had her cutie mark sown into them from purple cloth.

She was stunned. "Oh wow, Spike. Thank you."

"Thank Rarity. She's the one who put it all together. I just gave her the idea."

"The fact that you even thought to make me this is enough, Spike."

"I always think about you, Twi."

"And that's why I love you." She kissed him full on the lips this time. A kiss that was returned in kind from her dragon lover.

"And look here." He pointed to the center of the sheets, where a big purple star adorned the center of the bed. But, in the center of the star was...

"A green gem!"

"Yep. Now you can have a little piece of me with you every time you lay in bed."

"Aww..."

They kissed again, Twilight too happy to do anything else. But then she got an idea. "Wait. You said Rarity made these right?"

"Yep! Why?"

"I need to thank her for this. And I think I know how~" Twilight gave a naughty smile. One which Spike noticed.

"Oh no...You're not having sex with Rarity without inviting me. You know how I used to be about her."

"Of course, Spike. I would never let you miss out on the chance to finally get what you've always wanted." Twilight looked back at him and smiled as she said this.

"Good."

"But first, breakfast! Spike!" Twilight jumped out of bed, surprising the drake as he hadn't been expecting her sudden movement.

"Huh? What? Oh right! On it, Twi!"

The dragon got up quickly, following his lover downstairs to the dining room and taking his place in the kitchen to make them both breakfast.

"You know, Spike," came Twilight's voice, as she stood up, making her way towards him. "I could help you out in the kitchen." She put her arms around his waist and nibbled his ear, causing him to blush. "You don't have to do all the work by yourself." She let her hands roam across his shirt, resting on his chest. "I just know it must be tiring."

Spike's face was flushed as he turned as far as her position behind him would allow him to and said, "No, it's fine Twilight. It's not tiring at all. I love cooking for us. For you."

"Oh, I get it." Twilight said, letting go of him and backing away, putting her hands to her face and sniffling. "You don't need me anymore."

Spike was shocked. How could Twilight think that? "No, Twi. That's not it, I...!"

"You don't want to be with me anymore. I know. Ever since you met Ember, all you've been thinking about was her. You haven't had time for me anymore. You never have had any time for me. It's all been about her, hasn't it?"

"Twilight, please! Listen to me. That's not it, I swea-"

Boop.

Spike scrunched up his nose at the sudden feeling. "Uh, Twi. What's going on?"

"Relax, Spike. It was just a little teasing." She smiled.

Spike sighed. "You really had me worried there for a second, you know?"

"I'm sorry, Spike. You're just so cute sometimes that I can't resist."

"Well, please try harder."

"Besides," Twilight suddenly said, causing Spike to go silent again. "I meant it. The cooking. I really want to help. I know you're my assistant, Spike, but... You work for me everyday nonstop without any complaints. You organize the library, you take my letters, you cook for me. I mean, just this morning you got me new bed sheets. I feel like i'm taking advantage of your kindness to me."

Spike stared at her, tears threatening to fall from his face. "Twilight, no...I really don't mind helping you. that's what an assistant does after all. "

"But that's exactly the point Spike! I've been treating you like an assistant, and not like a friend. Like...a lover"

"Aww, Twilight...fine. If you want to help me, you can help me. It''d be wrong of me not to let you repay me if you really want to."

"Really? I can do it?"

"Yep. Go right ahead." Spike nodded. "But Twilight," At the sound of her name, she looked up. "don't forget. I owe you more than I could ever repay. You raised me ever since I was a little dragon. I am who I am, because of you."

"Aww, Spike." She walked up to him. At this point, he had stopped his cooking and had turned around. She wrapped her arms around his neck. "You little foal. I should be saying that to you." She got closer, so that her mouth was right next to his ear.

"Don't you know? You were my first friend." She moved back from his ear and kissed him deeply. A kiss which he returned in full.

But, as they broke the kiss, a certain smell wafted towards Spike's nostrils. "Twilight, what is that?"

She could smell it too. "I don't know, Spike. Maybe it's..."

"Oh no, don't tell me!" He turned around and saw, in the pan, burning...

"My cooking!" He fell to his knees, and in his most dramatic voice screamed, "Noooo!"

After Spike threw away and then remade their breakfast, with Twilight's help of course, They both ate in a comfortable silence.

When they were finished, Twilight stood up and stretched, a smile on her face. Spike noticed this and spoke up.

"Well, someone's in a good mood this morning."

"Of course I am, Spike. Did you forget what were going to do?"

Spike sighed, a smiled coming to his face as well. "Oh right. Rarity's 'thank you gift'." Spike stood up as well. "Well, I'm ready. Are you?"

"You know it."

With that, they made their way to the fashionista's home, naughty deeds in mind.

Once at Rarity's home, the two knocked and waited. After a moment, they heard footsteps on the other side of the door, and soon, the door opened to reveal Rarity in all her glory.

"Oh! Twilight! Spike. What are you two doing here this early? Come in, come in!"

And so, in they walked, led by Rarity, who closed the door when they were all inside, turning back to them to ask.

"To whatever do I owe the pleasure, darlings? Surely, you didn't come over this early just to visit little old me? Did you?"

"Actually, Rarity." Twilight spoke up. "That's exactly why we came. Well, that and...we wanted to thank you for the sheets you made for me. Thank you so much for helping Spike make them for me."

"Oh nonsense. Think nothing of it. You know i'd be happy to make anything for my friends."

Twilight could've sworn she heard her say, "Especially for you." Under her breath.

Twilight thought that now would be a perfect time to execute their plan. "Say, Rarity-"

"Oh my gosh! Now where are my manners. I forgot to make tea for everyone. Twilight you should've told me you were coming. That way I could've been prepared!"

With that she shot off towards her kitchen, leaving Twilight with a wide eyed expression as well as a gaping mouth, which spike was happy to close for her.

"Okaaaay. That was awkward."

"Tell me about it." said Spike. "She didn't even look at me."

Twilight gave him a playful glare and nudged his arm. "Cheater."

"Slutty Princess."

"Hey!"

"Sorry."

"Well, it's true. I suppose i have become a bit...loose, these days."

"A bit?"

She glared at him for real this time.

"Aww, come on. I said I was sorry, geez!"

"I forgive you Spike. It was only a joke after all." She kissed his cheek.

Spike sighed in relief just as Rarity came back with the tea. Setting the tray down on the table, she sat down on the table next to Twilight.

Twilight took note of the fact that she had opted to sit really close to her. She tried to enact her plan again.

"Hey, Rarity?"

"Yes, dear?" She turned to them, a smile on her face

"Since you helped us out like that, Spike and I were thinking...maybe we could...give you something in return?"

"Oh there's no need for that. I did that because you're my friends, not because I expected anything in return."

"We know and we thank you so much, but it'll only be fair for me to give you something in return for your efforts."

"Well, I suppose if you must insist. What exactly did you have in mind, darling?"

"Let's go up to your room and i'll show you. If that's alright with you of course."

"Darling of course it is! Follow me. I'll take you right up."

With that, they all made their way up to her room, Rarity closing the door behind them. She turned to face them. "Now, what was it you had in mind dea- Oh my Celestia, what are you both doing?!"

Rarity turned around to find that both Twilight and Spike were stripping naked in her room. Twilight answered her question.

"Oh? Did we not tell you? Our thank you to you...is sex."

Rarity stood for a moment transfixed. shocked by what she had just seen, and the words she had just heard. Then, once that was done, she fainted.

"Uh Oh." said Spike. "I think we came on a little too strongly."

A few moments later, Rarity woke up to find herself back on her couch, looking up at her ceiling. "Ugh, my head."

"Rarity, you're awake!" said a voice she couldn't quite recognize yet. That is until she saw Twilight's face come into view above her.

"Ahhh! Twilight! You....you and Spike, you were...naked." Twilight could see where this was going, and decided to stop it before it got out of hand.

She held Rarity's hand, and looked her dead in the eyes. " Don't pass out again, Rarity. Stay with us. Come on."

A few moments later, Rarity was sitting up on her couch, looking into the eyes of both of her friends.

"What were you two thinking, Springing that on me like that. Of all the things to do!"

Twilight spoke up. "Rarity, we're sorry we made you faint, but we wanted to see what you would say to a round with us."

"Well, I never. You could've just asked instead you know. Although, such a question is, a little..."

"Exactly." This time it was Spike who spoke up. "That's why we did it the way we did, so that you wouldn't have to feel so embarrassed."

"Really? Did you really believe that randomly stripping in front of me out of the blue 'wouldn't' make me faint?"

The two hung their heads. Then Rarity said,

"Still, I must admit. If I fainted it wasn't out of embarrassment."

This shocked the two of them. Mostly Spike, who said, "Wait. What?!"

"That's right, you heard me. I didn't faint because I was embarrassed that I saw you. I fainted because I was...overwhelmed."

"Overwhelmed? Why?" Twilight had a confused look on her face as she said this.

"Well, the truth is, I...I..." Rarity closed her eyes. 'Well, this isn't exactly how I imagined confessing my feelings but...Oh well.'

"I like you, Twilight."

All was silent. Not a sound was made. It was so quiet you could hear a pin drop. Until Twilight said, "You like me?"

"That what I said. I Rarity, like you, Twilight Sparkle. And I mean as more than a friend. Obviously."

Twilight looked at her friend in slight shock. All she could say was, "When?"

"Since a very, very long time ago." Rarity said, crossing her arms and giving a glare of determination. If the truth was getting out. Better now than never.

"Twilight, I've loved you for so long that I can't even recall when it began. It had just been so long that I had believed you would never return my feelings, let alone realize I possessed any for you. And so I settled with simply being one of your good friends, and helping you whenever you needed it. I figured that if I could at least be of use to you, then my love would eventually be noticed."

The two sat and listened as Rarity told them about her secret love.

"Rarity, I never knew you felt this way about me."

Rarity sighed. "No, I suppose not, what with me being such a coward that I couldn't even tell you. You must think i'm terrible."

Twilight got up and walking over to her friend, cupping her face in her hands and staring into her eyes. Theses sudden actions caused them both to blush.

"Rarity, no... You're a wonderful person, as well as a wonderful friend. I just wish I could've realized sooner."

Rarity said, "I wish you had as well. It would have made this much less embarrassing."

"Well then, let me make it up to you. What do you say we head back upstairs and do this the right way."

"What? Twlight!"

Twilight backed away. "No?"

Rarity smiled a naughty smile and kissed her on the lips. "I never said hat, now did I?"

With that, the three were back upstairs, clothing removed and pushed to the side in favor of their own naked bodies.

Rarity was suddenly in deep thought, until she said, "Hold on, Darling. If we're going to be doing this, I think this requires something a bit more fitting."

"Fitting? What do you mean, Rarity?" Twilight said, confused.

She giggled at the question. "Oh you'll see."

With that she left the room, lelaving Twilight and Spike to stand there waiting.

It was a few moments before she came back. And Twilight couldn't believe her eyes. Rarity had come back wearing a french maid uniform.

"There we are! I feel so much better."

Spike spoke up. "Uh..Rarity? Is that a...?"

"Yes it is Spike dear. I made it just for such an occasion. Now..." She looked up at Twilight. "I've always wanted to be of service to you. Now I can do it properly. Isn't that right, Princess? Or, would you prefer I called you Mistress?"

Twilight didn't know how to respond. She stood in shock. Utter disbelief. Here she was, standing in front of Rarity, the same girl who just put on a maid uniform and subjected herself to Twilight's every whim and desire without a second thought.

"What's wrong Princess. Don't you have any orders for your servant?"

Twilight couldn't believe her ears, but she had to say something. "Sorry. I'm just not used to being called that."

"I did say that I could call you mistress. Would you prefer that name?"

Strangely, she did. "Yes, please call me that for now."

"As you wish mistress. Would the master and mistress like to begin, or would you prefer I pick something for myself? I could pleasure myself as you both watch if that is what you desire."

Spike couldn't stop himself. "I'd love to see that."

"Very well, master. As you wish." And with those words, Rarity, or at least a girl who looked like her, sat down on the floor and began to masturbate in front of them. And as much as Twilight couldn't believe it, she was getting turned on. She decided to ignore the absurdity of it and just go with the flow.

And so it was with this thought, that just before Rarity could let out her third moan, Twilight said, "Wait!"

Rarity stopped and stood up. "Yes Mistress?"

"Please...crawl onto the bed and lay on your back, Rarity. I have an idea."

"Of course, Mistress." She did as she was told, crawling up onto the bed and laying down on her back upon her pillow.

"Like this?"

"Yes. Just like that."

Meanwhile, Spike was pouting, upset that Twilight had stopped him.

"And now, I do this." Twilight said as she got on top of Rarity and smiled at her, laying a kiss on her lips taht took with it all her inhibitions. "And then...Spike! It's your turn."

At the mention of his name, Spike turned around, only to be greeted with a sight that made his mouth water and his cock throb with excitement.

"Come and fuck one of us!" Twilight said, winking at Spike before turning back to Rarity. She began to fondle her breasts, which were of a surprisingly small size. Twilight always pictured her as having bigger breasts.

As she continued teasing Rarity, sucking on and pinching her breasts, she heard shuffling behind her that meant Spike must be ready to do his job.

She planted one last kiss on Rarity's lips before she felt her womanhood stretch open, being pulled apart by Spike's thick cock. It had been so long since she had it, that she had forgotten how good he felt. An how good he made her feel.

By him simply putting it in, she was bombarded with unrelenting waves of pleasure. Pleasure which she let be known as a loud, lewd moan escaped her lips. She was loving it.

She didn't resist, she didn't fight back, she just let wave after wave of sensation pulse through her body, filling her with thoughts of him, and of thoughts of her.

She looked back down at Rarity, who had a smile on her face despite the deep blush painted there.

"Is my mistress happy?"

Twilight smiled back. "Yes I am, Rarity. I'm very happy. And i'm about to make you very happy as well."

With that, she went back to sucking on her breasts, trying her best to focus with Spike's cock still ramming her pussy.

She began to grind herself against Rarity, much like how Flutterbat had done to her. However, whereas Flutterbat seemed to have a more motherly way when it came to sex, Rarity seemed to be more submissive in nature, something else she didn't expect from her.

Twilight paused her actions for a moment to allow Spike's cock to ravish her some more. She really couldn't hold out much longer with him pounding her as hard as he could like that.

'It would be unfair if I got to cum and Rarity didn't. I could finger her. She'd probably really enjoy that. but, considering she's like this...'

Twilight placed a finger near Rarity's pussy and thrust it in, causing her to gasp in slight shock, but as she began pumping it in and out, shock soon turned to pleasure, as a smile formed on Rarity's face.

"Rarity, listen to me."

"Yes, Mistress?"

"I could let you cum. In fact, I plan on it. However, you have to earn it. You have to beg for it."

Rarity wasted no time in doing exactly what she was told, and, Twilight noted, she did it with a smile on her face, as if this was what she'd always wanted.

"Ohh, yes, Mistress! Please let me cum! I'll do anything!"

"Hmmm...Anything?"

"Yes, mistress! Anything!"

"Well then, kiss me."

"Yes mistress!"

And so Rarity and Twilight kissed. It was a long, deep, and passionate kiss that told of countless years of unrequited love. Of heartbreak and sadness. Of trial and now, of triumph as Rarity finally got what she wanted all her life.

Twilight could feel it coming. It was like a rushing waterfall, threatening to overflow. She deepened her kiss with Rarity and sped up the movements on her crotch, wanting her to cum with her.

She allowed herself to feel everything. Every pulse of his veins, every thrust of his hips, every single solitary inch of his cock as it pounded ruthlessly in and out of her, throbbing and throbbing until finally, she came.

Rarity soon followed, and then Spike. Their desires satisfied for the time being. Or at least they would've been, had it not been Rarity's turn to receive Spike's cock.

Rarity had one requeest to make before Spike began his onslaught. "Please be gentle master. I'm a virgin after all."

"Alright then. I understand. Here goes." said Spike as he slowly pushed inside of her, feeling every inch of her spread open to allow him entry into her hole.

When he finally got all the way inside, he began moving, starting out with slow, easy thrusts, then working his way up to a full strength pounding session.

Rarity on the other hand, was in heaven. Her virgin status was now officially gone, and she had Spike to thank for it. Not to mention how good he felt inside of her. She could feel him as he pulsed and throbbed, pushed in and out, ravaged her womanhood over and over. The entire time she had a blush on her face as Spike fulfilled his dream of fucking his dream girl.

It didn't take long for Rarity to reach her limit, due to her being a virgin, but she did pass out. The pleasure had been too much, and she was down for the count, sleeping in mere seconds after cumming.

Spike however, was still going, and while she could feel him inside her, she was too tuckered out to show it, despite how good it still felt. Spike gave in and came, his sensitive cock spraying her with love juices as he let it all out inside of her.

With the deed done, Twilight decided to keep rarity company, and stayed over at her place for the night. They all fell asleep that night with happy smiles, but none was more excited than Rarity, who had finally lived her dream.

Friendship and Honesty/AppleJack

Twilight woke up to find herself sharing a bed with two of her closest friends in the entire world, Spike to her right, and Rarity to her left. She was happy about it.

She kissed Spike's forehead and turned around to kiss Rarity on the lips. What she wasn't expecting however, was for Rarity to deepen the kiss, gripping onto her arms and pulling her in further.

"Mmmm..." Twilight moaned into the kiss as she returned the favor before finally being released from Rarity's hold. She pulled back and looked down at her friend, seeing a naughty grin spread across her face as she opened her eyes.

"Good morning, Mistress."

Twilight chuckled. "Rarity, you don't have to call me that anymore. We're not having sex right now."

"I know, but, Is it not proper for a maid to greet her mistress in the morning?" She sat up and kissed twilight again. Just a light peck this time "And...I kind of like it."

She fixed Twilight with a look that was a cross between worried and sultry. "But I will remain professional in public. As a lady should of course. I just thought you should know how much I enjoyed serving you last night."

`"I enjoyed it too, Rare. Now, go put on some proper clothes. You don't want to appear rude, do you?"

"Is that an order, Princess?" Rarity smiled mischievously, giving her a naughty look as she rose from her bed.

"Rarity!" twilight smiled and rose up as well gently pushing her friend's shoulder.

"But, seriously. Please go put some clothes on." Twilight blushed, looking over Rarity's body. She really was sexy. "It's embarrassing."

"Oh...alright then, dear. I'll put some on." She walked away, swaying her hips from side to side, well aware that Twilight was staring at her rump. She spoke under her breath while giving twilight one last lustful look.

"I wanted to get you to ravage me more."

While Rarity made her way over to the shower, Twilight looked over at Spike to see him sleeping away the day. She almost didn't want to wake him, but she knew they couldn't stay here. They had to get back to the castle.

She got up and went over to his side of the bed. But before she could shake him awake, she had a sudden thought.

'That look in Rarity's eyes. Her eyes aren't normally purple are they? Of course not what am I saying? But then, what was that flash of purple I saw in her eyes when she looked back at me?'

She put a hand to her chin. 'Ive seen this happen before. It was with Rainbow Dash after we got done having sex, and with Fluttershy after she reverted out of her transformed state. What is going on? Is my magic doing something to them? I should tell them about it. But I need to be sure first.'

While she was lost in her thoughts, she never realized Spike had woken up. So when he said, "Hey, Twi? What's wrong?" she nearly flew out of a window.

"Oh, its nothing spike." She took a moment to look into his eyes. His eyes did not have that slight purple flash in them that Rarity's had.

'Is he not affected? But how?'

"Are you sure?" came Spike's voice. "You look kind of out of it."

"I'm fine, Spike. I promise." She bent down to give him a proper kiss on the lips. One which he returned "We have to go, Spike."

"Huh? But i'm so tired, and we just had sex, couldn't we stay a little while longer?"

"No, Spike." She began to pet his head. "I'm sorry, but we have to go. We've already stayed here longer than we should have."

"What do you mean, 'longer than we should have'? We haven't even been here a full day yet."

"I suppose you're right but...what about the castle? Shouldn't we go back home?"

Spike thought on that a moment before saying, "You've got a point there, Twi. We can't leave the castle empty for too long. The guards might get suspicious."

Twilight giggled. "We don't have palace guards, Spike."

"Oh, right."

With that , he got up and stretched. "Yeah, lets go. I need to stretch my legs anyway. Hey, where's Rarity?"

"No doubt she's in the shower."

Spike stiffened "Th-the shower?"

Twilight sighed and smiled. "Yes, Spike. She's in the shower."

"Can we-"

"No, Spike, we cannot stay just so you can see Rarity naked." She gave him a playful glare. "Besides, didn't you just get finished having sex with her? You've already seen her naked."

"No i didn't. She was in a maid uniform. And besides. This is different."

"How? How in the history of Equestria is it different?" Twilight gave a genuinely confused look.

"Screwing her is one thing, but being able to see that body of hers first hand is a whole other thing entirely."

"You saw it before we fucked, Spike. You should be satisfied!"

"I know, Twi, I know. It's just, I really want to see this. I promise we can leave afterwards."

Twilight sighed, and gave in. "Oh, fine. I'll let you see her. Besides, I kinda want to get a look at her, too."

"See? You can't resist either!"

"Spike!" Twilight smiled even as she pushed him.

"And whatever has you two in such a fit?"

They both stopped, and slowly turned there heads to see Rarity, out of the shower and in a towel.

Twilight spoke up. "I thought I told you to put some clothes on."

"I'm sorry dear. I heard you two out here, and couldn't help myself. Whatever where you talking about?"

"Spike wants to see you naked."

"Well why didn't you say so, darling?!" Come, come. Eyes up here."

Twilight stood in slight shock as the prim and proper girl shamelessly dropped her towel in front of them both, showing off her body.

Twilight had to admit. Beyond all the indecency bells ringing in her ears for Rarity's sake, she had a pretty nice body. Her breasts weren't all that big, but her shapely ass and thick thighs more than made up for it.

Twilight looked to her right to see Spike drooling over the sight. She smiled and gave his cheek a slight pinch, letting him know that he was being rude and reminding him of his promise

"Oh, sorry, Twi. We have to go now? Okay." He straightened up, stretching again before walking off, Twilight right beside him.

Rarity looked at them and said, "Leaving so soon? Are you sure you don't want to stay for tea?"

"No. We have to get back to the castle. Can't leave it unguarded too long."

"Didn't princess Celestia offer to pick ponies to be your guard?"

"Well, yes, but..."

The conversation continued out of the door, leaving Rarity alone with her thoughts. "Well, I never!" she huffed, but then proceeded to follow them downstairs.

Once they were all down, Twilight and Spike were just about to leave when Rarity came up to them.

"What is it, Rare?"

"Oh it's nothing. Just seeing you off as you leave. But...there is one tiny little thing."

Twilight spoke up. "Tell me. It's fine. You can tell me anything."

"Oh, darling it's nothing like that. It's just. Could I perhaps have...a goodbye kiss?"

Twilight smiled, giving her friend a look that was a cross between happy and embarrassed. "Oh, Rarity..."

She walked up to her and cupped her chin in her hand, bringing her head up so their eyes could meet. She then leaned in and kissed her deeply and passionately, holding onto her and bringing their bodies closer.

When they separated, the only evidence of their kiss was a line of saliva connecting their lips, which soon broke as their lips parted.

"Goodbye."

With that, they both left the boutique and made their way through town and back to the castle.

The next morning, Twilight awoke to find that Spike was not in bed. Thinking he had gotten up early to start breakfast, she got up out of bed and did her own preparations, starting with the daily routine and then a bath. she put on clothes and made her way downstairs to see Spike right where she thought he'd be. Hard at work in the kitchen and already halfway done with the food.

"Hey, spike?"

"Yeah?"

"I think we need to see the princesses again."

"Is it you magic, or are you just going over for another 'visit'?"

Twilight laughed. "Oh, stop it already. It's my magic. I think it's making my friends act strange."

"Strange how?"

"Well, after we all had sex, each one of them would say something weird."

"Weird how?"

"Rainbow Dash made a pledge to always protect me, even though we both knew that goes without saying. Fluttershy promised to do anything I asked, and Rarity, with that kiss...it was like she was begging me for it. None of my friends have ever acted like this."

"Yeah. We might need to see Celestia after all."

"Alright then. I just needed to know if you think it's a good idea."

"It's a great idea. We need to make sure nothing bad happens to them."

"Right. But we also need to figure out if it affects all of my friends first."

"You want to see AppleJack, then?"

"Yeah. Let's do that. I'll tell her the truth and see if she can help."

"Help you fuck, you mean?"

"spike, stop it!" she blushed "What's gotten into you today?"

"S-sorry, Twilight. I guess I'm just a little pent up is all."

"But how, you just had sex."

"I know but..seeing Rarity like that, and then remembering what you have to do, is just making me kinda..."

"I understand, Spike. You can help me with Apple Jack then. How's that?"

"Perfect." He could already feel his body calming down.

As they both made their way toward Sweet Apple Acres, Twilight couldn't help but wonder what exactly AJ's reaction would be to what she was about to tell her. Would she be okay with it? Would she not believe her?

Stop. She couldn't think like that. She had to believe that AJ would help.

She knocked on the door of the Apple Family's barn and waited patiently for her friend to appear.

When she did, and Twilight saw the door open to reveal her, She felt a slight relief.

'She's home. Maybe she'll be okay with it. It is AJ after all.'

She made her way towards the door, and AJ looked up at her. "Twilight!"

She ran up to Twilight and hugged her tightly burying her face in her chest. Twilight on the other hand was confused.

"Uh...AJ, are you alright?"

The orange colored girl suddenly recoiled back. After taking stock of the situation, she realized what had happened and slowly edged away.

"Ehehe...sorry, Twi. I just got kind o' excited when I saw ya. Couldn't help myself. So, what'd ya come here for? Got somethin' ya wanna talk about?"

"I do actually." said Twilight. "You see..."

And with that, Twilight told AJ everything that had happened from start to finish, leaving out no details. All there with Spike as a witness.

"So, yer tellin' me that your magic is growing, and that that's causing ya to have some sorta super sex drive?"

"Well, when you put it like that , it's embarrassing but yes. That is what is happening."

"And yer saying Celestia told you that you have to have sex with multiple ponies, preferably us, to get rid of it?"

"Well, not specifically you, but yes, that is what she said."

"So you chose us on your own then? Geez, Twi, i'm...i'm honored!"

"Please don't make it sound like a good thing! Having sex with my friends over and over is getting kind of weird now. I mean, half the time, I can't tell if we're in love or if we're just fucking."

"Of course ya'll are in love, Twi. You really think we'd all have sex with you if we didn't love you? Yeah, you're our friend, but you're also much more than that. You're the one who brought us all together. You're the one who completes us. Elements of harmony and all that. Do you really think we would use you for sex like some toy?"

Twilight took in her words. She was right. They had been in love with her. It wasn't just her magic making them say that. She had begun to think that their feelings for her were fake, created by her magic, but now she could see the truth. Looking back on all the things they'd done together, it only made sense for there to be real feelings involved. but if her magic wasn't making her friends her lovers, then what was it doing?

Twilight also noticed something. "Wait. AppleJack. You keep saying we. What do you mean by that?"

"Aw, shucks, Twi. You went and pointed it out." AJ visibly blushed.

"Pointed what out. Please tell me."

"I...i love ya, too, Twi. I always have. Ever since ya first defeated nightmare moon. Ever since then I always thought you were a good pony, the way you lead us, the way you stood up against her, and stood up for what you believed in. Ever since then you've proved that you were strong, that you cared for us and for all of Equestria. Every time we defeated an enemy, I would fall more and more in love with you. Your strength inspired me to keep going and become just as strong a girl as you were. Especially since I had just gone through a horrible time."

"Oh, AJ. Your parents..."

"Yup."

"But why did you never tell me this?"

AJ perked up at that, and gave a statement that Twilight thought would never come out of her mouth. "You never asked."

Twilight was floored. "That's the reason?"

"Yup."

"So, you'd be willing to help?"

"Of course, i'll help ya, Twi! Just...lemme go and get something real quick."

"What is it?"

"Oh don't worry." AJ said as she stood up and walked away. "Just a little something I've been saving for this day."

A moment later, AJ came back with a rope and a...a...a ball gag of all things!?

"AJ, what are you-"

She was cut off by a hand up from AppleJack. "Today, I'm at your mercy, Sugar cube."

"Are you comfortable AJ? It isn't itching or anything is it?"

"Nope. I'm just fine. Now hurry and finish stringing me up so we can get started."

"Right! Here goes nothing!"

With that she yanked the rope into place and tied it, locking AJ in place. They had spent time tying her up and hanging her from one of her apple trees.

"I'm surprised, AJ. What made you want to do this of all things?"

"It's just a little fantasy I've always had. I told you. I fell in love with your strength, and how good of a person you were. So naturally I fantasized about you using that strength to fuck me silly."

Hearing all of that caused Twilight to blush furiously. "B-but AppleJack, I'd never hurt you."

"And you're not hurting me. This is bondage, not bdsm. Although I wouldn't mind much if ya spanked me."

"Sp-spank you? Really?"

"Yep. Like the naughty girl I am. But that comes later. Spike! It's your turn!"

Spike made his way behind Apple Jack. Twilight, seeing that she was ready to get started, moved in front of her.

She looked up at Spike. "Remember Spike. Be gentle. She's a virgin."

"I got you, Twi."

And with that, it began.

Spike positioned his cock so that he was prepared to thrust inside of her when the time came, and when Twilight counted to three, he began to gently push inside of her, moving every so often to help her ignore the slight pain he knew this was causing her.

Twilight on the other hand, had no such troubles to contend with, as her half of the job consisted of getting AJ to lick her pussy, a job the country farmer was more than happy to do as she licked and sucked hungrily at her friend's folds, burying her tongue as deep as she could inside of her.

Twilight was simply holding her there, allowing AJ to show her how much she loved her while moaning uncontrollably from all the pleasure she was recieving.

"Mmmm...AJ, lick me more."

She complied without a word, speeding up her licks and getting more forceful with her tongue. She wanted twilight to remember this. To remember how good she made her feel.

Twilight was going to remember it alright. In fact, she would never forget it for as long as her immortal life allowed.

Spike on the other hand was having a ball, and would never forget this for a totally different reason. He had long since gotten past her hymen and was now all the way inside of her, trusting as hard as he could. He was loving the feeling of her warm, wet insides as they clenched and released around his cock over and over, causing him to let out slight moans of pleasure.

AppleJack herself was in heaven. Not only was she getting fucked by both Twilight and Spike at the same time, but she's able to pleasure the girl she loves the most in the world. She smiled inwardly as she brought her hips closer to spike, backing up on him to give him more of a chance to have her pussy for himself.

She could feel her own pleasure rising as he pounded in and out of her. And she closed her eyes as she felt her pussy clamp down hard on his cock and squeeze, milking him for all he had as well as coating him in her juices.

Spike had just about had it. One more thrust and he was down for the count. He had no idea how right he was until AJ's pussy clamped down on him and caused him to climax, filling her womb to the brim with white cum.

He pulled out and watched as Twilight came around the same time he did, coating Aj's face in the stuff. Of course, he had been so focused on Aj that he didn't see her focusing on him just before she climaxed.

Twilight had to wonder what was going on with Spike. He was pounding away at her harder than he'd ever done her. Now, she wasn't jealous. She just found it weird. Spike was so intense she could feel the force of his thrusts on her end as well. She watched him for a moment and saw that he looked like he was straining more than usual with his thrusting. Then he opened his eyes and she saw why.

'So he was affected. It looks like it made him even more horny than it made me? But why now? Why not when it first happened?'

She could feel herself reaching her own climax and decided to finish as well, taking the time to bury AJ's face in her crotch long enough for her to deliver a spurt of cum that covered her face and ran down her chin and got into her mouth. Aj thought it tasted like grapes.

After their little escapade in the forest, all three participants were tired. Twilight looked over to Spike. It seemed he was fine, but what if something like that happened again? Would it be enough to just have one round like they just did? Twilight had no idea, but she knew something had to be done before this got out of hand. She had one last friend to go and see, and then she would visit Celestia and find out what was happening. That was a promise.

Friendship and Laughter/Pinkie Pie

Author's Note

Hi Guys! I'm back on this story again! I hope you enjoy this chapter. I did only come back to it today, so tell me if there's something wrong, but otherwise, enjoy!

Friendship and Laughter/Pinkie Pie

Twilight woke up to find that the feeling her magic gave her was gone again. She was grateful that Aj decided to help her with her magic problem. She had been so lost in the thought of sex recently that she had been simply fucking her friends, instead of making love to them. Now that she understood that her friends all did this out of love, she was going to make sure to show that love right back, by making sure that her magic doesn't cause them to lose themselves.

She got out of bed and looked around, spotting Spike sleeping soundly on his side of the bed. She went over to him and kissed him on the lips, effectively waking him up and causing him to say, "Morning, Twilight. What's up?"

"Morning, Spike. Nothing much really. I just wanted to see if you wanted to take a trip over to Sugar Cube Corner for breakfast."

"Twi, Sugar Cube Corner's a sweets shop. you don't go there for breakfast. You go there for cavities."

Twilight giggled at her lover's half asleep humor. "Ahahaha! Very funny, Spike. They serve hay pancakes too, you know. They even have a gem flavored one~."

Spike snorted at her attempt to coax him out of bed with gems. She knew he loved them, and that he'd do nearly anything to get them.

The key word being nearly anything.

"Sorry, Twi, but no matter how much I love you, or gems, nothing is gonna stop me from getting my last five minutes of sleep."

Twilight sighed in defeat. "Awww, fine."

"Don't be down, Twi. I never said we couldn't go. In fact, I'd love to go. Seeing Pinkie Pie in the morning somehow sounds like a good way to start the day. I just need my rest first."

Twilight sighed again, this time smiling afterward. She understood what Spike wanted. He just wanted a bit more sleep. Was that really too much to ask? Especially when dealing with Pinkie Pie. "Oh...alright. Guess i'll go wait downstairs then. Don't keep me waiting too long, you sexy drake you!"

Twilight paused just for a bit to see a rose tint make it's way onto Spike's face. He was blushing. How cute.

But now she had to get downstairs. She was about to do something very important, and she needed to be prepared, both mentally, and physically.

Then again, Pinkie wasn't exactly something you could prepare for. For all she knew, the pink mare could already know what her plans are, and is just sitting at the counter, patiently waiting for her to come and fall right into her trap.

The thought caused Twilight to shiver in fear. Or was it...anticipation? Nope, definitely fear. Celestia knows the kind of mind that mare has.

As she sat at the table, patiently waiting for Spike to finally wake up proper, Twilight found herself unable to stop thinking about what she was about to do.

She knew she had to do it. She knew it was for a greater purpose, but for the life of her, she just couldn't find the strength to be okay with it.

Not that she had a problem with the thought of sleeping with her friends. Apple Jack had seen to that pesky little thought yesterday, and assured her that they would likely all be okay with it.

Still, it wasn't the thought of being rejected that weighed so heavily on her mind. It was what might happen if she did indeed go through with her plan.

Would Pinkie end up like all the others? Influenced, in whatever small way, by her magic? Would she end up acting strange like all the others?

If so, then she most certainly had to check with Celestia, but only after she made sure that her hypothesis was indeed correct.

And if she does turn out to be influenced, which was a small possibility, at least she could get one last good lay out of it before she went to see her mentor on the matter.

It was during this train of thought that Twilight heard a voice to her right say,

"Alright, then. Let's go, Twi! Off to Pinkie's!"

Or at least that's what they would have said if she hadn't nearly jumped out of her skin in fright at the sound.

Instead, it ended up sounding a bit more like, "Alright then, Twi! Let's g-"

"Ahhhh! Who's that? Who's there? Don't...Don't come any closer!"

But when she saw Spike, she calmed down. "Oh. Spike. It's just you. I thought I was gonna have to resort to firing off random magic spells!"

"Geez, Twi! I didn't mean to scare you that bad. Sorry..."

"It's okay, Spike. You ready to go?"

"You know it! To PInkie's!"

Twilight giggled, but joined the dragon in his antics. "To Pinkie's!"

By the time the pair had made it to Sugar Cube Corner, Twilight had managed to work herself into a fit all over again.

"What's wrong, Twi? You've been here for five minutes and you still won't open the door. Are you afraid of Pinkie for some reason?" Spike said, staring down at her.

Twilight looked over at him, stopping the biting of her fingernails in favor of explaining what the problem was.

"I'll tell you everything later, I promise. Let's just get breakfast okay?"

Spike looked at her. It was obvious something was wrong, he just didn't know what. However, instead of pressing her about it, he decided to take her at her word and just go with it for now.

"Alright. If you say so. But i'm hungry, and I want my gem pancakes, so if you're not gonna open the door then..."

He reached his hand out to open the door. To Twilight, it was as if he was opening the doors of Tartarus itself. And Tartarus held a lot of questions. What if she really was influenced, and something even worse happened to her than the others? What if because of her random nature, her magic affected her differently, and she got it worse than they did. There were so many possibilities with this that she just couldn't bear to consider even one of them.

But now the door was open, and she was walking in. It would do no good to worry over it now. Now was the time for food.

She stepped in front of the counter.

"Oh! Hiya, Twilight! What can I get'cha?"

Twilight took a deep breath to calm herself down before saying, "I'll have two strawberry hay pancakes, please."

"Comin' right up! Um...is everything okay? You look kinda...tense."

Twilight immediately collected herself again. "No, i'm fine, Pinkie, I swear. I've just...got a lot on my mind is all."

Pinkie seemed to think about this for a moment, putting a hand to her chin.

"Mmm...alright. If you say so, Twilight!" She turned to the drake. "And what would you like to order, Spike?"

"Two gem pancakes, Please. Extra rainbow Syrup."

"You got it! Will that be all?"

"Yep!" the dragon answered.

"Good! 'Cuz it's been a slow day, and I really wanted to talk to someone."

"So why did you wanna talk to us?" Twilight asked as she chewed on a hay pancake.

"Yeah. Is something the matter with you?" SPike said as he chewed on his gem pancake. Twilight could hear the crunch of the valuable stones as he ate.

"Oh, that? I wasn't upset or anything, I just wanted to talk to you guys! I haven't seen you in a while, and I thought it would be great to catch up."

Pinkie, who had decided, and had permission from the Cakes, to take a break and hang with her friends, was eating a veritable mountain of chocolate chip hay muffins. She was allowed to do this whenever she wanted as long as she paid, and made sure to keep up with the orders. Customers have been known to find a seat and shout their orders out loud on several occasions because Pinkie was never at the register when her friends were over.

And today being a slow day was yet another perfect excuse.

"Hey, Twilight!" She said, looking directly at her friend with a wide grin.

"Y-yes, Pinkie?"

"Make sure to come back some time around eight, okay? I have a surprise for you."

"Um...O-okay?" Twilight was slightly confused. Whatever this surprise was, it had to be wonderful to make Pinkie smile like that.

With that, the two ate in a comfortable silence, simply waving their goodbyes as they left to tend to matters for the rest of the day.

The few hours between ten a.m. and eight p.m. were of little concern to Twilight Sparkle, as she had spent the entire time reviewing notes, restocking shelves, and helping the odd pony out with checking out books.

The old library that served as her home was the only library in ponyville at the time, so she decided to designate a room as the new library, and continue from there.

After that, she spent her time reorganizing that same library, and then getting some well deserved rest afterwards.

Spike had insisted on it, even at her insistence that she wasn't tired. Her not being tired consisted of disheveled hair, bags under her eyes, sluggish movements, and barely being able to see straight. So...not so good.

Fortunately, it wasted enough time for her to be able to go see Pinkie at the allotted time, fully rested and ready for whatever she had to throw at her. She made her way to Sugar Cube Corner, and was five minutes early as well.

'No use being late for my own surprise. Whatever that may be.' She thought, as she opened the door and walked inside, the bright lights a nice change from the slightly creepy darkness outside.

However, things got really creepy, when she heard the door close behind her, only to look behind her and find that Pinkie was no where in sight.

"P-Pinkie? Wh-where are you?"

She listened out for the Pink Pony's response. Even her happy laughter would be good enough right now.

Unfortunately, she wasn't too careful with what she wished for.

She jumped at the sound of an echo of child-like laughter coming from what she thought was...all around her...

She looked around more frantically, this time moving around as well, hoping to find the pink pony behind the counter, lying in wait to prank her good and proper.

Unfortunately, when she got behind the counter, she did not see Pinkie Pie anywhere. This disturbed her. Where was she?

Her terror was heightened even more when she heard the laughter in her ears once again, higher this time.

"Pinkie, where are you? If this is a prank, then it isn't funny anymore. Please come out. Don't hide anymore."

Instead, all she got in response was more laughter. But this seemed to be coming from a certain direction. Her ears followed the sound all the way to a lolipop, standing up on its own on top of the counter.

Her fear momentarily forgotten, she grew curious at the thought of how exactly a lolipop could stand on its own.

'That shouldn't be possible...' in her curiosity, she lifted a hand up and grabbed the lolipop, trying to remove it from the counter.

She instead heard a mechanical whirring sound as the wall to her right slid open to reveal a secret passage way.

Yet more laughter sounded. Clearer this time. It was coming from there.

She made her way down, and when she finally, finally made it to the bottom...

The lights flickered on, and what she saw, made her jaw drop.

There was Pinkie, naked, and covered head to toe in sweets. Her hair was down as if she were sad, but the wide grin on her face told otherwise.

Twilight didn't know whether to be shocked, appalled, turned on, or all three.

She was...leaning toward the third option.

Pinkie's body was quite a sight. Her entire body was covered in chocolate. Sprinkles cascaded down her frame like a sweet, colorful shower, resting on her breasts in a manner that made her look even more delicious. Her nipples were covered in whipped cream and strawberries. Whipped cream which she was currently smearing all over herself while giving Twilight a naughty look. It was all so...delectable.

The sprinkles ran further down her form, framing her pussy, which was also filled with whipped cream. How she managed to do that was beyond the purple mare right now, But she didn't care.

Right in front of her was a treat that she would gladly forsake any study session to partake in. Not to mention the cherry on top of this sexy pink sundae...

There was a cake on her stomach. Vanilla with pink frosting. The words "I Love You" were written in cursive across the top.

Twilight was so busy staring that she didn't hear what Pinkie had said.

"I-I'm sorry, What was that?"

"I said, 'It took you long enough to get here, silly!' I've been waiting ever since 7:30 like this."

Twilight was still stunned. But by the fact that she had waited like that for a full thirty minutes. "Pinkie? What is all this?"

"Well what does it look like, silly filly? I'm confessing to you! The only way I know how!"

Twilight was still utterly flabbergasted. "Well now, um...I don't even know what to say, Pinkie, um...Thank you, I-"

"Shhh..." Pinkie shushed her. "Just come on over here."

Twilight did so without a second thought, then realized she was overreacting, and proceeded to calm down. She stood near the bed she had been laying on now.

"Come closer." Pinkie said. Twilight obeyed.

"Closer..." Pinkie said again. Twilight obeyed.

With that, Pinkie lifted her head just a little, and whispered in her ear. "Let's have our own little party okay? Just the two of us..." She blew into her ear, causing Twilight to blush furiously.

And so, the flood gates were opened. Twilight placed the cake aside, stripping naked and positioning herself just in front of her pink friend's cream filled pussy.

Eagerly, she began to lick and suck and tease at her snatch, greedily lapping up the whipped cream and whatever juices that just so happened to leak out while she was doing that.

She had to admit. Even separate from the main confection, the whipped cream was delicious. However, considering the main confection was now Pinkie herself, it made it all the more tasty.

The whipped cream proved to be quite a challenge. It was pretty deep in there, and as such, She had to pretty much bury her face in her friend's crotch to lick it all up. But the moans of pleasure from above her told her that that was just what Pinkie wanted.

Twilight continued to lap up the juices, even long after the cream was all gone. She sucked and licked her all over, making sure to leave no trace of it.

Then she began to lick the chocolate off her legs.

Simply getting to feel such shapely, toned legs was enough to ignite her desire to continue. Pinkie truly was a sexy mare.

The chocolate however, was quite a difficult matter indeed. She had to lay herself upon her leg, effectively getting it all over herself as well in her mission. But the deed was done in a matter of moments, leaving both legs clean of their contents, and Twilight wetter than a rainstorm.

She was all too happy to lay herself upon Pinkie's body, if only to suck like a newborn upon her strawberry tipped breasts. She took extreme pleasure in this, gently sucking and teasing at her breasts while grinding her marehood upon her sprinkle covered snatch.

This action was enough to send them both into a frenzy of moans of pleasure. They fell into a rhythm, each of them pushing back and forth harder and harder against the other in an attempt to maximize the pleasure received.

This would have been enough to send them both over the edge, but just before they could both reach climax, Twilight stopped.

"What's wrong Twilight?" Pinkie asked, a look of concern on her face.

Twilight was panting heavily, the blush never leaving her face. "I haven't finished enjoying my surprise yet. You're still covered in sweets. And i'm gonna eat you up. Every." She licked up a bit of chocolate on her stomach. "Last." She licked a bit of whipped cream out of her navel. "Bit." She came up to kiss Pinkie full on the lips. It was a deep, passionate kiss, full of both lust and love alike.

And it was with that, that their love-making continued. Returning to the rhythm they had before, Twilight and Pinkie Pie soon reached climax, both girls screaming each other's name as loudly as they could.

It would be a miracle if no one heard them with how loudly they screamed.

And so it was that Pinkie and Twilight emerged from her party cave, having had more than just a party, and having become closer than ever in the process. How they continued from here, neither of them knew. But they did know one thing.

They loved each other, and that was how it was going to be from here on out.

Answers

Something was wrong. Something was really wrong. Something was certainly, most definitely, absolutely wrong.

Twilight couldn't believe it. It had happened again!

Last night, when she was leaving Sugar Cube Corner, walking hand in hand with Pinkie Pie, one of her six best friends and now one of her six lovers, when all of a sudden, out of absolutely nowhere, Pinkie pulled her to the side, kissed her with the burning passion of a thousand cupcakes, and said,

'I love you, my little sweetie pie.'

Now, normally, this would not be a problem. They're lovers after all. This is normal. At least it would be if not for the fact that when Twilight saw her eyes, they too flashed purple for a single second.

She was affected, too. They all were. All of her friends were affected by magic. Her magic. This was her fault. And she would wait no longer.

No more waiting. No more tests. No more experiments. She had to do this now.

She looked over to see Spike fast asleep. There was no time to wake him. She would come back and get him from the castle. Right now however, she needed answers.

She got out of bed, and rushed to finish her daily routine. Once that was done, she got dressed, brushed her hair, and went downstairs to make breakfast, remembering to be as quiet as possible so as not to wake her dragon lover.

She went into the kitchen and made her own rose and cherry sandwiches, the only thing she even dared to savor the taste of while she was in such a hurry.

However, immediately after that, she walked out of the door of her castle, and made her way over to the only pony she knew would be awake this early in the morning.

'Apple Jack, here I come.'

As she made her way into the orchard, power walking past the several dozens of trees that made up its contents, she almost didn't notice the slight appearance of movement just on the edge of her vision.

She stopped abruptly, looking around quickly for whatever it was she believed she saw.

"Apple Jack, is that you?" she asked, turning towards the direction she thought her friend was in.

"I'm over here, Twi!" came AJ's voice. Twilight continued walking for a while before coming upon her friend standing on top of a step stool in order to help her pick apples. She picked one and threw it into the basket at her feet before turning to address her friend properly.

"Howdy there, Twilight!"

Twilight turned to her and smiled. "Hi, Aj. How are you? I...don't mean to intrude but, um..."

"Why I'm fit as a fiddle, thank ya fer askin'. What'd ya come all the way out here so early for? Did ya wanna have another session? Sorry, but, I'm kinda busy right now. Big Mac and I need to pick all these apples so we can sell em at the market tomorrow. We got quite a batch this year, and granny wants to show 'em off."

Twilight took a deep breath to calm herself down. "Um...no, AJ, sorry. I didn't come for another round. As delightful as that sounds I actually came to tell you something. Something important."

Apple Jack stopped what she was doing, got down off her step stool, set an apple she had picked into the basket at her feet again, and walked over to Twilight, a serious expression on her face. "I'm listening."

Twilight cleared her throat. "I...may have done something to you. Not on purpose, but still, I may have done something, And it might be really bad."

"Whoa there, Twilight." Apple Jack said, trying to help her friend keep her composure. "What exactly did ya do?"

"Well, you see..." Twilight began, "I have this condition. It's a little...complicated."

AJ placed her hands on Twilight's shoulders. "Relax now, Twi. I'm sure it's fine. Just...tell me what it is."

"Alright then. A few days ago some really strange things started happening to me. First, I got a feeling of weakness out of nowhere, only to have it replaced with a pressure that kept me from getting up, then a sense of invigoration and happiness unlike anything I've ever experienced."

Apple Jack nodded. "And? What else happened?"

Twilight continued. "Even though my condition changed every now and then, there was always one thing that stayed the same. I was always horny. It didn't matter when it was, where I was, or what I was doing. I was always, always horny."

Apple Jack nodded again. "And what did you do about it?"

"Well, I went to see Princess Celestia about it, and she told me that it was normal. That I was only going through a special alicorn right of passage called magical evolution. My magic was evolving, and because of the type of thing I rule over as princess, that being friendship, I would be affected accordingly."

"And how has it affected you?" Apple Jack asked, curious as to how this 'evolution' could be affecting her friend, and how it could make her so sad when it sounded like a good thing.

"Well, aside from what I told you, because i'm the princess of friendship, my magic is making me feel a much stronger connection to my friends. Specifically, in the sexual department."

Now Aj understood. "So you're saying, your magic's evolving, and it's making you want to have sex with us."

"That's right." Twilight responded. "And according to the princess the only way to keep my magic from going wild and affecting me in a bad way, is for me to have sex. Not that I've been having sex with you only to keep myself in check. I really do love you all, but-"

Apple Jack put a finger to her lips, effectively shushing her. "Now hold on, Twilight. No one's accusing ya of anythin'."

"But I-"

"And no one's doubtin' ya either. Just...tell me what goin' on."

"Well, i'm afraid that my magic is already affecting you guys!"

Aj considered Twilight's words for a moment before looking down at herself and focusing on her body. "Well, I don't look or feel any different."

"It's not gonna show up so easily. it affects your personalities in a very small and subtle way. It's almost unnoticeable."

"Then how are we gonna find out if I'm affected?"

"It's quite simple actually. Apple Jack, lie to me."

Suddenly, AJ's eyes flashed purple before winking out, and she said, "I'd never lie to you, Twilight. I love you."

AJ shook her head to clear it before saying, "Whoa, what was that?"

"That... was my magic." was all Twilight said in response.

"That was it? Well then, that was weird." Aj said, clutching her head. "I feel a bit dizzy"

"Oh no! Aj are you alright?!" Twilight said, grabbing AJ and holding her steady.

"Relax, Twi. It's nothing. It's not the magic. I''m probably just tired. I did start work at five in the morning after all."

Twilight chuckled at her actions. "Oh, right."

They both chuckled for a bit before returning to the matter at hand.

"So, that was the magic?" AJ asked.

"Yep." Twilight answered. "It makes you say and possibly do, weird things.

"Why is it weird though? I may have been affected, but I knew that that was what I wanted to say. I think the magic just made me-"

"TELL THE TRUTH!" they both said at once.

"AJ, I think that's it!" Twilight said.

"The magic doesn't make us do and say weird things." Aj said, her hand on her chin in thought.

"It makes us more attuned to our particular element!" Twilight finished the thought process for the both of them.

"Wait. What do you mean, Twi?"

"Don't you get it, AJ? Rainbow Dash actively stating and showing her loyalty during sex, Fluttershy declaring her devotion to caring for me, Rarity practically begging to service me and be generous, Pinkie randomly kissing me out of nowhere, you refusing to lie to me?!"

"Isn't that stuff we would do normally anyway?" Aj asked, confused.

"Technically, yes. But it's not about that. All of this is stuff that goes without saying. I already know that you would all do that for me, because we're friends. The magic doesn't affect us in what we do. It just makes it easier for the defining parts of our personality to show! We have to tell the others!"

Apple Jack nodded and looked over to her brother. "Big Mac, can you take over for a while?"

The muscular man nodded his head, giving a silent 'okay', before walking off.

AJ looked at Twilight. "So...what was that about Pinkie kissing you out of nowhere?"

Twilight blushed and looked away. "Um..."

"So, lemme get this straight." Rainbow Dash said as she looked at Twilight, a single eyebrow raised. "You're saying that for the past week or more, you've been having sex with us to stop your magic from going out of control as it got stronger?"

Twilight nodded, her expression one of seriousness despite the blush in her cheeks. This was too important to be embarrassed about. "That's right, Rainbow."

Rainbow nodded back. "And now you think that your magic might be affecting us too. Making the core parts of our personality more obvious at the worst of times?"

Twilight nodded again, her expression one of sorrow now. "Please, don't be mad. I really do love you all. It's just that, with all this going on, it's hard to tell which part of you is my doing, and which part of you is...well, you." She looked away, not daring to meet her friend's eyes.

Pinkie walked up to her, placing a hand on her shoulder. Twilight and AJ had long since gotten the girls together and explained the situation. Now it was just a matter of figuring out how to stop it. "Don't worry Twilight. We're not mad at you. You chose us as your partners, even for something like this. We'd be happy to help you with anything you asked for. Because even without your magic affects, that doesn't change the fact that we love you with all our hearts."

Twilight looked up at Pinkie, the most recent edition to what was effectively a herd now. Wow, that thought was scary. She had a herd now.

Well, at least it was one filled with all her friends. She would always have their support. That, she knew.

"Thank you, Pinkie."

"No problem!" The party mare giggled and stepped back.

Then Rarity spoke up. "That's all well and good, darling, but how exactly are we supposed to find a solution to all of this?"

"That's easy, actually." Twilight said, perking up and smiling. "We'll ask the princess!"

"Wha- ah! The princess?! Twilight it's 8:00 a.m.! There's no way the princess is even awake right now, much less in the mood to aid us in such a matter as this!"

Rarity, do ya really think the princess would mind the time if Twilight showed up with a problem? She'd probably drop everything she was doing and rush to help her, no matter the cost. Even if that cost is her sleep."

Rarity looked around and sighed. "I...suppose you have a point."

"Then it's settled. We need to go and see Celestia as soon as possible," Twilight said, smiling in determination.

"Oh, Twilight, by the way," Fluttershy finally made her voice known after all this time. "where's Spike?"

Twilight's eyes widened when she realized what her friend had said. "Uh Oh."

A purple flash of light could be seen winking into existence, only to vanish less than a second later, revealing Twilight Sparkle and all her friends. She immediately called out to him.

"Spike!" She looked back to her friends. "Wait here, girls. I'll go get him."

With that, she made her way up the stairs to their shared room, knocking on the door, just in case.

"Spike? Are you in there?"

She waited for a while to see whether or not he was there. After a while, she sighed and resolved to try again, but before she could get in a decent breath of air to speak louder, she watched as Spike opened the door.

"T-Twilight? Is that you?"

The purple mare twiddled her thumbs and looked away. "Y-yeah, it's me."

"Where were you?! I've been out looking for you for two and a half hours!" Spike whisper-yelled, as he was too tired to speak any higher.

"I know, Spike. And i'm so, so sorry. It's just, something important happened and I didn't feel like I had time to wake you up, and I...ohhh..." Twilight closed her eyes and looked down, not daring to look into Spike's own emerald orbs.

"I know you didn't mean it, Twi. It's just...I was so worried about you. Even if it was important, you could've told me. I don't care if i'm asleep or whatever. If something happens, I want you to tell me. I am your number one assistant after all." He grinned, showing off several sharp fangs. "That is, unless you don't consider me important enough to be included in the group's business?" He winked at her.

Twilight was shocked. Why would he even say something like that? But when she saw the look on his face, she chuckled. "Ahahaha! Oh, shut it, Spike. You know that's not true. Now stop being a drama queen and come downstairs. We have to go see Princess Celestia."

"Oh? What about?" Spike asked, curious.

"I'll explain on the way. We have to go as soon as possible." Twilight answered, not even stopping to face him as she made her way downstairs toward the door.

"If you say so." Spike remarked as he followed his lover down the stairs.

Once they were all together, Twilight activated a transport spell, and they made their way through the ether and onto the front steps of Canterlot Castle. The time was now. They would get their answers.

Spike was absolutely stunned. He may have heard Celestia say that Twilight's magic might go out of control, but he never heard her say it would affect others. Especially not all of their friends. It had even affected him, according to Twilight, although he had yet to feel it's effects. Perhaps that was because of his dragon blood? He didn't know. All he did know, was that Twilight needed help. And the only place they could get it now would be from Princess Celestia.

As he made his way through the halls of the castle, walking a little ways behind the group, he found himself wondering just what Celestia would do to help them. Would she have to do some ancient ritual that required them to go on a quest? Maybe an old spell back from when they lived in the castle of the two sister's? Or even an experimental spell with unknown side effects?

That one made him laugh. There was no way Celestia would do something like that to Twilight. Especially when she knew there may be consequences even she couldn't deal with. That, and the very thought of it was so ridiculous it seemed like nothing more than one big joke.

He was brought out of his thoughts by two words from Twilight. "We're here!"

He looked up to see two large ornate doors, decorated with the symbol of the sun. They were there all right. Right in front of the throne room of the royal castle. No matter how many times he saw this place, it would never get old. Behind those doors, doing whatever she did when they were gone, was Celestia, probably asleep on her throne, now that he thought about how early it was.

He watched as Twilight opened the door to her former teacher's domain and entered inside.

"Princess? Princess Celestia?" Twilight called out to her mentor as she looked around the room. It was dark, save for the light of the early sun.

"Princess?" Twilight called out once more. This time, she got an answer.

"I've been waiting for you, Twilight. How nice of you to come to me so early. What is it I can help you with?"

Twilight jumped at the sound of Celestia's voice right next to her ear, her hot breath on her neck. This was made worse when her mentor's voice was slightly distorted, and she no longer knew where her friends were.

"C-Celestia?"

Suddenly, the room was illuminated by a bright glow, and all was revealed. All being Celestia laughing her flank off while rolling on the floor at Twilight''s reaction.

"Ahahahahaha! Priceless! You should've seen your face!" She yelled in the midst of her laughter.

Twilight deadpanned and looked around, seeing that her friends hadn't even moved from their spot in the doorway.

"Uh, Twi? What just happened?" asked AJ, looking slightly confused.

"One of Celestia's pranks, i presume?" Twilight said, giving her former mentor another deadpan expression.

She simply kept laughing, if only for a moment. She soon straightened up and righted herself. "Ahem. Yes, well, you simply must forgive me Twilight. I have no idea where this playful streak of mine even comes from. I'm sorry."

Twilight's expression soon changed into a smile. "it's fine. I don't really mind it all that much. It's actually nice to see you act so carefree, what with the stress of ruling and all."

Celestia smiled as well. "Oh, you know me too well, Twilight. So, what brings you here to me so early. Surely it isn't just to scold me for my admittedly childish actions?"

Twilight's expression hardened as she scrunched up her face in thought. "Hmm...Oh yes! Well, you see..."

"I see. I had a feeling this would happen." Celestia said as she sat upon her throne, her head resting in one of her hands.

"You knew?" Twilight asked, shocked.

"It was only a feeling. But to think it would come true is just...well..."

"So what's happening to us? If you know, then tell us." Rainbow Dash said, getting slightly impatient.

"Dashie! Don't rush the princess!" Pinkie said, pulling Dash to the back of the group.

Celestia giggled. "Oh, no. It's quite alright, Pinkie.I suppose I should get on with it. It's all pretty simple really. There's really nothing all that big to it. It's just a common deduction."

"A common deduction?" Twilight parroted.

"That's right. You are a unicorn whose special talent is magic itself. Add being an alicorn princess, and the fact that you're going through magical evolution, and it's only natural that some of your magic would leak out." Celestia explained.

"Well, then how do we stop it?" Twilight asked.

"Stop it? Why in equestria would you want to stop it?"

"It's affecting my friends." was all Twilight answered with.

"Ah, I see. Well then, in that case, the answer to this, is also quite simple."

"So then what is it?" Rainbow Dash interjected again.

"Dashie, quit it!" Pinkie pulled her back again.

"You can't stop magical evolution, but you can heal those it has affected." Celestia responded, finally getting off of her throne and walking over to them.

"So you can help them go back to normal?" Twilight asked, excited that her friends would be okay.

"Yes. I have only to remove the excess magic from their bodies and put it back into you. But..." Celestia trailed off.

"But?" Apple Jack spoke up.

"But that's only if you all want to be rid of Twilight's magic." Celestia finally said.

Twilight gulped. This was it. Celestia had made the ultimatum known,, now they had to choose. Live with Twilight's magic, or get rid of it and go on with their lives as normal.

Twilight looked back at all of her friends. "So, girls, what do you say? Will you get rid of it?"

They all seemed to think on this a moment. But then a moment stretched into minutes, and the minutes went on and on. All in all half an hour had passed before they made their decisions. And Apple Jack was the first to speak.

"Well, I don't really see a problem with it."

Rainbow Dash was next. "Yeah, me neither."

"I for one find it quite enjoyable to be more open about my desires." Rarity said, a smile crossing her features.

"Ooh, Ooh, what she said. What she said!" Pinkie remarked, pointing at Rarity.

"Pinkie darling it's not nice to point fingers." Rarity said, scolding her.

"Aww, alright then!" Pinkie said, perking up and jumping up and down.

"I...don't want to...get rid of it...either...If...that's okay." Fluttershy said, twiddling her thumbs and looking away.

Twilight was absolutely shocked. "Come on, girls! What are you saying?! This is not a good thing. Are you really sure you wanna spend your lives with my magic causing you to do and say all kinds of things? Think of your daily lives!"

"Now, listen here, Sugar Cube." Apple Jack steppe in front of her. "We don't care one bit about what other's think of us. Besides, according to you, the magic only affects us when we're around you, so that's not much of a problem. And there's one tiny little detail you seem to be forgetting about, Twi."

"Little detail? What could I possibly be forgetting?" Twilight asked, looking confused.

"Ever since this whole thing happened, we've been closer than ever. We're all lovers now, not just friends. And I think I speak for everyone when I say that we're all happy with that." AJ smiled, winking at her friend.

"Ohhh...girls..." Twilight started tearing up. She really had such wonderful friends.

"The spell didn't change us. In fact, I think it brought us closer to out true selves, so living with it seems like a fair trade off after what it's done for us."

Twilight could only smile in response.

In the background, Celestia stood there smiling. Seeing such a wonderful sight as this was what she lived for. It's the reason she loved her little ponies so much in the first place. Seeing such a sight reminded her that life did indeed have it's good moments, and that you can always make the best out of the bad ones. She walked over to Twilight and put an arm around her shoulders.

"Well, it looks like your friends have made their decision. Now it is up to you."

Twilight didn't look up at her mentor, but she knew she had to be smiling. She looked back at AJ.

"So what do you say?" AJ reaches out her hand for a handshake. "Keep it?"

Twilight looked at her for a moment, then down to her outstretched hand. After a moment she lifted her own hand and accepted the handshake.

"Keep it!"

Aj brought her into a hug, which all of her friends soon joined. "We'll always be the best of friends, spell or not."

Twilight shook her head. "No, AJ, we're not friends anymore. Don't you remember? We're more than that! We're lovers!"

AJ scratched the back of her head and looked away sheepishly. "Oh, that's right. We're lovers now. Well girls, what do ya say we head back to Sugar Cube Corner for some cupcakes!" She raised a fist into the air.

All of her friends followed suit, screaming, "Yeah!"