Foolers Rush In

by AJ Aficionado

Rating: mature
Tags: Violence, Crossover, Sex, Death, My Little Pony: Friendship is Magic, Dark, Alternate Universe, Roseluck, Other, Romance, Thriller, Lily, Carrot Top, Warcraft, Bat Pony, Fetish
Length: 60113

Determined to find her shy friend Lily a fillyfriend, Roseluck takes her to the local Ponyville filly bar. Things take a turn for the strange.

***** Story Cancelled. Sorry all. *****

Roseluck and Lily have had a complicated relationship; Lily being in love with Rose and Rose being in love with every handsome stallion she meets. There's also the small matter of a risen demigod of chaos causing the two to swap personalities and have sex on one memorable summer's day. Still, Roseluck is nothing but loyal to her fellow flower vendor and longtime friend and drags the shy filly to the Bucking Bronco, Ponyville's premier and rather notorious fillyfooler bar, to find a mate.

Though neither will be unaffected by the foray, there is far more at stake than Lily's unrequited love or Rose's denial of her own fillyfooling side. For what the two ultimately find behind the old-time saloon doors may well determine the fate of the entire universe as the eyes of the Burning Legion now set their gaze upon the pony's dimension as a source of magical power.

Crossover with World of Warcraft... sort of.

Set shortly after the events of Return of Harmony from season two and tied to events from Fertile Ground, but prior knowledge of either is unnecessary. This version is a re-write of the last story of the same name. **** WARNING **** contains futa on female, gangbang, transformation, impregnation/birth and horn sex. More warnings and tags to be added as the story progresses.

Edited by Firesight.

Published 2017-11-03 01:30:05 UTC
Last updated 2018-06-30 18:33:23 UTC

Bump in The Night

To Lily’s relief, the wood-and-peanuts atmosphere was banished completely once behind the door, cutting her off from the smell of humidity and equine debauchery.

Magical lighting illuminated the hall which split off into two directions, numbered doors lined up on both sides. The walls, ceiling, and floor were lined with gaudy pink shag carpeting, giving the small, pink mare the unwanted mental image of the diagram of an intestinal tract she’d been shown in school. Suppressing a nervous laugh at the thought of asking Goldie if they were going to carry out their conversation inside her colon, she allowed her newfound friend to continue speaking non-stop as they walked down the hallway.

“Bit of a change of scenery, eh?” Golden Harvest chuckled at her new friend’s reaction to the decor. “It might look silly, but yeh come to appreciate how it feels when you wind up on the floor!” she said as she fished a key out of her saddlebag. “We don’t always make it to the room in time, and the ponies who run the Bucking Bronco were sensible enough to accommodate our more impatient fillies.”

Teeth clenched, Lily lifted a hoof instinctively at what lurid tales the floor might be hiding as she waited for her cuddly, orange friend to work the soft, odd-numbered toes of her inner hoof around the handle. “I’m sorry to ask, Golden, and don’t take this the wrong way, but I have to ask: Why are the mares that come here so... wildly aggressive about sex? Is that… normal?”

Golden Harvest looked down at the floor, guiltily before turning to face Lily; the door partially open. “Not outside the bar, nay. I cannae think of any other fooler I know who does this sorta thing in public, but most fillyfoolers I know are very sexually active — much more so than straight mares. Multiple partners with consent from the others in the herd, hours spent every day getting gussied up. The unicorn mare you saw back at the bar about to face the mob is in an open relationship with each and every mare in Equestria, even those to whom she’s never met as she put it! Her special relationship is even given recognition by the bar’s patrons themselves, who will initiate sex with her at any given time. I’m very sorry yeh had to see that. We do get a bit carried away...”

“I’ve never done any of this before with even a single pony…” Lily muttered miserably before her inhibitions could kick in. An icy wind, shut out by years of convenient distraction, whipped unfettered through the window in her mind. I’m alone. Even now in this bar with over a hundred mares inside of it.

“Lily, there’s no expectations with me,” Golden Harvest nickered gently, smiling as she opened the door. “Shall we?”

“Thank you, Goldie.” Lily followed her inside and looked around; the temperature dropping at least fifteen degrees from the outside hall. Well, at least it’s not the colon I was expecting! Blue and pink striped wallpaper, which reminded Lily of somepony she’d met, lined the walls. Pink curtains were drawn against a single window set high against the outer wall. An old-fashioned four-poster bed, it’s dark blue veil withdrawn exposing clean white linens topped by a pink and white checkered blanket. Instead of a bedside table alarm clock, a fancy burled walnut wall clock tick-tick-ticked away the time on the opposite end of the bed. A door off to the side lead to a bathroom complete with a shower, soap, mane and tail shampoo, white towels, and toiletries. Looks nicer than some motel rooms I’ve seen! Lily rubbed her chin, a nagging suspicion growing in the back of her mind.

While Goldie excused herself to use the fillies’ room and take a quick shower, Lily grabbed a bottle of water from the ultra-modern magic-powered refrigerator that was capable of keeping things cold without the need of an icebox. She took a cool, refreshing sip of nearly freezing water, and sprawled out across a bean-bag pony chair fashioned in the image of Pinkie Pie: Party aficionado and certified hide and seek champion of Ponyville. She’s always watching… somewhere… Lily shivered, thinking of several unexplained events that had occurred while working alone at night inside the greenhouse.

Out of the corner of her eye, Lily spotted it; the barest flutter of pink from the direction of the window. Not content to haunt the greenhouse, Pinkie was going to follow her to the very ends of Equestria! Before more extreme methods of exfiltration such as smashing through a wall could be considered, Lily spied the curtain on the window was now fluttering nonstop, as if pushed by the winds of a very small pegasus. Or a very large Breezie. One can never be too certain. Paying more attention to the window, she noticed in a rather vague, back-of-the-mind sense that no light filtered through the lightly-colored veil. Weird...

Before Lily could pay the curtain any more mind, Lily’s thoughts were broken up by Golden Harvest’s return. She’d adorned herself in a shower robe, her mane wrapped in a great white turban formed from no fewer than three separate towels to dry her mane. Her hooves were capped by four white woolen slippers. As Lily wondered if they were standard issue for guests, Golden Harvest plopped down on a bean bag chair of Twilight Sparkle. “Whew! Ah feel sober already! Lily, you should take a shower too. Trust me, yeh’ll feel a lot better after simmerin’ in that hot box of a bar.”

Lily arched an eyebrow at her friend. “Showering in somepony else’s place? I’m not sure how I feel about this…” she offered in a nervous air, tempted but still very ill-at-ease in her unfamiliar surroundings.

“Well it’s not me name on the deed, but that hasn’t stopped me!” Golden carefully unwrapped her amber locks from their fabric prison before hanging the towels from a solid, carved oak chair facing one of the outer walls.

Lily gave her a confused look as she glanced at the towels before covering her mouth which a loud gasp. “Goldie, they’re moving too!” Sure enough, the towels on the chair began to flutter in the breeze.

“Right you are, dearie! We get air-conditioning in all the rooms. Seems a waste of time to go all the way back to the bathroom when I have a perfectly good vent here.”

“Air… conditioning.” Lily looked around the room uneasily, unable to shake a growing feel of queasiness that was as much in her mind as her stomach, a certainty that something simply wasn’t right her surroundings. “That’s fancy…”

Golden Harvest gave her a worried look. “Lily, are yeh feeling alright? You look like yeh’ve seen the Earl of Hades himself!”

“I’m…” Finding a sense of clarity in her paranoia, Lily began to take in the room in detail as Golden Harvest trying futilely to win back her attention. It was clearly far more modern and much larger than what she’d walked into earlier. It had been dark earlier when she and Roseluck had entered the old-fashioned building, but neither had noticed on its dimensions. But as she retraced her steps in her mind, things weren’t adding up. She’d heard of such technology existing inside the commercial towers of Hoofington and a few of the other major cities, but Ponyville was an earth pony town without the infrastructure or unicorns present to sustain environmental control. Indeed, she and Roseluck lived inside a house with Daisy that was lit by kerosene lamps and heated by a wood-burning stove. “This isn’t…” she could neither say she was fine nor explain her unease at that moment, to Goldie’s increasing consternation.

“By Celestia’s solar dock panel, yeh’re scaring me, Lily! What’s wrong? Out with it!” Golden Harvest protested with a hoof to the side of her lavender seat.

Lily turned back to face Golden Harvest with a start at the orange mare’s harsh tone and slightly obscene reference to their ruler, the other earth pony mare relaxing somewhat at finally earning the right to her fickle friend’s attention. “Goldie… what do you know about this place?”

She smiled at that. “Ahh. Well, this place is really somethin’ isn’t it?” Golden Harvest laughed, dispelling the tension in the room. “Reckon yeh’ve never seen a place like this in Ponyville before, have yeh?”

Lily Valley shook her head, looking guilty at her own ignorance. “I don’t get out very often. I mostly stay at the flower shop while Roseluck and Daisy go run errands and shop. I’m from out of town; Hoofington.”

Golden Harvest’s eyebrows disappeared into her thick, orange mane. “That’s a long way! Well not as far away as I came from but… We can talk about me later. So yeh’ve never been around and seen Ponyville.”

“Nope,” Lily shook her head again. “I came here looking for a place to stay after leaving my hometown. I… I really don’t want to talk about that place.” Images of smoke-filled skies came to mind as her heart began to sink.

“It’s okay, Lily. Yeh don’t have to say anythin’. I know that complicated feeling yeh get about yeh’r hometown. Trust me. We’ll both talk about that when we’re ready.”

“Thanks, Goldie. You’re super-nice. You’re just like Roseluck and Daisy.” Finally relaxing a bit, Lily explained how after coming to town with barely a bit to her name, the two hired her on the spot to help run the shop. “There are times I wonder, you know? Like, how did I get here? Back home I was an outcast, that weirdo pony who stares at things…” A trickle of moisture formed in the corner of Lily’s eyes. “And I come here, feeling like I haven’t got a friend in the world and there she is, R-Roseluck, looking out at me with a smile, water bucket in hoof. It’s like she was my friend before she even knew who I was…”

Golden Harvest slowly walked over to her friend, head bowed and placed a reassuring hoof on her back. “Oh, Lily, that’s so wonderful! We are so blessed to have one another in Ponyville! Finest friends a pony can ever have.”

Golden’s smile faltered a bit as Lily explained Roseluck’s apparent snubbing of her affections.

Golden Harvest sighed. “I cannae say I know the mare as well as you, but between you and me she seems like a bit of a mess in terms of knowing what she really wants.” Golden chuckled sadly at her own quip. “She reminds me of meself, actually…”

The two shared stories for what seemed like hours ranging from the mundane to the terrifying, recalling tales of destruction, rebuilding, and the inevitable lesson that always came out of each trial Ponyville faced as the two drank ice cold chocolate milk, much to Lily’s surprise and delight. Realizing how off-topic they’d run, but far from disappointed, the two brought things full circle back to the bar itself.

“Now this building here is an achievement.” Golden Harvest gestured towards her fancy four-poster bed. “It’s off the grid and powered by generators that run on magic imported from Canterlot. I was one of the first ponies to become a member, meaning I have a place to live here. Reasonable rates, but sadly we can’t house everypony. How would we even be able to stay with jobs and responsibilities? But we come and go. Often with a friend to keep us warm through the cold winter nights.”

I guess generators makes sense… But does it really? Lily pondered before her train of thought was derailed at the thought of another mare’s fur pressed up against hers. A thought so heady and yet so… shameful. “How do ponies get together like that? How do they bring themselves to trust each other with their own b-bodies?” Lily flinched as she spoke the last word as if expecting a whip to come down across her back.

Golden Harvest considered the question, carefully. She’d started dating around the same time as the rest of her class and had been with stallions and mares alike, not to mention griffin tiercels and even an eagless. But that was what life was like back in the Gryphon Kingdom; neither gender nor species mattered there. She reflected on how lucky she was for it and then in turn how unfortunate Lily was. She clearly hadn’t had any experience with anypony at all and had sunk into a deep depression from it.

“You remember how Roseluck accepted your friendship without question before? Well, Lily, that’s kinda how it will be with your first sexual experience. It will just happen. But that won’t happen until you stop setting yourself up for failure; until you let go of your pain and put yourself out there. Believe me filly, I know all too well about letting those ponies go. And you know what? It doesn’t hurt any less today than it did three years ago. And the year before that. And the year before that…” Golden Harvest’s voice started trembling as she wiped her eyes with a hoof. “And when you meet that special mare, chances are you’ll face that day yourself when you have to let her go.”

Recognizing her new friend’s sorrow, one she had thought only existed in herself, Lily embraced her, the latter briefly too stunned to return the gesture. “I’m sorry, Goldie. I know I’m being selfish. I know everypony else has problems too. If I’m to be perfectly honest… I just haven’t cared that much for a long time. Thank you for giving me the time of day. May I call you… a friend?”

Golden Harvest hugged her back, happier than she’d felt all that miserable week. “You may, Lily. I think we both needed that very much. And yeh can talk to me whenever you wish.” The two separated, their smiles turning somewhat bashful. “Well… it’s pretty late. Do yeh want to sleep here for the night? Wouldn’t want to send you out into the night alone.”

Lily couldn’t prevent her imagination from running wild anymore. For years she’d refused to even consider the possibility of having sex with another mare — except the absolute safety and comfort of her own lewd imagination. But faced with the very real possibility of climbing into bed with an actual mare, the sounds of Goldie’s moaning filled her subconscious interspersed with the duo sloppily kissing, their muzzles coated with musky mare juices and the effervescent scent of two fillies making sweet, sweet love. Oh, she wanted it badly, but not now. Not after she’d bared her soul to her. Not so soon after winning her over as a friend. “I’m… not sure I should…” Lily’s stammered as her face said no, even as the stirrings in her inner walls said yes.

‘Hey, I didn’t say yeh had to sleep in me bed!” Golden replied with mild indignation. “I’m not that easy, filly!”

“Oh… hehe. Right. Couch it is!” Lily gave her friend a toothy grin, her libido crashing into the ground at terminal velocity. Did she really have to deny me that quickly? “Talk to ya tomorrow?”

“You betcha, Lily! Sweet dreams.” Golden Harvest passed the diminutive mare a blanket and pillow from her bed before drawing the curtains around her bed.

“Goodnight, Goldie.” Accepting them gratefully, Lily gave the clock on the wall a passing glance, 10:30. Had they really spent so much time talking? Lily smiled, thankful to have a friend to spend her time with and laid her head on the pillow. She blacked out instantly.

*****

Lily awoke to the sound of a loud bang.

Artificial lighting provided by the elegant wall lamps had been dimmed, casting the room in semi-darkness. “Who dimmed the lights?” Lily muttered to nopony in particular. Groggy, and feeling distinctly unrested, she climbed off the couch to go fetch some more water when her eyes were drawn back to the pink-shaded curtain over the room’s sole window. Bright, white light now filtered through which cast itself over the landing to the bathroom. Lily could even make out details inside the darkened bathroom; shapes of shampoo and conditioner bottles exactly where she’d recalled them and the online of a large vanity mirror.

Golden Harvest was fast asleep. Her deep, rhythmic breathing filled the room.

Lily swallowed hard. She wasn’t asleep all night. That much was clear. In fact, far from rested, she felt more exhausted than ever. And she’d definitely heard a loud bang that only she had reacted to. The time! Lily's eyes darted over to the clock which had gone silent, stopped dead in its tracks at exactly 10:30. Maybe it just needs to be re-wound? I hope?

Across the room behind her veiled bed, she knew her good friend would be inconvenienced — perhaps even outright angry — by waking her up now. Lily looked out to the lone entrance to the room. She could leave now, but without having said goodbye to Golden Harvest and making a bad impression. Then again there were the local fillyfoolers which might be roaming the halls. Lily whimpered aloud, quietly grabbing a chair out of the tiny kitchenette and wedged it under the doorknob before retreating back to cover.

For what seemed like an hour there was only dead silence and the sound of the lovely earth mare’s slumber as Lily had settled with trembling under her blanket until Goldie woke up. Another loud thump, punctuated by Lily’s whimpering. This time she was able to discern the location of the sound as coming from the bathroom, behind one of the walls. No response from Goldie. “That mare sleeps like the dead. Which is what we’re both about to be!” Lily muttered before biting into the hard part of her hoof as she considered the nasty possibilities. More time passed without incident.

One thing was certain no matter how she would implement her strategy. “I need to get the buck out of here!” she spoke aloud with a newfound strength and resolve. Steeling herself for the worst, and conceding she could always wake up Golden Harvest in an emergency by screaming her head off, Lily crept out from beneath her blanket fort and made her way past the window-lit landing into the bathroom.

Fumbling blindly in the darkness of the bathroom she found a switch to turn on the lights. Tiles still wet with humidity around the bathtub gave Lily her first clue; she hadn’t been out for very long at all. Even the mirror retained the barest traces of fog around the circular edge. The memory of the window loomed largely, but she’d worry about that later. Ponyville had more than enough concerns for her to deal with on a good day, and this was certainly not a good day for Lily Valley.

A visual inspection of the walls revealed no signs of damage from the loud impacts she’d heard, but an unbroken seam in the off-white painted wall adjacent to the bath between the square piece of drywall and four wood panels. Whoever painted the room had simply painted over the noticeable gap between the paneling and the rest of the wall. Lily surmised a magical fuse box or cluster of wires. It was large enough and at the right height for a small pony to shimmy through. Lily concluded it was something to do with maintenance ponies in gray uniforms for sure. “But then why isn’t there a crack in the paint for when they opened it to do maintenance? Ugh!I’m going to die horribly!” Lily’s ears drooped, but she kept looking, determined to solve the mystery of Golden Harvest’s scary bathroom.

“Maybe if I tap on it, it will sound hollow?” Lily continued, talking to herself. Somehow the sound of her own voice made the entire situation somehow less terrifying to her and she’d taken to talking to herself when she was sure she was alone or otherwise unnoticed. ‘It’s not crazy unless you respond to yourself’, she’d heard other ponies say. And Lily would insist she’s not crazy if you asked. Not one bit. She gave the drywall between the wood panels a quick jab with her hoof. The drywall fell back immediately into the void. The old paint job hadn’t been up to the task of keeping it sealed for much longer. “Oh, horseapple sundaes!” Lily shrieked, before whirling around to see if Golden Harvest had heard her exclamation.

Goldie continued sawing logs as if nothing had happened.

“This is an emergency alright! There’s something very weird going on. Or maybe I’m going to be paying the bar for a new wall? Oh, buck me sideways!” Lily poked her head through the hole, deciding that she could literally patch things up in the morning with her friend and that there’s no reason to wake her yet. Lily poked her head into the opening. It was another room, though this one was mostly unfurnished. Wall lamps similar to ones in Golden Harvest's suite lit the nondescript room. The carpeting was old and dusty, the air thick with humidity — Lily supposed it had been closed off for some time and might have been so dank due to steam from the neighboring bathroom working into it. A nearby window, in the same general location as Golden’s, was similarly veiled by a pink curtain. A four poster bed sat bare, stripped down to the mattress. The bathroom door on the opposite side of the room was closed.

Eyes fully adjusting to the semi-darkness, Lily could make out objects left behind by the previous occupants atop the musty couch and kitchen table: a clear plastic tumbler, a small stuffed and absurdly effeminate-looking and completely unconvincing dragon figurine, a CB radio with attached microphone, an empty glass bottle of Sparkle Cola, and an old typewriter. “I guess the last pony who had the room didn’t clean up properly and now it’s unusable. They could have at least remembered to take their stuff! Probably a city pony who did this. Bunch of jerks…” Hazarding a chance at alerting anypony lurking in the hallway quietly, Lily gave the doorknob an experimental turn. It was locked from the other side.

“What in Tartarus?” Lily tried the bathroom door as well with the same result. Lily turned in the direction of where she made her entrance. The drywall laid exactly where it had fallen. Relieved that at least she hadn't walked into a trap, hopefully, she checked the closets and under the bed which took nearly no time at all, the room being so small as it was. Whatever made the noise wasn’t there. “I’m not crazy, darn it! I know I heard something!” Whinnying angrily, she looked back at the CB radio. The Flower Trio actually had one of those back at the house. Roseluck or Daisy would carry one with them on long deliveries to alert other caravans of difficulties along the highway or even call for help. It was a terrific way for foals to yammer at absolute strangers about nothing, too.

Lily reached out to touch it. “Eep!” The object gave off a musical tone when touched. Lily dove beneath the bed trembling with her forelegs over her two-toned yellow mane. Then silence. When no monster or otherwise came to finish the job, Lily cautiously made her way out from under the bed. Nervous energy coursed through her body. The hair on the back of her neck stood straight up and her tail twitched irritably, thwacking against the legs of the bed as she frantically searched for a justification. “Enchanted, m-maybe?” Lily listened for signs that somepony had heard her, but again, nopony came. Summoning great willpower she jabbed at the device again with her hoof. The tone repeated itself, the sound emanating from the radio itself like a bell. Again, silence. Lily turned her suspicion to the rest of the junk in the room.

Touching the other four objects in the room, each produced its own distinct tone; The five musical notes: E G B D and F Lily had learned on her first day of music class. “A puzzle, maybe? Who set it up, and why behind a locked door?” Lily supposed it was far past time to go back and wake up Goldie, but the mare was now more curious about the sounds than afraid. The fear was becoming almost exciting. There was no obvious way to tune the enchanted objects to produce a different tone, that Lily could discern. With nothing to lose, Lily fired away with the first and most obvious tune that popped into her head.

E-D-C-D-E-E-E Mare-E had a little lamb
D-D-D-E-D-G Little lamb, little lamb
E-D-C-D-E-E-E Mare-E had a little lamb
E-D-D-E-D-C Her fleece was white as snow

The bathroom wall crackled and sparked with magical fire, the image distorting and returning before disintegrating into nothingness, disgorging a winged creature, bound by the legs and wings by rope out of where the door once stood. Falling forward out of the illusion onto the dirty carpet, the darkly coated stranger sent up a plume of dust.

Lily’s legs trembled in the murky darkness, made no better by the dust in the air. When after the dust began to clear, she saw a pair of yellow, gleaming cat eyes scanning the room from the filthy carpet. Its body was equine, but uncannily so with long, tufted ears like a bat. A thestral! Lily recognized from reading about the accomplices of Nightmare Moon in school. Beneath its bonds appendages where pegasus wings would normally be pressed against the coiled threads which tore free within seconds, sending the erstwhile prison tumbling to the floor.

Lily could make out its form in vivid detail. Its leathery brown bat wings flared angrily over its round pony body, covered in a dull brown metal suit of armor from the neck down that matched his wings and the decrepit carpet beneath them. Now free, it’s eyes focused on the terrified mare before him, who let out a bloodcurdling shriek.

Certain she and Goldie were as good as dead, Lily Valley’s mind decided on the most painless means of passing; the room fell away entirely as she collapsed in a faint.

Author's Note

5/23/2018 Grammarly edit complete. This chapter was almost perfect to start. I guess that hiatus between 2 and 3 really did me some good.

12/11/2018 More editing. I like this chapter a whole lot. Very mysterious and all that.

Stairway to Heaven

The four mares walked two by two across the narrow hallway, both walls and floor lined with granite.

Roseluck and Raindrops walked ahead while the other two mares played rear guard. Or perhaps as Roseluck suspected, they were simply blocking her retreat or perhaps even calling dibs on parts of her anatomy when they took her to the mat. Sensing the eager gaze of the two thirsty mares behind her, Rose’s tail darted down to cover her vulnerable filly bits, though they’d surely smelled her forbidden desires by now or felt the interminable pounding of the blood running hot through her loins. She needed relief or at the very least the hallway to end so she could dive into a barrel of water to get the sweat off.

“Feast your eyes m’lady upon the finest set of gym equipment in all of Ponyville!” Raindrops announced before opening the anonymous wood door at the end of the hallway with a flourish. The rear guard joined the other two mares up front, forming a scrum at the door.

Roseluck gasped at the strangely alluring smell of stale perspiration, and the distant but unmistakable smell of chlorine wafted past her nose — all thoughts of the exercise equipment and floor mats inside disappearing instantly. “You have a swimming pool in here? Ohhh yeeeah!” She could already feel the cool water bringing instant relief and comfort to every square inch of her glorious naked body. “We’re gonna have us a great party! How did you wing it to get this room all to yourselves? This is incredible! This is…”

A gentle tap from Raindrops’ hoof brought silence to the hallway. The pegasus shook her head slightly; once left and once right. “Come now, Roseluck. Now is not the time for swimming. That comes later.”

“Aww!” Roseluck pouted, having un-scrunched her face from Neighfertiti’s hoof.

“What the featherbrain means is first we exercise, then we play,” Apple Cobbler contributed helpfully, sticking her tongue out at the vibrantly-colored pegasus and receiving a smack to the head from bronze-feathered wings in response. “Oh, you’re so going to get it now, sister!”

“Stick and stones, shoemaker,” Raindrops shot back with a smirk as she strutted into the room like the true Cock of the Walk. “Alright ladies, you know the routine! First, we hydrate!” The three thirsty mares gave a girly cheer, as Raindrops flew off around a corner in the room. She returned mere moments later, sooner than any of the three could walk around the corner themselves with a barrel filled to the brim with water she’d pushed away from the wall.

Huh. Well that’s a convenient barrel of water, isn’t it? Must be from the last group of mares to come through here. Not really big enough for me to fit in it though. I just hope it’s fresh; I’m thirsty enough to empty a lake! Roseluck mused.

“Rose, you look about ready to wilt, so you can go first,” Minuette chimed in with sarcastic sweetness.

Roseluck tsked audibly, waggling her hoof at the unicorn. “I really hope you didn’t wait for the opportunity to use that joke. I couldn’t live with the depression. Aiiiiiieeeeeee!” A towel held in a blue field of levitation snapped across her rump, the surprise strike nearly sending the earth mare crashing through the ceiling.

The three macho mares shared a laugh, their pegasus leader mostly loudly of them all, who clapped her hoof repeatedly atop Roseluck’s strong back. “I’ll give you credit, Rose; you can banter and we respect that. But to truly be one of us you must now drink from the Barrel of Communion. You must sanctify yourself in this most holy place of sisterhood. Only then can we lift and verily we shall make gains!”

“Gaaaains!” The other two alpha mares chanted, reminding Roseluck forcefully of a zombie pony’s favorite snack.

“Alriiight! Alright! Keep your shoes on.” Roseluck looked down into the barrel and saw what looked to be clean water all the way to the bottom. Well, Roseluck had drunk another pony’s backwash before and admittedly done more questionable things in the bedroom. At least these mares were mindful of their hygiene as the vast majority of fillyfoolers tended to be. At least she heard that from someone at school once and figured it made sense enough. She couldn’t say the same thing about all stallions, some of whom were willing to take advantage of the disparity in numbers between mares and stallions by simply not making any sort of effort.

“Don’t forget to dunk your head all the way in when you’re done!” Apple Cobbler advised, gesturing the act with her forehooves.

Roseluck cringed at her fellow earth pony. “Ew! You’ll be drinking after me you know…”

The three mares chanted, “Do it!” by way of reply.

Roseluck dove in, all but inhaling in welcome mouthfuls of the sweetest water the flower pony had ever tasted. By the Sisters, I needed that! Roseluck thought to herself when she finally came up for air after taking in nearly a half gallon in one sitting. Plunging her head in one last time, she felt the all-too-welcome shock of cold against her sweaty scalp, gulping down one last mouthful. She threw her head back as she came back up, slinging the water off the tip of her spiky mane, creating a watery rorschach on the stone wall behind her.

“Yeah, filly! That’s how we do it here!” Raindrops threw the flower mare a drill-worthy salute, while the other two clopped their hooves.

Before anypony else stepped up, Minuette cast a spell on the barrel. “Disinfectant spell,” Minuette said by way of explanation. “You didn’t think we were going to drink your sweat, did you? We’re not animals, ya know!”

This time Roseluck joined in the laughter with the other three mares. “You gals are alright, ya know that?”

“You have no idea…” Raindrops replied, a hint of huskiness creeping into her voice.

First Apple Cobbler then Minuette and finally Raindrops took turns drinking, each shaking the water off their manes in turn. First on tap were pushups, which Roseluck had to admit kicked her flank clear over to Las Pegasus. Hauling flowers around gave her a measure of power to all four of her legs, but with the load on the back, most of the power went to the rear. Just fine for keeping the side facing the stallion in shape, but leaving her with weaker forelimbs. “I lost to the unicorn!” Roseluck lamented as she came in dead last, burying her face into the foam exercise mat in shame before being cleared off by the good-natured ribbing from her comrades. To her eternal shame, she only managed twenty-five push-ups.

In contrast, Apple Cobbler was an absolute beast of a mare racking up sixty push-ups — well above what the average mare could do.

Raindrops came in at a close second with forty-six pushups, though technically she got the most as she followed those forty-six with twenty wing-ups. “Gotta keep these babies ripped for re-directing Everfree storms!” Raindrops explained when Roseluck asked about it.

Roseluck took some heart in the fact that while Minuette beat her, she only managed thirty-five.

“You’re not wrong thinking earth ponies should be able to beat a unicorn,” Minuette said between grunts as she pounded iron on the weight bench, the two earth ponies spotting for her. “An earth pony should be able to beat a unicorn in any physical activity that requires longevity due to E.P. endurance and healing factor. You gals get a double-dip biological advantage in that you both train in longer sessions and require less time between them. Thing is, you got to put in the exercise or you’re just going to be a doughy girl wuss like we said. And now you see that for yourself.”

Roseluck sighed, her eyes fixed upon Minuette’s outstretched hind legs before lingering in the vicinity of her — Gah! Stop that, Rose! “I guess I wasn’t as tough as I thought, huh?” Finishing her last hard-earned rep, the unicorn placed the bar back on its stand while Apple Fritter mopped her mane and muzzle off with a towel.

Apple Fritter hung the towel on the chair next to the free weights machine. “Ah don’t worry about it, newbie; You’ll catch up to us. Like Minuette mentioned, since us earth ponies heal up quicker, you can push yourself harder and make gains faster. Then you’ll be at our level, struggling to surpass the previous high mark you’ve set for yourself.”

“Wow, really?” Roseluck’s ears perked back up. The prospect of being as good or better at something than somepony else immediately raised her spirits. “It’ll be hard, I imagine. But you know what? All this lifting and sweating and stretching and… aching. It kinda makes me feel good on the inside, ya know? The inside of me that isn’t in my calves… or my forelegs. Oof!”

“You’ll notice you tend to feel better about yourself in addition to feeling stronger physically when you exercise regularly.” Minuette grabbed a water bottle off the mat and brought it to her lips. “Not that a mare like you needs any more confidence or anything,” she added with a smirk.

Roseluck paid no heed to the banter. She already felt stronger and somehow more alive — the same way she felt in the bedroom with the company of a good stallion. “I promise you gals I’ll be back for more. I want to get strong and make gains too!”

“We trust you, Roseluck.” Raindrops spoke softly into her ear, nuzzling her neck and giving her ear a gentle nip. Roseluck gave a needy gasp and her inhibitions finally collapsed under the weight of the alpha mare’s advances. “Remember... gains aren’t just seeing your numbers go up every day, they’re every good decision you make along the way that leads to a healthier you. And coming here tonight, I think I speak for all us when I say you made the best decision of your life…”

Large, teal eyes slowly closed the gap between Roseluck and the beautiful form of Neighfertiti herself; Roseluck unable to muster any resistance as the pegasus mare — the mare! — finally plunged into her eager mouth. Feeling each other’s hooves out, they reared up together locked at the lips; their tongues dueling as sloppily as a teenage mare’s first serious make-out — the pair drawing each other in closer until they’d wrapped both hooves around each other’s necks as the other two mares watched hungrily.

Rose heard one of them give a shrill whistle as the other cheered the couple on, but hardly cared. She had what she truly wanted; what another mare had told her she wanted, and that was enough. Raindrops held her wings aloft in triumph, completely stiff as she pounded the last nail into the coffin of Roseluck’s denial. Would the scene have carried on any longer it surely would have gone to the mat, but their two grinning compatriots got their attention by nuzzling them on the flank.

“Hey gals, you know the rules: business before pleasure. We do our exercise here. We do our fun later.” Minuette announced in mock-sternness with a waggling hoof, her tail flagging as hard as the other’s at the pair’s wild display of lust.

In her heightened state of arousal, Roseluck made no attempt at hiding the hunger from her eyes as she gazed upon the unicorn’s long, slender horn. The earth pony’s nethers were a furnace of sin, as she eyed the three sweaty, beautiful mares who’d lured her into their trap. “You’ve made your point, gals. It’s true…” Roseluck sat down hard on her haunches, the room spinning from the blood in her head rushing south for more erotic pastures. “I remember every stallion I’ve ever had and I’ve never kissed any of them like I just kissed Rain. And now… I want… more. Luna help me, I just want more!” Rose felt a wave of shame hit her like the dropped contents of a pegasi moving van, which only fed the growing thrill of forbidden desire building deep within her.

Minuette nickered softly, licking her lips in anticipation. “Oh don’t worry, Rose; we’ll have our turn as well. And please don’t think me boasting when I say you’re going to enjoy me the most.” Minuette allowed her horn to glow for a brief moment before making her way to the pull-up bar, her powerful hips swaying in enticement the entire way. “But now that we’ve truly made you one of us, we’re going to give you the proper motivation for exercising with our squad. A little reward system we have for fillies who aren’t afraid to fool around.”

Raindrop’s smile turned coy. “I agree, Minuette. Perhaps a break is in order.” For a moment all that could be heard was the sound of Roseluck’s flagging tail scraping across the thick, padded exercise mat as the three mares stealthily surrounded the cream-colored earth pony. “Keep your eyes closed, filly. You’re going to feel a whole lot better about this in a few minutes,” the pegasus whispered into her ear which twitched from the sudden sound.

Roseluck gave a sharp whinny but did not open her eyes. “I need this. Please, help me…” No sooner had she asked when thick pony tongues began stroking the sides of her neck, working their way northward as Roseluck’s tension began to ease and the thrill of impending sex took hold. A third tongue nibbled and licked her sensitive and highly erogenous ear tips; no doubt the learned fooler Apple Cobbler, who shared her fellow earth ponies’ sweet spots.

“Keep em good and closed, Rose. That’s a good filly…” Raindrops reassured her new lover, turning her attention from Roseluck’s neck and winking at her unicorn mate. “You smell so beautiful…” Raindrops’ voice cracked with a sense of longing as she spoke. “... It’s like I’m inside your shop.”

The source of Roseluck’s floral scent winked loudly, spilling fresh droplets of nectar onto the padded floor between her legs which trembled with anticipation. She giggled bashfully at the pegasus’ words. “So much for the secret on how I keep my flowers so fresh, eh?”

Further words were silenced as, unable to hold back, the unicorn and pegasus duo pressed through Roseluck’s thick equine lips from both sides of her muzzle with their long filly tongues, using them to sensually assault that of the flower filly’s as Apple Cobbler took one of her unusually long ears into her mouth, caressing its entire length with her muzzle. Unable to stop herself from opening her eyes, she looked out and saw a very familiar and very stiff wing off to her right. Roseluck didn’t have to ask whose the other tongue was as it bore the distinct taste of peppermint. She wanted to lay down and let the three fillies take her to glorious climax right then and there, but they braced themselves against her with front hooves and continued their frenzied attack, tongues sloppily stroking her mouth while her tongue continued to lose the three-way tug-of-war.

The lack of control and presence of three young, beautiful mares worshipping Roseluck’s beauty might have been enough for the flower pony to eventually climax. Her inner walls had opened wide, expecting an earth pony executioner to perform her coup de grâce with a long, slick filly tongue. She tried to lift off of her haunches, where a sticky puddle had formed, but they weren’t finished.

“That’s enough. No more practice. She’s mine!” Raindrop’s roared in a husky snarl, the pair going to the mat with the pegasus on top. Her bronze wings were completely immobilized from the sudden passion, tongues clashing as their stiffened teats brushed up against each other, each tracing a path through their soft belly fur. Raindrops alternated between licking at Roseluck’s cream-colored muzzle and long sloping neck and nipping the rims of her ears.

In the heat of passion, Roseluck could not help but admonish Lily within her mind once more for putting her tongue inside her ear under the control of Discord’s magic. Yes, I secretly enjoyed it, but for Celestia’s sake, Lily, have some standards! Roseluck was sure the sound of her teeth gritting as she realized she was thinking about Lily during her own conquest would be audible from the moon, but thankfully, her conqueror hadn’t noticed. Nor, it turned out, had her partners in crime, who were on the mat nearby making out. Minuette clearly had the upper hoof in that duel; not that Apple Cobbler put up much of a fight. Then Roseluck saw a maneuver she’d never encountered: Minuette climbed atop all four of Cobbler’s limbs, hooves locked together tightly. The earth pony extended her legs as high as they could go, getting a good look at her friend’s impressive undercarriage. Minuette grinned mischievously as her horn began to glow blue.

Roseluck gasped as Raindrops delivered an aggressive nibble to the tip of her left ear, drawing her attention away from the others and onto the sculpted rainbringer’s lithe and sensuous figure hovering above her. That mare sure loves my ears! some part of her idly noted beside her. Apple Cobbler whinnied sharply before moaning her approval. She sounded like she really enjoyed that! Whatever it was... Between the four of them enjoying each other’s company, her climax was edging dangerously close. “Raindrops, please… I’m going to come if you don’t stop. I want to feel you inside me!”

Raindrops gave the earth mare's ruddy ear a nuzzle, giving the tip another light nip. “Only if you call me by my proper name and station, my faithful servant!” the pegasus cooed softly. “Though seeing you gush right here and now would be more than worth the effort. Perhaps I could do you the favor of making you climax right here and now and hear you echo off the walls. You see, there’s something I know that you don’t know I know. And that’s that mares like you like it dirty, you know what I mean, filly?” When Roseluck didn’t respond, Raindrops made her meaning very clear with a slow, wet lick inside her ear.

Roseluck squealed, only preventing herself from coming on the spot by sheer force of will. Her entrance quivered and winked as her inner walls churned, but she stepped herself back from the brink of climax with great effort. How did she know? Remembering her nickname for the bronze beauty holding her captive, she managed a couple deep breaths before willing herself to speak. “Neighfertiti, m-my goddess, please release your servant!”

Raindrops smiled triumphantly. Her wings had been flexing uncomfortably from prolonged stiffness during their rendezvous; Roseluck’s quick surrender meant seeing her own needs tended to sooner rather than later. “Thy wish is granted, servant. A stay on thy execution thou wilt have, but only temporary!”

As Raindrops repositioned herself, Roseluck spared a glance over at the couple across from her; Apple Cobbler was doing reverse pushups, pressing the unicorn over her like a barbell as a thick, electric blue construct of magical force pierced the earth mare’s entrance with each erotic repetition as sweat and love juices poured from her shivering body. Being accustomed to sex with mares clearly hadn’t limited the apple mare to how much she could tuck. The thick, radiant construct slammed itself repeatedly into the flooded love tunnel, which leaked appetizing cinnamon-apple scented cream from out of the corners not sealed up by the aura. Braving the shock of intense pleasure, the earth pony stoically soldiered on.

The sight was such a turn-on to the flower pony that part of her wanted to scream. Minuette’s nimble horn was so dexterous in its use from years as a dentist, she could effectively replace a stallion, even surpass him if the way Apple Cobbler was whinnying gave any indication. And she’d been thinking about all of them using their tongues. Roseluck felt it impolite to her pegasus lover, but couldn’t help but wonder what it’d feel like to have another pony’s magic inside of her. Would it be like a temporary enchantment from a potion that could let an earth pony walk on clouds? Was some part of her forever embedded in those she rutted? Will part of her be with Apple Cobbler forever? What about me? I’m next! Roseluck felt something furry and wonderful nuzzling between her teats, interrupting her thoughts.

“So full. So firm...” Raindrops muttered dreamily before licking between her cleavage that sent an electric surge through Roseluck’s entire body, which nearly left the floor as her legs went stiff as a statue’s. “You are more than a worthy sacrifice.” Forehooves caressing the flower vendor’s firm flanks, she popped one of her nipples into her muzzle, suckling the teat with a small grin as she looked up at Roseluck, letting her sky-blue eyes having the desired effect.

“Egh…” Roseluck winced, her effort to hold back the filly flood taxing her past the breaking point. “Neigh-fer… Goddess…” A singing, screaming, neighing cry emanated from the overtaxed mare as she opened the floodgates, launching a bolt of marecum and coating Raindrop’s half-opened muzzle in nectar-scented cream.

Raindrop’s broke character, gawking at the mare. “Goodness, Rose! You fire off like a stallion. Was I really that good or are you just that randy?”

“I… I told you I was going to climax, but you didn’t l-listen!” Roseluck’s grunted after flopping her head onto the mat, taking in deep breaths with her eyes closed and listening to the sound of her heart thumping inside her head.

Raindrops cleared what she could from her muzzle with her tongue. “Sorry about that.” She laid down next to Rose, her wings brushing up against the earth mare, causing her to open her eyes. “I do hate it when I muff up the sex.”

Across the mat, Apple Cobbler unleashed her sweet, creamy load into Minuette’s waiting maw. The two embraced, sharing the gift in each other’s mouths before the unicorn rolled over onto her back, hind limbs spread wide as Apple Cobbler went to work on her dark-blue marehood — a shade darker than the rest of her skin, Rose noted — to pay her back for the favor.

“That was an unforgivable pun, Neighfertiti!” Roseluck stood up on four shaky legs, her face reflecting her earlier confidence. Raindrops gave a surprised whinny, her ears splayed back and eyes wide as their muzzles closed to within an inch. “And now it’s your turn to be sacrificed! Can you even handle the righteous judgment I’m fixin’ to unleash upon you?” The red-head smiled coyly as she slowly licked her lips, giving the pegasus a hint of what was to come.

Raindrops snorted and gave a sharp whinny. “That all depends, I suppose. Have at thee! OH!”

Rose darted under one of Raindrop’s stiffened wings and directed her tongue on the soft flesh around the oily gland near the base of her wing she knew well was what pegasi used to preen their feathers. The reaction was almost instantaneous as Raindrops began to moan deeply as the feathery appendages jerked stiffly at her side. Sage enough to realize her complete lack of technique with cunnilingus was going to leave Neighfertiti underwhelmed, she’d settled on a trick that had worked on stallion pegasi for years. The long, vibrant barbs of her primary fathers evidenced careful preening and maintenance. She’d taken good care of herself to keep herself airworthy, but Roseluck saw room for improvement.

“Mphf!” Raindrops stifled a scream as the now vulnerable mare felt the earth pony go to work on oiling up her primaries, messaging the flight muscles as she worked. “Somehow, I didn’t see that coming. Rose. Can I keep you? Please don’t ever leave. Oh~!” It wasn’t long before the heat and pressure inside her core became too much. Below her, Rose could smell the sweet and spicy smell of Raindrop’s lust dripping freely onto the mat. “Rose, get ready filly. I’m going to…”

Rose withdrew, leaving her wings freshly preened, minus a few secondaries. Ah well she didn’t need those yucky things anyway! Roseluck thought to herself as she discreetly spat the downy feathers out of her mouth. It was hardship duty to be sure, but never unappreciated by her partners. Knowing what had to be done next, she dipped her muzzle beneath Raindrop's flagging tail and licked the tangy cream from her soft petals, which clenched down on her tongue. Here goes nothing, Rose! The earth mare hesitated at the thought of what she was about to do, but not wanting to let her mate down, she jammed her tongue into the entrance as far as it would go. Her walls closed in around her tongue and gushed, hot and fierce into her maw. At least it started there and quickly ended up all over her muzzle and trickling down her front, even all over the pegasus’ rump as Roseluck went into a coughing fit.

A laughing Minuette levitated over a wooden flagon of barrel water to help clear Roseluck’s throat as the other two cheered and stomped their hooves. Raindrops gave the earth pony’s shoulder a good-natured punch. ‘Not as easy as it looks, huh?”

“Not everypony else tastes like szechuan sauce!” Roseluck suppressed another cough. “Not that that’s a bad thing… I just got the smell up my nose and couldn’t swallow right.”

“Pretty, you just need to remember to clamp back on your throat and hold your breath. You never breathe when you’re eating a mare out. We don’t work the same way as those stallions.” Apple Cobbler explained, allowing a hint of distaste at the idea of male company to escape from her lips. “But don’t worry about the mess. They’ll take care of that.”

Roseluck watched as Minuette licked the filly cream from Raindrop’s muzzle and rump before the pair of them began making out on the mat, right on the spot Roseluck had had her fooling mishap. Wings pinned to the mat, Raindrop’s eyes closed, moaning softly into the unicorn’s maw as Minuette began to work her magic in and out of Raindrop’s quivering slit. The earth pony was transfixed at the sight of the two making love to each other so passionately having just switched partners. It was an all-consuming hunger for sex and companionship she had never thought imaginable in another living creature, outside herself of course. She was Roseluck, the Slayer of Stallions and Ponyville’s most eligible bachelorette...

And yet, here she was, thoroughly outclassed by the debauchery and nihilism on display. Somehow it all felt… unreal, dreamlike, like when she’d watched the dogpile of sex-crazed mares attack Sea Swirl back in the bar — an event which now seemed ages ago. But this…? She must have been gawking because Roseluck felt a whack to the rump from her fellow earth pony who giggled into her hoof.

“More doing and less watching, Rosie,” Apple Cobbler teased playfully. “What say we earth ponies show ‘em how it’s done!” The tan mare pushed a lock of her two-toned blonde and butterscotch colored mane behind her ear and dropped down into a pushup position. “We’re going to do this a bit different than me and Minuette did it. Make it a bit of a competition since I finally have an earth pony to challenge!”

Roseluck’s face was a blank. “How are we going to do… you-know-what with pushups?” You-know-what? Roseluck chastised herself internally at the Lily-esque euphemism.

“You get on my back while I do push-ups. During that time you must stay riding, but you can nip, and lick, and suckle to your heart’s content at my ears, and whatever else your dirty mind can think of without falling off. We repeat the exercise with you doing the pushups, assuming neither of us didn’t fall off which automatically forfeits the round. Once you’re done, the round is over and whoever gets the most reps gets ten seconds to do whatever they want to the other mare to force her to climax. Wait here…” Cobbler dashed off and came back with an old-fashioned plastic wind-up timer. “Once she — that is to say I — get my hooves all on you, then you get ten seconds. The round repeats until one us climaxes. Simple, right?”

“Well, I give you credit for the thought put into making the rules fair,” Roseluck replied, sincerely. She knew she was going to get blown out completely in the first round, but liked the bonding aspect of the game. It felt like a very charming and thoughtful way to get laid. “You’re on!”

Apple Cobbler gave a toothy smile. “Awesome! How about you go first and I don’t try to interfere? I do want to be as fair as possible here.”

Roseluck shook her head, making a waving gesture with her hoof. “Nah, don’t break the rules you set on my behalf. It’s supposed to be fair, right?”

The sweet-smelling, dessert-themed mare gave a pout. “Alright, alright.” She gestured for Roseluck to kneel, which she did while Apple Cobbler clambered onto her back, hooves wrapped around her neck to keep her mounted. “I’ll start up with you after you complete the first push-up.”

Roseluck knew she wasn’t going to get very far but was eager to do her best. She lowered herself down, feeling every ounce, every gram, every pound of Cobbler’s tough muscled fiber weighing her down. One pushup down. Not too bad. Apple Cobbler’s hooves touched the mat on the descent, meaning Rose only had to deal with her weight on the upward trajectory. A piece of cake. Except it wasn’t so easy once Cobbler had zeroed in on her two very large and very easy targets, messaging the length of her ears, one at a time, with teeth and tongue. By the seventh push-up, Roseluck was trickling her hot, floral seed onto the mat.

“You’re a real trooper, Roseluck. Even mares that are fit have a hard time focusing the will to press on under these conditions. Strength of body is a wonderful thing. What this requires is strength of will. And you certainly don’t lack that, you sexy mare!” Apple Cobbler whispered into her ear before suckling the tip.

Flattery, my greatest weakness! Roseluck grit her teeth as her legs began to wobble after the eighth repetition. Figuring it would disqualify the entire match if she climaxed during the pushup phase, she called it a wrap. “Alright… I-I can’t do anymore.” Apple Cobbler climbed off, before wrapping her hooves around Roseluck and kissing her deeply, which she eagerly returned. Eyes burning with renewed lust, she gazed hard at her competition. “We don’t get disqualified for that, do we?”

Apple Cobbler giggled into her hoof again. “Nope! That kiss was shared so it’s game-neutral.”

Roseluck suppressed the urge to take her to the mat and feast on her glorious mare essence right then in there for being so completely adorable but abstained. “Then I guess it’s your turn, cutie.” Roseluck gave her a playful swat on the rump with her tail in return for the one she’d received. “Make us both proud!”

Roseluck clamored aboard, feeling a bit odd as if she were an overgrown filly getting a ride from Mom. She had to admit to herself though she found her sturdy back and familiar anatomy reassuring. “Ready?”

“Ready!” Apple Cobbler called back, snorting loudly and she pawed at the mat. “Remember, don’t fall off!” She grinned slyly as she sucked in a deep breath.

One pushup in, Roseluck made a motion towards one of the bottom mare’s perky ears, only to find it droop flat against the side of her head as she turned on the speed. Struggling to keep balance when Apple Cobbler was extended off the ground and at the wrong height to nip when she was pressed against the floor, she rode out the first seven pushups without any luck. “Oh come on! You’re just showing off, you know. Slow down!”

“You seem eager to please!” Apple Cobbler teased as she finished her eight push-up, winning the round. “Since I’ve done my eight, I suppose I could let you enjoy the ride some. Though I think you’ll enjoy yourself a lot more once I get my ten seconds!” Roseluck felt her body tremble slightly as the push-up champion nickered softly.

Roseluck didn’t respond immediately but felt the pressure in her loins began to build once more. Her hind legs started to tremble with need at the reminder she was attached to such a beautiful and powerful mare in such an intimate fashion. The combination of her sweet-smelling earth pony perspiration with the smell of her arousal tempted the rose-stamped mare to dismount for greener pastures on her back at the mercy of her partner, but there were always the rules. So as Apple Cobbler resumed her pushups, maintaining a slow and steady speed, Rose went to work, nipping and licking aggressively at her ears until the tips turned red.

After ten more pushups, Apple Cobbler was nearly as hot as her new lover and nearly as wet between her legs. Every second push-up she’d stop to allow her love-addicted partner to readjust herself “Rosie? You’re doing a wonderful job up there, but could you make my night and work on my neck some? It’s very sensitive, especially the sides — you know where I mean.”

“Do I ever…” Roseluck replied, her voice husky. Some part of her not already consumed by the lust in the room still wanted to win the game. So she leaned in, nipping and licking at her partner’s soft and sensitive neck flesh, as the Apple mare’s pace began to slow. Nearing exhaustion, she was beginning to whimper and moan softly at the pain and pleasure of the act, her own inner walls churning and clutching for friendly attention.

Apple Cobbler finally ceased her efforts, having finished her thirty-first repetition. “Mmm~! Rose, I’m going to let you win at the rate we’re going. I’m stopping.” The beige-coated beauty slid off her back, and then slid her tongue back into her lover’s mouth, which her fellow earth pony mare heartily accepted. The kiss carried both of them down to the mat and into each other’s embrace as somewhere nearby Raindrops climaxed with a neighing cry under Minuette’s aura, which buried itself to her core.

I love them all. Every... single... one of them! Roseluck thought to herself in her fevered state. The kiss finally broke as Raindrops came again, releasing her flood in a parabolic arch across the gym as she lay in her preferred position, wings splayed against the mat, hind legs spread and screaming in utter bliss. “Neutral to the game, right?”

“You bet it was, pard’ner!” Apple Cobbler replied with a wink, allowing a bit of the Apple Family accent to return. Now I’ve got ten seconds to do whatever I want with you and I’ve got a sneakin’ suspicion the thing you’re most curious about is what it must feel like to have a hot filly tongue between your thighs!” She displayed her long fooler tongue for Roseluck’s inspection. “Am I right?”

“Yes!” Roseluck all but shouted as she turned to present herself, her tail held high over her head exposing her slickened, winking entrance. Apple Cobbler wasted no time, piercing her veil and plunging deep inside the churning pink tunnel, wet slurping sounds and the sounds of Roseluck’s appeals to the Princess of Love filled the room as she stimulated her friend’s inner walls and hardened pearl, being rewarded with more of her lover’s floral seed.

It was so much different than being with a stallion, Rose realized as Apple Cobbler continued to attend her. To be filled with another’s love was a great and wonderful thing. To have another pony drink your very essences in the act was something primal. Savage. Some stallions did it, but they were a precious few, and fewer still enjoyed it, let alone displayed true skill in the act. But all the mares she’d encountered seemed to live every day of their lives for the honor of this most sacred act of bonding. And Apple Cobbler was truly a learned student of the craft as in less than ten seconds, the redhead's knees buckled; her eyes were filled with a blinding flash of white, and she climaxed three times in rapid succession, eyes blinded by tears as her lover aggressively moved in to dam the flood. She stood no chance, winding up wearing the last orgasm on her fur coat and the better part of the second.

After the last erotic spasms had left her, Rose moaned weakly before falling over onto her side. “Whoa… Nelly….” was all she could immediately and somewhat dreamily say.

“Wow! Rose, you nearly drowned me. That was great!” Apple Cobbler gave a happy pronk that would have done Pinkie Pie proud, clopping her forehooves together. “You’re cutie mark should have been a howitzer. I’m pretty sure with practice you could beat down the walls of Arnau with those kegels!” She continued, somewhat facetiously, referencing the capital city of the Griffin Kingdom.

Roseluck gave a weak giggle, still lying where she was, staring off into space. “Yeah, I exercise them every day. Rain or shine. Gotta keep things in fine working order down there for my many admirers,” she replied dreamily. Managing to stand, if somewhat shakily she took a look around and saw that Minuette and Raindrops were still going at it. This time Minuette was on the receiving end, climaxing one final time under the pegasus’ handiwork. They hadn’t even noticed the flower pony's grand triple-climax. Roseluck couldn’t help but feel bummed that the entire world hadn’t stopped.

“You two done already?” Minuette waggled a hoof at the two earth ponies, having apparently noticed after all. “You must really want to get to me bad, Rose! Can’t say I blame you though.”

Apple Cobbler gave her rump a shake at Raindrops who nodded. “Alright, Cobbler, I’ll take care of ya. Rose looks like she was a bit too spent to pay you back.”

Apple Cobbler waved a hoof, dismissively. “I take it as a compliment, don’t worry! That was her first time and I’m just glad it was special for her.”

“Cobbler, that was absolutely cosmic… thank you.” Rose gave a very sloppy salute and walked drunkenly over to the water barrel and dunked her head back in. Emerging from the barrel, she turned to see Raindrops and Apple Cobbler were already carried away by their lusts, the pegasus burying her muzzle into ample earth pony cleavage, licking and nuzzling her teats with religious fervor as the grounded mare returned the gesture, back against the mat looking up. Again, the flower mare couldn’t help but marvel at the almost instantaneous erotic escalation on display by the two mares she’s just mated with. Is this what I look like to Lily? Rose grimaced, shoving the unwelcome thought away in defiance. Who am I to judge, anyway? Am I not the most desirable mare in this place? Lily can deal with it.

“Ahem,” Minuette coughed gently from the weight bench she’d been using earlier. Her eyes were hooded. There was a playful smirk on her face as she stood on her hind legs, leaning against one of the support posts. The weight bar was now missing. “You know, Rosie, it occurs to me that you’re about due for a checkup. Since we’re cool now, I’m inclined to offer you my professional opinion while I’ve got you here. What do you say?”

“Is there any sugarless lollipops in it for a good filly?” Roseluck purred as she walked up to the bench hips swaying, her eyes of green sparkling. If Raindrops approach to sex had been direct and Apple Cobbler’s endearing, Roseluck would describe Minuette’s game as the ‘slow burn’ — apropos as the light of her horn smoldered away with an icy fire. A chill went up the earth mare’s spine.

Unicorns were a very rare treat for Roseluck despite her sexual prowess with other earth ponies and pegasi. When the rare unicorn stallion could be found in Ponyville, he quickly paired off with another mare — all the better to preserve his limited time given the often important and technical nature of unicorn labor. Minuette, for example, was a dentist, operating sophisticated tools with her magic no other pony could hope to wield. Roseluck supposed this was why they tended more towards monogamy and eschewed the traditional herd structure. Pegasi could wield powerful magicks as well, but many hooves made easy work for them. As crucial as weather control sounded, Rose knew it was mostly a team effort; not that controlling the weather wasn’t still completely awesome and wings made fornicating far too easy. Earth ponies shared much in common with pegasi in that their labor was often redundant, but for many different reasons.

“I might have a few in my saddlebag for ya… if you’re good.” Minuette gestured to the padded, comfiness of the bench. “Just lean back and open wide!” Minuette smiled, rubbing her hooves together sans any sense of guile whatsoever.

So much for the slow burn! Roseluck opened her mouth and to her surprise, she was not immediately set upon by the unicorn’s aura. Minuette simply smiled, gave her a chaste kiss on the muzzle and waggled a hoof at her. “Oh no no, dear. I didn’t mean your mouth!”

“Wha? Ai yi yiii!” The lips of her marehood opened wide as warm, blue sparks cast from Minuette’s horn landed onto her belly fur, leaving tingles in their wake. Nothing in Roseluck’s experience could compare to the sensation. It was like a very cool flame licking at her nethers, exploring the contours of her wet and gaping entrance. The earth pony’s mind took her back to some of her less exotic encounters with unicorn magic. She’d felt the pull of an aura on her body before and it hadn’t felt anything like this. It was like gravity except sideways, if Roseluck were asked to describe it. The tendrils of the dentist's magic, however, felt like her very soul was plunging itself within the earth pony: warm, personal, intimate beyond description. Roseluck never saw her eyes move. Minuette just smiled, her eyes focused on the effect she was having. Roseluck felt her hind legs kick out as a particularly powerful surge of pleasure nearly launched her off the bench. Rose grabbed the supporting frame with her hooves and braced herself hard as she writhed and whimpered atop the padded surface.

Minuette gasped as she felt the feedback of Roseluck’s pleasure rebounding onto her horn, her breathing becoming more labored even as she tried to maintain her professional dentist’s demeanor. “You’ve certainly taken good care of yourself!” She pressed her aura further inside, feeling each contour of her inner walls as the earth pony squirmed atop the bench, her marehood grasping hard at the fluid-like force which wriggled past her every bite, warming and stimulating her as it crept deeper inside. Pockets of love nectar became raging streams, flowing between the soft bumps of her core by the blue, translucent aura — which trapped the juices inside — as the unicorn took it all in, hungrily. “You’ve known so much love. So much friendship. You belong here, Rose. We’re going to take good care of you…”

Rose didn’t respond, her worshipful expression told the unicorn all she needed to know. She felt the aura bury itself in her nethers and slowly expand to press every single one of her pleasure points. Her barrel heaved, her ears bent upward slightly as they bumped up against the headrest.

Minuette’s eyes lit up as she noticed the contact. “But before I release my aura and send you into the greatest orgasm of your entire life, I have one question for you… for science. Tell me, Rose, why are your ears so long and cute? I’ve never seen anything like them before.”

Of all the questions she could have asked! This is worse than anything I ever had to admit during spin the bottle! Roseluck groused internally as a spot of pink appeared on her cheeks. “That’s a family secret!” The earth pony neighed as more of her seed was allowed to fill her nethers, but not escape.

“Now, now, beautiful. You know we want to know all about your medical history before we sign off on any job. We wouldn’t want to be held liable for any sexual malpractice, now would we?”

“Minuette, you sexy toothpaste-looking fooler, I’m going to buck you into next week if you don’t let me cum!” Roseluck forced out through gritted teeth, her eyes watering from the sensation building deep inside her.

“Whoa there. Haven’t you heard the old doctor saying ‘first, do no harm’? Nothing leaves the gym, trust me. You have full patient-dentist confidentiality.” Minuette brought a hoof up to her chin as her horn continue to burn with crackling magic. “Unless your marehood comes up as evidence in a murder trial…”

“Okay fine!” Roseluck snorted, heatedly. The truth is my grandmother… is a burro!” Her voiced cracked as her family’s secret was revealed. It was considered taboo by many in Ponyville to marry non-ponies and to be the product of such a union would no doubt lower herself in the eyes of her fellow mares. Or so Roseluck was warned.

“Amazing! Ponies and Burros almost never bear offspring. You’re a rare and precious rose indeed. And a really fine ass at that!” Minuette teased, punching a hoof in the air victoriously and pressing her hooves against Roseluck’s round, firm hindquarters. “I accept your offering of love, fillyfriend.”

The instant Minuette snuffed her horn, Roseluck erupted with orgasmic fire into the maw of the hungry unicorn who contained the flow with all the determination of the mighty Rock Hoof saving the village of Neighsuvius, noisily gulping down load after hot load as Roseluck shouted one last time with blissful release.

“Nice one, Minny!” Apple Cobbler exclaimed, lips covered in sweet and spicy pegasus seed before an irritable nicker brought her attention back to her work. “Heh heh. Sorry, Raindrops!”

With great difficulty Rose extricated herself from the weight bench, legs wobbling as soon she set weight on them. “You really were the best one yet, Minuette. Thank you.”

“My pleasure, Rose Butt!” Minuette nuzzled her newest lover and fillyfriend, giving her flanks a tweak with her magic. “You look pretty tired, though. I should take you to our room in the back so you can rest up. We can hit the pool tomorrow.”

Rose hadn’t been thinking about it until then, but it was probably quite late by then. She felt drained and found herself unwilling to move very far. “Actually, can I just lay for a bit and cuddle? I kinda like how you smell anyway.”

Minuette giggled. “I get that a lot. You know, beneath that invincible facade, you’ve got a really adorable side to you. I heard you and Apple Cobbler talking to each other back there. It was sweet.” The unicorn wrapped her legs around Roseluck, the pair spooning on the blue exercise mat. “I could probably use a nap myself. Sweet dreams, filly.”

“Goodnight, toothpaste pony.” Roseluck murmured sleepily, before drifting off into slumber.

“G’night, Fine Ass,” Minuette replied in kind, listening to Roseluck’s slow, rhythmic breathing before closing her eyes. “I trust we can expect great things from you…”

Author's Note

5/23/2018 Grammarly pass complete.

6/6/2018: Another editing pass complete. I never tried reading an entire chapter out loud before, but it brought out no less than fifteen new typos. Sure glad I live alone!

I love this chapter. Best thing I've ever written. :heart:

Into the Deep

The darkened room disappeared from around Lily, replaced by a grassy field dotted with wildflowers; the sunshine and the distant sight of trees against a backdrop of tall snow-covered mountain peaks providing a much more pleasant atmosphere than before. Grass crunched under her hooves, which she looked down at and noticed were much smaller than usual.

I’m a filly! Lily observed as she surveyed what miserly slice of the scenery her short frame could offer. Unsure what to make of the phenomenon but strangely at peace with the situation, she looked around at the others standing with her, all foals like herself. I must be revisiting my life after what happened to me in that room. Am I really… dead? Her heart sunk at the thought of Daisy and Roseluck’s reactions.

A fully-grown adult mare led the foals, marching four abreast. Lily knew this was something that had happened before but it wasn't until the mare turned to check up on them that she recognized her face. Oh no. I know what this is. Why am I here? Have I been sent to Tartarus instead of the Summerlands? I don’t want to see this! Unfortunately for Lily, she had no control over the younger version of herself, who acted of her own accord. She was a passenger inside filly Lily’s head, along for the ride without the courtesy of an emergency exit in case of deep personal shame. Unable to stop what came next, she felt her head turn in the direction of her old ‘love interest’ — if such an expression could even apply to a foal. A blank-flank unicorn with the exact same colors as Roseluck, but her mane was pulled back in a Prench braid. Lily noted with her an uncomfortable lurch in her stomach she too had very prominent ears.

Celestia, help me, I can feel my younger self being turned on by a foal! Is there no end to my misery? Lily felt her younger self’s heart quicken at the sight of her red and pink locks all swirled together like a candy-cane and was filled with an overwhelming desire to run her face through them. Every now and then somepony would look over at Lily as they chatted amongst themselves leaving her to pretend to be looking at something else. When she thought it was safe, she’d continue her admiration from a distance, occasionally bringing her gaze upon private places that made Older Lily wish she were tuned back into the darkened room as she was being killed.

Mercifully, the horny filly stopped looking at her twelve-year-old sexual interest and on to the saddlebag she carried on her right flank, checking to make sure the zipper was secured. It would be an absolute disaster if the note she’d intended to give Divine were to fall out for all the class to see.

It’s going to be a disaster anyway! Older Lily thought to herself bitterly. Sadly, the older mare’s wisdom wasn’t getting through to her younger self, because the scene continued to play out unchanged from all those years ago. The same couldn’t be said of adult Lily who felt her juvenile libido hitting her with a force not felt in well over a decade. Every flutter within her belly, every muscle twitch in her tail seemed accentuated by the rush of adolescent hormones surging through her. Her earth pony teacher would occasionally say something, but Lily couldn’t hear what was said, having not remembered a word of it, only the barest recollection that it had happened. The afterlife could stand to be a bit more informative because all I’m learning is how desperately I wanted to roll in the hay with Divine Spark. I wonder what she looks like today? I hope she’s absolutely miserable!

The entire group stopped at the entrance to the wood. Lily looked up at the sign which towered over her, telling them they’d reached the Bittsburgh State Park along with a historical marker mentioning the park and its surroundings played host to the first skirmish between thestral farstriders and griffin army infantry during the early stage of the Griffin Imperial War ending their short-lived neutrality agreement. Adult Lily couldn’t help but find the sign portentous as the thestrals ended up losing badly in the following campaign which the teacher helpfully explained, sparing her young students the horrific details of the dragon-fueled scorched earth tactics that ended with a good portion of the forest between Bittsburgh and Canterlot incinerated. Didn't do the Everfree Forest's reputation any good either when fighting spilled over into it from the east.

The teacher’s voice came through clearly this time. “Alright, everypony. Now that we’ve finally made it to the forest, I want each of you to explore and find me one of the items on our list you were assigned to pick up. Just be careful about eating anything you find here that doesn’t look familiar. And for Celestia’s sake, Cookie Cutter, don’t go near the poison ivy this time!”

“Sorry!” one of the colts called back, while the teacher sighed ruefully.

The foals split up into groups of three, and walked out onto the smaller trails leading deeper into the woods, leaving Lily, Divine Spark and Divine’s horrible cow of a friend, Tootsie Pop, off on their own trail, the latter chattering away about mean-girl nonsense as Lily searched for an opportunity to get a word in edgewise with her unicorn crush. I think Roseluck is right; I’d have better luck if I didn’t walk way far back from everypony like that.

“Hey, Lemonade. Why don’t you ever say anything? You’re like, creeping me out over here!” Tootsie the corpulent, caramel-coated candy-themed catastrophe called back to Lily by her foal-given name in her usual insufferable upspeak. “Are you planning to kill us all or something?”

Lily’s ears splayed back angrily. “Leave me alone, Tootsie!” Lily’s eyes darted away from the horrible filly towards the ravine she knew she’d find the Lily of the Valley they’d come for, and with it her cutie mark.

“Yeah, shut up Tootsie! Why you gotta run her down all the time?” The unicorn shot her friend an ugly look before falling back to walk with Lily, whose eyes had gone wide with shock having never had anypony stand up for her like that.

Don’t get your hopes up, filly. Adult Lily thought to herself.

“Why? Because she’s a sneaky rat who hides under things and looks under our tails when she thinks nopony is looking. Pervert!” Tootsie spat hatefully at Lily, before turning her gaze back onto the trail. She disappeared behind a bend in the trail.

“I told you all it was an accident!” Lily lied, as she looked down at the trail, mortified. She knew it was a rather weak defense, but when one finds themselves caught staring from beneath the bleachers up a high-school cheerleader’s skirt during practice, there’s no real way of excusing it. It didn’t help the cheerleader she was ogling was Tootsie’s sister and further hurt her case that nopony was desperate to look up Tootsie’s skirt anytime soon lest they be turned to stone. “I don’t want to talk about it anymore!”

“You don’t have to explain anything, Lily,” Divine replied to her, extending a hoof to block her path.

Wait, what? This never happened! What the hay is going on? Lily all but shouted inside the back of the filly’s mind, who seemed to be of the same persuasion regarding events despite never having not lived them yet. Lily looked back bashfully, her face getting warm. “Divine? You don’t hate me or anything?”

The unicorn responded by nuzzling the length of Lily’s neck and jamming her tongue roughly between her lips.

This. Isn’t. Happening! Lily felt her head swim as she felt her former flame pin her to a tree as she felt her tongue begin to fight back. A fire Lily had never known was lit within her loins and steadily began to grow. This is not good! I’m not getting turned on by this! I’m not going to be locked in Tartarus for eternity! Please, stop! The other filly was nowhere to be found as the pair slid away from the tree with a quiet yelp, tumbling a short distance into a soft mound of dirt covered with pine needles. After the pair untangled their legs, Divine smiled playfully and launched into another round of kissing while Lily lay beneath the taller filly, her muscles tensed with anxious anticipation as her crush proceeded to lick at her neck. This isn’t real… None of this is real! I need to wake up! Luna, help me!

I am what you’ve always wanted, my love… an unseen older mare’s voice with a smoky, seductive timbre replied back to Lily within her own mind, as Divine worked the rims of her ears with her long tongue. I am your dream come true. Give in. Accept that you are a sexual creature and find the pleasures of the flesh you have so desperately desired.

I am not! Who are you? Young Lily could feel her muscles begin to relax over time as she lost herself more and more to Divine who plunged once more into her mouth, their tongues sloshing wetly as the filly began to assert herself sexually. Whoever you are, please stop this. This isn’t right. This isn’t supposed to happen. This isn’t who I am. Please…

You will come to accept yourself… in time, my love, the voice spoke back, its tone almost mocking as it spoke the last word.

Luna, my protector; save me from this madness! Lily prayed, even as the lust began to consume her mind, a dark desire to remain growing deep inside her fragile psyche. Luna, my guardian; hasten to my side and banish the impure! Luna… Lily whimpered as Divine’s kiss broke, the unicorn swallowing their love spit indecently with the hardened stare of a serial predator, eyes trailing lower on her prize, contemplating the fatal stroke. This is it… It’s over. Lily closed her mind’s eye, hoping to lessen her judgment in the hereafter.

Ahem! A gruff male voice inserted itself into Lily’s mind, making a loud and rather obnoxious throat-clearing sound. Mare-E had a little lamb. Little lamb, little lamb. Mare-E had a little lamb. Her fleece as white as snow! Whaddya think? Not bad, eh?

Lily’s eyes burst open as the scene disappeared into bright lightness as she felt an upward tugging on her soul, pulling her consciousness up out of filly Lily's body and into the sky. Lily gave a silent thanks to the protector of dreams as the scene completely vanished into a field of countless stars.

What? Impossible! The female voice returned, not so serene and detached as before. You mongrels managed to find that lowborn thestral? This isn’t over, Lily Valley! You will not deny your Master’s will! The voice shrieked with a deafening pitch as Lily felt pulled out of her own body, upward as she screamed internally.

*****

“Hey! Look, she’s coming around.”

Lily stirred, coughing as she inhaled an unhealthy amount of mold and dust up into her nose. The voice that had awoken here was definitely not coming from inside her head this time and sounded gruff and masculine.

“Lily! Yeh’re alive! Let’s get yeh back to me room so we can make sense out of all this.” Golden Harvest’s familiar voice brought the first real comfort to Lily she’d known since entering the room.

Lily opened her eyes and looked up to find her orange-coated friend, along with the thestral she’d seen earlier, looking at her with approval. She gave the pair a puzzled glance. “Was that… you? I heard a voice singing to me. I was doing something... terrible, and the singing made it stop…”

“Well. I couldn’t have done it without you!” The thestral exclaimed, punching a hoof in the air. “You totally saved my rump back there! I thought I was going to be stuck in the Deep Place forever. When I saw you’d been pulled into that foul dungeon too and couldn’t wake you, I found the hole in the wall and attempted to wake your friend, and she couldn’t be revived either! I was pretty desperate and I’d nearly panicked entirely when I remembered the musical notes that broke me out of there, and so I sang them to your fillyfriend. After reviving her I came back in here and it worked on you, too! A bad night all around, but things are starting to look up, I'd say!.”

Lily threw her forelegs around the thestral’s neck and hugged him tight, her breath shaking slightly, no longer caring about his scary appearance or predatory nature. “Thank you…” The earth pony got a proper look at the misunderstood stranger, taking note of the vivid orange ruff of fur around the exposed part of his chest and neck and subtle tan circles around his eyes and muzzle giving him the look of a bat wearing brown-framed spectacles. The combination of these features with his otherwise non-descript black fur coat and matching mane and tail called immediate attention to his face and Lily found it difficult not to stare.

“Hey, don’t mention it, filly. Sorry for the scare back there. Must have been a pretty bad one, huh?” he asked her apologetically, patting her gently on the back.

Lily reluctantly broke her embrace, sniffing gently as she revisited the ordeal in her mind again. “I thought you were going to eat me. What’s going on here? Why is a thestral stallion of all ponies trapped inside of some filly bar?”

“Reckon I’d like to know meself!” a clearly relieved, yet exhausted, Golden Harvest chimed in. “Seeing as how yeh’ve been so helpful, can yeh clue us in on just what the hay is goin’ on?”

“We don’t have much time if my hunch is correct, but I do think introductions are in order. I am Lieutenant Chest Candy of the Night Guard.” The thestral extended Golden Harvest an armored hoof.

Lily lifted an eyebrow. “Chest Candy?”

The soldier furrowed his brow. “That’s Lieutenant Chest Candy to you cake-eating civvies! The Night Guard’s most highly decorated officer. Just look at all those medals!” The diminutive bat-pony stood up proudly, displaying his chest and neck, which were decorated in all manner of ribbons and awards. “But we can talk about me later. The truth is, I can’t explain absolutely everything to you gals since I got knocked out and shoved into that room as soon as I got here.” Shaking the dust off, the three filed out of the musty room through the hole in the wall back into Golden’s suite.

“And why did yeh come here, mister?” Golden Harvest asked politely, fetching the stallion some water in a glass.

Chest Candy accepted with an outstretched hoof. “Thanks! I gotta say you ladies are taking this a hay of a lot better than most ponies would in your situation. You country folk are a tough breed!" The thestral smiled at the pair of mares, proudly puffing out his chest. Well, I suppose I should bring up the most pertinent fact of tonight’s events first. We’re all inside of a dream.” The two mares gasped.

“Wha… what?” Lily gawked at the thestral, who she noted was hardly taller than she was. I guess being part bat and part pony makes them naturally shorter than us. I bet He could still eat me though! “Golden Harvest and I were both asleep! All three of us can’t be asleep right now!”

Chest Candy extended a hoof defensively. “Whoa there! You need to let me clarify the situation before you try to make sense of it.”

“We’re listening,” Golden Harvest said warily. “But do bear in mind yeh’re inside of a fooler bar as a stallion and as a thestral we almost never see outside of Canterlot. What I mean to say is, yeh better have some compellin’ evidence for us or I might just call the paddy wagon for yeh!”

“Mighty stern words, civilian! If you were one of my soldiers, I’d make you drop and give me twenty right here!” Chest Candy’s voice was stern, but his smile betrayed his true feelings. “Now as I was saying —” the thestral took a drink “— This... is a dream.” he gave a sweep of the room with an outstretched limb. “I was sent here with a team of two other technicians to investigate a critical error that occurred shortly after the dream started. Most dreams are unique to the pony who’s having them, and the stuff that happens and ponies they meet inside the dream are reflections of what’s going on inside their noggin. A pretty basic program that doesn’t require much upkeep or maintenance. It’s basically a self-operating system that helps ponies process the previous day’s events and work through stress accumulated during waking hours.”

“Otherwise you’ll go completely insane within a matter of weeks,” Lily finished his thought, her ears dropped while contemplating the terror of being permanently warped by madness.

“Bingo. Now on the nerdy technical side of things, imagine the dream as a flat disc — two-dimensional with no depth — stacked atop an infinite number of other discs occupied by the dreamer and segregated one from the others, accessible only by Luna and members of the Dream Guard. The dream itself has no end but fills itself in as the dreamer explores it, dealing with their stress in the process. It doesn’t manage 100% of all our people’s problems, but it achieves close to that. Quite a bargain as far as government programs go if you ask me! Of course, our enemies from beyond the stars have little regard for what’s best for us. They’d even use a system designed to segregate ponies from their corrupting influence as a way to make them go crazy through subversive means. That place the three of us visited is a dark shadow of the dream we call the Deep Place; a dark, totally inaccessible network of dream stacks controlled by the demons. Not even Luna herself can go there.”

“A nod’s as good as a wink to a blind pony, Mister Candy!” Golden Harvest exclaimed, her eyeridges furrowing to a point. “So we’re in trouble then, is it? Have the faeries gotten us or sumthin? Explain yehrself!”

The thestral merely sighed and took flight, positioning himself near the veiled window which continued to shine its light down on the assembled ponies. “I’ll just get to the point then…” Punching the curtain rod off of its supports, the curtain tumbled to the floor, Lily squeaking with fright at the display of force. Unfettered by the curtain, the light now poured unfettered into the room, nearly blinding the two earth ponies who reflexively threw their hooves in front of their eyes only to realize hey felt no pain and experienced no blindness.

“By Hades Black Gate! What is happening out there?” Golden Harvest asked, her teeth clenched as she realized that not only was the thestral not lying but that she’d soon be wishing he was just a creepy fang-toothed pervert locked inside a bathroom door with magic.

“Need a better view of our present situation? Well, that can be arranged!” Chest Candy stated grimly before punching a hidden switch in the wall just below the window. An electric flicker of light emanated from the wall like the one from before vanishing completely. The mares looked out on the scene in stark terror. Outside of their room was not the night sky of Ponyville but a golden shaft of light extending from the darkness above them into the dark, empty void below them where the ground should be. “Look closer. Don’t worry about falling, the wall is still there, it’s just not lying to you anymore.”

The shaft of light which appeared to the eye to be a hundred years off or so had no visible source and no terminal point, plunging straight into oblivion below outside their island of artificial reality. Golden Harvest touched the barrier with a trembling hoof finding it stopped by an invisible force. She could see the structure of the building standing as if on solid ground, suspended atop nothing. The details of the outside were completely gone, even though she definitely remembered the green grass, the smell of pollen and apple trees and the faces of the ponies she’d walked past to get to the bar. The sky, or whatever it had become, was a murky black with frothy streaks of white moving slowly across its surface like freshly-poured creamer on a cup of hot coffee. Purple clouds that occasionally sparked with lightning zoomed across the endless horizon in all directions, lit by the flash of each bolt.

Lily attempted to scream, the sound echoing through her mind even as no scream was heard. Filled with utter panic, her eyes darted for the door. Before she could make her escape, the thestral flew swiftly in front of her path, blocking her with a steady hoof.

“Listen, I’ve limited the impact of sound in this room and I’m keeping us in here for a good reason. I’m a whole lot more worried about what’s inside this building than outside it! But now that I’ve got your undivided attention, I should probably explain a bit more before we get our flanks out of here!”

“Out of here? Out of here?” Golden Harvest shrieked as she gesticulated frantically towards the transparent wall. “Are ye daft? There is nae out there! We’re bloody trapped in here, yeh stoopid idjit! The Earl of Hades has taken us in our sleep!” Tearing up, she hugged her equally teary-eyed friend tightly.

“Roseluck! By the sisters, she’s still out there! We’ve got to find her before we do anything else. Please help us, stranger!”

The thestral raised a hoof in warning. “Now just hold on a minute, gals. You have no idea what you’re up against here! I need to get you out of this dream and call in for backup before the entrance is engulfed by the void.”

“And if you don’t?” Lily asked as her eyes darted around at the void-filled horizon.

“The dream’s been put into a shutdown state by demons for reasons I don’t yet understand, but whoever is inside when it does will descend into the Deep Place; it's a place controlled by the vilest souls imaginable —” Chest Candy fell to his knees with a grunt, seemingly pushed by an unseen force as the mares gasped. The room gave a violent shudder, the room’s only clock falling off the wall and landing face up in the center of the room, still displaying the time as 10:30. The stallion felt his grip on the room’s psychic defenses slip away.

A cold, feminine laughter filled the room, the sound emanating from the very walls themselves. “‘Vile creatures’, you say? Is that any way to address your Goddess' family? Kneel before me, lowborn and I may yet allow you to service me for all eternity! Defy me, and you will service my followers instead... As a mare!” The echoing voice cackled gleefully as a trembling Lily and Golden clutched one another for comfort.

A crackle of electric blue formed around the thestral’s outstretched hoof materializing in his grasp as a matching blue spear with a gleaming silver handle which he pointed at the door. “Juniper Tree…? Your cell in Tartarus is waiting, you hateful old witch! What is your business with these two innocents?”

The voice responded with a venomous hiss. “How dare you speak that name! I am Morning Star, your immortal queen, and you will scream that name from now into eternity once I’ve had my way with you!” The voice ceased, leaving the room silent save for the whimpering of the two earth ponies and faltering confidence of the party’s lone stallion. “My business, you ask? The same as it’s been since being locked in this dream when you dusky-coated weaklings failed to stop Celestia’s army from breaching the gates of the Stellar Citadel six centuries ago. I’m going to return to Equestria and finish the job. With the help of your adorable friends, especially the rose-colored one. Yes… that one shows great promise. Once she’s been molded into a useful vessel worthy of being... filled. The voice emphasizing the last word with a carnal need that chilled the ponies’ blood.

“What are you doing to Rose?” Lily squeaked as her shivering intensified.

“Oh don’t fret, earth peon. She’s in no great pain. Unlike you, your friend knows a good thing when she’s got it. She will partake of the desires of the flesh in my temple of lust for all eternity! Now, come unto me. I am most generous when I am well-fed with the meat of the guilty. Surrender and know eternal bliss in my harem. Defy me… and I will build my celestial kingdom upon your desiccated souls!” The Juniper voice exclaimed as the void behind them lit up with purple flashes of lightning.

“M-meat of the g-guilty? T-temple of lust?” Lily’s legs had given way, leaving her cowering on the floor in front of the fallen clock.

“The mortal is born into this world with the will to survive, but having achieved her needs she exists only to serve her own desires. These mortals fatten themselves with excess until their meat is sweeter than honey: The meat of the guilty. The weak make a fine meal once left to pursue their own ends. Your Roseluck is a true example of your pitiable race; a mare fit to serve me.” Juniper’s air of smugness fell as the temperature in the room seemed to drop to freezing. “But you, Lily Valley? You are an aberration, a defective. I give you a chance to live again through my dream; a chance to satisfy the one thing you’ve always desired, to fix that which was broken inside of you, and yet you reject it outright.”

“You wanted me to mate with a foal, you sicko! That thing you showed me isn’t real anymore! You’re just teasing me or trying to turn me into you!” Lily’s voice cracked as she shouted at the disembodied voice.

“She’s right!” Golden Harvest stood up defiantly, facing the door as if it were the maw of Juniper herself. “Yeh tried the same thing with me and Applejack inside of my dream! As if I don’t spend every day trying to drown that memory with every mug of ale I drink. Go away, yeh blasted faerie!”

Another crackle of light and a black helmet and face mask appeared over the thestral's head, now fully suited for battle. “We don’t want you or your illusionary paradise, Juniper Tree! You call us all guilty, but the only one here responsible for your madness is you! You declared war on Equestria after they helped the Highborne Thestrals gain independence from Thestralslovakia. You forced my people to fight despite your unjust warmongering. You watched the blood pour from your body as the last remaining vestige of your equinity was sacrificed in a sadistic ritual to escape justice!

“And now that you’ve shown yourself you have nowhere to run to! Know that the might of the Night Guard and Luna herself stands behind me and we’re ready to deliver you to your cell in Tartarus personally, demon!”

More laughter from the walls, frenzied and mirthless. “You’re not completely worthless, are you, dusky? Perhaps you’ll provide me some worthwhile distraction while I destroy what little hope you have of resisting my rule. You may even come to enjoy your existence as a mare more than you'd ever care to admit. If you three won’t accept mercy, then the rod you shall have instead. Farewell, foalish heroes! Until we meet again...”

The room gave another shudder, harder than before as the light outside the window began to grow wider, cutting it’s way closer and closer to the window.

“The door!” Lily shouted, finding it locked up tight. After a sharp kick to the door by Chest Candy revealed the door to be sealed up by a force field, the three began to move towards the hidden room when the entire length of the outer wall gave way, tearing away the bathroom in a horrible crunch of shattered wood. The harsh, chilling winds from the nether outside blew unhindered into the room, a veritable maelstrom that pulled at them, threatening to suck them out into the void.

Chest Candy grit his teeth, his pupils shrinking painfully at the blinding light pouring into the room. “Follow me, gals! We’re being pulled in! Grab hold of me, quick!” The two mares complied even as they sobbed over their certain doom. “This isn’t over!” The Night Guardspony shouted as the room dissolved into the golden light, the sounds of the building being torn to shreds fading into the distance.

Author's Note

Sorry for the delay. I'm working on chapter six right now which will bring things back to Roseluck. You can guess what she'll be doing, but with whom?

Thanks as always to Firesight, Denim Blue and Silentwoodfire for editing, advice, and banter: the holy trinity of shitlording!

5/24/2018: Grammarly edit pass complete.

12/11/2018: Chapter edited. It needed help badly, to be honest. At least two major contradictions and one bit that was pointlessly explained twice. By this point in the story's life cycle it's so long between updates I'm not even connected to the story in any meaningful way, creating these huge oversights like explaining what the Deep Place is twice and saying Lily is looking on from above as well as from the filly's POV. It's absurd.

Oh well. That's what this read-through is for.

One of Us

Author's Note

The song at the beginning of the chapter is the melodic bit (0:00 to 1:35) from the Vashj'ir Naga track in World of Warcraft. Link in the comment section below. I don't own it obviously.

Thanks to Firesight, Silentwoodfire, and Denim_Blue for the pre-read and editing.

I'm already started on chapter 7 which will feature a change of pace and probably a dark tag. No non-con, but it's an inescapable fact that with villainy comes evil stuff.

5/24/2018 Grammarly edit pass complete.

One of Us

Roseluck cooed softly as she woke from the best dream in her entire life.

Some kind-hearted soul had carried her off the floor and placed her on the softest, silkiest, most luxurious bed she’d ever experienced. Smiling, her heavy eyelids remained closed as she pawed at the fabric blindly, delighting in its feel on the padded frogs of her hooves as she listened to the sound of a group of singing mares nearby. The music was unlike anything she was used to. The mares did not speak, but chanted in the Romane style traditional with that of medieval Equestria, along with a musical accompaniment provided by a lone harp. The skin beneath her fur tingled with delight at the heavenly chorus.

“Rainy, is that you? You sound so beautiful…” Having listened to the singing for a few minutes, Roseluck looked up from her belly and found herself atop a massive four-poster bed covered with golden sheets crisscrossed by elaborate iron-gray Coltic crosses and weaves. She was alone inside the room; the sound filtering in through an arched stone passageway unevenly patterned with light-colored granite and mortar. The room was lit by a twelve-candle chandelier and two lamps set on end tables filled with what looked like fireflies. “Whoa! This has to be the most awesome bar in all of Equestria!”

With a mind to go find her four friends and thank them for their generosity, Roseluck hopped off the bed onto the carpet below, patterned in red, white and blue medieval crests. The harp stopped playing and the voices continued on in a capella, the sound growing closer until she looked up at a trio of mares standing in the doorway led by a lovely purple unicorn with a blue two-toned mane and tail who smiled as she continued to sing — Sea Swirl, the mare Roseluck had seen earlier getting serviced by the bar’s patrons. The other two were unfamiliar; two earth ponies a raspberry-maned, creme-coated beauty with a short-cropped mane and tail and the other a crimson coat and light-pink mane and tail parted playfully to one side. Both shared matching cheshire grins.

Roseluck’s eyes widened in surprise, but the only acknowledgement the three mares gave was to smile and continue through the doorway singing gently, the unfamiliar pair following behind Sea Swirl flanking the Rose mare and giving her a gentle side bump as they brushed the sides of her neck and cheek with their open muzzles — the combined stimulus of touch and song instantly heating her nethers to scorching. “You’re all… so… wonderful. Is this a dream?”

The three mares finished their siren song with a last soothing note before Sea Swirl planted a single kiss on the Roseluck’s cheek before addressing her properly. “My love… you’ve come at last! Our wayward sister has rejoined the herd!” On cue, the two mares with Sea Swirl attacked with tongue and teeth, nipping, sucking and licking at her erogenous neck and ears while Sea Swirl kissed her lips slow and sensually as the rose mare’s felt her essence begin to slowly drip out onto the carpet. She savored the kiss as from a lover, but uncertainty and curiosity crept in through the haze of hedonistic pleasure.

Gently applying a defensive hoof to the unicorn and catching her breath, but unwilling or unable to tell the other two to stop — these mares can work a neck like nopony’s business! — Roseluck tried not to stare at Sea Swirl’s sweet, sweet candy horn lest she tried to lick it and get completely lost again in the action again. “I’ve r-rejoined the herd? What do you mean? I’ve never had the chance to speak to you before. I only barely know you are!” But after that kiss, I’m wanting to know a lot more about her! Roseluck admitted to only herself. Her essence continuing to drip hot and fragrant, nickering as the two earth ponies continued to worked their erotic magic on her.

“I was beginning to wonder if you’d ever acknowledge our relationship at all; not that everypony can or will in their lifetimes. You see, I am in love with all mares everywhere. Very many show that love in return. You saw them earlier, showering me with their affection. I treasure all of my wives more than silver or gold, and I rejoice in each of them who choose the life of love freely shared with the fairer sex. You, Roseluck, are the last mare I expected to share my values and yet you’re here with me, mating with my sisters. You partake of their love as if you were eating a proper meal for the first time.” Noticing Roseluck’s eyes trailing down her neck, she gently lifted her lover’s head until their eyes met. “What I mean to say is that’s it’s time you become one of us. Share your glory with me and my sisters and become who you truly are.”

Roseluck gave a sharp moan and one of the two earth ponies lifted up her tail and began to lick her lips clean before probing gently inside her with a nimble tongue. Head still in Sea Swirl’s hoof staring into her dark red eyes, she couldn’t spare a glance but nibbled forcefully at the slippery intruder, the climax building within her nethers as she began to tremble. “How c-can you love all ponies? It’s not possible! By Luna’s twisting nether, I’m going to come!”

Biting her lip, Rose felt her rump lift up as she felt her clit pinned to the roof of her entrance by a pony’s tongue. The tidal surge of sweet warmth passing through the crimson mare’s teeth who accepted it gratefully.

The crimson mare licked her own lips after swallowing Roseluck’s gift with a grin, massaging the short hairs of her rose cutie mark in appreciation of her fruits. “You’re a sweetie for giving me fair warning.” She booped her partner’s stiffened clitoris with her nose, eliciting another moan from Rose before switching places with her creme-coated friend who continued tending to Roseluck’s eager entrance.

“You don’t seem to be having any trouble at all loving the ponies you’ve been with tonight,” Sea Swirl observed fairly with a grin. “But tonight is not like any other, Rosie. You are inside the realm of dreams as my special guest.”

Roseluck lifted her front legs with a harsh whinny, Sea Swirl backing away with a start. “Wait, none of this is happening? But I can remember everything; every pony I’ve met tonight; that mindblowing orgasm I just had. I remember all of it! Am I going to wake up? Please don’t let me wake up! This the best night ever!” Rose gritted her teeth as she anticipated the tug on her conscience pulling her back into reality.

“Dear, dear! There’s no need for worry,” Sea Swirl reassured her as her two earth pony friends giggled. “Did you not hear me when I said you’re my guest? You can stay for as long as you like. Make love to whomever you please, and in ways, you never could have imagined before my sweet, summer filly. We will show you what you’ve been missing. And when we do you’ll never want to wake up.” She emphasized the last word with a peck on Rose’s cheek.

Roseluck gave out a girly screech as the second earth mare gave her clit a very gentle nibble before licking and probing her marehood sloppily, far more intense than the last mare had been but no less precise in hitting all of her buttons. She nickered like the virgin schoolfilly she could only barely remember being, leaning forward and lofting her flagging tail as high as it could go, and spreading her hind legs open wider. Taking the hint, the first mare joined her friend and went to work on Roseluck’s ample teats, suckling and stroking them with her muzzle.

“You can…” Roseluck gave a whoop and came again with knee-weakening force, clopping the floor hard with her hoof to signal her approval. “You can keep me here? Do you work for Luna?”

The unicorn’s face scrunched hard before laughing airily. “We certainly do go way back, Luna and I.” Sea Swirl’s face became serious as she traced a circle of the floor with her hoof, not quite meeting the flower pony’s gaze. “She’s sent me to you to… make you feel better about what’s happened over the last couple days. Discord’s return and your… sexual encounter with Lily. It was all so much for you and Lily to handle .”

“Lily…” Roseluck gasped as yet another orgasm as fierce as the last began to roil within her while she felt the pounding of her heart inside her ears, white spots forming before her eyes.

“She’ll be fine, my love. Lily and her carrot-topped friend are rutting like two foolers on prom night as we speak! Your mission, as you called it, has been an astounding success. And as her wingmare, will be rewarded for your efforts,” Sea Swirl cleared her throat softly, gaining the attention of her two partners in debauchery. “You two can give her a break now. Rose, would you like to join us on the bed? T’would be a shame if we make you stand up all night while we have our way with you.”

Roseluck nodded, somewhat sadly, as the two earth mares stopped just short of giving her orgasm number three. Celestia, I somehow feel hornier every time I come. This is the hottest dream I’ve ever had! My sheets are going to be a disaster! “I like the way you think, fillyfriend!” Rose turned and gave the unicorn a teasing swat with her tail, her heart skipping a beat at her own words. I really do want this! Every mare in Equestria can be mine? “And I’m proud of my little Lily. She deserves to finally find somepony.”

No sooner had she finished her sentence when the four jumped up onto the huge bed. Roseluck could see the two ravishing earth pony beauties who had been pleasuring her, their muzzles coated with her floral essence and still slick with her juices. Sitting on her haunches she embraced each in turn and kissed them wetly. Rose felt a guilty pang as she realized she not only was mingling with her own sweet mare essence but was aroused even harder by it.

“My beautiful Rose. If a life of love is what you truly desire, allow me to grant it to you. Let us consummate our new relationship and make you well and truly one of us. Let me feel the very magical essence that lives within you.” Roseluck looked back at Sea Swirl, somewhat confused. “Yes, even now within the dream your living spirit dwells inside of you. Being an earth pony, you’ve probably never experienced true unity with your mate. Even unicorn mares only commit to such an act after having married one another. But since you and I are already married…”

“Err… unity?” Roseluck looked nervous for the first time since being back in the gym. “What do you mean?”

“Our magical cores united through the act of lovemaking,” Sea Swirl explained patiently as if she was teaching the idea to a student in class.

“Wait, I think I know what you… eep!” Roseluck gasped as the mental image of two of her friends having sex — Twinkleshine inserting her horn into her marebarian friend Linky’s golden hoard. All eleven inches of it. She hadn’t used the term ‘unity’ when describing the act, but it made too much sense to not be true. Sea Swirl wasn’t quite as long in the horn as the earth mare could see, but all the same, the idea nearly made her come on the spot.

Sea Swirl regarded her empathetically. “You look uncertain, Rose. Would you rather not?”

Roseluck’s marehood twitched as she recalled the feeling of Minuette’s magic pressed against her inner walls, stimulating each nerve ending with warmth and sweet pressure. She couldn’t even imagine what it would feel like with the very source of a unicorn’s magic pressing itself inside of her but found the idea incredibly exhilarating and more than a bit frightening. “Your magic will be in-inside of me?”

“Do not fear this, my dear Rose. We’ll be joined in a way few ever experience. I do not ask it lightly. But you, Rose, have a touch of destiny about you.’ The unicorn steeled herself, her eyes resolute as she traced a hoof through Roseluck’s bangs. “I believe you were meant to walk this path with me. To bring love to the fellowship of the sisterhood. To spread this wondrous magic further. Join with me and I will reveal still deeper truths with you of our order.”

Roseluck remained silent, going over everything she’d heard from Sea Swirl in her mind. On the one hoof, it was only a dream. She’d wake up having really enjoyed it but would she be any different after that? Surely so if Sea Swirl were building it up like this. “Will I stay here… forever? Or will I come back and meet you all here in the dream? I’m not trapped or anything, right?” she had to ask.

Sea Swirl smiled and waved a dismissive hoof. “Oh no, no, no. Nothing like that! But, Rose. We will show you things that will change the way you look at yourself, at Ponyville, at the very ponies around you… forever. Every mare you meet in your everyday life… you will desire all of them. And they too will desire you. You won’t have to take the train out of Ponyville for a hot night on the town. Every side street and every corner market will provide you with a new and spicy encounter, made only all the more exquisite by the fact that you will be doing for others what we have just done for you.” Sea Swirl lowered her voice theatrically. “Imagine walking into Carousel Boutique and showing Miss Rarity the time of her life. You never admit it yourself, but you’d just love to have even five minutes with that snow-white beauty, wouldn’t you?”

“It’s true!” Roseluck exclaimed loudly, surprised by her own vehemence. “She is absolutely the hottest living pony to ever walk the face of Equestria! Every time I see her mane I want to just bury myself in it and live there forever! Even Luna could not match her exquisite beauty, her boundless majesty…”

“Yes, yes,” Sea Swirl replied, a touch of jealousy in her voice. “She’s quite the looker, isn’t she? So, are you ready for this?”

Roseluck nickered gently, pushing her mane back up over her ears. “Alright… I’m ready.”

Sea Swirl’s horn began to shimmer in a bright purple light. “Do make yourself comfortable then, my love.”

Having at least somewhat of an idea what to expect, Roseluck lifted her tail up and to the side, kneeling down on her forelegs, her perfectly curved rump presented for all to admire. Her marehood winked audibly as her flower began to weep anew.

Sea Swirl shared a significant look with her two friends, their lips curled into a sinister smile before returning her attention to the red-headed beauty kneeled before her. Kneading her flanks appreciatively and gaining a coo from Roseluck in response, the unicorn charged up her horn, a layer of overglow forming around the cone. Warm sparks began to fly as a second layer of overglow began to wrap around her horn, covering the bed and tingling the flesh of the pony they touched. “Roseluck Demyokeskaya, may we live on inside each other for all time.”

Wondering just how in Tartarus Sea Swirl knew her surname, Roseluck had little time to ponder as the warm and surprisingly supple shaft slide easily inside of her causing her to tremble and immediately climax, grasping down firmly on it. “I’m sorry… I couldn’t help it!”

Sea Swirl trembled as well, feeling Roseluck’s unique magical signature in addition to her soft, textured walls and hot, fragrant nectar pressing against the spiral ridges of her delicate magical instrument — the sensation overwhelming her mind as she fought to regain control of her faculties. “Your soul… is so beautiful. So fertile. Even in the dream, I can sense the magic of life — your earth pony gift. I…” Sea Swirl shuddered hard as beads of cum decorated the walls behind her, the smell that of the ocean. “I love you, Roseluck.”

“I love you too, Sea Swirl!” Roseluck called back through gritted teeth as she came again and again, her ears splaying backward with each fresh wave of orgasm, realizing such a feat of sexual prowess was beyond even her normally. She whinnied and snorted until biting into the pillow to quell the sound, not knowing if one could crack a tooth inside a dream but being unwilling to find out.

Sea Swirl’s maresong filled the room for the pair of them echoing off the walls as her earth mare accomplices watched on. The crimson mare not wanting anything more to go to waste began to greedily drink up the ocean stream coming from her mistress.

“Look inside me, Roseluck. With your mind. Close your eyes and see inside of me!” Sea Swirl managed to squeak out with great effort to which Roseluck complied.

To Roseluck’s great surprise she did not see the back of her own eyelids, but a field of white, shimmering as if viewed from underwater. A pony shape figure bathed in shadow emerged, but something was off. It clearly had wings but not like any pegasus. “I can see an outline of you!” Roseluck shouted back before biting back into the pillow.

“Very good! Now, look closer, beloved. Pierce the veil and see my true nature.”

Roseluck concentrated with all of her might until even the erotic stimulation was nearly forgotten. The brightness of the background began to fade and the mare standing before her slowly came into view. A long, ivory horn. Four regal white pillars capped by four clear, crystal shoes. The chiseled torso and neck of an alicorn the size of Celestia covered with a pale white coat. Two featherless leathery wings covered with a light patch of matching fur held aloft at her side. An elongated muzzle proportionate to her large frame that looked very pony-like aside from the tufted ears atop her head and two gleaming pink slit-pupiled eyes like a cat. She was smiling; two petite but very sharp fangs visible inside her mouth.

A thestral alicorn.

In her mind’s eye, she felt herself kneel before the pale thestral enrobed in a silvery robe lined with pearls sewed into the seams. Her mane and tail were shockingly pink, like a certain party pony Roseluck was well acquainted with, but her flesh and fur were ghostly pale. Not only was she a thestral, but an albino as well. Roseluck saw her walk slowly towards her and began to make out even more detail: the gentle swaying of her ample teats, hardened and enticing through the fabric of her dress.

And a long, firm very un-marelike package pressing hard against her midsection, threatening to burst from the fabric. “W-wha…?” Was all Rose could immediately manage as her gaze followed the unlikely organ back to its origin, where it led to an equally bulging pair of stallion apples hanging beneath her hind legs. “But… that’s just like…” Lily Valley immediately came to mind with a pang as the earth pony thought back to her erotic encounter from before.

Indeed. Hello, Roseluck. We meet properly at last. The thestral spoke from inside of Roseluck’s mind. You have nothing to fear from me, as different as I must look to you. I am a thestral, or bat-pony in Equestrian parlance. My family and I watch the dreams of others and keep all safe from harm. Do not fear my form, for it is simply a reflection of our own innermost desires in a place where all things are possible and those desires can be realized, she told Roseluck, who was all but entranced by the sight of both her and what lay beneath her.

Do you like what you see? I very much hope so! I have… taken an interest in your plight, Roseluck and I do not deny I find you… irresistible. The dress attached to her midsection twitched. Now that we’ve met face to face, do you understand why I haven’t told you everything up front? It can be difficult to communicate through the dream as I appear without causing fear. But I can sense you are unafraid. That’s good. The mare smiled as she towered over Roseluck’s kneeled form.

Though my body may look unusual to your eyes, you will find it pleasing nonetheless… The thestral’s voice trailed off, letting her body communicate for her. Her hips swayed as she walked past the earth pony once more, giving her a look at her form from the side. Roseluck’s eyes bulged as she took in the length of her stallionhood, held in a fur-tight reinforced fabric sock attached to the dress. Roseluck had been with a stallion her size once, a Saddle Arabian; she’d found him thicker than any other stallion she’d ever been with but even he couldn’t compare to the sheer girth of her thestral suitor.

And her beauty… Roseluck had once thought Blossomforth was as stunning an equine form as she’d ever see. But she’d never bore witness to such exotic elegance: her vaguely predatory yet gentle appearance; her statuesque physique; her surely untold magical powers as an alicorn. Turning her back fully, the thestral flagged her tail, giving Rose a perfect view of her swollen marehood leaving an indentation in the cloth — not only a stallion but carrying the anatomy of a mare as well.

I can tell you like what you see. But before you can see what treasures I have to offer, I’d like to properly introduce to you to my… friends. Shall we head back then?

Roseluck felt her head nodding vigorously, her mouth agape.

The background faded once more replaced by a mouthful of pillow and the sweet release one final orgasm as Sea Swirl withdrew her horn. Rose was covered with sweat and shaking before the three wrapped her up in a tangle of pony limbs. “Pretty intense, isn’t it?”

Roseluck nodded, amazed at how intense a dream-fueled orgasm could feel. She even felt dizzy and wondered if she could pass out inside the dream.

“Easy now. It was a lot for me, too. If you don’t mind me hearing you say it, does this mean you find my true form attractive?” The disguised thestral smiled bashfully, a touch of pink appearing on her cheeks.

Roseluck couldn’t help but imagine the clash of colors a deep blush would have on her thestral features, pale as they were and very much wanted to see them again. “You’re the most beautiful mare — the most beautiful creation to ever grace my dreams.” Roseluck nuzzled the unicorn’s cheek and playfully pinning her on her back. “Now if you’ll excuse me, a little something for your effort.”

The Sea Swirl illusion smiled cheerfully and with an unmistakable sense of relief as Roseluck gestured her to lay on her back, the mattress gentle enough to keep her comfortable and more importantly, stable. Stepping over and facing opposite the unicorn, Roseluck took her horn in her mouth slowly, tasting herself in the process. Hay, I even taste good! Other mares just can’t compare to this! Roseluck grinned with her mouthful of horn. The texture of it was indeed just as supple as it had felt inside her nethers. If she could place a description to it, she would call it ‘foamy’ like the mattress she’d been rutting on back at the gym — supple, but impermeable — that gave ever-so-gently when touched. Thanking the sisters, knowing she wouldn’t have to worry about an embarrassing gag reflex interrupting her fun in a dream, she plunged the rest of the way onto the shaft, taking it all in.

“By the stars above!” Sea Swirl’s breath caught in her throat as she resisted the urge to lurch forward. “I’ve never seen a mare take a horn so boldly in the mouth! Not even in seven hundred — uh… in a very long time!” Her muzzle scrunched again before letting out a whinny as Roseluck began to bob her head up and down, tonguing the shaft along the grain of her horn. Her friends wasted no time in taking full advantage of their mistress’ incapacitation and dove for her teats and marehood, piling on. The marehood hungry-raspberry-maned mare dropped to her belly and propped the unicorn’s legs up slightly, helpfully stabilizing her further as she slurped and nibbled at her saturated love tunnel. The crimson cutie worked more deliberately as she had with Roseluck, teasing her with a tongue around her areolae before suckling from one teat and then the other.

“My children, you are glorious!” the unicorn thestral cried out in rapture, her eyes filled with tears of joy and exertion; an exultant grin plastered across her face as the trio rutted her silly.

Detecting her climax quickly building as she tensed hard for the penultimate release, Roseluck withdrew her head and took to her belly as well, wrapping her forelimbs around the unicorn’s neck before taking her muzzle, kissing her deeply as her rump reared up off the mattress, pumping out no less than six consecutive bolts of orgasmic fire.

Grinning lasciviously herself and swallowing a dripping mouthful of marecum which dripped down her front, the raspberry mare looked up at Roseluck and gave a drunken giggle. “If you think this is great, you should see what our lady does for an encore!”

Roseluck looked down at her newlywed with aching anticipation. “I have a pretty good idea, of what I’m going to get, big gal. And between you and me, I’m curious to see how she fits!”

The three then continued their endless lovemaking on into the eternal night of the dream, their maresong not quite reaching the three struggling ponies within the nightmare realm below the Stellar Citadel.

Tulip Vale

Lily’s consciousness, having been lost in the light and sound which engulfed the trio back in the bar, settled back inside her body, lying comfortably someplace soft when she came to. Please let it be over. Let Daisy walk into this room and tell me it’s time to work. I’ll do whatever she asks, even talk to the customers! I will help take care of Daisy’s pet tentacle plants with a smile on my face if I never have to see the inside of a bar ever again! she thought to herself desperately.

She coughed as the smell of smoke greeted her nose, her eyelids beginning to twitch to life before opening as the rest of her senses began to catch up with her. The first thing she noticed was that she was covered up by a sandy-colored sheet of some sort which fluttered from a heavy wind outside. The distinct sound of a roaring, crackling fire burning something was heard from all around her, the intense glow of flames glaring against the anemic, gray light filtering in around it. Lily realized with a pang that she was now alone, concealed beneath an unfamiliar article of clothing somepony had laid over her. She was unharmed, at least for now.

“Goldie? Chest Candy? Are you out there?” Lily called out quietly, reasoning that whoever was nearby would have a better than 50/50 chance of being friendly given she wasn’t already dead and she certainly didn’t remember covering herself up. How long have I been out?

A hardened but distinctly feminine — as well as oddly familiar — voice spoke directly into Lily’s mind the same way the demon Juniper had previously. “Lily, you’re awake! We are in quite the predicament as you can guess, and it’s imperative we make haste. Walk out towards me while wearing that cloak. It will keep you invisible. We cannot be seen together by the Witch Queen and her lackeys or you’ll doom us all! Come to me; I am at the pile of branches near the trail. You’ll be able to see through the cloak once you’re standing up properly.”

Lily gulped nervously at the prospect of facing danger once more on quite possibly the worst night she’d ever experienced but knew she couldn’t stay where she was forever. “O-okay…” I can’t possibly be more doomed out there than in here, right? Oh, who am I kidding? I was born doomed! As much as Lily hated the idea of listening to yet another voice in her head, this one wasn’t asking her to be a sex offender, making her the second most reasonable mare who’d spoken to her all night. Standing as instructed, the cloak slid over her face and body allowing an unobstructed vision of her surroundings.

She regretted doing so immediately.

Lily was standing in a shallow trench amidst the burning ruins of a grove dotted with strange trees the city pony had never seen before. The few remaining trees not scorched by the fire were covered in scaly, two-toned green bark that jutted irregularly out of the earth, their branches tipped by long, dark-green leaves like huge sabers. Pale, blue seed cones dangled within the foliage, glowing with magic. Smashed tree houses with wooden plank staircases littered the forest floor.

Not only had Lily never seen such a place, but she’d also never known such a place even existed. Her teeth clenched when she looked to the sky and was greeted by an ominous spiraling vortex of gray clouds which blanketed the area, imparting an overwhelming sense of fear that she’d be sucked up into the sky. Beyond the forest, miles off in the distance, was the trunk of a gleaming, vast, palatial silver tree castle that resembled the much smaller ones in the area dotted with windows — much larger than Golden Oaks Library where Twilight lived. The colossal tree-tower’s canopy was unable to be seen by Lily, it’s upper half disappearing into the writhing, cloud-choked sky. Lily gasped at its scope, wondering how old a tree would have to be to grow so tall.

Off to her right, she saw a worn trail leading to the place she was told to go, a brush pile fashioned into a sentry post whose only entrance was visible from where Lily was standing. Figuring at the very least she was less likely to be sucked up into the sky from within, the earth pony slinked up to the entrance, hovering close to the ground like a terrified house cat before she got close enough to dart right through the opening.

“You follow orders well, Lily Valley. Perchance there is at least a drop of your old ancestor in you yet!”

Lily jumped with a start, cracking her head on the roof of the improvised structure; the pain from her sore noggin feeling very much real despite being inside a dream. The speaker, however, was not talking through Lily’s mind, but instead stood nearby and smiled at Lily’s reaction to her greeting. Lily took a moment to regain her bearings while the pain subsided. Upon taking in her unknown guide’s appearance, Lily’s eyes widened as she let out a soft gasp and stumbled back a few steps.

She looked exactly like Lily in every way, save for her flower and stiletto cutie mark stitched onto the flank of her uniform! She’s… she’s me. Dear Celestia, she’s ME! was all she could immediately think.

Her doppelganger was covered front to back by a green camo battle-dress uniform covered with small pouches strapped to her body with velcro — a modern innovation Tulip incorporated into her wardrobe. There was a small pile of weapons and other assorted tools next to it that she’d been meticulously organizing: a foreleg-mounted crossbow and bolts, a small pile of what looked to be ordinary gems, a recently used entrenching tool, bobby pins likely used for any lock she didn’t agree with, a multi-purpose cutting tool with a grip small enough to fit within a pony’s hoof and a deadly-looking green folded steel dagger with an emerald encrusted hilt. She was in the process of stripping down, her dress uniform and an odd red-leathered full-body armor underneath were neatly folded up and placed on the ground with the rest of her belongings.

The mare regarded Lily for a moment before nodding in greeting. “Greetings, greatest granddaughter. The name’s Tulip Vale. And the two of us are going to be quite well acquainted soon enough.”

“T-Tulip Vale?” Lily Valley’s mind flashed back to memories of her mother telling her about her great ancestor who’d served in the largest war Equestria had ever fought, though that information was used only as a pretext for shaming the shy mare for not living up to the ancient warrior’s legacy. “Y-you fought in the Pony/Gryphon war! B-but that was over seven hundred years ago? W-why are you in my nightmare?”

Tulip picked up the cutting tool and a spare chunk of wood and then plopped down onto her haunches as she began whittling away at the small tree branch. “Because it’s my nightmare, too, Lily Valley. And I’m not the sort of mare that will sit idly by in some paradise of an afterlife eating bonbons, rutting sixteen hours a day, and reveling in the faded glory of battle from a war long forgotten. That and the thought of that old witch, Juniper, harassing my youngest descendant when the crone should be enjoying her stay in Tartarus is more than enough to make me forget about bingo night in the Summerlands. I have been sent by Lady Death herself to ensure her speedy expedition and humbly request that you, as an unwilling participant with an interest in defending the name of your, fair lady that you assist me.”

Lily gaped at the warrior’s determined, fighting spirit, thinking that she could handle anything. “I’m really sorry, my great-great-great —”

“Tulip works fine for me,” Tulip interrupted dismissively, waving the knife in her grasp carelessly through the air before continuing to carve away at the wood.

“Right… Well, Tulip, I’m not sure I’ll be of much use to you. I’m not much of a fighter,” Lily said as her ears dropped pitifully.

Tulip’s eyeridges lowered sharply as she looked upon her cowardly scion with utter contempt, tossing her knife and wood to the ground and closing the short distance between them before pinning the horrified mare to the wall of the structure with a powerful, steel-capped hoof. “Are you saying that you will not fight for even your beloved? Unthinkable!” Her piercing glare was as cold as gleaming steel now. “I knew your generation was weak, but I never would have thought a pony of my line would hesitate to protect their own!”

Lily cringed. “I want to save Roseluck, I do! But I’m worthless! I really can’t do anything to help!” she pleaded, but Tulip's anger only increased.

“You lie! If you truly thought yourself worthless you would end your own life. And if you were anypony else I would consider such an act justified, but you don’t consider such an act because you are comfortable.” Tulip gave Lily a jab to the torso hard enough to make her wince. “You are comfortable with the other ponies in your life coddling you and carrying you because you fear failure above all. You talk as if you’re worthless but really you’re just a self-centered mare with absolutely no honor!”

“But I can’t do anything! I don’t know how to… fight others! I don’t want to know how!” Lily began to sob as she averted her gaze from the wrathful mare.

Not about to let Lily off easy, Tulip forced a trembling Lily to face her, eyes less than an inch apart. “Then I will teach you! I will show you strength and purpose your weak society has failed to pass on to you. I have seen ponies by the thousands stare into the abyss without flinching, past the bodies of their fallen comrades laid rotting on the field of battle into certain defeat to defend ponies they’d never even met. And you may be one of the most cowardly, insignificant, altogether pathetic sack of road apples I’ve ever laid eyes on, Lily Valley, but that doesn’t mean I think you hopeless.

“I’ve seen ponies like you make something of your life. Hey, I’ve seen ponies like you become heroes and stack griffins like cordwood.” Tulip’s war face softened fractionally, having faced no further excuses for inaction from Lily. “Now perchance you and I have gotten off to a very bad start, but I’m going to do you a favor, Lily Valley. I’m not going to kill you for dereliction of duty while Roseluck is held captive of an evil greater than Nightmare Moon herself,” she informed the living mare, who trembled, having no doubt it was within her power to do so. “Instead, I’m going to give you this one chance to redeem your honor, save your princess from that harmony-forsaken castle over there, and teach you a lesson about bucking friendship you won’t ever forget!” The old soldier released Lily, backing off while the latter sank back against the wall of the woodpile, trembling as she sobbed into her hooves.

Lily couldn’t speak so Tulip Vale took the initiative, “Now, in truth, I’m supposed to ask all nicely before I can possess a living spirit such as yourself, but I hardly consider it a choice for you. Nevertheless, I will not possess the unwilling, so ask I must. But know that if you walk away from this fight, you are worth nothing to anyone, Lily Valley — least of all yourself. However, should you agree to become my vessel, then I can guide your hooves and make you into a living tool of vengeance; forge you into an instrument of righteous judgment. But I need you to show me you understand what’s at stake. And tears aren’t going to cut it!” She finished her explanation with a firm stomp, waiting for Lily’s reply.

Wiping tears from her eyes, Lily looked fearfully up at her more war-like self. Could I really be like that too? Lily wondered as she gave took a shuddering breath. “J-Juniper said she was going to use Roseluck for something. But sh-she didn’t say what. I don’t want to think about what she’s doing to her. I will help you. We need to get Roseluck back!”

“That’s what I wanted to hear,” Tulip replied more calmly as she betrayed her comrade a look of pity. “You’re not alone, Lily Valley. I am here, and so are your comrades. I can sense them both within this matrix. Their help will be invaluable to us.”

Lily nodded, her eyes glancing over to the pile of armor and weapons before returning to Tulip. “Did you say something about… p-possessing me?”

“Yes. I need you to put on my gear. Once you’ve equipped my armor we’ll be able to communicate back and forth through your mind like Juniper was able to do and keep her out of your head as well. She won’t be able to sense your life force either, so you’ll be like just another phantom in the dream.” Tulip gestured towards the cloak. “That will be quite valuable too. It will make you invisible so long as you’re under it.”

Lily’s mind snapped back to the comic books on her nightstand. She wants to make me into a superhero! “It can do all that? Wow! That’s… really cool!” Lily looked at Tulip without fear, but respect, for the first time.

“You bet your flank it is, Lily!” Tulip Vale smiled as she gave a hoarse and weathered laugh. “So are you ready for this? I’ll guide your hooves so long as I’m with you and Juniper doesn’t find some kind of way to expel me from your mind, but you’ll be aware of everything I’m doing while I’m guiding you. Your actions will have consequences for all concerned, and you will have to end the miserable lives of a number of cretins who richly deserve it. It won’t be as hard as killing one of your own or even killing a griffin, but it will still feel wrong at first. Find solace in the fact that you are not only helping your friends but ending a terrible existence for the demons themselves.” Tulip’s face grew somber as she looked into Lily’s eyes as the fear and trepidation returned once more from their all too brief moment of excitement and adventure. “And if we fail, pray they slay your living soul so that you’re sleeping body may die a natural death. There are worse things in this world than dying, and I’ve seen them.”

Lily tried to stand as tall as she could, and gave a weak nod. “I’m ready to do this… for Roseluck and Golden Harvest... for my friends,” Lily said miserably, forcing herself not to cry again as she looked over at the tools of warfare across the room, finding herself once again in far over her head.

“Then we won’t waste another second. Let’s move out,” Tulip replied, shaking her head in at least some semblance of sympathy as she helped Lily into her gear.

*****

The pair walked out of the branch fort without incident, the smell of wood smoke stinging at Lily’s nose. She was now dressed in Tulip’s gear, who’d literally stepped inside of Lily’s body, her icy presence chilling the frightened earth mare to her core. Though not used to carrying such a heavy load — Rose or Daisy generally handled cart-pulling duty — being an earth pony, Lily found she was able to bear the extra weight in armor quite easily.

[“The Deep is like the Dream, except the safeguards and protections afforded to one’s well-being are removed here, for better and for worse,]” Tulip’s voice reverberated around inside Lily’s mind in a manner quite unlike hearing. It felt more like her own internal monologue but much harsher sounding. [“The demons cannot know death through the passage of time, which moves much faster here, but can still be killed by more… direct means. Look at your crossbow. Once armed, the bolt becomes enchanted with an eternal fire from The Abyss. Slay a demon and it will be transported directly to Tartarus to face judgment.”] Tulip’s voice lowered to a growl. [“Nopony can escape the will of Lady Death. Not even the undying!”]

Lily’s felt her imagination wander momentarily, seeing herself standing atop a dead, scaly green monster with huge teeth and bulging muscles as Roseluck and Golden Harvest looked on in awe and wonder. It was quickly squelched beneath an avalanche of terrible ways to die.

Tulip either saw no need in teasing Lily’s fantasies or simply didn’t care, her mind set on the task at hand. [“Your thestral friend is nearest, on the other side of the road concealed somewhere within a ravine. His weapons are no doubt similarly enchanted as a member of the Dream Guard and will be able to harm the demons. As for the enemy, I haven’t the slightest idea where they are or how many. This worries me”.]

[“Surprises you?”] Lily thought back to the voice. [“Do you know anything about this place? I’ve never seen anything like it before.”] Scanning the skies, where the plumes of smoke thinned nearest the trail, Lily detected no threats before darting quickly over the dirt path and up a ridge covered in tall grass interspersed with more of the burning crystal trees. Visible to the world inside as she was no longer under her cloak, she was nonetheless well camouflaged for forested combat. Strapped to her right leg was a lethal scoped crossbow. Beneath her uniform, the strange red armor chafed uncomfortably. She wondered how Tulip could put up with it.

[“She’s not playing a tactically sound defense,”] Tulip explained as if she were speaking to a classroom of cadets. [“The fact they haven’t launched any sort of counterattack suggests disruption or indecision among their command. As for this location? We’re in the woods of Selenite near Star City. Pretty scenic, huh? Methinks Juniper was feeling nostalgic for her old home. Judging by the nice little fire that’s been set out here, we’re sometime near the end of the Lunar Rebellion when Equestrian Forces got tired of being cut to pieces by thestral counterattacks and starting burning everything down with Celestia’s fire magic to break the thestrals’ will and deprive them of cover. The griffins liked the trick so much they employed it against them as well during the Imperial War. Clever folk, griffins.”] Tulip’s voice grew wistful at the mention of her old foe.

[“That’s terrible! What about all the animals and helpless civilians? What about the all the ruined crops? The thestrals must have been devastated!”] Lily’s eyes grew wet with emotion at the thought of the brutality.

[There is nothing nice about war, Lily Valley, particularly about fighting in the woods. And thestrals fight harder and faster than anypony you will ever face under the shade of their trees. You’re never safe. They appear out of nowhere in small teams with spears and crossbows, launching hit-and-run attacks that kill the careless outright and whittle down larger forces. But the worst comes at night. They can see perfectly in darkness and can outmaneuver a pegasus with ease, even if their lack of stamina means they won’t win many Equestrian 500s.”] Tulip’s voice took a sarcastic tone at the mention of the annual pegasus racing competition.

[“They’re small too, very hard to see in the bush. They also manufacture their own darkness such that their forests are like dusk at all hours of the day. Their people were the first to navigate the entirety of the Everfree and exploit its secrets.”] Tulip went silent for a moment, considering her words. [“As for the unfortunate people and animals who fell, ‘tis a tragedy, but sometimes fire is the only answer.”]

Lily sighed audibly, [“You do make a lot of sense there.”] Cresting the ridge, a tingle in the back of her neck brought her to a halt and she dropped to her belly. Lily had hoped the high ground would offer her perspective on the area, but the smoke from the ground was even worse here. She’d reached a ravine bordered on three sides by a steep slope covered with prickly grass. A small river flowed from a gap in the hilly terrain directly facing her, disappearing off to her right into thick, unmolested woodland. The remnants of several circular, moss-covered, stone-roofed shrines dotted the ruins near the river; a stone bench was visible beneath the wall-less structure. The earth pony supposed they held some sort of religious significance, but she was in no mood to be taking detours. The shoreline was completely scorched, suggesting something had been growing there at one time.

Lily thought of the hungry survivors looking upon the blackened remnants of their crops, a tear running down her cheek.

Tulip gave no indication of such sentimentality as her voice cut back into Lily’s thoughts. [“You were wise to claim the high ground, my scion. Now you must look carefully before you proceed. Your eye is yet unpracticed. When you look out at the open field, your eye is focusing on details in your immediate field of vision. This is how prey views the world, but you are now a huntress and must have the eyes of one!”]

[What do you want me to do?] Lily frowned, wondering how she could possibly ‘see’ an object differently.

[“You see everything in your immediate area in a narrowing cone. You must reverse that funnel. Block out that which is around you and see the forest for each tree. Prey does not immediately make itself known to you like a billboard along the highway; it instead creates a movement that disturbs the natural order of the woods, often only the barest flicker of contradiction: a twitching ear, an involuntary tail flicker that clashes with the surroundings.”] Tulip directed Lily’s eyes in a sweep of the brush, slowly taking in the motion of grass, the direction of the wind through the plumes of smoke, and the brush line beyond the river. [“The cracks between bushes and brush; that is where our enemy dwells. Your job is to see her before she sees you. Do that, and you will live.”]

Lily’s eyes popped as she saw it, three tufts of impossibly white fur off of a thestral’s pointy ear traveling down into the ravine from her left through the prickly grass. Lily looked in closer and saw a thin, leathery wing folded against her side, moving carefully through the long, sharp grass. A long pointy something Lily took to be a spear was attached to her back. The thestral, making no attempt to cross the stream, apparently hadn’t seen the earth pony and kept towards the shoreline, walking directly across her field of view — no doubt hoping the ravine’s walls and tall grass would mask its movements. Lily felt her bow arm raise shakily, but was stopped by Tulip’s voice.

[“Not yet, Lily. If we shoot her now, we will alert our quarry. We follow her from the ridgetop until we reach your friend. Let them commit once we can count on his support… if he’s able to afford it.”]

Lily gulped at the implications of him being unable to help.

[“Let’s go. I can’t get an exact lock on your friend’s position from here. So we must let our enemy do the work for us for now. Once we find him, the land will dictate our strategy for us. You must trust me, Lily,”] Tulip spoke reassuringly.

[“I trust you, Tulip,”] Lily thought back, hoping the warrior wasn’t digging too deeply into her mind to spot the lie.

[“Stay in her blind spot and don’t make noise! Even if she doesn’t see you, she can… sixth sense you. It’s hard to explain, but a pony can just know you’re there, kind of the way you can feel a pony’s eyes on you. The better a warrior you are, the easier it is to do. The Highborne have been hiding here for centuries, and their skill has eroded, but that’s no reason to give the universe an excuse to teach you a brutal lesson!”] Lily mirrored the thestral’s crouching gait, allowing it to stay just ahead and to her left as she made her way across the steep edge of the ravine. [You’re doing okay, but remember to scan your surroundings and breathe! If you don’t breathe you will tunnel your perception, and if you tunnel you will die. That’s it… Perfect. Well done, Lily Valley; methinks there is a warrior’s soul to be discovered in you yet!”]

As Lily progressed, the ravine wall grew steeper, leaving Lily worried that if they reached Chest Candy too soon, Lily wouldn’t be able to intervene. Tulip assured her that even if they couldn’t reach him, he could reach her by flying and be much less likely to shoot her between the eyes with his own crossbow as they stumbled across the ravine below. Lily facehoofed at her lapse in common sense and asked no further questions.

The pale thestral suddenly came to a halt, a mare’s head topped with dark green curly locks of mane that contrasted sharply with her sleek white-coated body peeking out of the grass from behind a large boulder that has dislodged itself from the cliff wall and fallen into the ravine. Reaching for the spear on her back, she gave it a twirl in the air. It had a scarlet ribbon attached to the end of it that rippled in the light breeze.

Lily nearly screamed as the forest came alive before her; she wasn’t sure whether she had restrained it or Tulip had.

Four more figures popped their heads out from the bottom of the ravine, spears gleaming lethally in the pale light. They took up positions behind rocks and fallen logs, facing the opposite end of the ravine. Each was a pale thestral mare with a colorful head of mane. Lily followed their gaze to a clearly pony-made crystal log barricade in the center of a clearing. Chest Candy’s hiding place.

[“Get under cover, quick! They’re traveling in a six-mare search pattern. The aerial scout will be very close,”] Tulip warned.

Lily didn’t need to be told twice. Yanking the sturdy cloth cloak from her back with a tug, she threw it over her head and held completely still. A split second later, a furry white meteor streaked malevolently across the sky with a deadly javelin in both hooves and a crossbow attached to her front-left leg, searching the area for ponies like Lily who might try to mount a defense.

“Dusky!” A terrible mare’s voice singsonged loudly across the clearing. “Now, why do you have to play hard-to-get with us, Dusky?! We just want to get to know you better. And what better way than to get deep inside that warm, dank tailhole of yours and feel you from the inside?!”

[“Okay, listen up, Lily. You see how they’re lined up irregularly across the ravine? They can’t all be in the same place because the ground clutter is dictating where they take cover. You’re going to want to shoot the mare at the rear of their line first so the others don’t see her fall. That will cause all manner of alarm because the attack can be coming from anywhere. Wait for the air guard to reach the far end and we’ll have about seven seconds to get a shot before she circles back around. I’ll guide your hoof when you aim and shoot, but the decision to fire must come from your own heart. Don’t forget to exhale before you fire if you try this yourself one day.”]

Lily cringed slightly as she unfolded a bipod from the bottom of the crossbow and loaded a bolt, which began to glow a fiery red. The rocky crest of the ravine afforded her an opportunity to deliver a steady shot but she would need to come out from stealth to deliver the shot. Heart pounding in her metaphorical chest, given she was only present in spirit, Lily crept forward and braced the bipod against the rocky ledge looking down the pop-out scope which outlined her target with a crossed X.

Celestia, forgive me. Lily thought to herself as she felt Tulip’s spirit begin to control her racing heart, her hoof ceasing to tremble as an unnatural calm washed over her. Bringing the iron sight over the mare’s head, Lily released the firing mechanism.

She never even screamed as the wood and steel bolt tore through the thestral’s head like a poleaxe, her body crumpling to the forest floor before bursting into flames.

Lily felt a twinge of satisfaction that was not her own.

Neither of the thestrals noticed, but Chest Candy surely did. Lily saw his heavily camouflaged form stir inside his makeshift pillbox from her elevated perch, his eyes scanning for where the shot had come before ducking behind her cloak as the lookout made a pass overhead. She felt her mouth fill with bile.

[“Well executed, sister. She didn’t even call out to her comrades. Now we can do the same to the one nearest us. Brace yourself, Lily. We may yet mourn our own deaths should we fail!”]

Lily whimpered slightly as she loaded a second bolt and took up the position she held previously.

“Still feeling shy, big guy? You don’t fear emasculation, do you?” The lead mare, who Lily noted out of the corner of her eyes was positioned in the middle of the line, continued to taunt the entrapped thestral. “Your comrades will never hear you scream. I promise! Hay, after seven-hundred years of service to our goddess you may even come to enjoy it! I might even let you let you rut me with your continued good behavior if you’re found worthy. Our Lady, Morning Star, is ever merciful to her faithful servants. You of all ponies should know, Dusky!”

The leader’s three cohorts laughed as the circling scout dive-bombed the helpless Chesty, sending him ducking for cover, the mares galling laugher intensifying as they saw him dive away.

Slipping back into the zen state brought on by Tulip’s influence, Lily looked down the sight and fired a second bolt. To her shock and horror, the bolt missed as the laughing mare’s head dipped back down at the last heartbreaking moment, the shot splintering against the soft ground with a loud crack. Lily felt her sphincter clench tightly as time slow to a crawl. The thestral she’d been aiming at whirled her head around at the sound of her near-death experience and pointed her crossbow vaguely in that direction. She cried out in alarm as heads started turning from the other three mares in the ravine.

Lily reloaded and loosed a third shot into the thestral whose back was now turned, scoring a shot through the neck. She staggered back, gurgling out of the remains of her throat before collapsing to the ground and exploded into flames. The three survivors panicked, turning to flee as they realized their predicament.

Chest Candy flew out from behind his barricade, shrieking like a bat out of Tartarus with a spear in his hooves, giving the aerial scout his very best war face before thrusting the shaft through a gap in her armor, impaling her clean through. The wounded thestral shrieked like a banshee before plunging into the ravine to her death in a plume of smoke and fire, smote by his enchanted weapon.

[“Don’t stop, Lily. Finish them off! For Equestria!”] Tulip all but shouted, her voice echoing loudly enough inside her head to bring tears to Lily’s eyes.

Grimacing, Lily reloaded and launched a fourth shot that clipped the leader’s wings, sending her veering into a tree with a sickening crunch of shattered vertebrae, engulfed in fire before she could even hit the ground. The others took flight and circled in the air, having recovered from their panic and ready to deal lethal retribution. Spears in hooves, they gave chase to their winged foe.

[“This just got a bit more difficult,”] Tulip chimed in. [“The best you can do is fire where you think they will be and aim for the center of their mass. Pray you should never encounter this situation alone!”] For the first time since Lily had met her, Tulip sounded worried. [“Take heart that at least they haven’t come for us yet. Duck out of sight and reload. The thestral is buying us time!”]

Sure enough, Lily looked up as she reloaded to see Chest Candy was running his foes out, clearly uncertain of his odds in winning a stabbing contest against two other thestrals with a fair amount of training and discipline in them. The earth pony silently thanked the Sisters for her good luck thus far and her friend’s good sense to know that the cavalry had arrived. Loading shot number five, she raised up her weapon and loosed the bolt into the fray, missing completely. Lily’s mind filled with Tulip’s unspeakable curses for the swiftness of her demonic enemy, clearly peeved.

Unable to catch the swift, dark thestral, one of the pale thestrals gave up the chase and drew her crossbow and aimed it at him from a hover.

Even as inexperienced as she was, Lily sensed her opponent had just made a grave mistake. [“Death speed our hooves, Lily! Let’s make this shot count, for his sake!”] Without further prompting, Lily loaded the sixth bolt and took aim. A moment passed before another red streak from her bow penetrated the crossbow-wielding thestral’s belly armor, striking her directly through the heart. Lily noticed a silvery stream she assumed to be the creature’s blood spray out from the wound before she plummeted to the earth with a ghastly shriek. A burst of flame from the earth told Lily she’d put her down for good.

Now out of range of Lily’s crossbow, the final two thestrals dueled each other on equal terms, each circling the other through the trees and smoke in an attempt to lose their foe and gain the element of surprise. Lily called out to him from the ground, trying to lure the last of the six Highborne back into range of her crossbow, but neither could hear her. Dropping back behind the cover of one of the crystal trees the pale thestral changed tactics, unleashing her crossbow on Chest Candy, missing narrowly by mere inches, before speeding off to reload behind cover once more.

She wasn’t fast enough for Chest Candy, however, who closed the gap between them and rushed her hard with his spear drawn in the sight of the largest tree in the area, it’s trunk too wide for the pale thestral to maneuver around without showing her flank. Giving up on her ranged weapon she reached for her spear in a last-ditch effort to run her attacker clean through using his own momentum, but she telegraphed the move by reaching for her spear too soon.

Evading at the last second before colliding, Chest Candy veered hard to the right, pulling up hard out of her line of sight and hurled the spear like a javelin with a loud “hoo-yah!” down through the exposed part of her back. The spear exited through her breastplate, killing her instantly. The final threat bursting into flame below him, they were finally out of danger for now. He turned to see who had been helping him and saw Lily waving at him from the top of the ravine. “Lily Valley? Impossible!” His spear magically re-materialized on his back he flew up to Lily, landing nearby her on the ridge. “Okay Missy, where and how did a civilian learn to shoot like that? You nearly took down an entire squad of Juniper’s thestrals by yourself! Consider yourself up for one of Chesty’s medals either way! You saved me from an eternity as a pincushion for a herd of hermaphroditic harpies! You’re officially awesome in my book!” The stallion gave Lily a one-legged hug tight enough to make her eyes bulge.

After managing to free herself from the thestral’s strong embrace, she stepped away and shook her head. “N-no, you’re wrong. I’m not awesome, and I never will be...” Lily replied sadly, hanging her head in shame. “I’m traveling with Tulip Vale. She is the pony who saved you.”

Chest Candy blanched, looking at Lily as if she’d carried a terrible disease. “You speak for Lady Death’s most lethal assassin? You carry a terrible burden with you, Lily Valley...”

“But one I must accept. She’s a great ancestor of mine who fought in the Great War, and she saved my life… and yours,” Lily reminded him before silently listening to Tulip’s thoughts. “She tells me that Juniper is the one she’s here to collect to answer for her crimes. There’s no reason for you to fear.”

“There is always a reason to fear death, but I don’t suppose we have any choice,” the thestral sighed as he considered his debt of gratitude. “What matters is there’s one less pony to search for before I get the two of you out of here somehow and muster the rest of the Dream Guard to bring Juniper down!”

“I’m not leaving,” Lily stated flatly.

Chest Candy whinnied loudly. “You’re what? Lily this is serious! We got lucky here against just the six of them. If we try to take on all of them we don’t have a chance!”

“Luna knows we’re here.” Lily stopped and listened to Tulip’s voice before continuing. “She’s bringing most of the Night Guard and Celestia with her. It will take them some time to break their way in here, but it’s only a matter of time until help arrives. It turns out Discord’s attack a few days ago weakened the barriers between The Dream and the physical realm. That’s how Tulip Vale was able to infiltrate this place. Once she realized what was happening she tipped off Luna and rushed in here to save me.”

“That’s great!” Chesty thrust a triumphant hoof in the air. “Let’s go find Golden Harvest while we wait for backup. I can’t wait to see the look on Juniper’s face when we break into her throne room with an entire army of Night Guardians!

Now it was Lily’s turn to blanch. “No, we can’t wait here!”

Chest Candy shook his head sympathetically. “Lily, I know you’re worried about Roseluck, but I can’t order an attack against such an overwhelming force, even with Death’s own agent as my ally.”

“We don’t know what Juniper is doing to Roseluck in there! What if she’s being hurt right now? Are you willing to leave her to suffer at the hooves of some perverted old demon lady?” Lily pleaded.

Chest Candy’s ears drooped as he pawed guiltily at the ground. “I feel terrible about this, Lily, believe me. But unless you know something I don’t, the risks are simply too great to launch a frontal assault with two ponies.”

“Four ponies: You, me, Tulip and Golden,” Lily retorted.

“Enough,” Chest Candy stated calmly, tapping the ground with his hoof for emphasis. “Tulip Vale is welcome to join me and the Night Guard when the time arrives, but I’d be neglecting my duty as a deputy by putting the ponies I’ve sworn to protect in harm’s way. We can’t even be sure that if we attack now that Juniper wouldn’t simply kill Roseluck, even if we managed to overcome her followers. It’s a lose/lose situation for all of us.”

Tulip Vale cut into Lily’s thoughts. [“I will speak with him.”]

“Tulip Vale wishes to speak with you through me. Please, hear her out, Chest Candy!”

Chest Candy groaned, rubbing his temples as he hovered in place. “I don’t see how that changes things, but very well.”

Lily’s expression instantly went hard and her voice ice cold as Tulip took over. “If you will not listen to her, you will listen to me,” she warned the Dream Guard thestral, the snap of her words and assassin's gleam in her eyes instantly gaining his undivided attention.

Tulip Vale then proceeded to outline the theory she’d given to Lily earlier about Juniper’s command behaving completely illogically, allowing the three to exist within the dream for many hours while having sent only a token force to deal with them. “I’ve been contemplating what might be disrupting their command and why Juniper might need Roseluck for. If she’s a hostage there are no demands regarding her release. She even called you ‘a distraction’ earlier. I’m sorry, but this isn’t a simple barricade scenario, Chest Candy! Juniper put a lot of effort into capturing Roseluck. So clearly, she needs her for something!”

Chest Candy put a hoof to his chin, considering Tulip’s words before nodding. “It seems we need to think on this a bit more. Do you have a theory as to what exactly Juniper needs her for?”

An idea formed in Tulip’s mind, but Lily could tell it wasn’t quite there yet. Buying herself time, her ancestor decided to keep the Night Guardian talking. “You remember the horror stories that came out of Thestralslovakia after it fell to Equestrian forces?”

Chest Candy shivered. “Yeah. Every thestral does. It wasn’t bad enough all the ponies and thestrals she had killed in her war but she even tortured and killed prisoners for their magical properties. The crazy old bat was obsessed with gaining power through blood magic. She even killed some of her own followers she considered worthy of feeding off of. This is to say nothing of all the ponies she preyed on sexually. Blood and her so-called ‘sex magic’ were all she ever thought about. Celestia help poor Roseluck…”

Lily Valley nodded, continuing to speak with the voice of Tulip Vale. “Blood and Sex; the two obsessions that dominated her life. She wasn’t content with being a talented thestral but also wanted to live forever through magic. In the end, she partially achieved that goal, but at a high price. She’s banished herself from among the living. It’s rumored by some of the surviving Highborne taken into captivity that her goal was to recreate her physical body with the magic of unicorns, pegasi, and earth ponies following Nightmare Moon’s banishment.”

“And she failed,” Chest Candy replied, matter-of-factly. “She escaped by her own hooves before she could be properly killed, taking her secrets to The Dream with her. Considering how dishonest her followers are, who knows how true it all is?”

“And yet she’s back, and she’s claimed exactly one earth pony…” Tulip replied thoughtfully. “Here is why I think she did it. Because in The Dream she can be whatever she wants, so long as she has the magic to back it up. I’m willing to bet there’s something to those old legends, and history made one crucial mistake.”

“And that was?” Chest Candy asked, his eyebrows raised.

“We assumed she killed herself and her followers to escape judgment for her crimes… What if she escaped to fulfill her wishes? Those mares we killed down in the ravine… they were hermaphrodites. We know such a thing is impossible even with magic in the physical realm. Could this be an expression of her ‘sex magic’? Think about it. Everything she needs to be an alicorn is an expression of magic without the constraints of physical reality, and what is the one thing she lacks? A physical form. What does she need to truly call herself alive?”

Chest Candy swallowed hard as the impact of Tulip’s words set in. “The magic… of life. You think she’s sought out Roseluck to exsanguinate her earth pony magic?”

“It’s a possibility we need to seriously consider, Guardian,” Tulip replied grimly, causing Lily to recoil in horror inside her. “If this is the case, waiting is the very last thing we want to do. With Roseluck’s life magic coursing through her she will be able to rend the veil between dreams and reality and gain the full range of powers afforded to our Princesses. I need not tell you the consequences of that. If she gains this ability, we will lose everything.”

Chest Candy nodded, fixing Lily with a determined stare. “This being the case, you are correct. We dare not wait. I hereby declare the both of you honorary deputies in the service of her Majesty, Luna. We will track down Golden Harvest and take the fight to Juniper. It’s time to end this madness once and for all!”

“For Princess and Province. For Roseluck’s immortal soul!” Tulip proclaimed, the pair turning their eyes to the other end of the ravine where Golden Harvest’s life signature echoed across the Deep.

Author's Note

Thanks go as always to Firesight, SWF, and Denim_Blue. The plot only thickens next chapter as in addition to the sex we get some much-needed backstory regarding Juniper. I've already started work on it.

Enjoy!

5/24/2018 Grammarly edit pass complete.

Sex Magic

The muffled hoof clops of four laughing mares were drowned out by the sounds of laughter echoing across the long, winding corridors of the Stellar Citadel. Roseluck, who was walking nearest to the outer wall looked out of the uncovered windows which appeared every five feet or so, revealing less and less of the crystal tree canopy as they climbed higher and higher up the trunk of the great tree.

She was escorted by a trio of pale, white thestrals; the largest of the three being the lovely beauty from Roseluck’s vision, clad in her royal vestments. Morning Star walked astride her new earth pony lover occasionally stimulating the tips of her ears with tongue and fangs, eliciting several needy moans. The others two thestrals, both smaller than their leader, laughed at Roseluck’s intense arousal to the act, knowing from centuries of experience it filled some deep-seated longing for a more dangerous lover than she’d ever known among ponykind.

The two smaller thestrals were around the same height and build as Lily Valley and matched their anatomy with that of their Mistress, possessing bat-like features and the anatomy of both mares and stallions, without the alicorn’s modesty — their apples large and filled to bursting with their seed. On the other hoof, Roseluck noticed they lacked a horn. Must be the same with them as it is with ponies, she’d surmised, guessing that alicorns were as rare for thestrals as they were for other ponies. She also noted with a pang of excitement that their well-endowed stallionhoods lacked the flared head of ponies, meaning they could give her all of their considerable length with a lot less pain initially if they so desired. And they desired it very much by the hungry looks in their cat-like eyes.

“You gals live in the most wonderful dream I’ve ever experienced,” Roseluck beamed at the thestral alicorn as the intense discussion of hermaphroditic lovemaking gave way to the earth mare’s curiosity. She then turned to her other two escorts, one possessing a light-blue mane to go with their pale coat, the other’s light purple. “I’ve been introduced to Morning Star already, but who are you two ladies who’ve been giving me such a wonderful time?”

“I’m Pinot Gris,” the light-blue one spoke first, displaying the empty wine glass cutie mark on her flank. “But you knew me earlier as a mare named Raspberry Vinaigrette who works in Ponyville at a tea shop. I’m rather surprised you didn’t recognize her…”

Roseluck gave a delicate laugh as the shame began to hit her. “Yes, well… I suppose I haven’t spent as much time as I should have getting to know the mares of Ponyville. Plus, I don't really drink tea. I'm a more a rum and cola kinda gal...”

“Understandable, all things considered.” The other thestral dismissed Roseluck’s concerned tone with an airy wave of her hoof, displaying a similar wineglass cutie mark, this one half full of a darker liquid. “I’m Pinot Noir, her sister. I take it you and Jasmine Leaf haven’t met either.”

Roseluck shook her head when a question occurred to her. “Have... you been all the different ponies I’ve met tonight?”

“Tis true, Roseluck,” Juniper interjected somberly. “We Highborne prefer to blend into our surroundings so as not to attract the wrong kind of attention from others.”

“The ‘wrong kind of attention’? Is... there something wrong, Morning Star?” Roseluck asked politely, noting the Thestral Princess' abrupt change in mood.

Morning Star shook her head. “Nothing can possibly be wrong with honored guests so trusting and open-minded as yourself, my dear. However, we’ve had reason to fear ponies in the past and seek to live among them peacefully inside The Realm of Dreams.”

“To fear? What do you mean? You can’t make too many enemies with your approach to running things!” Roseluck gave Morning Star a gentle swat on the rump with her tail.

Morning Star gave a little wave of her hoof as she laughed, a deep and husky but still distinctly feminine laugh, unlike any Rose, had heard before. “I thank you for saying so. But to be completely honest, we don’t often approach the other denizens of the dream realm, my darling Rosie. You see, my followers and I use the dream to change our shape into more familiar and comforting pony shapes so as not to scare others. This is why we came to you in the forms of other denizens of Ponyville you might know. It’s only now that we were ready to reveal ourselves to you.” Morning Star then leaned down and gave Roseluck’s neck a lick that made the red-head squeak as her thestral tongue grazed all the right places, leaving her shivering with need.

“But why must you hide from the world? There’s a world of lonely mares who could use your love — our love!” Roseluck nuzzled her lover’s muzzle.

Juniper gave a delighted bat-like squeak. “Soon, my love. Not much longer now. If it pleases you, I will tell you the tale of my people before we begin the ritual to make you one of us.”

Roseluck nodded happily. “Please do!”

“As you wish, beloved. Take a look out the window and all will be explained…”

Roseluck and the others stopped and looked. The image of the forest below vanished into the darkness, replaced by a field of brightly shining stars overlooking a thestral village below. A small group of thestrals was looking up at the night sky when the scene was interrupted by a huge, white meteor streaking across the night sky, causing the villagers below to scatter into their homes in fear.

Juniper began to narrate. “A long time ago, the thestrals of Midland Equestria were all painted with darkly-shaded hues — the product of the Titan Sisters who brought order to Equestria and trapped the Chaos Lord, Discord in a prison of stone. We were a creation of their magic, combining the ponies who existed in scattered tribes inside the tree-covered hill country with the giant bats that inhabited the many limestone caves. Their creation was perfectly suited to survive amidst the dark and dangerous land filled with many terrible monsters.” The scene changed, showing a small party of thestrals, cat eyes gleaming in the pale moonlight hunting down a chimera, catching it in an ambush and raining down arrows upon it.

“So effective we were as hunters that our dominion began to rapidly expand. As apex predators with the civility and intelligence of our pony cousins, coupled with the senses and hunting instincts of the bats we were bound with, we were more than a match for any beast. Even neighboring pony tribes that migrated to our forests could not resist our advance. Before long, our lands extended from the borders of the Everfree to the shores of the Antlertic Ocean in the east. We even made inroads into the Northeast before the griffins began to colonize it. Sadly, we’d finally met a race that could match us on the battlefield and with superior numbers were able to push us out. Discouraged by our setback, our leaders went on the defensive, slowly withdrawing back into our own heartland.”

The scene went back to the village from earlier, to inside one of the treehouses, where a thestral mare was about to give birth. Juniper’s voice continued as Roseluck pressed her hooves against the glass to take in the scene. “Thestral civilization stagnated and our race grew shiftless and lacked purpose under our far-too-conservative leadership. Against this backdrop, the Great Meteor came, and shortly after, a large number of births to a breed of pale thestrals with brightly colored manes: The Highborne.” The group which formed around the mare who’d given birth looked fearfully upon the baby — who looked up at them through its pink eyes. “Instead of treating us as the blessing we were, we were instead seen as a curse brought upon them by the Great Comet and upon the first generation reaching adulthood, well over half of us were cast out into the wilderness.” A note of bitterness entered her voice.

Roseluck was appalled that any society could act in such a way. “Just thrown out of the only home you’d ever known by your families? That’s insane!” she exclaimed indignantly.

“Not all, but most of us, yes.” Juniper nodded sadly. “To our dark sisters, the Highborne were not of Luna, who created us in her image. To this day it hasn’t been concluded scientifically what caused the birth of so many so-called “albinos” to be born in the same generation, but we believe our births to have been divinely ordained by the stars themselves from the dimensions beyond known space. We are perfect in beauty and harmony and were a gift to all thestral-kind, sent to return our people to their roots as pioneers and colonists — to reclaim Equestria’s eastern forests as our domain.”

The thestral princess’ words triggered a distant memory of Cheerilee giving a history class lesson on the thestrals, which Roseluck only half paid attention to, being more interested in the love letter she’d been passed just moments earlier. Juniper Tree was a thestral who resisted the efforts of ponies to be brought into Equestria peacefully, insisting that any inclusion of ponies in thestral affairs would be a crime against both nature and the Divine Stars which ordained their birth. A much younger and more 80’s version of Roseluck’s former teacher explained. To be a thestral was to be pure and to mix with the other races was seen as a crime. She’s best known for her involvement in the Lunar Rebellion where she joined forces with Nightmare Moon against Equestria in pursuit of new conquests. It’s suspected but never been proven that she even played a part in Luna’s corruption and downfall.

Roseluck’s eyes went wide and fearful and she took a few steps back away from the thestral. “M-Morning Star? Is that really your name? I… I heard about somepony like you in school…” She was afraid to say more.

Juniper gave an angry squeak. “I’m sure you did. Perhaps they described me as the Witch of Star City? As a murderer and fiend?” She hissed loudly. “These were all lies by thestral-hating bigots! I was trying to stop Nightmare Moon, not create her! And my thanks in all of this? My people and I were banished to the Dream, our suffering forgotten while all manner of lies is spoken about us in your schools!”

Roseluck frowned, shaking her head slightly. “But why would Luna and Celestia lie to all of us about something they were alive to see?”

“Because they weren’t there to see it,” Juniper retorted, with a rap of her crystal-tipped hoof, pointing out the window where the same thestral village was now in flames. “Neither was there when I was banished nor did they have any say in what happened. Celestia has always been too soft to her people and given them far too much say in how things are done. After Nightmare Moon’s defeat, her forces assaulted my nation believing all thestrals were equally culpable in her rebellion, and the Highborne and I escaped into the Dream with my devoted, never to return. After the ponies were through nearly wiping out my entire race, they went back to your Princess, having banished her sister to the moon and told her the legend that has haunted the remnants of my people to this day.

“I was made out to be a monster, a degenerate, a demon. And worse, the treacherous dark-furred Nightborne thestrals who never had any love for us went along to make peace with the ponies to save their own hides. Even still they speak unforgivable slander against my kin rather than accept the truth."

A pair of tears rolled down the alicorn’s cheeks. “It was never supposed to have ended like this, Roseluck. But as I said, those were very confusing and superstitious times. Our neighbors were expanding their borders even as we hid inside our forests and prayed they’d leave us alone. The ponies wanted an excuse to vassalize us, to make us mere subjects of Equestria. And in the aftermath of Nightmare Moon’s rebellion the greedy nobles got it,” Juniper growled with indignation. “Equestria annexed every piece of territory they laid claim to and forced what was left of us to keep watch over the Everfree and pay taxes to the empire in exchange for the illusion of autonomy. As a result, the Highborne were scattered to the ends of Tellus, seeking refuge among the people of all nations while the dark-furred thestrals slipped ever deeper into isolation and an Equestrian World Order formed out of the ashes, still feared and hated by their masters.”

Roseluck sat down on her haunches hard, in a daze, wondering what she was supposed to think about her improbable situation. She’d learned in school about a mare in a far-off place who’d shut herself away in the dream, and that she was very dangerous, having committed many atrocities during her life. But having met her, she didn’t seem to be anything of the sort. The earth pony mare was hardly a scholar on such matters, but she still couldn’t help but sympathize with the thestrals. Even in what sounded like a civil war, she had to admit both dark and light thestrals seemed to be worse off for their schism.

Did the ponies really steal their land? Roseluck wondered. There was the griffin war, but they started it. Still, we did force them to leave after the fighting was over. A lot of them probably didn’t want to fight anyway. So, maybe we really did steal it. I mean, who’s really to say what’s stealing and winning fairly in a war between races? I wish I had Celestia here to ask for her view.

Not entirely certain of her own opinion, but conceding Juniper’s point, Roseluck felt her fear began to ebb away. “I… I don’t know what to say…” Tears began to form in her eyes. “I’m sorry, I had no idea.”

“It’s not your fault, Roseluck. You have every reason to ask questions. Be assured, my anger is not with you.” Juniper gently nuzzled her cheek. “But we have a chance make things right! We can right these wrongs. We can create a peaceful enclave out here in the dream, a place of unity for all — for both you and me; thestral and pony.”

Roseluck saw the sock beneath her dress twitch eagerly, driving all thoughts of Equestrian history and international politics from her mind and replacing them with far more immediate needs. She brushed her bangs out of her large eyes and gave the Highborne a suggestive look. “And what did you have in mind, Princess?”

Juniper licked her lips, her eyes gleaming with emotion. “Please do not think me too forward, but… I want you, Roseluck, to bear my foals.”

Roseluck felt a stirring in her belly quite unrelated to her present arousal, interrupted by a pang of fear. Without knowing the details she knew she was about to make a decision that would result in something wonderful but daunting. “We’ve only just met and you want… my children?” Roseluck brought a hoof to her throat, finding it suddenly difficult to breathe.

Juniper grazed her lover’s neck with her ivory-coated muzzle, breathing in Roseluck’s scent. “Do not let your heart be troubled, my love. Let us start a new beginning for our two peoples. You carry a magic inside of you that will allow us to bear offspring, a magic which neither I nor my followers possess. It has been too long since I’ve had one of my own. Not since before the fall of Star City...”

Roseluck was not reassured. “But… but… this is crazy! I… I’ve never wanted foals! They’re such a huge responsibility and…” Roseluck’s mind flashed back to sound of her youngest sister crying inside of her crib who immediately stopped when Rose ran into the room to see what was wrong. The infant foal looked up at Roseluck as if she were Celestia herself. And in a sense, I was! Rose thought to herself, smiling wanly in spite of herself. “What I mean is, I’m not so sure I’m ready. This is all happening so fast! And we’re in a dream, so…. how-how does all of this even work?” Roseluck shrank back slightly.

Juniper, accurately reading Roseluck’s threatened posture, took one short step back and sat down on her haunches, lowering her head to meet the earth pony at eye-level. Looking concerned and compassionate, she allowed a pause to settle between them. “Are you alright, Roseluck? I realize this is no small proposition I’m making. Before you respectfully decline — and you’re forgiven if you do — perhaps I should go over our ritual in detail?”

Roseluck nodded vigorously. “Yes, please do! I have so many questions.”

“I’ll take all the time necessary to explain to them then.” Juniper smiled sweetly, the other two thestrals wearing identical expressions to their Mistress.

Disarmed by bat-pony cuteness overload — Those fangs are sooo cuuute! — Roseluck broke into a wide smile, before nodding for Juniper to proceed.

“The Ritual of Binding will channel our combined magic into your dream spirit, binding itself to your innate earth pony magical force and in turn granting you our own magical powers. Once complete, you will possess our abilities as well as your own.” Juniper paused briefly to allow her words to sink in. She could see in Roseluck’s eyes; the mare liked what she was hearing. “The dream will be yours to navigate as you please. You’ll also have the ability to fly and see perfectly in the dark as we thestrals can. In this enhanced state you will be able to bear offspring without pain or sacrifice — they will live inside the dream until they’re mature enough to cross dimensions back into the physical realm. While here they will want for nothing and you’ll be able to come back and visit them whenever you sleep. Be assured they will very much love you and wish to spend as much time with their mommy as possible.”

Roseluck gasped, “That sounds… wonderful! To not only be a part of you in body but in spirit as well! A-and this will help make things better for ponies and thestrals?” she asked breathlessly.

“They will be emissaries of peace to our world and prove once and for all that ponies and thestrals can live as one nation,” Juniper replied confidently, even nodding her head slightly as she spoke. “And once that happens… a new era of peace and harmony may be born; one you, dear Roseluck, will have brought about.”

Despite the promise, Roseluck felt a renewed tightness in her chest and reached for her throat again. “I mean, I’m honored you think so highly of me to bear your foals! But I must know... why me?” Roseluck frowned, pawing slightly at the lush, Coltic carpet that covered the granite walkway. “And why now, after so many years?”

“Why now? Because you’re the first earth pony in millions with a life force potent enough to carry itself into the realm of dreams. Because your entire life has been a testament to the earth pony way, loving the land and your fellow ponies equally. Because you’ve made it your life’s work to bring life and beauty to all of Equestria and I think you’ve been holding yourself down!” She tilted Rose’s chin up. “You love stallions more than anything else — those who can give you the ultimate gift of birth and allow you to express your greatest gift — but haven’t been able to bring yourself to change the life you’ve grown accustomed to.”

“Roseluck arched an eyebrow at Juniper. “The life?”

“You will forgive me for being so direct, but being a creature of dreams means it’s very easy to see your inner heart. You are quite literally stuck in a rut, my dear Roseluck! You give and you give to each stallion you meet as is your loving nature,” Juniper elaborated, her admiration never faltering. “But you’ve been unable to stop; to do what will bring you lasting happiness and so the cycle continues.” Juniper gave her a knowing wink, as Roseluck gaped at her. “You enjoy your company, you simply do not get from them what you need. I am right, aren’t I, Roseluck?”

“Hey now! I’ve just… I’ve been waiting… for the right stallion. I’ve just not been…” Roseluck's voice began to trail off as her mind snapped back to one morning finding a single gray hair in the red stripe of her mane. She swallowed hard as she looked back up at Juniper. “Juniper, you’ve been alive for hundreds of years…”

“Yes,” Juniper replied, giving the mare a curious look at the sudden change in topic.

Roseluck screwed up her face into what she hoped was a casual expression. “What’s it like… to live forever?” Her voice cracking hard on the last word.

“In a word, lonely,” Juniper replied sadly, visibly deflating. “Oh, not for Celestia, though. She’s a truly fortunate soul who’s had the constant company of her ponies who shower her with adulation and love. I, on the other hoof, must remain with my people inside the dream…” The pale Princess stepped forward and ran a hoof through Roseluck’s mane. “That is unless you can help me.”

Roseluck hesitated before she spoke, her mouth filled the shame of what she prepared to ask. “If I help you, then can you help… me?”

Juniper’s eyes all but glowed as she continued to run her crystal hoof through her mane. “I can give you all that you seek. Once you’ve been imbued with my essence you will be filled with my everlasting vigor. Your flower shall never wilt and your legacy will survive a thousand generations.” Her voice lowering to a lilting whisper as she came in close, she emphasized her point by licking the rim of her long ear. “An ageless life. All the mares and stallions you could ever wish. All the foals you can carry. A legacy that will last for as long as Equestria itself. This is your destiny, Roseluck. And by our sacred rituals, it is time you realize it!”

Roseluck all but melted at that, the alicorn’s words resonating within her, reciting all the deepest desires she never even knew she had. “I want it. And I want you… By Cadance, I want you all inside of me!” Roseluck took Juniper in her mouth who gave no resistance as the earth pony savored her moment of dominance. The two thestrals looking on were ebullient as they watched the pony’s final ounce of resistance run hot and fragrant down her inner thigh. Emerging from their sloppy kiss, the four continued up the castle path, ever more swiftly knowing what awaited them at the top.

Or so Roseluck thought.

Two thestral guards bearing spears and clad in leather jerkins with matching leather helmets kneeled before Juniper’s entourage as they reached a vast pair of tall and stout, white ash double doors upon which some ornate glyphs were carved. Roseluck wondered if thestrals acquired their leather from animals or used the long-standing pony substitute derived from plastics, but decided now was not the time to ask. After some requisite groveling and scraping for the head mare from the guards, the four walked through the door into a vast open chamber.

Roseluck gasped loudly, turning the heads of half the room or so she thought. It may also have been the loud squealing of ancient door hinges indicating their arrival. In either case, despite the vast space, she was struck with a brief but an uncharacteristically crippling agoraphobia from the sight of so many pale, slitted eyes looking at her. Not one to shy away from the company of ponies, she couldn’t help but be struck by how foreign and strange, yet so stunningly elegant the entire room was.

The first and most obvious change was the total lack of benches. Given the room’s scale and occupancy, she’d expected good old fashioned Equestrian bleacher seating but was instead greeted by great pillars that went all the way up to the ceiling, teeming with chittering, white thestrals resting on their haunches atop perches that ran along their sides. Rose was forcefully reminded of a cat’s climbing tower, but not even the most nimble of felines could hope to reach the gathered host without a pair of functioning wings.

The carpet from the hallway vanished into ungarnished white marble that matched the pillars Rose noticed earlier. There were a number of thestrals dressed in pale, blue hooded robes, their wings, and ears poking out through the fabric, standing at attention on the ground level of the arena as they looked towards Roseluck and her party. They have unicorn horns! Roseluck noted with a sudden shock. Held in a field of levitation at their side were shining silver scepters, capped with lethal-looking enchanted, electric blue, crescent-shaped blades. The earth pony had a brief fear of them using their weapons on her if she wasn’t a good enough lay but dismissed the idea as far too dark for such a pleasant dream.

The only truly ominous sign was hanging above her head where a sea of spinning gray clouds like a whirlpool in the sky churned ominously above a large glass dome forged by technology unknown to ponykind. It was curved and had no supporting structures, simply resting atop the giant tree’s trunk. At the very center of the room atop the raised platform, Rose found herself walking across stood a shimmering, perfectly smooth quartz crystal pillar that served as the great hall’s centerpiece and foundation. She could make out a very shallow pool, the water only barely reaching her knees. Juniper was leading her to a small island in the center of the pool with a long, unusual stone bench with leg braces to immobilize pony limbs at both ends. Having been bound a time or two in her day by some of her kinkier stallion lovers, Roseluck didn’t need to ask what they were there for.

As Roseluck walked up the shallow ramp, the decibel levels of the room soared to levels unknown outside the Pegasi Cloudiseum as the crowd cheered lustfully, if not for her blood than for her erotic essences to mingle with the waters of the pool. Roseluck shivered as she got a closer look at the baying crowd, some of their pulsing erections visible from the floor below.

“They love you, Rose. And soon you shall know it!” Juniper and Roseluck shared a kiss at the foot of the stone bench to the appreciation of the cheering crowd before Juniper withdrew, flying up to the wooden booth in the back of the circular room opposite the way they’d come in. Further inspection by Roseluck revealed five more such booths along the back wall. She supposed they were meant for VIP’s or something.

“Relax, Roseluck”, Pinot Gris reassured her. “You have already been found worthy to have made it this far. After Juniper gives her speech, we will begin the ritual. Just step inside the leg holes and make yourself comfortable!”

Roseluck glanced up the speaker nervously before nodding.

“Very good. Enjoy the ride!” Both Noir and Gris kissed her, the latter’s husky voice calling out to her as the two assistants flew off into the crowd.

Roseluck found it a bit odd that they weren’t going to stay with her or join their Princess in the private booth. Kinda figured they’d want a piece of me first! Stepping inside the legs braces which were perfectly placed and sized — A dream coincidence? Roseluck wondered — she braced her belly against the bench, her teats allowed to hang free from a convenient gap carved out of the back of the slab.

“My children!” Juniper called out, her voice bringing the room to silence. Roseluck could see her and four of the other elevated booths from where she lay, the sixth was behind the crystal pillar and out of Roseluck’s line of sight. “After 700 long years, our salvation draws nigh! Our pony guest brings with her the gift of life and with it a chance for a better future for our people. So beautiful so selfless, a mare with love and magic to spare; she will give us the one and only thing our dream cannot provide — foals. And in return, in exchange for her womb, I will grant her the give of immortality!”

Roseluck’s heart leapt with joy as her tail began to flag, aching to be filled to overflowing.

“This gift of love, I now give… to you, Roseluck.” From the four elevated booths, a shaft of magical light burst forth from the unicorn thestrals inside connecting with the thestral in the booth on the opposite wall. As this was happening the crystal began to glow with a pure white light which fired up into the center of the cloud vortex.

Roseluck soon had other things to pay attention to as four of the robed thestral mages, all bearing the anatomy of both stallions and mares, swooped down on the earth pony, their well-endowed stallionhoods dangling just above the water. Two of them all but worshipped her long neck and teats as the other two mounted the bench from both sides, pushing their thick shafts in through Roseluck’s eager maw and marehood. Even in the dream, Roseluck gagged slightly on the sheer girth of the azure-maned beauty whose stallion apples and mares teats swayed gently with each thrust.

Roseluck eyes watered as the powerful taste of mint began to fill her mouth. She vaguely wondered if the mage had been Minuette in disguise earlier as the other mage behind her drove herself to the hilt inside Roseluck’s boiling nethers.

Overhead, the clouds began to glow from the light emitted from the crystal pillar until both pillar and sky were indistinguishable to the thestral host who continued to cheer as thestral after thestral joined in the mating frenzy, pumping the earth pony full as the pool slowly filled with the seed of scores of thestrals, some with horns but most others without them. In a haze of lust as minutes became hours the pool itself began to glow so brightly it shone through Roseluck’s eyelids — her eyes clenched shut as she allowed the pumping, nipping, licking and sucking of lovemaking to overwhelm her senses, experiencing ecstasy upon ecstasy, orgasm upon orgasm. Her mane was a wreck from brushing up against the belly of countless lovers, every orifice she had overflowing with their seed. Dream or no, sweat poured from her body and into the pool below as she worked her hips against an equally countless number of mares who took her from behind, half of which found themselves more interested in the hole beneath her tail, their more tapered members entering her more quickly and painlessly than any pony could ever hope.

In the end, her partners began to blur together and all Rose could make sense of was each mare that was goodly enough to offer their seed made her climax with the force of a surging river that rose a little higher each time, her wetness never failing, her desires never faltering.

The now clouded pool began to spark and bubble with arcane energies as the final thestrals fired their final loads into their “sacrifice”. She was exhausted but never felt more alive. She couldn’t even bring her head off the bench but felt the magic both infusing her body and the very air around her, tickling her flesh and making her fur stand on end. Mustering up the strength to open her eyes, she couldn’t see a thing but the thick and heady steam which was quickly rising up out of the water.

“It is finished!” Juniper’s voice cut through the din of cheering and the sound of rushing air. “Now be reborn, Roseluck, as the Princess of Life!”

Roseluck felt her body began to rise off the bench as the world’s largest orgasm began to build around and inside of her like a living Sonic Rainboom. Her entire body felt malleable as clay, stretching and expanding out as she felt her head and back begin to stretch out painlessly. She felt as if the shock would surely kill her outside the dream, but within a cocoon of light, she felt safe as her climax tore through her noiselessly, overwhelming her senses completely as she came to rest back on the bench.

The room was deathly silent as the howl of wind subsided and the mists clouding the pool began to subside. Roseluck opened her eyes as a few thestrals gasped in awe. Her head swam as her senses reasserted themselves; when she opened her eyes again, she was out of her leg braces, legs akimbo atop the bench. “Wow, ladies… That was pretty bucking intense! You really had me pretty scared there for a minute. I…”

Roseluck had just begun to pull herself up when she felt her wings unfold and stiffen. “Wait… wings?” Dimly, she reached with her hoof up to touch her forehead. “And a horn... Horn?” Putting two and two together quickly, Roseluck’s mouth dropped open as she beheld herself in a nearby mirror that was swiftly provided for her. “Holy—!”

Author's Note

She dreamed of alicornication.

Thanks as always to Firesight, Silentwoodfire, and Denim_Blue for editing/prereading work.

5/24/2018 Grammarly editing pass complete.

Glamour

Golden Harvest’s nose twitched as the scent of pollen floated past her nose. “Oi… That was a rough one!” She shifted uncomfortably as she felt the small pebbles embedded in the rocky soil beneath her poked her in the flank. A high-pitched gust of wind whistled past her upturned ear, its strangeness coaxing her heavy eyelids to open. While waking up outside was hardly beyond Golden Harvest’s experience as a pub crawler, the ambiance was decidedly off-kilter. Brushing herself off, she took in the scene and was quickly filled with a feeling of absolute dread.

Before her lay a large field of stones ranging from foal-sized chunks of granite to more imposing Ursa Minor-sized boulders that towered way overhead, stuck in what was once a riverbed as far as Golden Harvest could tell. Not that she was in any condition to consider the matter soberly as she trembled at the sight. Begorrah! The faeries really have taken me! I have to get out of here and find Lily! Frantically, she looked for a clear path through the boulder field to avoid the stones as much as possible, which Caleponian legends stated authoritatively was where the Little People liked to hide — tiny ponies with insect wings who captured the big folk and dragged them into their faerie realm to keep as pets, never to escape. So strong was her people's faith is such legends they would divert a road to steer clear of areas like the one in which she found herself. Clearly, being left stranded here by her captor was intended to seal her fate.

Golden walked noiselessly, aside from the hammering of her heart in her dream self’s figurative chest, watching the stones out of the corner of her eye, fearing her gaze would draw the cruel fae out of hiding. In the distance, she could see a line of trees, not a welcome sight by any stretch with its berry bushes where faeries also hid but surely more secure than this taboo place!

Golden’s ears carefully filtered the air for sounds of impending doom: the sound of boulders shifting and the cries of tiny voices, but also anything of the more mundane sort. She came up with nothing but the latter, hearing the distant crackling of tree branches smacking together and the howling of the wind through the wide canyon, but even that was spooky without the chirping of insects of the songs of bird calls, which were missing despite the approaching trees being in full bloom. Noting the chill in the air and the enveloping darkness surrounding her, she thought there might be a storm coming, but she was greeted by something much worse when she looked up — an ominous bank of spiraling clouds like a great whirlpool in the sky.

Panic began to set in as the orange earth mare began to sob, pressing on slowly and hunched close to the ground towards the treeline at the end of the field as she crept past the hulking stone sentries. Her mind was filled with a terrible desire to call out for help that she forced herself to ignore. There was no help, only faeries, and this fight was personal anyway. Golden steeled herself as she thought of the harsh voice of Juniper Tree screeching threats at her and her friends. Clenching her jaw to prevent her teeth from chattering, she grimly marched the remaining fifty feet, which rose up slightly and disappeared beneath a canopy of trees. Hope blooming inside her chest at the prospect of escaping the worst, she made a dash to the canopy as her hooves hit soft moist earth which muffled her already quiet hoof clops further before coming to a halt.

There, stretched out across the entire length of the tree line, was a seemingly endless row of thistle bushes which blocked her path, their stems capped with purple flowers and covered with razor-sharp thorns. Supposing the forest only opened up in certain places like the Everfree, she scanned the area for any sign of a road or trail without luck.

Sobbing hard once more as she looked out across the field of boulders, she heard the sound of rocks falling from their piles in the distance. Resigned to her fate and feeling lightheaded from fear and hopelessness, she swayed lightly as if about to lose consciousness, but willed herself to remain standing and not faint. She snorted angry, as another sob escaped her. “Curse ye, little monsters! Come out and fight! I’m tired of yehr games! Face me, yeh cowards!” Her final exclamation echoed loudly off the walls of the canyon.

“Brave words, pony!” A female voice called out from behind one of the stone piles as no fewer than twenty Highborne mares, armed with spears and crossbows took flight from behind their hiding place, taking up position in a semi-circular aerial formation far out of the unarmed earth pony’s reach, covering any possible angle of retreat. Their leader, a yellow and blue spiral-maned horned thestral magus holding an electric blue bladed scepter and wearing an ugly smirk on her face, hovered over the defenseless pony with an imperious air. “Your ancestors would be proud of the way you bravely faced your paranoid delusions based on old, badly interpreted myths. It’s a shame all that bravery is going to get you is an eternity of slavery to me and my colony.”

“See me? See me hoof?” Golden Harvest waved a hoof threateningly at the lead thestral, noting with a pang of fear the thestrals exposed stallion equipment dangling from beneath her. What sorcery could have produced such a creature? Golden Harvest couldn’t help but wonder as she screwed up her courage for one final stand, reasoning a defiant showing would indeed please her ancestors, whatever these bloody bat ponies thought of them. “That’s all yehr getting from me by force!”

The sound of many bolts being loaded and drawn filled the air as the leader continued to speak. “Even with the possibility of so much more for the taking? I think not! You carry with you the gift of life, and my sisters have long desired an earth pony of their own to bear them foals. Why should your friend Roseluck have all the fun when you’ve offered yourself so willingly and fallen into our trap? Our Lady shouldn’t have all the fun, after all!”

Golden Harvest flushed as the realization hit home that hers was not the only life at stake; the prospect of capture now seeming infinitely worse than death. The hedge behind her was jagged and dense but would hardly be enough to kill her, though she’d endure no shortage of agony. If she failed to break through it, however, she knew she would face capture after retreating and an endless nightmare of forced breeding. On the other hoof, fighting showed little promise. She would fight them, but eventually be swarmed and subdued and likely violated immediately, judging by their leader’s uncouth manners. With no good options available to her, the earth pony resolved to stall for as much time as possible. If she was going to have any chance of escape from either her pursuers or this horrid nightmare, the more she knew, the better her odds would be.

Golden Harvest lowered her ears submissively and pawed at the ground in an improvised bow. “Please, thestral, tell me… Why are yeh doing this? We have no business with yehr kind. We have no quarrel with yeh, neither. Why take us now in our dreams after all this time?”

A smattering of laughter from the thestrals greeted Golden Harvest, clearly just as rowdy and ruthless as their boss. “You want our plan? What does that concern you, earth pony? All you need to do is surrender, or we can do things the hard way. Either way, we’re going to be enjoying your company! So what’s it going to be, my curly-haired cutie?”

Before she could respond, a mare’s voice sounded in her head. Golden Harvest! Run back through the hedge. I can remove the illusion to allow you to pass. Trust me! Wait for the sign in the heavens. It will signal your flight to freedom.

Golden Harvest’s jaw tightened but made no other outward sign of surprise as she scrambled to think up something to say to the voice that intruded on her mind. Faerie, I know not what your intentions are, but if you help me save me, friends, I shall accept me fate and pay whatever tithe to yeh, come what may, Golden Harvest thought back, assuming the voice was reading her mind with magic.“Please… If you know where Roseluck is, I need to speak with her! I’ll do whatever you want, but I need t’ know!” Golden Harvest forced out, nearly through her teeth.

“Oh, you’ll have plenty of time to catch up with her. After I’ve made a few modifications to ensure you don’t try to escape…” The lead thestral struck out with her weapon held in her aura, aiming to strike at Golden’s forelimbs.

A deafening thunderclap rang out from the swirling sky as the clouds began to rotate faster, glowing with magical light. Golden Harvest felt a tug if on her very soul, feeling her strength fade but for a brief second as if she’d just finished a marathon run. Looking up at the thestrals, they too had felt whatever it was, coming to ground heavily, still in their formation, looking up at the sky in shock. Noting their reactions to the event, Golden backed away from the thestrals a step, feeling the bristles drag across her the thick coat of her sturdy back.

Run, Golden! Now’s your chance!

The sound of thestrals shouting rang out briefly before Golden Harvest disappeared into the hedge and plunged herself into a whirl of pastel colors.

After a split-second of weightlessness, Golden Harvest’s hooves found purchase atop a cobblestone path in the midst of a dark, purple wood. A pale thestral was standing before her, face screwed up in concentration as she focused a magical beam on the treeline behind her; the glow of her horn casting her lovely agelessness in stark relief. Her horn was wrapped in three layers of bright green overglow as she worked to keep the passage Golden Harvest had entered from closing. Her long, green and white mane whipped about as if caught in a gale.

“Outsider…” The thestral spoke laboriously. “Glad you came so promptly. I will teleport us to safety. We have much to discuss, but this is not the place! Stand next to me.”

Golden Harvest nodded, having no idea who her savior was but stepping into the field of light and magic. Feeling the tingle of magic on her fur, her vision obscured by a haze of sparks, she waited awkwardly as nothing happened.

“Ngh! Omicron isn’t so keen to let you go. She’s used her magic to block teleportation from here!” The visibly exhausted thestral mage finally said after a half a minute of suspenseful silence.

“That mingin’ auld tattyboggle!” Golden Harvest exclaimed as the thestral made a face at the pony’s odd expression. “What do we do?”

A shower of sparks erupted inward from the magical shield held against the forest entrance, then another — each blow seeming to weaken its caster. “We need to get out of the forest without them seeing us so I can teleport us to your friends. Omicron Velorum and her colony have already split up by now and entered the forest through other entrances so we’ll need to be quick about it. Argh!” The barrier’s strength flickered and nearly fell as the thestral closed her eyes to focus. “Head down the road and don’t stop running until I tell you! I can see what you see with my magic, but I’ll only be able to help you so much against such numbers. You have ten seconds before I lower the shield. Use them wisely!”

“Aye, miss, and thank yeh!” Golden Harvest turned to gallop away.

Call me Chardonnay should we get out of this situation. Good luck, outsider. May we meet again in peace… and in one piece! The thestral spoke through Golden’s mind as the earth pony set off down the dark road, passing lanterns lit by fireflies as she plunged deeper into the wood.

Golden Harvest had thought she’d known vibrant colors back in Ponyville where the locals decorated everything from houses to sweets shops in the most garish and painfully bright pastel colors imaginable.

I take it all back… was the only thought she could form as got further into the forest, realizing that not even the pony mind could have envisioned a forest more moody yet unmistakably alive with color than this one. The grass which covered the forest floor was as purple as Ponyville’s bookish librarian, interspersed with fragrant wild onions that stood up boastfully with their long green blades. The old oak trees, stout and tall, were cloaked with a dark mist that blotted out the sky, making Golden Harvest wonder if they had a magic all their own.

Houses dotted the landscape, some fashioned from the oak trees themselves, with extensions slapped onto their trunks to give them more living space. The purple and blue-slated roofs with matching stained glass windows combined with the more mundane greens and browns of the massive trees around them to form what Golden Harvest could best describe as an enchanted forest — though unquestionably not as sinister and dangerous as the Everfree even as it was disconcerting all the same. More exotic smaller trees mingled with pastel blue and purple leaves stood near the road, along with small pastel green bushes filled with red berries. Hungry though she was — and how could she even have an appetite in a dream? — the earth pony dared not stop to find out of they were edible or whether she would get ‘dream diarrhea’ from them.

Occasionally the road would intersect with others. Wooden signposts written in Thestralslovakian Cyrillic characters Golden couldn’t read but recognized immediately as a foreign language whizzed by her as she ran past. Even with the universally recognized left-right arrows indicating direction, there was no telling where each path might take her, so she just kept running straight until Chardonnay, goddesses willing, would tell her when to turn…

Assuming she was even still alive to guide her.

The hair on the back of Golden Harvest’s head stood straight up as two white, floating objects out of the corner of her eye came into her peripheral vision. The sound of wood splintering from somewhere behind her sent her leaping off of the road through a clump of tall weeds and splashing down into a small lake.

Chardonnay’s voice broke into Golden’s mind, confirming her suspicions. A wise decision. Looks like two of them snuck past me and took a shot at you. Swim to the other side of the lake straight from where you are. The grass will provide cover. Oh, and don’t worry about drowning. This sounds weird but you can breathe water inside the dream. I know right? Just a shame you can’t fly...

Fancy that. Golden Harvest thought to herself. Maybe I should just stay here in the water!

An arrow shot past her face, displacing a funnel of water before lodging itself at the bottom of the lake. Scratch that idea! Stroking with everything she had, and sending up a torrent of water behind her, Golden Harvest finally reached the bank as another arrow seared past the top of the head, taking a bit of her curly mane with it.

You won’t have to worry about those two anymore. I cast a spell on their bows to break them. From behind her, she could hear a pair of someponies with raspy high-pitched voices shrieking earnestly in a strange polysyllabic souffle of indiscernible gibberish so far removed from Equish it made Prench and Germane sound reasonable. If they catch me I’m really going to be in for it! That’s why you need to keep running. There’s a river north of your present position you need to cross. Don’t go anywhere near the roads now that you’re found out. And by the stars above, watch out for the monsters!

Three loud gurgling roars from one of the nearby lakes caused Golden to turn her head swiftly. Three bark and moss-covered creatures that blended in perfectly with the forest around them charged the pony atop their two wooden legs, beady eyes glowing with unnatural green fire, their arms outstretched.

“By Tartarus’ black gates! What are those things?” Golden Harvest changed directions and started running full speed as the hulking monsters’ wooden arms, each capped with four sharp digits reached out from its hideous body for pony flesh, but strength and speed were the hallmarks of earth ponies, and at a full gallop Golden Harvest was too fast for them. Their lumbering two-legged forms were simply no match for pony endurance. Unfortunately, the sounds of their fellows alerted others who rose out of the murky lakes all around her, trapping her inside a rapidly closing ring, their roars chilling her blood. “Chardonnay, help me!”

I’ve got you covered! Flying cover for Golden Harvest from somewhere near the treeline, the thestral took off like a shot, flying in front of the pony’s field of vision and launched an icy lance from her horn which struck the ground with a whiplike crack, freezing three of them to the ground. That’s the direction you need to go. Give them a good kick and send them back to Tartarus where they came from!

Charging forward as the three frozen monsters fought to break free of their icy bounds, Golden Harvest leapt at the nearest one and shattered it with a with a spinning two-legged buck. The monster let out a moan of anguish as it was battered by the Golden’s powerful buck as the evil magic left its lifeless, shattered form. Following up her success, she punched out the second beast with her forelimb and mashed the head of the third with another spinning kick, sending it flying off into the brush — its lifeless body falling over limp.

Taking the hint, the remaining tree beasts maintained their distance, allowing Golden Harvest a path of escape.

Chardonnay’s cheerful voice popped back in. Masterfully executed, my pony friend! I don’t think we’ll be worrying about that lot anymore. Let’s go before the real danger out there — curses! It seems you didn’t quite shake those last two thestrals.

Out from behind one of the oaks, a white blur flew out at Golden Harvest with her spear drawn, only to be cut down at the last second by a spell that paralyzed her wings and sent her hard to the ground, her spear coming to a rest in front of Golden’s hooves. The other enemy Highborne thestral sent out a loud screech, signaling her allies in the area before retreating.

Golden Harvest looked upon the spear and its owner who lay some distance away feeling guilty. Reminding herself the thestral was trying to kill her somehow, or worse, didn’t make the feeling go away.

Chardonnay landed a short distance from Golden Harvest, looking on the fallen thestral with an equally guilty expression. “She is alive, but unable to move. I... can’t bring myself to kill her. I… love her.” The thestral’s voice grew somewhat unhinged as she drank in her fellow thestral’s curvaceous body and the way the light leather armor formed so perfectly around her rump. “I love all of them! Please… leave us here! I can’t do this!”

Golden Harvest grit her teeth as she watched Chardonnay’s sanity began to unravel in front of her. “Are you okay? I think you’re right. We really do need to get out of here before she wakes up.” Golden Harvest waved a hoof in front of her thestral friend’s unresponsive face. “Come on, filly! Snap out of it!”

“Chardonnay… I should have known!” the fallen thestral finally managed to raise her head to speak as the spell slowly began to wear off. “Tell me, blood traitor... What do you think the mistress is going to do to you when you’re finally caught? I could give her a few ideas she hasn’t tried, personally. Rut you with a spear for one!” she snarled out through bared and pointed teeth.

The explicit threat of torture seemed to do the trick for Chardonnay who finally broke out of her trance. She blinked her eyes rapidly before shaking her head, apparently having regained her bearings. Her eyes widened as she turned to Golden suddenly.“Oh no! Golden, you’re right. I-I lost myself back there… let’s leave her and get going! Follow me!” She flew off with Golden Harvest following close behind on hoof.

Out of sight of the enemy, for the time being, Chardonnay and Golden agreed on a change of plans, however reluctantly. With the time to prepare after escaping their first wave of trouble, the magus was able to weave a spell to make Golden Harvest untrackable and camouflage her to the forest. “I just wish I’d gotten to you sooner so we could have been a bit more creative about this.”

“I still don’t see how you creatin’ your own exit with magic is going to be anything other than a roll of the dice, but I cannae see another choice.” Golden Harvest sighed as the two slowly made their way to the border of the wood, which became progressively less colorful from the dead and dying trees and plants. Patches of purple grass appeared completely scorched as if by flame without any evidence of a forest fire. “Or for that matter, why can’t we simply walk out?”

“This forest isn’t a natural place where trees grow out of the ground, but a magical containment zone for something much more terrible, cut off from the rest of the Deep such that even I can't simply fly out. It’s not just the Highborne here in Our Mistress’ Deep,” Chardonnay explained as the two snuck past a group of patrolling demons whose appearance caused Golden Harvest’s guts to clench. They were unlike anything that's ever lived on Tellus: As tall as minotaurs but with smooth hornless heads topped by a helmet tipped with a long jagged spike. They walked confidently on two legs, their bodies covered in blue and gold suits of armor covered with massive spikes all save for their exposed fiery-red muscled torsos. To complete the sinister picture, they each carried a huge, lethal six-bladed axe in their talon-like paws as if their body armor wasn’t deadly enough.

Golden Harvest found herself staring at their strangely-placed teats mesmerized, not only at the placement so high up on its body but that they were present at all on such a masculine frame.

“She’s invited horrible creatures from across the Nether to live here as emissaries a short while ago, though she’s confined them to select locations like this one.” Chardonnay continued on, having snuck their way past unseen. “They’ve taken the liberty of corrupting parts of the forest itself into shambling mockeries like the swamp monsters you fought earlier in Juniper's moment of distraction with you outsiders. It’s only a matter of time before they betray her trust and turn on her. I don’t like the look of them at all…”

“I feel nothing but despair at the sight of ‘em!” Golden Harvest nodded in agreement in a haunted whisper. “There must not be any harmony at all in the world they came from!”

Chardonnay’s voice went grim as well as her face if Golden Harvest was able to see it through the camo. “If you only knew what was living out here, Golden Harvest. If you knew the kind of trouble that exists beyond your world… you would abandon all hope for the future of Equestria. You are all doomed once the dam breaks and these things come into your world. And one day they will, if not by the Mistress’ own doing than by somepony else possessing her avarice and lust for power.”

“If they come, we will fight. Ponies will always fight when foreigners invade our lands.” Golden Harvest proclaimed matter-of-factly, feeling a moment of pride in her equine legacy of determined and ultimately successful resistance to outside invasion. “And if necessary we will bring the fight to them in whatever way we can.”

The slight disturbance in the air where Chardonnay was standing indicated to Golden she was shaking her head. “This foe cannot be resisted once it sets its gaze on a target. Their numbers are endless and they form an invincible horde. Perhaps we can slow them down, but we must take the first step, together, and escape this forest.”

A line of impenetrable foliage greeted the pair at the edge of the woods. Two jagged obsidian structures that glowed with a green fire stood nearby on either side of them some two-hundred yards apart, guarded by more of the ax-wielding demons. “Strange… I wonder what they built all the way out here?” Chardonnay wondered aloud.

Golden Harvest sighed, looking forlornly out at the solid wall of brush and trees. “Either way, our chances of using your portal are about zero.”

The magus scanned the terrain more closely, her eyes catching on. “You’re probably right. But if my suspicions are correct, I won’t need to risk it. I just need to figure out where the exit is…” Chardonnay took to the air behind her invisibility spell and scouted the area more thoroughly before landing again. “This wasn’t the exit strategy I was hoping for...”

“Yeh found the way out?” Golden Harvest’s ears immediately perked up.

“Judging by the layout of the installation itself, those two towers are gatehouses, but since there’s no visible gate, that means the treeline itself is the gate...”

“So we need to go into the towers with the demons to open the gate,” Golden Harvest finished for her friend. “That doesn’t sound promising. Can those things even be killed?”

“Only a weapon enchanted to slay demons can kill a demon. I know the spell that can enchant any weapon to do the job, but… Well, I’m actually a demon myself. Pretty ironic, huh?”

“Begorrah… I don’t know what to say to that.” Golden Harvest’s stomach turned over as the gravity of situation fully struck home.

Chardonnay laughed nervously as she saw the look on her friend’s face. “Just don’t go poking me with whatever I bring back, okay?”

“Maybe we should try something else? Yeh were really keen on that portal idea earlier…”

“And you were right about it basically being a gamble,” the thestral interrupted. “The fact is even if we did escape using my portal spell, everything in this forest is going to be on our tail once we made it through, due to the massive shift in magical energy to my person while I cast it. Doing things this way, we get a head start before we really rattle their teacups.”

Golden Harvest groaned miserably. “Point taken, lass. Oh, this dream is going to be the end of me!”

“Well, look on the bright side. If you die, you’ll go to the Summerlands and live in Harmony forever!” For the first time since the two had met, Chardonnay actually smiled. “I’ll be right back. My wings will make getting a weapon a lot easier, I think you’ll agree.”

“Aye, right!” Golden grumbled skeptically, for all the good it had done since Chardonnay had already flown off for the cluster of jagged, obsidian buildings that formed the main part of the base. Five tense minutes of waiting later and the thestral magus returned with a black dagger that matched the look of the base itself perfectly, glowing with a faint red aura.

Chardonnay levitated the weapon over to Golden Harvest who grabbed the fiery-red leathery handle with a hoof. Yeeeech! Where has this thing been? Golden thought to herself, trying not to think about the fact the hilt was clearly made from the hide of some unfortunate animal, or worse, the hide of a demon as it didn’t resemble the skin of any animal the earth pony had ever seen.

“Looks good on you!” Chardonnay smiled awkwardly, thinking back to her earlier remark about being a demon. “Now the trick is going to be killing the two guards at the same time so neither can see what happens and sound the alarm. The controls likewise have to be triggered at the same time or else it won’t work and slaying the sentries puts us on the clock, as it were. I’ll speak through your mind to tell you when to do the deed. Assuming, of course, you don’t have four left hooves and get caught sneaking. In which case, there is always those glorious Summerlands for you!”

“The Summerlands sound overrated to me if you don’t mind me saying,” Golden Harvest grumbled. “Let’s just get this over with so I can have an alcohol-fueled mental breakdown over this later!” she stated, allowing herself a moment of respect that she hadn't already given in to despair and thankful for The Deep's lack of scotch. Placing her purloined blade carefully between her teeth, she set off down the forest path.

Golden Harvest was delightfully surprised to find the path to the guard tower to be entirely free of demons, though she moved carefully as not to attract attention to the light bending around her body, Chardonnay having warned her that rapid movement would compromise her camouflage spell. 'Being invisible doesn't mean you can't be seen' as she put it. The guard tower itself was accessed by an opening in the front in place of a door that went all the way from the ground level to the lip of the roof which was a flat disc-shaped surface surrounded by erratic, sharp, pointy, twisted, obsidian spikes that screamed of massive overkill on the part of the architect.

Reaching the top from a set of stairs that wound around the outer wall, Golden reached the top and saw — and smelled — the demon himself (herself? itself?) who reeked of burning sulfur. With her mouth having gone dry and suppressing the urge to scream or puke, she approached the demon from behind, trying to imagine how in Equestria she was supposed to kill this thing. She could poke him through the exposed part of its armor, she supposed, but did it even have a heart and lungs?

OI, CHARDONNAY! I’m up here and I’m scared to death. How do I kill this thing? Golden thought to herself as loudly as possible.

Hey, you didn’t have to yell! Now my head is throbbing… Chardonnay sounded genuinely affronted. But we can make amends later. So the weapon only really needs to penetrate him to the hilt and the enchantment will do the rest. Think of it like giving him a needle, only the needle isn’t going to make him feel better, but make us feel better!

Beneath yehr lovely exterior yeh sure got a black sense of humor, m’dear.Black as night! Golden replied, more quietly this time, not realizing it was possible to scream at someone inside your head. Say the word.

The demon grunted, a faint sniffing noise coming from beneath his helmet.

The demon shouted something in the demonic tongue, his voice distorted and tinny. With surprising agility for such an ungainly looking creature it raised it’s ax and spun around to land a killing blow on the pony before receiving a dagger through the chest. Green blood poured from its gaping wound before it burst into flames, singing the earth ponies eyebrows as she withdrew the blade.

Okay, press down on the surface of the orb in front of him… now! Chardonnay commanded.

Doing as commanded, Golden Harvest pressed the orb when the wall of the forest vanished entirely.

Go! Go! Go!

Yeh don’t have to tell me twice, lass! Golden Harvest called back, her spirits rising and she descended the tower and took off, full tilt, towards the open gate. About halfway between the gatehouses and the opening in the forest’s perimeter an alarm inside the base sounded and demons — some carrying axes like the ones they’d killed and some that appeared to be some demonic version of guard dogs that ran on four legs and sported two long antennae — began pouring out from the base to see what was going on, but the two mares were too fast for them. Passing through the gate completely unscathed and undetected. Once on the other side, the two whooped for joy.

Chardonnay wasted now time, her horn already beginning to glow by the time she could speak. “I’ve had about enough of this place, you?”

“Me eyebrows are still smokin’...” was the only thing Golden Harvest could say before being pulled through time and space by the teleportation spell as the world around her disappeared into nothingness.

The two ponies reappeared inside of a small building built out of tree branches. Dizzy and slightly nauseated, Golden Harvest sat down on her haunches and began to rub the spots out of her eyes. “I’d ask if I’m awake, but I don’t feel quite lucky enough for that.”

“Well, we had luck enough to get out of there.” The thestral closed her eyes, going silent for a moment. “I have contacted your handsome thestral friend and told him you’re here. He told me… Well, he wasn’t as sweet about being contacted through his head as you were.” Chardonnay frowned. “He did say he’d come here and meet with us though.”

Golden Harvest smiled for what seemed like the first time in an eternity. The two enjoyed a comfortable silence, breathing in the somewhat smoky air of freedom as the forest continued to smolder around them.

“I’m kinda impressed by what you said back there,” Chardonnay finally let out.

Golden Harvest gave the Highborne a quizzical expression. “I beg yehr pardon?”

“Trapped and with no hope of escape, you were willing to appeal to me for the safety of your friends at your own expense. Any friend would be honored to know a mare such as yourself.” The horned thestral mare gave a pointy fanged smile and hugged the earth pony mare.

“Oi! Yeh're certainly friendlier than any faerie I’ve ever heard about!” Golden reciprocated the hug, avoiding the wings as best as she could as if she were a pegasus and had the same taboos about physical contact there. “About what you said about being a demon earlier and you’ll forgive me frankness, but have yeh truly come to help save me, friends?”

The thestral nodded, her face shifting from momentary joy to shame. “I am one of the Highborne who seek you out, but not to do harm… this time.”

Golden Harvest looked back at her warily. “This time?”

Chardonnay exhaled deeply, her gaze not meeting Golden’s as she went on, “In life, I did many… terrible things!” The thestral shivered and Golden harvest could swear she smelled a faint hint of her erotic essence in the air. “I am not a good pony, friend.”

The thestral gave a brief explanation of how Juniper Tree had risen to power with the help of her cultists, like Chardonnay herself, and had taken over Thestralslovakia after a coup d'etat. Golden Harvest was disgusted and horrified as she spoke, but still willing to trust her, feeling sorrier for her than afraid as her voice cracked with painful emotions. “I did not come to the dream along with her and her followers but committed my share of crimes in her name many centuries after she lived. My final act was to follow in her hoof clops, ending my own life in ritual sacrifice to join her within the dream so that I could serve at the side of the great champion and savior of the Highborne race. The details are less than pleasant, but suffice it to say I have lingered for far too long in this realm and now seek some small measure of redemption in death, even if it means I must finally answer in Tartarus for all my crimes.”

Golden Harvest covered her mouth as she gasped. “I cannae excuse whatever you’ve done in yehr life for such an evil tyrant, but it’s obvious speaking to you now you’ve had many years t’ regret yehr choice.”

Chardonnay whinnied softly as the smell of arousal inside the room intensified. “Alas, death would not bring me the peace I so desire now. Juniper was less than impressed with my sacrifice. She told me that as I had not borne the same burden her followers had and lived a life of safety and luxury as a pony collaborator that I was not worthy of the full honor of being her disciple.” Bitter tears began to roll down the fair thestral’s face, an expression of deepest loathing etched into her visage. “I was therefore to serve the cult for six-hundred years as a comfort horse, being rutted — sometimes for what passes for days on end to you living folk — by any and all who felt the need, which is at all times since everypony’s gone mad from constantly being lucid within the dream.”

Golden Harvest began to weep softly as centuries worth of pent-up misery began to pour from the Highborne’s enslaved spirit. “I’m three-hundred twenty-two years into my service, and even now part of me wishes to be filled by them again…” Chardonnay gave a high-pitched sob, wiping the tears from her eyes with her hoof. “...and I hate myself for it!”

Golden Harvest looked up at the desperate mare as she cried, and understood entirely now why she’d helped back in the boulder field. “We’re gonnae get you out of here too, Chard! Don’t yeh worry.”

The thestral gave another sob, more forceful than the last and hid her face from the earth pony. “No! I can’t go back! I have no body to return to even if we did escape this place because it’s already turned to ash within my grave, to say nothing of everypony I ever knew and loved. All I could ever hope to ask for at this point is for my soul to finally find rest and to end Juniper’s horrible reign over The Deep Place once and for all so nopony else has to suffer. I believe to achieve one I must fulfill the other, and so I will help you in any way I can. It’s the least I can do after all the harm I’ve done.”

“From what yeh’ve told me, Juniper has much to answer for,” Golden Harvest replied, gravely. “When this is all over and we’ve got everypony back, I’ll appeal to the Princesses themselves to pardon yeh if that’s what it takes. The Summerlands can’t truly be a paradise if all my friends aren’t there.”

Chardonnay gave the earth pony a wan smile, sniffing loudly and wiping the tears from her eyes. “It’s more than I deserve, but thank you.”

Ten minutes later, they were no longer alone.

The party of Lily Valley, Chest Candy, and Tulip Vale entered the makeshift home. Lily tackle-hugged the orange-maned mare, sharing a relieved cry with her as the dark thestral forced a polite smile for the Highborne’s spirit, receiving an awkward but earnest smile in return. Then, with the adventures of the evening discussed and occasionally strained pleasantries having been exchanged, the ponies mood turned grim as they contemplated the road ahead that would lead into the heart of Juniper’s empire.

Author's Note

5/24/2018 That's it! Grammarly has updated everything in my possession outside of my canceled story and The Scent of Prey which is going to be rewritten. Even my most recent work was pretty flawed grammatically and now it's not. It's a good day.

12/12/2018: Holy shit, I love this chapter. Did some editing work on it so it's even better. If I ever write a true World of Warcraft/MLP crossover I think it will be pretty decent.

Black Seeds of Virgin Soil

High atop her perch within the ritual chamber, Juniper, the High Priestess of the Highborne thestrals looked down upon the unfolding scene of debauchery and lust with smug satisfaction — her face betraying not a hint of exhaustion as she helped to channel the vast powers of the dream into the earth pony mare below.

A sound of whooshing air and the clatter of thestral hooves across the platform floor brought a slight frown to the Priestess’ visage. “Could this not wait until after the augmentation, Alcaeus?”

The second-in-command gave a brief glance at the action down below with scorn before turning to face her boss, flaring her wings in a perfunctory bow. “My apologies, but I fear we have a crisis unfolding at the perimeter, Mistress. Neither of our two teams we sent to collect the extras we captured have yet to return! Something has gone horribly wrong, and I suspect either Luna and the Guard or worse… Legion betrayal!”

Juniper scoffed as she continued to watch the bacchanal from on high. “The Legion forces we’ve stashed away in the forest of Gmina Ponies must surely know they stand no chance against us. One wrong move and their fiery lizard commander shows up on our dinner table and we close off all chances of them accessing Tellus through the Dream. As for the ponies? They pose a far more unpredictable threat if they’ve indeed discovered the might to resist us...” The Priestess brought a hoof to her chin as she contemplated her options.

After an uncomfortable moment of silence, the House Steward found the nerve to press her superior. “Your orders, my Eternal Star?”

Juniper’s lips curled into a snarl, bearing her prominent fangs. “I don’t want speculation, Majordomo, I want accurate intelligence on what’s going on!” Her horn sparked painfully as she felt her focus falter, the waves of magic beginning to build up along its ivory surface until she pulled her attention back to it. “Assemble a force to meet with the Legion’s so-called ‘Pit Lord’ and see to it they’re sticking to their agreement, but do not breathe a word of our troubles with the ponies to them or they will smell weakness!”

“Of course, Mistress. Of course.” Alcaeus bowed her head and wings a second time, displaying her bright blue and orange striped mane. “And what of the ponies?”

Juniper’s gaze intensified as the pool of water and the love juices of Roseluck’s many lovers edged ever closer to the brim with each passing second. “Leave the ponies to me and my new pet. Whatever they have planned, they are too late. We must only stall them for a short while and we will finally be able to leave this prison for our souls and claim our birthright!”

“Oh, to feel the sun against my fur once more!” The majordomo cried out with joy. “To smell the flowers upon the wind and see the smile upon the faces of our youth, never again to fear the inferior races outside our arbor gates!” Alcaeus paused automatically, giving Juniper the chance to cut her off. Unable to see Juniper’s face clearly, she took her mistress’ silence as permission to continue speaking. “They will toil day and night while we reap the rewards of their labor. Their numbers shall thin while ours wax greater and greater with each day until our offspring number the stars. Then, we shall go forth and conquer the heavens themselves!”

“Who says anything about us doing the conquering? For shame, Majordomo!” Juniper teased the underling by lifting her tail, presenting herself to her. “We are but harmless travelers across Tellus, destined to walk forever, bringing good tidings to every creature we meet. Isn’t that what you wandering Highborne like to tell the ponies to prevent them from murdering us all?”

Now it was Alcaeus’ turn to snarl, clearly insulted by the allusion to her past life living among ponies in the city. “Not all of us had the fortitude to stay behind and tend to the ruins of our homeland. Some of us had to make friends with the cattle!”

Juniper laughed gently, grinning at her servant’s piqued reaction. “Now, now! There’s no need to get testy, Majordomo. I am merely suggesting we teach our Tellarian children obedience to our divine authority, show them the error of their ways, and let them do the fighting for us!”

Alcaeus wiped her brow with one of her winged thumbs, clearly relieved. “Of course. Of course. They will be the tip of the spear!” No sooner had she spoken when her sensitive stallionhood erupted from its sheath, filling itself to throbbing.

“And so will you! Before you go out to meet with the plebeians’ overgrown lizard monster, you are to service me at once! The time of the transformation is nigh at hoof, and I require your essence to fuel my magic.” Juniper’s horn wrapped itself in another layer of overglow and she kneeled to allowed the other mare to mount her from behind. “Now don’t go soft on me because I’m not one of your pony lovers, you grass-chewing wanderer!”

The Majordomo gave a frustrated screech, gave Juniper a rather hard nip on her right ear and then thrust herself roughly into her bosses’ feminine entrance.

Juniper gave out a loud squeak as she felt the initial penetration pierce her nethers painfully, followed by a series of satisfied clicking sounds from her chiropteran throat. “Quite satis — Umph! — factory...” The High Priestess struggled to focus from the hilting thrusts which filled her with each stroke but maintained control over the magical beam connecting her with her fellow magic users. After a moment where it seemed she might lose command of the spell altogether, her horn glowed all the brighter as the other horned thestral continued her ministrations, the servant now using her own magical horn to channel power into her mistress. “You hate me. You always... have. And it’s... served you well!”

Alcaeus made no reply except to hiss sharply but redouble her magic channeling and grit her teeth to suppress the impending climax until the time was right, silently concurring with Juniper’s previous statement and both loving and hating her all the more for it.

Down below the pool began to steam up which Juniper knew meant the spell was finally ready. “It is finished!” Juniper’s shouted to the jubilant crowd below as her servant filled her to overflowing with her ethereal seed, giving her the power she needed to finish her task. “Now be reborn, Roseluck, as the Princess of Life!”

The deed and their act complete, Juniper dismissed Alcaeus coldly, waving a hoof towards the glass dome, now cleared of any magical activity. Muttering to herself, the Majordomo flew off. She turned her gaze to the platform below where the former-earth pony was twitching her wings, experimentally, slowly coming to grips with her new appendages. The thestrals who’d spent the previous five hours rutting her found new vigor at the sight of the newly ascended alicorn. Judging by the sight of their fully-erect phalluses, they were ready for another five hours of rutting.

As much as she might have enjoyed allowing her followers to continue rutting Roseluck senseless, time was of the essence, if her suspicions about the pony intruders were accurate. Besides she couldn’t very well let them have all the fun. Flying down with a clatter onto the platform below the crowd was subdued by the presence of the thestral alicorn and kneeled before her. “Princess… how do you feel?”

Roseluck blinked at the unfamiliar designation and hesitated in her response, visibly happy that she now had somepony she could trust to help her sort things out. “Tired, but happy. Oh so happy! I’m amazed, too. I guess part of me didn’t think you were completely serious…”

“Perfectly understandable. I see you’re still trying to figure out your wings,” Juniper ran her hoof across her cream-colored primaries, ruffling them slightly, causing Roseluck’s eyes to go wide at the myriad sensations the small gesture fed her. “I wouldn’t fret, my love. The illusion of the dream need only be peeled back by a willing mind to allow accessing the full range of your newfound powers.”

“So I just need to imagine I can fly and I’ll be able to fly?” Roseluck tapped at the floor with her hoof. “I don’t know. The floor seems like it’ll hurt if I mess something up.”

“Then let me show you what I mean!” Juniper shouted for all the room to hear, before wrapping the alicorn in her golden aura and launching top speed through the opening in the glass dome, Roseluck shrieking with excitement all the way as the sound of cheering from below filled their ears.

Roseluck kept her eyes closed the entire time, only opening them once the pair of them was over the forest, circling the cloud spiral above. Her wings were folded against her side and yet she was still suspended in the air, held in Juniper’s aura.

“Isn’t it wonderful, Rose?”

Roseluck opened her eyes at the sound of Juniper’s voice, closing them again with a nervous whinny when she saw how high up they were.

“Trust me, Rose. You’re going to be fine! Now open your wings and start flapping. Once you get the hang of it, I’m going to let you go.” Juniper saw her followers flying up from the Citadel below from out of the corner of her eye. “We’re all here to catch you if you fall.”

Roseluck chanced another look around her and gasped at the sight of over a hundred thestrals surrounded the pair of them on all sides, cheering them on. Some of them were naked, spectators from the ritual ceremony coming to offer their support. The honor guard of ten robed, mages were the most conspicuous with their billowing robes whipping through the air. They held a tight formation around the two of them, their bladed staves at the ready. Further afield, Rose could see spear carriers forming a perimeter, though she couldn’t understand why. What could possibly threaten them inside of a dream?

Feeling distinctly more comfortable at the sight of so many friends and heartened by the show of force in her honor, Roseluck did as instructed. She found getting her wings to unfold was the hardest part. They felt stiff and sluggish as if she’d lacked circulation in them for a long period of time. But the more she began moving them, the more they began to response; over time she could feel her strength and flexibility begin to build as her mind fully connected with them. She looked over at her lover with a smile, who returned it warmly. “Juniper, I’m ready!”

The Highborne ruler nodded and released her aura. “Then take flight, our new Princess of Life!”

Roseluck lost altitude quickly, but having recovered from the shock of operating under her own power, she discovered her wings could indeed support her in the air and began a few experimental maneuvers, testing her newfound power of flight. Within a minute she climbed back to Juniper’s side and hovered before the thestral alicorn, who nodded her approval and nuzzled her cheek.

“I can see you’re getting the hang of it already, Rose. Very good! You may find it’s a bit harder in the physical realm where you have to deal with head and crosswinds, but it’s all muscle memory basically. Magic will take a bit longer to master, but we can help you there as well.” Juniper pointed down at a nearby canopy of trees. “Feeling adventurous enough to attempt a dive? All you need to do is let the tree branches brush your hooves before pulling back up.”

Roseluck’s ears flopped as she contemplated what it would feel like to smack into a tree at full speed. “I dunno… can I see somepony else do it first?” She looked up at Juniper hopefully.

“Certainly!” Juniper gestured at two of the mages flying below and above her. “Virgo! Andromeda! Give our new Princess a demonstration of Highborne flying skill!”

“Hail!” The two mages replied, grasping their staves in their soft front hooves which suctioned to objects the same way other ponies were able to do and went into a dive, singling out a tree which stood alone from the others, screwing up their large and highly glide-capable wings to allow them to plunge at breakneck speeds. At the last moment, they lined up on opposite sides of the tree, raised their staves and struck downwards at two large branches which split off cleanly from the trunk and plunged into the forest below, before surging upward into the sky, allowing their hooves to ever so slightly brush the canopy.

Roseluck gave a whoop and clopped her hooves at the sight.

“See? Nothing to it! Just fold your wings inward to bleed air and you drop. Spread them back out to level out, and flap your wings to gain elevation. It’s as easy as that! You’re actually quite lucky to be able to generate lift much easier than I can. We thestrals are natural-born gliders, but we can’t lift-off without a perch to glide from or an open path in front of us like you ponies can.”

“But you glide easier?” Roseluck asked for clarification.

She grinned. “Don’t be fooled, my love. Our wings are very durable and flexible. They may look delicate to pony eyes, but they make us very strong and agile flyers. We more than hold our own in an aerial battle.” Juniper beamed with pride. “Combined with our night vision, we’re the masters of our domain.”

“I see. And are your wings sensitive to touch like pegasi ones are? Might be interesting to know later…” Roseluck gave the thestral pony a significant look.

Juniper’s eyes went hooded for a moment. “Stick to the membrane nearest to the bones in my wing and you’ll do quite nicely in that regard,” the thestral winked and licked her lips suggestively. “But we can talk more on that later. Your new family wishes to see a display of your majesty and splendor. You wouldn’t want to let them down, would you?”

Roseluck swallowed hard, surveying the miles of very solid ground which promised a tragic crashing death. “Alright… if you think I’ll be okay?” Roseluck saw her return a fanged smile and a nod. “Here goes nothing…”

The former earth pony set off towards the ground, a neat row of trees in sight for her to fly over. Overshooting the treeline by a considerable margin, she nonetheless pulled out of her dive with a flourish to rapturous applause.

As Roseluck was turning from her dive, Juniper met her halfway in mid-air with two of her mage guards in tow, the rest of her honor guard, she knew, was forming a cordon around the area to prevent any pony intrusions. Throwing both hooves around her neck, Juniper kissed the flower mare with abandon, suppressing the urge to bring her to ground and rut her brains out right there on the forest floor. “Not bad for a first try! You were playing it safe, but you’ll get more confident with time.”

Roseluck’s green eyes glowed with a magical light as her horn came to life. The green aura grew brighter and brighter as the alicorn’s nethers began to expand, making room for her lover’s considerable girth. “Juniper… words can never express my thanks for what you’ve done. I was so scared while I was diving towards the ground but... but I thought of you carrying me and…”

Juniper sank her tongue into Roseluck’s mouth again as the thestral leader hovered the pair of them to the ground.

“My Eternal Star! Perhaps this is not the best time?” Virgo called to her regent gently.

“We need to get back the Citadel, My Lady!” Andromeda added.

But Juniper waved the pair of mages off with a wave of her hoof as she finally withdrew her tongue. “Your concern is noted, but I don’t care about such trivial matters right now. Not as long as this beautiful fertile creature is calling to me…” Juniper began to undress, stepping out of her crystal shoes, unzipping her dress, and removing the sock from her throbbing erection. “Even now she is preparing a home inside of her to nurture our newborn foal… our salvation!”

Roseluck’s horn began to glow with even brighter, the grass beneath her hooves squirming with accelerated growth, new wildflower blooms slowly rising to maturity as the thestrals came in close to see the miracle of life taking place before them. A trickle of floral nectar spilled out onto the ground beneath her as she lifted her tail and presented herself before her lover, from which grew a small clover patch within a matter of seconds. “Juniper… I can’t wait any longer…”

“Nor can I, my lovely Rose,” Juniper concurred as she moved to mount her, causing Rose’s flower to weep all the faster, depositing ever more over her honey on the ground beneath her, each drop causing an explosion of life from the earth itself.

An increasingly alarmed Virgo stepped aside as an expanding tree root from one of the nearby crystal trees bulged the earth beneath him, the trunk expanding impossibly taller before her unbelieving eyes, gazing upon the unfolding scene in fear. “What is this magic? Eternal Star, what have you brought to our realm?”

Light-headed from both desire and the effort it took to fill her massive girth, Juniper didn’t answer but instead began to slowly work in the tip of her impressive phallus. Even in Roseluck’s new, much larger and fully aroused alicorn body, she knew she would have to treat the experienced mare as a virgin, and yet, she impossibly felt like one herself given that thestrals didn’t normally mount from the rear. After multiple failed attempts, Juniper silently cursed her unfamiliarity with pony style sex and magically assisted the tip of her member inside with an involuntary shiver from Roseluck which drove Juniper a further three inches inside of her. She jotted a quick mental note that she’d be doing sex her way when they got back to the Citadel.

Roseluck clenched her teeth hard and whimpered from the sudden pressure.

“Be careful! Let me take it slow. Easy now… I’m quite a bit larger than even your average Saddle Arabian! Just let me…” Juniper all but cooed as she slowly pressed her way to the very depths of Roseluck’s marehood while Roseluck nickered as the pleasure began to quickly outweigh the pain. “You’re almost there, Princess. Your earth magic is suiting you well! Even the distant memory of my ancient home is not beyond your ability to command inside the dream! Just one little push is all you need to unlock your full potential...”

Having buried herself to the hilt inside Roseluck, Juniper closed her eyes, the ridges of her horn glowing with a pale blue light. The light continued to grow even as Roseluck continued to channel her own magic, eyes closed and unresponsive as she stood on four shaky limbs as if in a trance. Unlike the channeling spell from before, Juniper was clearly exerting herself from the spell she weaved which swirled three layers deep around her horn. Finally satisfied she loosed the beam into Roseluck’s own horn.

Roseluck’s trance broke with a burst of blue light which emanated from her very skin. She opened her eyes, completely pale and glowing brightly. Her mane and tail appeared to burst into flames, replaced by shimmering pink and red pastel fire. Her coat crackled with pale blue sparkles which fell to the earth like snow, melting on contact with the ground. Most of the thestrals fled in terror-stricken flight back to the castle; even the mages drew their staves defensively.

Juniper shivered from power surge but did not dismount nor cry out in pain. Instead, she began to pump the ascended alicorn slowly as the latter began to moan blissfully with a supernatural, reverberating cry as if she were somehow in more than one place at once. Juniper’s enormous, swollen apples, each the size of a working stallion’s hoof, began to ache from holding back the tide. With each buck of her hips, her walls collapsed ever further and her anticipation grew ever more unbearable as her apples slapped against Roseluck’s ample rump. Filling her lover so perfectly, she had no problems anticipating her climax and began to thrust ever quicker.

Roseluck snapped her head back in the throes of passion and cried out the name of her thestral marefriend, the father of her unborn foal, bearing two very batlike fangs within her own maw as the Highborne Priestess emptied her love deep inside the Princess of Life, in stream after electrifying stream, making every second of her interminable seven-hundred year wait count.

Roseluck kneeled forward in a daze as the thestral withdrew with a quiet pop, the excess seed pouring out onto the grass creating an explosion of new growth where it fell — Juniper ran over to her side anxiously, unsure what was happening. In a daze, Rose instinctively brought a hoof to the side of her belly which began to warm instantly. Rolling onto her back, she gave a blissful, carefree cheer as she kicked her legs playfully into the air. “You did it, Juniper! I can feel our foal inside of me!”

Juniper gave a happy squeak, barely able to keep the dark motivations from showing on her face. She took Roseluck’s forehoof in her hooves and kissed it — the traditional royal greeting for Equestria’s rulers and nuzzled the Princess’ playfully as the two laughed joyfully.

The two mages gaped at each other as the scene of apocalyptic terror transformed into a playful romp on the forest floor and hoof bumped each other, performing a sort of mid-air celebratory dance with each other. Allowing the two powerful mares a chance to bond over their conception, Virgo approached the powerful mares and bowed. “A joyous day for our two peoples, if you don’t mind me saying so. My Eternal Star, Princess Roseluck; I humbly request we return to the Citadel to celebrate this glorious day!”

“I agree, magus! You two tell the others to return to the Citadel. I will escort the Princess back to my royal chambers and greet our new foal into the world!”

The two mages nodded before vanishing in a flash of light.

“I see you’ve got yourself a new pair of fangs, Princess!” Juniper pressed her hoof gently against Roseluck’s lips, exposing the pearly white, razor-sharp protrusion. They compliment you well…”

“You compliment me well!” Roseluck wrapped her legs around the mother — the ‘father’ actually, Roseluck reminded herself — of her first baby.

Juniper smiled, kissed her lover one last time, her tongue lingering on Roseluck’s new fangs, before teleporting the two of them away in a flash of light.

“Maybe this wasn’t a very good idea…” The mother felt herself begin to dilate. Despite Juniper’s pain suppression magic, the realization of what was about to happen struck home.

Roseluck lay on her back atop a massive four-poster bed capable of fitting at least twenty fully-grown mares in the center of a spacious window-lined room near the very top of the Citadel — her horn blazing green as she channeled a life magic spell. In what would normally have taken nine months to accomplish was cut down to mere hours by her alicorn fecundity magic which only now Rose regretted being unable to turn off. Her teats were swollen with milk, her body ached from the burden of carrying another pony’s weight and her magical reserves were taxed from constant use among a myriad of other issues she couldn’t enumerate.

Juniper rested a hoof on Roseluck’s bulging baby belly and began to caress it. “It will be over soon, my love. And I promise all the pain and discomfort will be forgotten once you’ve seen her.”

“I think it’s them! I feel two of them inside of me!” Roseluck reached out to hold Juniper’s spare hoof.

Two? Then this is far better than even I could have ever hoped for! The ponies are finished for good! “Two of them! The stars have been bountiful, my Princess! I and my followers will do everything we can for you and your foals. They shall never want for love!”

“I know, Juniper. I’m just feeling a bit freaked out right now!” Roseluck suppressed a sharp hiss of pain as her marehood dilated further. She may have been benefiting from a pain suppression spell, but the sensation of being ripped open was nonetheless unnerving. “Everything that’s lead up to this… It’s all happened so quickly! What will my friends have to say about this? What will I tell the folks back home when they find out I have a family?”

“If they’re good friends, I imagine they’ll be very happy for you.” Juniper levitated over a mane comb her lover’s mussed-up mane. “I wouldn’t worry about your friends, my love. You'll be meeting them soon enough! I’ve invited your closest friends to join us as my guest, in fact.”

“You have? That’s awesome!” Roseluck’s eyes lit up as she thought of the look on Lily’s face after meeting a mare with a stallion’s anatomy. “How soon can they be here?”

“Once I’ve been able to… collect them. Juniper replied, delicately. “The dream is vast and our ability to communicate with the outside is limited. We’re searching for them now as we speak. I promise you we’ll bring them here as soon possible.” Assuming we don’t murder them first. Juniper couldn’t help but think to herself. Good thing I only need to buy myself just a bit more time… Shouldn’t have asked Alcaeus to stop what she was doing and rut me. Why must I torment that poor fool so much? Oh right, because she’s an insurrection waiting to happen. Maybe she’ll get herself killed by the ponies and I’ll have one fewer problem to deal with. Heavens above, I want to rut this beautiful mare again so badly…

“I hope you’re… oh! Juniper... they’re coming!” Roseluck cried out, cutting into Juniper’s monologue.

“Don’t worry, Rose! I’ll teleport them out now that the babies have fully come to term…” Juniper closed her eyes for a moment and with a sharp pop, two pale bat-winged babies appeared in her aura which she swaddled in fresh towels, setting them back down on Roseluck’s belly. “A colt and a filly! They’re so... colorful!” Juniper was amazed to see how their colors had blended. The foals clearly took after her the most, baring the slit-pupil eyes and bat wings that marked her as a thestral, but their coats were beige like their mother’s. Both had a striped mane and tail of pink and violet.

Roseluck removed the towel from the filly who giggled and squeaked at the tickling sensation of her aura and held the baby in her forelegs, nuzzling its adorable little wings and wiping the afterbirth away with the towel. “She’s a thestral just like her Daddy! Oh, Juniper, I love them!” Roseluck held her infant daughter to her breast, weeping softly for joy. “Mommy’s going to take good care of you!”

Juniper picked up the colt and set him down in her forelegs as she lay across the bed from Rose, smiling at the colt’s tiny fangs and nuzzling his wings until he threw them open with a flourish. Looking at him critically, she gave them a casual scan with her horn, breaking into a smile from her the result of her findings. Roseluck was right. They’re alive! Their living spirit shines within them! Juniper licked her lips. Just need a few more of them... Yes… Can’t take any chances with our one-shot out of this prison...

“By Cadance, they look so much like you!” Roseluck looked up at Juniper, her eyes wet with happy tears. “What should we name them? One pony name and one Highborne name?”

“That sounds fair, Mother,” Juniper replied sweetly. “As I am technically the father, I suppose I’ll name the colt. How does ‘Sagittarius’ sound?”

“Oooo! I love it! What’s he named after?” Roseluck kissed the filly on top of her head and looked back up at Juniper, still holding their colt, intently.

“He is the hunter of the stars. He taught the thestrals how to survive in our monster-infested land by hunting the dangerous beasts around our homes using bows and arrows.” Juniper lifted the colt up atop her forelimb like a carrier pigeon, attempting to coax him into flying with no luck as the young colt merely flapped his wings a few times and stayed put. “Shame they didn’t clue us in to the inner workings of crossbows; those we had to adapt from griffin designs we captured during our frequent border wars.”

Roseluck’s ears drooped sadly. “I don’t know how I feel about my son learning how to hunt things… but I shouldn’t dwell right now. I just want him to be happy whatever he’s doing…”

Roseluck’s little foal shivered slightly, gripping its back with his tiny wings before taking shelter beneath her mother’s, snuggling up against her warm, downy feathers.

“Aww! My little girl is cold...” Rose ducked her muzzle under her wing and stroked the young thestral’s wings and short-furred body to help warm her up as the thestral infant chittered and squeaked blissfully. Roseluck was taken aback by the texture of the little fillies' wings against her face, less like tough, stretchy leather and more like skin — very thin, supple skin. “I think I’ll name her… Lucid Dream, or Lucy. What do you think?”

Juniper laughed at the context-specific moniker. “Very appropriate given the circumstances! Lucy, it is!”

A loud knock at the door to the spacious chamber interrupted their discussion. Juniper looked suddenly very concerned. It was quickly followed seconds later by another series of desperate rappings which echoed throughout the room.

“Juniper… is everything alright?”

“It seems duty finds me at the worst times…” Juniper gave a heavy sigh and levitated Sagittarius into Roseluck’s lap. “I will make this distraction as short as I’m able.”

Juniper nuzzled the trio and walked over to the heavy wooden doors, released the heavy iron bolts and cracked them open. On the other side of the door was a near-panicked Alcaeus. Noticing the two babies and Roseluck sitting on the bed, looking at the pair of them speaking, she lowered her voice. “Juniper, we need to assemble for battle! Both of our search parties have turned up dead, vaporized by enchanted fire!

The look Juniper gave her underling suggested spontaneous combustion wasn’t out of the question for her either. Stepping outside and closing the door behind her, she felt comfortable to speak normally. “The ponies will suffer… slowly. And what of the Legion demons?”

“That’s what I’m coming to you about! My Eternal Star; it was just as I feared! I never got a chance to meet with the Pit Lord Magtheridon, we were fired upon immediately upon entering the Gmina Ponie, and they completely ignored our order to stand down. During our retreat, we found the remains of a squad near Flying Fox Ravine. Whether they were slain by ponies or demons I cannot say, but the demons must be dealt with immediately before they find a way to summon more of them here!”

“I must stay here!” Juniper hissed. “I need at least five foals to ensure the success of our sacrificial rebirth. Assume the strategic defensive and hold them off until I say otherwise!”

Alcaeus shook her head skeptically. “The demons are infinite in number, as countless as the stars, My Mistress. They will call for backup unsupervised! Our forces outside stand no chance of containing this threat!”

Juniper closed her eyes and lit her horn before facing her lackey properly. “They don’t have to! I’m ordering them back as we speak. The time has come for us to once again flee from those who would wipe us out, but it will be the last time. We will soon return to Equestria to meet up with our faithful followers back in Thestralslovakia who’ve awaited our return and set our plans into motion.”

Alcaeus was not impressed, fluffing up her bat-like wings, backing up her words with a chiropteran show of force. “Forgive my seeming lack of faith in your tactical prowess, Morning Star, but your plan makes a number of assumptions of the disposition of the enemy force. We have no idea what numbers the demons are working with or the nature of the threat posed by the ponies! For all you know, a counterattack in force would be able to wipe out both threats and allow you to get back to breeding with that disgusting grass-chewer without worrying about a ticking clock ruining everything!” The Majordomo fumed as her mind turned to the former-earth pony in the room behind them. “And I am not the one you have to worry about sleeping with ponies, you must surely know!”

“Don’t make big wings at me, servant!” Juniper spat back, ironically fluffing out her own. “It is only in my eternal mercy I have allowed you to exist at all! If we didn’t find ourselves in such a predicament, I might demote you to 'sexual servant'. I’m sure Chardonnay would appreciate the assistance!” Juniper smiled as her words had the desired effect of cowing the stubborn thestral, her wings folding back to her side. “As for Roseluck, you should be thanking her for her service. She will continue to serve us well after all of this is over. Whether she knows it or not!”

Unsure Juniper would be able to carry out her threat but unwilling to take the risk, she ceded the issue. “And what of your plan? Am I to assume you have not thought all of this through? It’s all of our necks on the line here… Mistress.” Alcaeus snarked, not entirely subdued by her threats.

Juniper scratched her chin, weighing her options. “The ponies are out there as well... If the Legion strikes us they will encounter the ponies…” Juniper paced back and forth briefly, mentally running through Alcaeus’ report for clues on what to do. “Now, if the thestrals back at the canyon were taken as prey without felling a single attacker, that means a conventional assault is out of the question. We’re too strong for simple demons to rout so easily, particularly ones with so little guile or originality; that means they were taken in an ambush... by ponies.” Juniper spat out, then paced some more before continuing. “But that, in turn, works to our advantage. For any force sufficient to harm us will encounter the demons because they’re both here for the same thing: access to the Citadel. They’ll have to go through each other to get here, and that will afford plenty of opportunities for defense.”

Alcaeus, finally dropping her attitude, looked swayed by her mistress’ argument. “I see your point, My Eternal Star. Well reasoned. It turns my stomach to think of leaving an obvious threat unchecked, but it’s impossible for me to envision a scenario in which demons wipe out an entire squadron by ambush so far away from the nearest entrance to the G.P. By your command, I will make preparations to stall the enemy.”

“Good. But do so quietly, Majordomo. Our alicorn guest thinks everything is okay and her friends will soon join us.” Juniper looked back at the door, checking to see Roseluck was hiding behind it. “Once we have our foals, there will be nothing to worry about. Good luck…”

Alcaeus saluted, flying off.

As Juniper prepared to step back inside, her lips curled upward in a sinister grin as an idea popped into her head. Maybe Roseluck can meet her friends after all...

Escort Mission

Foolers Rush In

By AJ Aficionado

Two well-dressed earth pony mares walked quietly amongst rows of nearly identical pink and yellow painted houses topped with straw in the darkening twilight, hooves clopping gently on the stone-paved sidewalk alongside the dirt main road.

The taller of the two had a striking red and pink striped mane and flanks covered by a rich, burgundy ruffled gown fixed to her abdomen by a pair of fasteners cleverly disguised as red rose buds. Holding her tail aloft with head held high, she proudly displayed her long, feminine neck for the viewing pleasure of the occasional pony passing on the road or soaring through the sky. Completing the perfectly color-coordinated package of equine smugness were a green belt and steel dress shoes to match her eyes and a pair of red rosebuds behind each of her large and tapered ears.

Her lovely if considerably less confident friend stood a foot shorter, the crest of her golden mane tied back in a ponytail with a blue ribbon. Her dress — a reminder of her one and only invitation to the Grand Galloping Gala — was a much more conservative blue and white outfit with peach trim and matching steel dress shoes. A pair of white lily bulbs adorned her short, stubby ears; her trademark look. She looked down at the asymmetrical locking stones as she walked, eyes unfocused, finding herself mesmerized by the lack of any logical progression or pattern; a chaotic mess of whatever City Hall has been authorized to use by their grossly inflated rock budget to place on the ground to facilitate the mundane function of a sidewalk.

“Lily!”

One of these days we’ll get pre-formed slabs like normal ponies in the city. The yellow-maned mare mused idly, thinking about the cost-saving virtues of utilitarian concrete. Anything to not think about where she was going, and why.

“Lily!”

A gentle flank bump by her red-headed friend finally brought Lily out of her daze, and into eye contact with the flank’s owner. Oh, how beautiful her eyes are! Lily thought to herself, not for the first time, but refused to say aloud. For what point was there in admiring her outgoing friend when she had eyes only for stallions? “Huh? What is it, Rose? Is somepony looking at me weird?” She looked around half-frantically.

“Oh, they’re looking alright, sweetie!” Roseluck exclaimed, flagging her tail for a gaggle of gossiping mares and token stallion opposite them, gratified at the sudden knicker she heard at her display. “But you aren’t looking back! Now how’s a good-looking gal like you going to chat up a mare when you’re contemplating the meaning of existence or whatever it is you’re doing?”

Lily rolled her eyes and sighed. “I’m not at the bar yet, Rose. Give me a moment of peace before I humiliate myself again!” Lily gave a grouchy stomp at the overly expensive, but unyielding stone. The stone isn't even on the road where it would so us any good! Useless... “And I wasn’t thinking about the universe. Though, I do have quite a few questions I could seriously consider…”

“Like the nature of mass orgies in ancient Pegasopolis with fifty, no maybe a hundred, hundred twenty-five hot, sweaty cloplite mares rutting each other in the Temple of Mineighrva?”

Lily squealed in shock, reflexively standing on her hind legs and kicking at an invisible attacker.

Rose was both amused and disappointed by her reaction. How was Lily ever going to discover intimacy if the mere thought of it was enough to send her scurrying back into her shell? “Perhaps just… one cloplite mare and yourself for starters? I’m sure we can get you there after enough tries,” Roseluck snarked, giving a gentle snort. “Lily, it’s not like the last time. You don’t need to be so uptight! Look around you; there’s not a sign of chocolate milk clouds, popcorn piles or insane chaos demigods anywhere. It’s just you, me, and the unquestionable reality of Ponyville. You’re going to be perfectly fine. Honest!” Roseluck gave her friend a reassuring nuzzle, attempting to calm her down some. In truth, her own nerves were acting up a bit, knowing where they were going and what happened in the aftermath of their last visit. Steady, Rose… you’re not a filly-fooler; you’re just trying to help a friend...

Lily resisted the urge to cling to her, shivering at the memories of that day. None of it had been normal or even possible without a chaos god’s intervention, and yet… “Yeah, I know, Rose, it’s just…”

Rose shook her head sternly. If she could head into such alien territory, there was no reason Lily couldn’t. “Your old crush back in Hoofington is not going to ruin the rest of your life, Lily! You need to get back in the race. Now we’re both looking good and ponies have been craning their necks, nearly walking into street signs or crashing into houses admiring us while we’ve been walking. You’ve got to learn to give yourself credit! Keep your tail up, that’s what the hole in the back is for, and show those mares what you got!” Roseluck patted her nervous friend on the back.

Her tail only clamped down harder at the advice. “I’m still dubious about this whole “wingmare” strategy of yours.” Lily’s eyes narrowed suspiciously at her friend.

Roseluck cringed, remembering her first outing at the filly bar before Discord’s escape from his prison of stone. “Yeah, I admit I kinda messed up the last time. That’s why we’re both dressed up tonight —” Roseluck stopped, looking around nervously at the lit windows on the darkened street for potential spies before continuing more quietly —“Aaand I’ve also asked Cloud Kicker for some advice on how Wingmare-ing is supposed to work. To be honest, I usually go into a bar looking to grab up the best stallion and never learned coordinated mating strategies. First time for everything, I say!”

“Are… you… kidding me!?” Lily whipped her head around to face Roseluck, her eyeridges furrowed. For pity's sake! No wonder the last time was such a fiasco! Discord my aching flank. That was a suicide mission from the beginning! Summoning her last reserves of patience, and the will of the Equestrian Pantheon for support, she continued. “You’ve never done this before? I trusted you to know what you were doing!”

Roseluck brought a hoof to her mouth. “Shhhh! Keep your voice down! And don’t get angry at me, Lily. Is there any other mare who would have been able to drag you to a filly bar without knocking you out first?”

“You had to push me almost the whole way there!” Lily growled, inwardly furious with herself for not having deduced the obvious fact that being an avowed stallion aficionado, Roseluck wasn’t likely to have secret knowledge of how to get mares in the sack.

“Details, details…” Roseluck waved a carefree hoof, trying to ignore her own churning insides, reminding herself again she was doing this to help Lily, and if that meant she risked attracting some filly-fooler attention of her own, so be it. “What matters is this time, we’re rolling in there with a plan. And any plan with Cloud Kicker’s approval is going to work. I mean, yeah, I get laid a hay of a lot. But she’s got wings! And tiger’s blood!” Roseluck whirled around suddenly, her tail sinking all the way to the surface of the path, half-expecting to see a suspicious cloud and a pair of large pony eyes staring out from behind it. “I’m taking a big risk in even letting her know I exist! What if she goes after me next?”

Lily flinched to hear it; she’d always been intimidated by Cloud Kicker’s looks and confidence. “Okay! Okay! I get it.” Lily said miserably, bowing her head and ears, now counting down the blocks and the bricks in the sidewalk, taking care not to step on the seams and doom her poor mother before they arrived at their destination. When they rounded a corner and it came in sight, she froze in her tracks.

Realizing she’d stopped, Rose looked back at her. “Lily, please don’t make a mare have to start pushing you again…”

“Okay, okay! I’m going. I just really hope you know what you’re doing this time...” She forced herself to move forward once more.

Roseluck nickered contentedly, “There’s a good filly. Now let’s go get you lucky!” The two began to walk again down a side road toward a well-lit sign in front of an old-time wooden saloon, the scene of their previous disappointment.

“That’ll be the day. Oh, but Rose…”

“Yes, blondie?” Rose waggled her eyebrows playfully.

“You’re right. No one else could have gotten me to go to that bar but you.” Lily smiled bashfully, walking ahead of her friend.

Roseluck blushed demurely but didn’t immediately respond, pulling a pair of binoculars out of a nylon tactical holster strapped to her back, concealed by the fabric of her dress. “Alright, Lily. Just as we planned it, you go first…”

Lily Valley quietly made her way past small clusters of mares gathered beneath the overhead shelter outside the swinging wooden doors as a pair of mares, to her horror, were already making out at a bench near the entrance before making it inside. Trying unsuccessfully to ignore the wet kisses, moaning and the smell of arousal, Lily stopped dead in her tracks again, looking back in the direction she came.

Roseluck poked her head up from behind a convenient row of hedges across the road from the front of the bar. “Lily, get your flank in there!” she mouthed noiselessly, jabbing an impatient hoof at the door and praying to the goddesses that Lily could read lips or at the very least read intent.

Lily could feel herself heat up as she imagined the pair of mares near the door as herself and Roseluck — no matter how forcefully she suppressed that impossibly forlorn fantasy, it kept reasserting itself! — finally settling on the bar as the lesser of two awkward situations. She just hoped she could squeeze through one of the smaller windows if the need arose, having already ruled out the idea of going through the plate-glass window out front. Bleeding out on the sidewalk or being cornered by mares; or worse, both at the same time!” Then again, I’m already about to die of embarrassment anyway... she thought miserably, then wished she was a unicorn so she could turn herself invisible.

“She’s in!” Roseluck allowed herself a stealthy, commando pony victory dance from behind her leafy palisade as she worked herself into a position where she could peer through the window at her shy friend without ruining her dress.

Cloud Kicker’s instructions had been explicit: enter separately to make sure Lily’s prospective marefriends didn’t know the two of them were together, and thus assume she was already taken. Having run through the entire plan back to front in her mind, she felt her own beginning to wander. Hard to believe we mares are so picky with each other. All the best fashion; all the flashiest accessories. All it does is add an unnecessary step to keep us from rutting one another on the strength of our character and the beauty of our physical form. Roseluck sighed. Well… my physical form anyway. She trailed a hoof down the length of her neck for an imaginary mare admirer.

Roseluck nearly dropped her binoculars at that, her eyes widening at where her thoughts had just gone. No, I don’t mean it like that! Or do I? Roseluck swallowed hard, remembering again the events surrounding Discord’s escape: the normally shy Lily turning aggressive and seducing her dedicated colt-chasing friend with the help of a magical attitude adjustment and some added stallion equipment, noisily making love to her as all Equestria descended into the madness of the Chaos God’s return.

Roseluck shook her head forcefully to clear it. No, that’s stupid! Must just be the proximity of the bar. I mean, this is what I would think if I really were a fillyfooler! Yeah... Just getting into the role like any good special agent! Forcibly stuffing the notion of mare love under a mental rock, for the time being, Roseluck raised her binoculars back up to her eyes and peered inside the bar at Lily, who was making small talk — it looked small to Rose anyway — with a yellow-coated orange-maned mare. The rose vendor immediately recognized the mare from the Ponyville Market as the carrot farmer, Golden Harvest.

After a fleeting hope that maybe she could scarper the scene, let Golden Harvest give Lily the time of her life, and see if Time Turner was available for the night, Roseluck noticed the toothpaste-colored mare sitting next to Goldie was now chatting the carrot farmer up instead of Lily, and deflated. Darn it! You were right again, Cloud Kicker; the farmer brought friends with her that I’ll need to distract. Guess I’ll have to mosey on in there and be as distracting as possible. The self-proclaimed ‘Winning’ Pegasus had also told Rose that ‘distraction’ in the wingmare circuit typically involved said wingmare sacking up with one of the ugly friends to free up her friend to claim the prize, but such specific operational minutiae were negotiable as far as Roseluck was concerned.

“Hey… Rose?”

Roseluck shooed away the pony behind her with her hoof, continuing her vigil. “Not now I’m busy — AHHH!” Panicking, she dropped the binoculars into the hedge, blocking them from view with her body, and looked back at the speaker, a bronze coated pegasus mare with striking blue eyes and mane, wearing a simple purple dress. Far worse than having discovered Rose, though, was that the newcomer was studying her with something considerably more than purely academic interest, looking her over from head to hoof.

“Well, this is a surprise! I haven’t seen you here before, Rose! So what are you doing back here? Afraid to go inside and —” The pegasus grinned and gave her hips a suggestive sway “— mingle?”

Curse the pony who thought of giving pegasi the ability to fly! Roseluck froze in horror at the realization that she was now, at this moment, likely being sized up by a mare for her worth as a mate and was okay with it on some level. It was a perverted sort of honor to receive validation from a fellow mare, but only as a worthy competitor vying for the attention of a stallion, she quickly reminded herself. The twitching in the mare’s bronze wings and dilating pupils were not the kind of attention she was used to. Fortunately, Rose was no stranger to escaping the things that were out to get her, this being Ponyville and mares were her specialty. After all, you don’t sleep with another mare’s colt too often without needing to plead your case to the judge, jury, and potential executioner of pain. Still, she couldn’t help lamenting the fact she’d left her satchel of smoke bombs — a failsafe for getting out the nastiest of scrapes — at home.

Recovering quickly, Roseluck laughed. “You nearly scared me to death there! Um… I know I’ve seen you around, but… have we met?”

Her grin got wider. “I suppose we haven’t! The name’s Sunshower Raindrops.” She gave the earth pony a quick glimpse up her dress at her rain droplet cutie mark. “Ponies usually stick to just calling me Raindrops though. I’m with the weather team, naturally.” Roseluck tensed up as she noticed the pegasus arching her neck forward as a display of quality. “We haven’t spoken, but I’ve seen you around while on the job. If you don’t mind me saying so, you’re pretty hard to miss, actually.”

Roseluck scoffed, displaying her neck in return with an upturned muzzle, her expression as smug as an Apple and just as honest, too. This mare is trying to hook up with me. With me! Doesn’t she know who I am? She must not know who I am! I am the mare who’s sneaking off with your brother every night. I am the ‘friend’ your stallion won’t tell you about. I am your worst dream come true, sister, and Ponyville’s greatest lover of stallions! Do your worst, filly! she mentally challenged. “Well, I should think so, Rainy! You don’t see a mare like me in the bushes very often!”

Now it was Raindrop’s turn to look surprised at the mare’s frankness, quickly melting away into a flirtatious smile. “Quite so, Miss Roseluck. And what brings you to this finely manicured hedge this evening?” She alit beside her, showing enough sense to hide from view as well.

Feigning contriteness, Roseluck plowed forward with her newly-minted strategy. “I suppose I owe you the truth. In return I must insist upon your complete discretion in this matter,” she said in overly-grave tones. “You see, I’m on an errand of mercy for a good friend.”

Raindrops brought a hoof to her chest in a solemn pledge. “On my word as a weathermare, I shall not tell another living soul. So why are you here? There aren’t even any flowers in this hedge! Surely you aren’t here for the scenery… or are ya?” The pegasus winked at the florist suggestively.

Roseluck’s cheeks flushed. “Of course not! My goals are purely altruistic. I’m here to help my friend, Lily, find true companionship and happiness with a mare by giving her my… support and confidence.” Roseluck wrapped a leg around one of the limbs of the nearby hedge as if it were her best friend.

Raindrops eyes shined with hope even as her wings began to twitch with greater urgency. “Your support and confidence… in a bar filled with mares who want to hook up and rut into the wee hours. And how exactly do you intend to do that as Ponyville’s premier stallion aficionado and self-professed Straight-ist Mare in Equestria?” Her grin went lopsided.

Roseluck’s blush got deeper, both at the title bestowed on her and the fact she thought she was being teased. “By being there at her side!” Roseluck thumped her chest with gusto. “Sure, what I’m doing isn’t the most… honest thing in the world, but if I can create an opening for Lily to talk to some mare by keeping her buddies distracted, why shouldn’t I help her? I’m all the poor gal has got!”

Proving a rank amateur at maintaining a neutral expression, the pegasus’ wings nearly deployed entirely, holding them awkward and stiff, halfway folded, until she regained the motor function to tuck them back in. “Please forgive my suspicion. Lily is that pink little blonde cutie who works with you at Daisy’s shop, correct?”

“Can’t keep anything from you, can I?” Roseluck replied, not quite able to keep the bitterness out of her voice for her winged cousins. “But you’re right. Lily’s sitting by Golden Harvest and by the looks of things, can’t get a word in edgewise with Goldie’s friends hogging all her attention.” She nodded towards the open bar.

Raindrops closed her eyes and shook her head, regarding her new friend with a pitiable expression. “You really think it’s that easy, don’t you? Listen, you’re going to need some backup in there and insider knowledge on this establishment or this is not going to work. If those fillies know your reputation even half as well as I do, your cover is going to be blown faster than you can say ‘Fantastic Filly Flash’.”

Roseluck rolled her eyes at the reference to the pegasi stunt maneuver — Do these pegasi think of nothing else than reminding other ponies they can fly? — but mentally conceded the point. “Ah, crud! You’re probably right. I’m not a fillyfooler. This idea is silly! But, I still need to help Lily out.”

“Yeah… you’re in a bit of a bind.” Raindrops audibly sucked air through her teeth before becaming suddenly interested in the sunset. “Celestia really knows her stuff with the sun, eh? Sure wish I could get that promotion to solar management!”

Roseluck threw her face to the sky, seeking answers from the heavens and finding only one, feathery, flying filly solution. “Ugh, fine! Raindrops, I know we just met and all, but I really need your help! Can you…?” She couldn’t finish the sentence. Cloud Kicker had warned her gaining assistance from the natives might be necessary, but she’d been praying it wouldn’t be.

The pegasus willed every molecule of her strength into keeping her wings steady as she turned to face Roseluck in as overly comedic a fashion as possible. “Mmm yeees?”

I hate myself so much right now. Forcing as straight a face as her fillyfooler circumstances would allow, she summoned every ounce of customer service politeness into a single request. “Can we go in there as a couple and… help my friend out with Golden Harvest?”

Raindrop’s wings deployed with a distant clap of thunder from the sky above, her unfurled bronze-feathered wings giving her the appearance of an ancient Steedgyption hieroglyph on the side of a pyramid. “Terrific! Who knows, Rosie, you may even enjoy yourself a little. Just relax and leave everything to me.”

“I hope you appreciate this, Lily…” Roseluck muttered under her breath as the pegasus rattled off her plan at high speed.

I hope you appreciate this, Rose! It didn’t take long for Lily to begin questioning the wisdom of her friend’s plan as she looked in at the ponies inside through the window as she approached the entrance. Nearly everypony inside wore plain dresses with minimal accessories while she and her so-called ‘wingmare’ were styling eight-year-old Canterlot fashion. We’re going to stand out, alright. Just not in a good way!

Standing at the saloon doors to the bar, Lily peered inside to see a goodly chunk of the population of Ponyville gathered around tables, benches, and barstools. This place is a lot busier than I remember it being last time! Nicer too. Are we even at the same bar?

A loud crunch greeted Lily as she stepped through the wooden doors which she was relieved, and somewhat disgusted, to discover was an empty peanut shell. At least I’m not allergic! The rough wood floor was absolutely covered with them. Taking note of what other crunchy dangers might be lurking about, Lily took a look around at the chandelier-lit room. Neon signs — no doubt powered by magic — advertised the local pilsner, Buck-o Beer, along with wine and cider-based drinks. Not a milkshake dispenser to be found, Lily, lamented, silently, as she slowly ambled up to the counter on the other end of the hall. Long benches made from huge split logs, made up the center of the long, dimly lit room on either side of her. They were clearly designed to encourage mass mingling and easily sat up to twenty mares each.

For those who wanted a bit more privacy and intimacy, booths made with more comfortable Naugahyde covered cushions lined the left and right walls. Above each booth were framed group photos with the year and description stamped into a bronze nameplate at the bottom. Not only was the bar serving drinks but food as well carried on trays by unicorns and a few well-coordinated pegasi who could manage the balancing act by steadying the load with their wings. The most action was up at the front where drinks were being mixed, ponies were jamming bits into an ancient Cloppola jukebox, and a large, curly-maned and shockingly orange-maned earth pony was nursing a shot of bourbon that caught Lily’s eye. The mares on either side of her were wearing sympathetic expressions and giving her an occasional nuzzle or pat on the back.

“It’s not yehr fault, lass. Yeh’re not the mare who decided t’ play our… our… song…” The heavily accented pony sniffled, gave her drink a dour look and finally threw it back sans chaser. “Oi! that’s not gonnae make me walk home any easier, is it?”

Lily arched an eyebrow as she waited behind a purplish earth pony mare. Taking a glance at her cutie mark, she didn’t have to ask herself what she'd be ordering. Why is she sad at hearing a song with her friend?

“We weren’t coming here to get you drunk, Goldie!” A minty unicorn sitting next to her replied, concerned. “We were just trying to get you off your farm for a while. I know it has to be rough living right next to the mare giving you trouble.”

There was a murmur of assent from the mares sitting up at the bar.

The green-maned barmare nodded, tipping her huge cowcolt hat in front of her eyes. Pushing it out of the way, she gave the two mares in front of Lily their usual order (a bottle of pinot noir) and leaned across the bar in front of Goldie, giving her a sympathetic look. “Honey, there ain’t no mare in the world that gal is going to settle down fer between the apple farm, galloping across Equestria with her friends, and raisin’ that sweet little Apple Bloom. Sorry to say, but my cousin’s one bronco that won’t never be tamed by nopony!”

Her Equestrian… it burns! Lily looked away as she cringed at the barmare’s spectacular triple-negative sentence.

The carrot farmer sighed in defeat. “Ah knew the risks, Apple Fritter. And Ah know yer right, but it still smarts. Can ah just have one more t’ top me off?” The orange mare signaled for another drink, but the barmare shook her head.

“Ah think yer about done fer the night, Golden Harvest.” The barmare signaled Lily to step to the counter as Goldie sighed, her muzzle laid against the surface. “Yer friends are right, filly. Ah know how much she meant to ya, but ya gotta let ‘er go. Yer such a pretty young thang. Others will come along.”

Standing alongside the jilted mare in front of the counter, Lily stole a glance at her and had to agree. From behind, her tangle of orange curls looked messy. But up close and from the side, she couldn’t help but admire the way the curls dangled in front of her beautiful green eyes. So much like Roseluck’s eyes, Lily couldn’t help but notice. Her face was tear-streaked; all hope seemed to have gone out in her world. It was a sentiment Lily could appreciate, being her natural state.

“Maybe we should you get you home, Goldie. I’m really starting to think this was a bad idea,” said a mare Lily didn’t recognize, reached into her saddlebag to pay the tab.

Lily’s jaw tightened, her eyes darting toward mundane objects on the wall as she tried to think of something to say to her. She’s so cute! I need to say something cool. “Ummm...”

“Oh. I’m sorry, honey!” the barmare drawled. “Didn’t mean to keep ya waitin’. My stars, don’t you look nice this evening! Now, what kin I get choo?” her accent seemed to get stronger as she spoke.

“Lily?” The toothpaste mare looked up at the flower pony, eyes wide with shock. “Hey, Golden Harvest, look who it is. It’s greenhouse pony!”

Lily whinnied heatedly, “Hey that’s not fair! I do other things around the shop too. Just not when other ponies are watching…” she finished lamely. Are others ponies really talking about me when I’m not around? I can’t ever escape them!

Golden Harvest’s head jerked up, brushing her mane out of her face to see her properly, tear-streaked-and-cider-glazed eyes focusing on her with some difficulty. “Lily Valley... by the ancestors! I didn’t think I’d ever meet you. Much less in a place like this! Yeh’re a fair sight!” she looked over a cringing Lily from head to toe.

“T-thank you! I… I’ll just have a sarsparilla please.” The barmare hooved a bottle Lily’s way, which she opened with her hoof, hoping her cheeks weren’t too hot. “Have we…”

“What’s Daisy been up to? I almost never see that mare at the shop these days. Always getting dressed up and heading off all over Equestria on business. That girl is going to burn herself out!”

“It does seem like Roseluck is in charge of Daisy’s Fleuronic Fantasies these days. Can you imagine if she came in here!? I think I’d just die!” the barmare made a show of fanning herself with her stetson.

“Speak for yourself, Apple Fritter. I think I might have a word with her. Fifty bits for a Northern Crystal Rose? It’s highway robbery, I tell you!” The toothpaste mare groused.

As random mares from the counter started discussing the minutiae of Lily’s occupation and seemingly just as quickly forgot about Lily herself, her ears felt flat against her head. I really need to get out of here. The comic shop is only a couple blocks away and still open for another hour. Never an awkward question or judgemental glance from the mare behind the counter… “Nevermind, Goldie. I’ll just go…” Lily dropped a bit on the counter and headed for the door.

“Wha? Hey, wait up Lily!” Goldie called out to Lily to no avail. Unable to hear with all the noise, Lily was almost to the exit doors when Roseluck entered and blocked her way, Raindrops at her side, the pair grinning at the diminutive mare. “Going so soon, Lily?”

Oh! Well… Yes. Maybe?” Lily sighed and about-faced back towards the bar. “No…”

“That’s the spirit, Lily!” Raindrops all but purred, gliding a bronze wing across Roseluck’s back, causing the earth pony’s knees to buckle slightly and her tail to flag hard, knocking the ushanka off a nearby mare’s head. Pretending not to notice, the pegasus looked directly at Lily. “There’s no need to worry about Minuette’s banter; she’s only having fun with ya. Just call her a toothpaste pony and she’ll back right off!”

“Buuuck you!” Minuette called back, the unicorn grinning as she launched a telekinetic peanut at her heckler which Raindrops narrowly dodged.

The mares at the front laughed before returning to their drinks.

Rose stood stock still, her face frozen in terror. Raindrops didn’t notice as she was having a whispered conversation with Golden Harvest at her seat.

Lily approached her cautiously. If she’s scared then I’m really in trouble! “Rose, you okay? You look as if you’ve seen the Headless Horse!”

“It’s nothing! Everything’s cool.” A few of the mares sitting on the nearby benches started pointing at Roseluck — one even squeed! — whispers carrying the message from the center of the room to the walls within seconds. “Raindrops may have… accidently brushed up against me with her wing ‘cuz I know that just didn’t happen on purpose! Everything is juuust fine.” She forced a smile to her lips.

“Uh huh…” Lily glanced over at Goldie who was waving her over to a conveniently vacated barstool next to her.

“I just need a drink. You talk with your friend here and I’ll keep the rest of ‘em busy for ya!”

“I’m sure you will, Rose!” Raindrops cut in, her voice sly. “We have a bench all ready for us. My friends and I have so many questions about you, mystery lady!”

“Er, right!” Help me, somepony! Rose, turned around to tell Lily to go find help if she was gone for over an hour, but Lily was already distracted by her new friend. Hay-covered horseapple sundaes! Roseluck cursed internally, as she ducked her head down and hoped she’d melt into the floor before she’d make her appointment in the hot seat. You better appreciate this, Lily… and you better get laid for it!

Author's Note

5/23/2018 Grammarly edit pass complete.

6/6/2018 Did a follow-up edit. No one seemed to catch the massive contradiction as to whether or not Lily and Rose ever visited the bar in the past. Dodged the bullet there!

12/10/2018 Chapter edited again. Trying to get back into writing this so I'm taking a look at this with fresh eyes. I've forgotten a huge part of my own damn story.

A Night at the Bronco

Sitting on the barstool next to Golden Harvest, Lily cautiously brought herself to meet the brightly-colored earth pony's gaze. Golden Harvest smiled back awkwardly, her eyes glassy with intoxication. The two locked gazes in a silent standoff, each waiting for the other to make the first move.

Oh, hayseed! What am I supposed to say now? Sorry I ran away from you like an Everfree monster? While feverishly wracking her brain to think of something witty to say, Lily took the opportunity to get an unobstructed look at her admirer for the first time — hopefully without looking creepy. Golden Harvest was not only large by pony standards, but powerfully built, her yellow fur longer than that of most Equestrian mares, giving her a wild, exotic, and not at all unpleasant, look. Lily was filled with an overwhelming urge to brush the alluring stranger’s coat to see if she felt as soft and cozy as she looked. Darn it, Lily, say something to her!

Golden Harvest gave Lily an apologetic look. “Terribly sorry if I scared yeh back there, Lily. I just dinnae expect to ever see yeh here of all places! I s’pose anypony would be scared. Ah’m a pure nick and drunk to boot…” She eyed her empty mug guiltily.

Lily blinked at the odd expression but knew well enough what drunk meant when it was looking her in the face. “No, no! It’s not you. It’s just… well, I really shouldn’t be here!”

“Yeh shoo-dent? Why not?” Golden Harvest’s face turned anxious. “Yeh’re not allergic to peanuts are yeh?”

Lily’s eyes swept the room, spotting groups of mares already engaged in foreplay across the hall. Poor Rose is going to be eaten alive. Alive and screaming! Looking back at Golden, she shook her head. “I’d be dead for sure! I mean I’m not sure I’m ready to be looking for somepony. Especially here!”

“Aye, but seeing yeh dressed up like that, I’d be more worried about somepony finding you!” Golden Harvest tossed her mane back, sitting up on the wooden stool as straight as her anatomy and drunkenness would allow her to so that she could look at her properly. “But I understand the feeling. I’m not so sure I should be out tonight, either.”

Lily’s ears perked up at that. Omigosh, this is great! I can do a good thing for both of us and get us both out of here! Comic shop, here I come! She took a swig of sarsaparilla, savoring the rare treat from a frosty mug as she so rarely went outside, having to settle for the bottled stuff at the market Daisy brought home. Fortified, Lily resolved to explore her new diplomatic escape angle with eye contact and polite interest — a huge, but necessary concession for their mutual survival. “Why don’t you want to be here? Did you get dragged here by a friend, too?”

“Ha!” Golden Harvest rapped the bar with a generic steel-shoed hoof. “I see Ah’m not the only one! Well, it was me friends, actually. But they only meant well. They seen me wallowin’ in me own shame and misery and brought me out here to find a mare and get me, eh... ‘back in the saddle’ as Apple Cobbler put it.” The orange mare requested a glass of water from the barmare and took a drink. “May as well get to work on treating the hangover before it starts! But where are me manners? Care for something with a bit more kick?”

Lily shook her head vigorously, weaving precariously as her stool nearly fell over. “Oh no! I couldn't drink something like that! What if I get sick and die?”

Golden Harvest’s eyeridges disappeared into her curly mane. “Well, I sayr-tainly hope me drunk isn’t fatal. That would be a first for me!” The glassy-eyed mare chuckled at her own quip.

Smooth as butter, Lily. Maybe I should try not to offend our ticket out of here and make with the flippin’ friendship already! Lily’s internal monologue chided. “I didn’t mean it like that! I just… Can I try that again?”

Golden Harvest laughed. A deep, hearty laugh that seemed to warm up Lily from the inside. “The night's young. Take your time, lass. I’m happy to have company that isn’t trying to get under me tail!” Goldie’s face fell, remembering her lost Apple, but recovered quickly. “So what’s it like working for Daisy? She doesn’t push yeh too hard, does she? Every time I see yeh, yeh’re slavin’ away on some pot o’ dirt in the greenhouse.” Golden Harvest brushed at her curly bangs nervously. “I don’t mean to pry or anythin’...”

Lily had to think about that for a moment. The job was a bit tedious at times if necessarily lacking in stress for her delicate emotional state, save for the occasional Ponyville disaster destroying the town. Daisy was a sweet, motherly mare who kept an icebox full of delicious two-percent milk and could cook like nopony’s business, and Roseluck… she supposed the gorgeous red and pink, nectar smelling, ball of stallion lust was just an emotional rollercoaster sent by the Fates to keep the shy mare’s life interesting. “It’s got its upsides and downsides, but I’m happy with it. I really enjoy knowing my boss is my friend and Roseluck is…” Lily gave a lovesick sigh, “She’s really one of a kind.” Over at Roseluck’s bench, Lily heard bits and pieces of her friend retelling one of her stallion conquest stories.

“Yeh got that right! Strange, to see her inside a filly bar, eh? Methinks she’s a bit bi-curious!” Goldie smiled smugly, rubbing her forehooves together like the happiest merchant in Manehatten Harbor contemplating her profits. “Would I be presumin’ too much to assume yeh’ve noticed how bonnie you two are?”

“Eep!” Lily’s forehooves met the side of her head with a flash. Some words just don’t need translation.

“I thought so!” Goldie proclaimed loudly. “So how does a bonnie lass like yehrself end up here talking to me in present company?”

Omigosh she thinks I’m bonnie! What do I do? What do I do?She started to panic, covering up her fear with a question she already knew the answer to. “Bonnie… that means ‘cute’ right?”

“Aye! Yeh’re as perceptive as yeh are fair.”

“You think I’m… cute?” Lily looked at the earth pony as if she’d sprouted wings and a horn.

“Aye! I’d have thought a mare like you could help Rosie see the error of her ways if anypony could.” Golden Harvest looked contemplative for a moment, noting the two florists were split up since they’d arrived. “Been sayin' to the gals here the two of yeh would make the cutest couple, if yeh don't mind me suggesting it,” Goldie gestured to her friends sitting nearby. “We even thought the two of yeh might already be an item. The way yeh two carry on is adorable, seriously!”

Lily gritted her teeth, unnoticed by Golden Harvest.

"So that's it, isn't it? Yehr looking to find another lady to keep things interesting between yeh! Keep the bed a wee bit warmer on those long winter nights! Well yeh've come to the right place for th —” Golden Harvest's eyes drunkenly refocused themselves on Lily's pained expression as the cogs inside her brain began to turn. "Oh dear... Yehr friend... She's the wingmare isn't she?” Golden spoke more to herself than for Lily's benefit as her own expression took a turn for the awkward.

She’s attracted to me! That’s not possible! There is collaboration at the highest level of Equestria’s government to get my hopes up! This is all a lie! Lily eyed her orange friend suspiciously, “You’re joking! You really think I’m cute?” she asked in disbelief.

Golden Harvest shifted uncomfortably atop her stool, her ears bowed submissively. “Um… aye? Is this a sore topic with yeh? Cuz we could not talk about it…”

Roseluck is right. I really am the one keeping me single… “Golden Harvest… I’m really sorry I snapped at you like that. I’m just really nervous right now and I don’t do very well with other ponies on the best of days.” Lily sniffled quietly into her hooves, “And you shouldn’t put yourself down. Y-you’re cute too! I-I want to talk to you. I’m just so scared…”

“Oh, Lily, it’s alright!” Despite the emotional outpouring, Golden Harvest internally breathed a sigh of relief. “Say… yeh, want we should find someplace a bit more private so we can talk about it?” Goldie looked momentarily defensive, as Lily raised her tear-streaked eyes up at her fearfully. “No, it’s nothing like that! Ah mean just for talk. Someplace quiet, a place away from all… this. Ah think we kin both relate to each other right now.”

Lily nodded, wiping her eyes. “I’d l-like that. I trust you… Golden Harvest.”

She smiled. “Please, call me ‘Goldie’, Miss Lily. We can stay in one of the overnight rooms. This place looks small from the front but there’s loads of room in the back. Gotta stash us crazy foolers somewhere lest we break down and start rutting on the side of the road!”

Lily giggled as she climbed down from her stool, glancing at a point behind her new friend her face morphing into a look of shock. “I can see that!”

Golden Harvest looked over her shoulder before climbing down. A crowd of mares had gathered around Sea Swirl, hungry looks in their eyes, as the unicorn rolled over onto her back, tail flagging hard as she displayed her slickened marehood for the assembly, taunting them with her tongue stuck out. Her horn glowed a gentle red, which gave way to yellow. When finally her aura changed to green, mares from the crowd descended on the mare as the mares sitting at a table arranged with stacks of bits cheered. “We might be seeing a lot more in a moment, none of which I think yeh’re prepared fer just yet. We should go.”

Lily gasped as she looked on at the scene, her cheeks flushing hard, quickly following behind her new friend through a door leading behind the bar. Before disappearing behind the door, she saw tongues in places not normally discussed in polite conversation.

The lowering of the sun only brought more mares into the packed hall, the increase in chatter nearly drowning out the old jukebox, which had switched from moody love songs to newer, more energetic dance tunes. Taken in by the revelry, one purple-coated unicorn with a prominent twin-dolphin cutie mark was dancing naked atop her table, having removed her dress. When she’d entered, most of the mares had been dressed in their best, but looking again revealed a lot less fab and a lot more fur. Between the candles, the warm muggy night air, and the body heat of dozens of mares, Roseluck was sporting a thin sheen of sweat across her face and body. Not that it bothered the other mares at the table, who not only bought the rose-colored mare drinks — four empty cider mugs and a bottle of wine were already claimed by her bottomless thirst — but were even ordering her food.

Ït’s alright, girls… really. I ate before I left!” a swaying Roseluck announced as a second cucumber sandwich appeared in a field of unicorn magic in front her, barely a minute after the empty dish was carried off.

“Not me, Rose. I always prefer eating out; especially when I’ve muffed up the meal,” Raindrops announced with a lewd grin, taking a large bite of garlic bread. A few mares giggled at the double-entendre while tipsy Roseluck missed the joke entirely.

“Gotta soak up that grappa somehow!” Minuette lifted the sandwich up under her nose, tempting her as she stared vacantly at the empty plate, her mind and body sated with good drink and better company. “Come on, Rose. Tasty sandwich! Yummy~!” she addressed Rose like she was speaking to a foal.

Roseluck chuckled and picked up the sandwich with one hoof, “Alright, alright. But no more! I feel like I’m taking advantage of your... ” Roseluck only barely suppressed a belch with her spare hoof as she faced her glazed eyes on the blue-striped unicorn’s horn, noting how the blue glow reflected off her eyes and minty-coated muzzle in the darkness of the bar. “You know, filly... you really got a good thing going on with those lovely shades of blue. Has anypony ever told you that? They’d slay a stallion from a mile away!”

“Why thank you!” Minuette nuzzled Roseluck affectionately, delighting in her flinch. “I never knew you had such an appreciation for the female form!”

A peal of raucous laughter and hoof stomps erupted from the table’s occupants. A few even clinked their mugs at the unfolding scene.

Rose’s already-rosy cheeks turned a deeper hue; she retained enough of her sensibilities to recognize she was being teased and raised her free hoof defensively. “Hey, I don’t have to be a fillyfooler to notice something like that! Can’t a gal appreciate the competition every now and then?” Roseluck took a bite of sandwich, chasing it with liquid courage. “Not that… you’re actually competing. I just…” Rose suppressed another belch before continuing, “...think you could be competition? I do hope I'm making sense and not sounding drunk as all get out...” Roseluck's voice trailed off uncertainly.

“Wouldn’t even think about trying to be your competition!” A bespectacled dark orange coated earth pony teased, sipping her rum and cola through a straw. Neighboring tables going quiet as they turned to listen in, mares whispering back and forth in excited tones, a few bits even exchanging hooves as bets were made on the proceedings. “Not if the rumors I heard about you are correct! So tell me Rose... is it really true you got tucked in by an entire construction crew in Manehatten?”

Making no further pretension of stealth, every mare at the surrounding tables were now focusing on Roseluck. The Ponyville rumor mill was an efficient machine; still, nothing was going to put the controversy to rest until they’d heard it from Roseluck herself, who’d done the impossible and paid them all a visit to tell them about it.

“Whoa! I never heard about that…” Raindrops’ wings began to unfold again, thankfully with nopony noticing them or the heat traveling down to her nethers. Then again, she was far from the only one at that point! “Tell us more!”

For the first time since she’d entered the bar, Roseluck smiled. Finally, a leg to stand on! “You bet your Apple-lovin’ flank I did, Apple Cobbler!” Roseluck finished off her fifth mug of ale, slapped it on the table, belched for a solid three seconds, unable to hold it any longer — “nice one!” somepony yelled from across the room — and focused intensely on Apple Cobbler’s big blue eyes. Those bangs look super cute on her! Why is she not putting them to good use on a hunky, Canterlot guardstallion...?

“I was in Manehatten on business for Daisy. I'd set up in a motel and was touring the city, beforehand. It was a real scorcher! Weather patrol must’ve been on strike ‘cause it was ninety-two degrees Fahrenheit and don't even ask about the humidity…” Roseluck wiped a hoof across her brow. “Didn’t make it any easier that the road was covered with blacktop that made everything seem ten times worse! Even without wearing any clothes, I was soaked with sweat and thinking of nothing but downing a quart of ice cream back at the motel when a fire hydrant across the street blew out. It felt glorious, but I could only imagine how I looked dripping everywhere with my mane and tail all out of sorts!”

Wings and tails twitched all around the hall. “Oh, I think I can imagine it…” an orange-coated cotton candy-maned pegasus chimed in as her wings flared, deploying through strategically placed holes on her maid’s uniform. Roseluck wondered briefly if she’d come straight from work or if it was a fetish thing, but didn’t feel the need to ask just then. “So now that your smoking hot body was cooled off, what did you do?”

Roseluck helped herself to another bite of sandwich, chewing slowly, reveling in all the royal treatment and positive attention she was receiving. A mare could get used to all this flattery! And here I thought this was going to be difficult! Why was I so afraid to come here before? “Well, I wasn’t thinking about ice cream anymore, but I still needed to grab some lunch before getting dressed and going to to a meeting with a thestral supplier on renegotiating the cost of Zebrecen Shade Bloom. As I was looking for a place to eat, I came upon a construction area. There were big, tough, earth pony stallions wearing utility orange, with belts carrying various tools strapped to their sides, going at the old pavement with jackhammers — still can't believe the city folks walk on that hard stuff! So anyway, I stopped long enough to, well… admire the scenery when one of them noticed me and started walking in my direction.”

“It begins!” Minuette announced to cheers and whinnies of approval from the assembly.

Roseluck acknowledged them with a wry grin before continuing. “Oh, I could see it in his eyes, girls: I was the only mare in the world for him! He didn't say hi, and I wasn't about to ruin that labor-hardened stud of an earth pony's dream. We started making out right there on the one clear lane of traffic... but not for long... I broke the kiss and slapped the muscular workcolt on his flank with my tail and invited him to take the ride of his life!” She went wistful at the memory, basking in a fresh round of cheers and adulation from her audience.

“And you did this out in the open?” the barmare gaped as she passed Roseluck a fresh mug of ale, this one on the house. “I’ve heard some whoppers in my time, but this one’s a trip!”

“Sure did!” Roseluck boasted, ignoring the skeptical hostess as she took a swig off her new drink, smacking her lips for a moment. “Attracted a lot of attention, too! All his buddies stopped working and came over to watch!”

A series of impressed sounds floated up, more and more mares collecting around her to listen. “You’re a braver mare than I, fillyfriend! Assuming you’re not pulling my tail!” One pony called out from the crowd.

Rose gave her a funny look for a moment but lost in the story and a deepening alcohol-induced haze, she continued, some part of her noting in quickly forgotten alarm that she was getting turned on by telling her dubious tale. “Thanks! In retrospect, I probably shouldn't have done this in public, but at the time nothing mattered to me. I was at peace with the world!” Roseluck downed half the mug in one draw, her cheeks warm and face glowing with pride. “Bowing my head and presenting myself to him, I heard him mount me with a squish on my back and bore his weight easily. Whether it was my new friend or not, I can't be certain because his coworkers soon joined him, nipping and suckling at my ears, and licking the length of my neck from opposite sides…”

Minuette lit up her horn, gasping as she pierced her wet, eager marehood with her electric-blue magical aura; it’s size and girth contoured to fit her perfectly after many years of practice. Within no time, her slickened wetness was dripping onto the wooden floor from the gaps between her magical construct and inner walls as she thrusted it repeatedly up inside her with growing need. “Oh don’t mind me, everypony. Please, continue your… Umm... Story, Rose. Unn~”

Roseluck’s nose twitched at the smell of her arousal, most prominent among several others now evident to her nose. Whoa… she even smells like mint! Trying not to think about why it was turning her on, even more, she concluded that such questions were best left for later.

“So the biggest one of the bunch — the Boss... at least I think he was the Boss because he was certainly the most well-endowed — came over to me and took over on neck and make-out duty, while his subordinates took turns sucking my teats and rutting me senseless, occasionally pulling out to make their erection last.”

Roseluck paused, enjoying the appreciative murmurs that came up from her avid audience. “It’s funny how vivid the details of each little thing stay with me to this day. I can still feel their weight on my back, their nibbling my ear, the nips on my neck. I can recall the exact feel of each shaft inside me, it’s shape, size and hardness. I can still hear the others cheering, grumbling for having to wait their turn while hearing my cries for more!”

“More!” the mares listening agreed as one, urging her to continue the story, cheeks flushed, wings splayed and now more than a few hooves starting to stray south.

“Give a filly a chance, girls!” she replied, basking in the attention, grateful that even fillyfoolers could appreciate a good stallion sex story, and finding herself oddly flattered that she was turning them on. “Between the eight of them rotating in and out, I may have been standing there getting tucked in for hours, because my legs were starting to get really tired. No joke, girls — I thought I had died and gone to the Summerlands, enjoying my reward for an honest and hard-working life, even if for only a day. But no, my real reward came at the end,” she told them all. “That was when the boss finally took me!”

“R-Really?” the barmare was now leaning heavily on the bar. “W-wait… if he was the Boss, why didn’t he take you first?”

“Funny you ask…” a now-swaying Roseluck giggled, polishing off the rest of her ale and wiping her mouth with a foreleg; the mug was swiftly replaced before her. “‘Cause I asked him that too! He smiled and told me between nips and kisses his workcolts were the reason they got done every day. And that they were good fellas and deserved to go first. Then he told me he was going to make damn sure he was the one I'd remember the most! And by Celestia, did he ever! He was as big as a Saddle Arabian and I felt like a filly having her first when he entered into me. Even his probing thrusts were so strong they scooted me forward an inch each time, and then when he'd penetrated me fully, he gave my ear a gentle bite and told me to ‘hang on!’ I whinnied so loud, they must have heard it clear over in Baltimare!”

The room had fallen silent except for the wet sounds of hooves and auras involved in self-pleasuring, though some of the listeners were rubbing up against each other hard. “So he was as good as advertised?” a voice called from the back.

“You better believe it, sister!” Rose slammed her latest mug down, sloshing out some ale. “Bracing my hooves as best I could, I threw myself back onto him with each thrust of my hips to drive him in deeper, chomping down on his length to force his surrender sooner. Oh, but he was good, and wise to my tactics. He’d pull out just before coming and continue the foreplay, holding out until he could do so no longer. After a solid hour of going at it, I could go on no further and he carried me back to the motel on his back before rutting me again and again.” Roseluck sighed, barely aware her own winking marehood was gently dripping onto the floor, accompanied by an ever-stronger smell of rose petals. “Oh, I sure hope he kept his job!”

Silence, save the occasional gasp of a self-pleasuring mare, filled the room. “Sounds like satisfying you is a full-time job in and of itself, Rose!” Apple Cobbler finally spoke again.

“You said it!” the minty mare added her cheeks bright red against her blue fur. “You know, I bet we could do it, too!” she said, to the eager sounds of agreement from the assembled mares.

Her earth pony alcohol resistance keeping her only two sheets to the wind, for the first time since the start of the Crystal Heart discussion, Rose was beginning to feel a bit concerned. Jealousy, Rose could handle. Appreciation for her exploits was rare, but always welcome. But a hungry-looking audience of openly aroused mares was a new and uncomfortable specimen she’d yet to catalog, and somehow even more terrifying than Daisy’s tentacle plants that could eat magic. “You all must be —” Roseluck’s eyes darted around the table at the hungry faces of its equine occupants and swallowed audibly “— v-very impressed huh?” Her smile, which had been brimming with confidence just a short time earlier, went nervous, her eyes flitting from one fillyfooler to the next, suddenly and very uncomfortably reminded of where she was.

The cloud of booze had lifted off of her mind like the early morning fog under the heat of the sun.

The bronze pegasus snorted gently, the blast of air tickling the highly erogenous, reddened tip of Roseluck’s right ear. She gasped, the walls of her marehood winking involuntarily, and turned around to find herself muzzle to muzzle with her marefriend for the evening. Her bronze wings were fully deployed, twitching slightly. “I know I’m impressed! Not everyday a stallion-settler experiences the kind of fun we mares experience on a regular basis.”

Minuette and Apple Cobbler walked over and took shelter under their friend’s wings.

You what?” Roseluck shot the pegasus an involuntarily hostile look, before catching herself. “I mean, you do that sort of thing… regularly? As in more than one of you at a time?”

As if the universe had seen fit to answer, the purple-coated unicorn from earlier, having stopped dancing to listen to Roseluck’s story was approached by two mares: one of whom began to kiss her full on the lips, while the second nudged the dolphin-lover’s tail aside, plunging deep inside her marehood with her long, ring-pierced tongue. They were soon joined by a third and fourth who went to work on her cutie mark and neck. Roseluck stared, transfixed by the sight of a group of mares ganging up on another mare who, far from struggling, lifted her flagging two-tone blue tail helpfully out of the way until climaxing with a muffled cry, sending a forceful, salty stream of fragrant nectar down the second mare’s throat. The greedy mare didn’t let a single drop hit the table, tilting her neck up to trap the salty load in her muzzle. The table cheered as the tan-coated mare displayed her trophy at the tip of her long, thick tongue before swallowing it down, licking both their lips clean so as not to waste any.

Roseluck felt a sudden, unwelcome twinge of insecurity at how short her tongue was by comparison. Now I know how short-stick stallions must feel!

“We get around, filly,” Raindrops said silkily, the two of them watching as the five mares at the nearby table reconfigured and started rutting again. Minuette and Apple Cobbler stood aside to allow their marefriend to address Rose alone. “We’re living that dream of yours.” Her voice dropped low and she spoke directly into her ear. “Every… single… day.”

The weathermare allowed a moment for her words to have the desired effect before nuzzling the length of Roseluck’s neck, the latter shuddering as unbidden lust leaked out from ominous, widening cracks in her mental dam holding back the rising tide of fillyfoolery.

“So why don’t you admit it?” Raindrops trailed kisses up a stunned, slightly trembling but unresisting, Roseluck’s neck. “We all can see it, Rose; all those stallions but you never keep them. They mean nothing to you. You just want the eyes of every jealous mare on you; comparing themselves to you; wishing they could have what you got.” Wrapping her forehooves around her neck, she reached behind Roseluck’s ear and nuzzled it. “You’ll never be truly satisfied until you’ve spent a night with a mare you’ve deemed ‘worthy’.”

Shoving her confusion aside and gathering up her scattered senses, Roseluck whinnied harshly, stepping back defensively as she roughly rubbed her violated ear. “Now hold on there, Neighfertiti! You can’t just go accusing ponies of being a fooler based on the fact they’ve never been with a mare!”

That brought an immediate upsurge of voices, all speaking over each other. “Rose, we can all smell how turned on you are…”

“Figures. Some mares can’t ever be easy about this…”

“It’s not like anypony is going to hate you for coming out, Rose. A good percentage of us mares are at least bi…”

“She’s right. You’ll never know unless you try…?”

“Bi or not, that was a hot story. I’ll have to try to find that construction crew!”

“Speak for yourself! I wasn’t turned on by them; I was turned on by the idea of her being in that scene with mares!”

“Smell? By, Cadance, she’s soaked the bench with her filly cream! Sure glad I don’t have to clean that up!”

“Rose, are you going to finish that sandwich?”

“Enough, already!” Roseluck roared, kicking her forehooves out. The sound of chattering bar attendees quieting as they looked at each other nervously. “Now tell me. What is this all about? Why do ponies think I’m… that way?”

“Rose… maybe we should talk about this outside? You are very drunk, horny, beautiful, and creating a scene,” Minuette stated casually, suddenly worried they’d pushed her too hard.

“That is because I am the mare who creates scenes!” Roseluck fired back, bringing a hoof to her chest proudly, sticking out her neck for good measure. She was greeted by eye rolls, groans, head shakes, sighs, and a smattering of applause. “And I want to know where this is all coming from. Spit it out!”

Raindrops’ ears splayed back at the harshness of Roseluck’s tone, sensing if the mare walked out now, she’d probably never come back in. “Fine”, she huffed. “I didn’t want to bring this up, Rose, but we know about Blossomforth.”

Roseluck’s cheeks flushed hard as she ran through a kaleidoscope of emotional states; her expression ranged from surprise, fear, incredulity, guilt, anger, regret, arousal, and bitterness as the image of snowy-white feathers, festive-striped mane, and a freckle-faced smile floated past her mind’s eye. “W-what about her?”

“You had a crush on her, Rose,” Minuette stated bluntly, setting a hoof down firmly for emphasis.

“Ngh!” Roseluck sat back and clamped her hooves over her ears, shut her eyes tightly, trying to will her audience and unwelcome memories away. “I don’t really want to talk about her! Listen, gals; it’s not at all like that, okay? I still feel terrible over what I did to her with Thunderlane. And you —” Roseluck pointed an accusing hoof at Raindrops “— don’t know anything about me if you think I don’t enjoy stallion company or respect the ones I’ve slept with!”

Raindrops sighed. “Maybe you’re right, Rose. I should not have said that. But I was there. What you and Blossomforth had was… special.” The bronze pegasus closed her eyes, remembering back to their school days. She chuckled when she remembered Cheerilee’s strange manecut. “The two of you were inseparable throughout elementary school; you were always at her side. You had other friends, but nothing like her.”

“It’s true...” Roseluck nodded sadly.

“And then Thunderlane showed up…” Raindrops cut in, her expression neutral.

Roseluck growled. “It’s not at all how it looks!”

Raindrops shook her head. “Isn’t it? Now for argument’s sake, we could postulate that you got angry at Blossomforth for stealing your stallion. That is where you’re going with this 'I'm so misunderstood' defense, right? And yet you made no thought of sharing him with her like most mares would.”

“I… am no ordinary mare!” Roseluck protested.

“Quite true!” Raindrops shot back. “Normal, or should I say straight mares wouldn’t value the relationships with their marefriends over that of their stallion!” Raindrops made a show of rubbing her chin. “And yet you do. And that’s why you’re here tonight, isn’t it?”

Roseluck looked nervously over at the bar where Lily was sitting only to find they were nowhere to be seen. She and Golden Harvest had taken their leave. “I came here to help a friend!” And it looks like I did! Roseluck thought to herself. It was gratifying but worrisome. For now, she was all alone in a bar full of fillyfoolers, one of whom was making her relive memories and hear things she didn’t want to. I helped Lily, now who’s going to help me?

“You came here to help your marefriend, Rose.” Raindrops confirmed her thought with a smile, taking a stab at the air with her hoof. “The way you and Lily get on reminds me exactly how you and Blossomforth did. It’s really cute actually…”

“No!” Roseluck brought forehooves to the side of her head, teeth gritting as she was forced to face facts. “It can’t be!”

Raindrops gave the sympathetic smile of a mare who’d seen this before. “It won’t be weird anymore once you’ve tried it out, Rose. You’ve driven yourself crazy and driven away potential marefriends in the process because of the hurt that one innocent filly caused you. Hey, maybe I’m full of hot air and all of Ponyville’s gone mad,” Raindrops snorted. “It wouldn’t be the first time.”

Roseluck looked back at her fearfully, her urge to flee growing.”Wha- what do you all want me to do?”

“Oh, I know what you want to do!” Raindrops winked at the cream-coated cutie, rubbing her chin before an idea brought a smile to her face. “But I’m not sure you’re quite ready to actually go through with it.”

Roseluck did a double take, looking back at the mare as if she’d grown a second head. “Wait, what?

She smiled, and so did the others. “Hey, I can tell a horny mare from ten-thousand feet up, but you clearly do not have what it takes to handle a mare like me. You need the stamina of a buffalo, and the agility of a jungle cat to compete with any of us!”

Roseluck jaw dropped open, unable to speak as the room turned their attention to a particularly loud squeal of delight from the mare at the center of the throng, who came again into the maw of another lucky mare.

“Just look at her go! That mare is making some wicked gains!” Apple Cobbler pinwheeled with approval and her two friends whistled and cheered, Roseluck setting the Riddle of the Bronze Pegasus aside to look in on Sea Swirl’s ‘gains’.

She watched on as the mare with the dolphin cutie mark climaxed again with a blissful cry, the pair of mares pleasuring her femininity, lapping up the stream while a third had the unicorn pinned down with her horn fully enveloped in her mouth. She bobbed up and down on the lightly-glowing pillar as she pleasured it’s firm, supple hardness. Eager to get another climax out of their willing captive, the trio continued their ministrations unabated as three more mares walked up to the four to help the others, her neck, teats, and mouth now occupied by frenzied licking and sucking — fifteen bystanders cheering lustily, hooves and bottles banging the floor and table as they tallied how many orgasms the sea-themed mare had experienced (twelve) in the last hour. Before Roseluck could see what the approaching seventh and eight mares joining the pileup was intending to do with the lovely unicorn — pleasure her ear tips or the dock of her tail, Roseluck guessed with a shudder — Rose turned her attention back to her date for the night, her lovely teal eyes inches from her own.

“Do you understand now, young seedling?” Raindrops oozed seductively, giving Roseluck’s rump a quick flick of the tail. “You came here tonight for your friend’s sake, or so you say. But I always knew better. You came here to size up the competition; to explore the life you've been missing out on. And now you’ve seen the futility of your resistance. You can’t hope to compete with a fillyfooler in the ways of lovemaking. We train daily, we forge our bodies and our souls through sweat and careful dieting to achieve absolute perfection while you just lift your tail and call it a day…”

Roseluck lifted a hoof in protest, only to be cut off by a placating, minty coated hoof. “Yeah, we know. You’re out there working hard to impress your stallion. But mares have to do more than just look good to each other. In times past we subdued the elements, took control of the skies, tamed the wild earth, and harnessed the arcane. But now that we have no need to struggle with the land we’ve turned that struggle inward; the struggle against apathy, lethargy, complacency. Do you have the courage to test your steel against another mare? If not, all the bragging in the universe will not help you.” Minuette motioned towards a door behind the bar leading to the kitchens. “Come with us, Rose. We have a room back behind the counter where we all go to exercise. Let’s see what you’re really made of!”

Roseluck made a face, thrown completely for a loop; convinced a few moments ago she was going to get triple-teamed in a back alley by the bar’s diverse welcoming committee — and definitely not being completely turned on in any way by that fact — she found the offer a bit of a letdown. A very strange and no doubt memorable letdown she'd remember for all time.

I had them eating out of my hoof! She admitted to herself openly. Still, these ponies are my job to handle. And if I can handle them with a mere test of strength I should be fine. Hey, I’m an earth pony! I can pull a loaded wagon like nopony’s business and got the rump to prove it. Can this unicorn say the same thing? Roseluck gave what she hoped was a casual glance at Minuette’s rump and found it lacking in horsepower.

“Alright ladies, you’re on!” Roseluck swatted Raindrops’ rump in return. Ha! Just as bony as your unicorn friend. This will be cake! “You got a pull-up bar back there too?”

Raindrops winked at the Rose-colored lovely, her wings tensing and relaxing slowly as she walked to the door, the bartender allowing her to pass without a word. “Filly, we got everything you can dream of.”

“This is awesome!” Apple Cobbler exclaimed, pinwheeling again before following the pegasus. “I finally have another earth pony to show off my gains to! Rose, you’re going to love it here. You’ll never, ever, want to leave!”

“Underestimate me at your own peril, Roseluck,” Minuette warned Roseluck sternly, her eye ridges furrowed to a point. Roseluck’s tail drooped to the floor, momentarily cowed. Could she read minds with her horn? “Unicorns are pretty strong too with proper exercise. If you’re not training, you’re not gaining. Remember that.” Walking away slowly, hips swaying to show off her carved, equine physique, the unicorn followed her two friends behind the counter.

Roseluck trembled on the spot as she considered the door behind her. Beyond the exit were freedom and stallions, with a small detour through filly debauchery and exhibitionism atop love-stained tables. She was aching with need for a good rut from a solidly-built, well-endowed stallion, preferably under the tail so she could drive out the image of glistening yellow wings, and rain-soaked teal mane waving at her as she pushed a cloud across the sky...

An image that would simply not be squelched. Rose’s mouth began to water as in her mind’s eye she gazed upon her new pegasus friend’s rugged sculpted flanks and long, majestic wings, watching when Raindrops suddenly abandoned her weather patrol duties, swooped from the sky like a griffin stalking its prey, and pinned Roseluck’s unresisting body to the grass-covered ground, plunging her long fooler tongue roughly into the side of her maw, claiming Rose as her own.

NO! She’s wrong… I”m not… And yet, for all her confusion, Roseluck’s legs carried her forward, inexorably towards the open door in the back. Giving one final look back at the crowded hall, its patrons still cheering at the unicorn having her love juices devoured, she spared a final thought for her shy, pink friend. Please, Lily, get me out of here! Hear my thoughts. Help! HELP!

Author's Note

5/23/2018 X brought hoof to face. (sigh) God, I'm tired of reading that phrase in every single one my stories. Why is writing a simple said tag so hard for me? Grammarly edit pass complete and all references to facehoofing have been physically removed with a shotgun to the head.

6/6/2018 One final edit to end all edits for this chapter. The scene with Lily and Golden Harvest was a bit of a mess. Everything else looked mostly good.

12/10/2018 That scene with Rose and Lily was still an absolute mess. Chapter edited.