“And done!” Twilight signed her name at the bottom of her parchment, then set down her quill on the nightstand beside the bed. It had taken her far longer than she would’ve hoped, but it was finally finished. Her report on her manipulation and development of Hoofier’s Rune of Alteration was finally ready to turn in. “Thanks for the help, babe. I don’t think I ever would’ve made my deadline without you.”

“Well, basically all I did was fetch coffee…” noted Rainbow, a smile creeping to her lips. She didn’t pretend to understand exactly what Twilight’s report was like, or why she was so excited about it, but that didn’t really matter. What did matter was that Twilight was happy, and that meant Rainbow was happy. “But, y’know, it was obviously the best coffee you ever had.”

“In my first cup, you put salt instead of sugar,” said Twilight. Rainbow glared at her, chuckling as Twilight snuggled up close to Rainbow, pecking her on the cheek. “But, beyond that, yes. You made some truly excellent coffee. Thanks again.”

“Don’t mention it. I just can’t believe you got this essay done in time. You must’ve written 50 pages since last night. I’m proud of you, kiddo.” Twilight beamed, genuinely overjoyed by the completion of her paper, as well as Rainbow’s admiration. “So, what now?”

“I give it to Spike so he can send it to Princess Celestia, then she’ll probably summon me to the castle to discuss my findings,” said Twilight. Her horn lit up, and her parchment (as well as the stack of pages on the nightstand) vanished in a flash of purple sparks, no doubt landing in Spike’s room so he could begin shipping the letters out. “Then, I get to show her the Circle and all the possible applications of it!”

“Like making yourself stupid for kinky sex?” asked Rainbow. Now, it was Twilight to give a glare of sorts.

“I don’t think I have to say this, but Celestia absolutely cannot know what we use the Circle for.” Rainbow noticed that it was a fairly common occurrence for Twilight to decide that she doesn’t have to tell her this and then decide to do it anyway. “As far as she knows, I began investigating the Circle for no other reason than academic curiosity.”

“I know I can be pretty shameless, Twi,” said Rainbow. “But do you really think I would actually tell God about my sex life?”

“Fair point.” Twilight chuckled. Dash may be brash, reckless, crass, and tactless, but she wasn’t stupid. “I should have more faith in you.”

“Been saying that for years!” The two shared a laugh, enjoying their morning in bed. It wasn’t terribly often that the two had time like this together. Between Twilight’s duties and studies, and Rainbow’s Wonderbolt work, they were a busy couple. They wanted to cherish every second they had together, and Rainbow knew just how to do that. “Hey, I got you something. Well. I got us something, I guess. It’s for you, but also for me.”

“Oh? What’s the occasion?” asked Twilight curiously. Rainbow shimmied to the edge of the bed, reaching underneath and retrieving a small, unremarkable cardboard box. She shook the box gently as she handed it to Twilight, no doubt to invoke her natural curiosity. Rainbow was successful, as evidenced by the interested twinkle in Twilight’s eye as she accepted the box.

“Eh, nothing, really. Just thought we could have some fun with this,” said Rainbow. She nudged Twilight slightly. “Well? You gonna open it or not!”

Twilight nodded, then quickly ripped off the top of the box. She shredded through the tissue paper inside and retrieved the garment it contained. A familiar pair of bright blue panties, mostly plain save for the designs that it bore. Twilight raised an eyebrow at the tri-colored lightning bolt plastered on the crotch. Rainbow’s Cutie Mark.

“Cute,” said Twilight, visibly trying to hold back a smirk. Rainbow didn’t feel the need to restrain herself, and wore her mischievous grin with pride.

“Turn them around,” said Rainbow. Twilight did as she was told, revealing the bright red text on the butt. “Pretty sweet, huh?”

“Rainbow’s Retard…” Twilight read it over again, trying to decide how she felt. Part of her found the word to be rude and generally off-limits. Then again, this whole thing they were doing was crossing some sort of ethical line. Plus, Rainbow definitely seemed to know the difference between Twily and Twilight. Twilight finally decided to let the slightly darker part of her mind win, and let out the snicker she had been holding in since she saw the panties.

“So? Do you like em?” asked Rainbow. “Had em custom-made for you. Figured you would wear those when you’re Twily, just so everyone knows the deal. What do you think?”

“As much as I don’t want to set a bad precedent by encouraging you…” said Twilight, mostly just for show. “I have to admit, this is pretty hot.” She clutched the garment close to her chest, peering at Rainbow suspiciously for a moment. “Who did you have make these? I’m not super comfortable with the idea that anyone we know find out about what we’re doing here.”

“Oh, lighten up, brainiac. We were just talking about having some faith in me!” Rainbow rolled her eyes, although she couldn’t really be mad. Twilight’s concern was somewhat justified by the reality of how she had procured the panties, but this was different than she feared. “I’m not gonna do something stupid like ask Rarity. It’s legit, super private and discreet, the whole nine yards.” Rainbow employed one of her favorite tactics for getting out of trouble: talking quickly and moving the conversation along. “What are you waiting for? Try em on!”

“Okay, okay!” Twilight rolled out of bed standing just a few feet from the foot of the bed. She began rolling down her baggy pajama pants, stopping just past her hips. “Cover your eyes.”

“Fine. Not like it’s anything I haven’t seen before, but whatever.” Rainbow Dash closed her eyes, covering them with her palms. “Hurry up, I wanna see how they look on you!” It was quiet for a spell, save for the quiet rustling of Twilight’s clothes as she got undressed. Rainbow resisted the urge to peak, her imagination (and her dick) running wild with excitement.

“Alright, you can look now.”

Rainbow uncovered her eyes, smirking deviously at what she saw. Of course, the panties fit Twilight perfectly as far as size was concerned. More so than the fit, they looked at home on Twilight’s hips, hugging her subtle curves and advertising that she was all Rainbow’s. It didn’t hurt that Twilight was modeling her “new” panties quite well, having removed her shirt to reveal her similarly blue bra and striking a sexy pose with one hand seductively planted on her hip. Rainbow wolf-whistled, all but devouring Twilight with her gaze and causing the princess to blush faintly.

“God damn, girl. All these years, I thought I was a ten,” said Rainbow, winking at her girlfriend. “We don’t even have numbers for how good you look.”

“Oh, shut up,” said Twilight, giggling nervously. She had to admit, it felt really good for Rainbow to look at her like that. It made her feel desirable, sexy. “You’re just saying that.”

“You should know me better than that by now, Twi. I don’t say it if I don’t mean it.” Rainbow sat up a bit straighter, leaning in to get a better look. “Come on, babe, give me a little twirl. Let me see how you look from the back.” Twilight turned slowly, stopping with her back to Rainbow to better show off her ass. “Hot damn, that’s a cute little butt. C’mon, sweetcheeks, wiggle a little. Let’s see those hips sway. Gimme a show.”

Twilight rolled her eyes, but did as Rainbow asked. She felt a little silly, shaking her hips and wiggling her butt to no music, but she tried not to let it deter her. She reminded herself that she couldn’t dance very well even with the aid of music, and at least now Rainbow was watching her and complimenting how good she looked. Twilight got into it, bringing her arms up over her head and shimmying her hips. She blushed a bit more as she heard Rainbow’s attempts to stifle her snickers, then decided to give her girlfriend something to stop her laughing. Twilight slowly bent over, pushing her hips back and putting even more emphasis on the curve of her ass.

What Twilight didn’t realize is that Rainbow actually wasn’t laughing at her dancing, for once. She was laughing at what she was pulling from her pocket; a thin rod of some sort of arcane metal, the nature of which was a mystery to a magical layman like Rainbow. She didn’t need to know the origin of the rod, though. All she needed to know was how to work it, and Starlight’s instructions had been very clear. All she had to do was make sure the activator side was facing the right way (Starlight had made things simple by making the activator slightly pointed as opposed to the flat end of the base). From there, the activator would sense Rainbow Dash’s particular magical signature and power on, allowing her to use it with a simple stroke. As Twilight bent over, letting Rainbow read the big red text on the butt, Dash ran her finger slowly down the length of the activator.

The red letters that spelled “Rainbow’s Retard” began to glow, the crimson letters becoming bright, blinding white as the catalyst became active. Twilight stood up quite suddenly, turning to face Rainbow. She slowly rose from the ground, floating a few inches in the air, her eyes beaming pure bright light. Rainbow grinned, then gave the activator another stroke with her finger, like sliding down a volume wheel on an old music player.

Thick, purple smoke poured from Twilight’s ears, shooting forward and condensing into a thick liquid. A glass vial materialized around the liquid, catching every drop and corking itself before flying through the air and landing in Rainbow’s open palm. Rainbow grinned as Twilight lowered to the floor, stumbling for a second before regaining her footing, clutching her head gingerly.

“Hey, Twily,” said Rainbow, stowing the vial in her pocket.

“Hiya, Dashie!” Twily went right back to shaking her hips, though she did it with a free-spirited energy that Twilight didn’t possess. “These panties are totally cute! Did you buy them for me?”

“Something like that, yeah. You like em?” asked Rainbow. Twily nodded ecstatically, twisting her body to see the back of the garment.

“What’s that say on the back?” asked Twily. “Rainbow’s… Hm. I don’t know that other word.”

“Oh, don’t worry about that. It just means you’re my special princess,” said Rainbow with a smirk. “So no one tries to take you. They know you’re mine.”

“I like that. That’s super smart of you, Rainbow!” Twily smiled widely, with an enthusiasm and eagerness that Twilight very rarely adopted. “I’m so lucky to have someone like you around!”

“Ain’t that the truth… I wanna get some pics of you, ok?” Rainbow rolled out of bed, sliding both the activator and the vial of smarts into her pocket. She crossed the bedroom to the dresser, on top of which was a digital camera. “Feel like posing for me?”

“Sure thing, Dashie!” said Twily. “Just tell me what you want me to do!” Rainbow smirked, aiming the camera at Twilight. She snapped a few preliminary shots before properly directing her new model.

“Lean up against the wall there, Twily. And arch your back a little,” ordered Rainbow. Twily, always eager to follow Rainbow’s directions, did just as she was told; She placed her hands spread against the nearby wall, pressing her chest flat against its surface and arching her back to present her ass. Rainbow snapped a few pictures from varying angles, trying to ignore how hard her dick was getting in her shorts. That could come later. For now, she had photos to take.

That said, Rainbow couldn’t resist all of her urges; She slipped in close to Twily, squeezing her ass with her free hand. Twily moaned, Rainbow’s rough groping initially taking her by surprise. Soon enough, though, she was feeling hot under the collar. She didn’t really understand how or why, but the way Rainbow spoke to her, touched her, it felt so good.

“On the bed now, lay on your stomach.” Twily nodded, then skipped over to the bed. She jumped onto the mattress, laying belly-down and resting her head in her arms. Rainbow stooped down by Twily’s feet, getting nice shots of her long, slender legs and the subtle ridge of her compact butt. When Rainbow got her fill of photos in that position, she set down the camera for a moment and grabbed Twily’s hips, pulling her ass up into the air and keeping her head low to the bed. A few more shots, and a few more firm squeezed of Twilight’s rear, and Rainbow was ready to move on to the final shots.

“Alright, Twily. Last ones, then we can have some fun,” said Rainbow. “Turn over and sit up.” Twily did as she was told, patiently waiting to see what exactly Rainbow Dash had in mind. “Now spread your legs, and I want you to touch yourself.”

“O-okay, Dashie.” Twily was a little embarrassed, but she had promised to always listen to Rainbow. So, a bit apprehensively, Twily ran her hand down her body, rubbing herself through her panties. She bit her lip, a warm, electric tingling buzzing throughout her body. She blushed when Rainbow took her pictures, growing even redder when Rainbow gestured for her to continue. Twily nodded, then snaked her hand down her panties and rubbing her lower lips. She rolled her clit with her thumb before sliding her finger into her hot, wet, waiting cunt.

“How does that feel, babe?” Rainbow snapped photos while she spoke, although half of her attention was dedicated to watching Twily finger herself.

“Mmmm… Feels good, Dashie. Feels really good.” Rainbow Dash felt her heart pound in her chest, as if she had just flown a marathon. She never thought herself a voyeur, more of a mare of action, but something about sweet, innocent, oblivious Twily fingering herself was sending fire through her veins. Twily just seemed so peaceful, so happy to be doing what Rainbow told her. “A-are… Are you gonna do it too, Rainbow?”

“Just let me… Let me get a few more pictures.” Rainbow almost couldn’t get her words out. Twilight was normally so shy and reserved, damn near anxious about Rainbow seeing her naked, nevermind masturbating. Twily was a different story altogether. She didn’t stop to think about being embarrassed or self-conscious. She just did what Rainbow said, because Twily knew that Rainbow was just smarter than her, and that was the way that the world worked.

Rainbow realized after a moment that her hand had somehow made its way down her shorts, leaving her camera woefully ignored. After a short moment of thought, she dropped the camera entirely and began rolling down her shorts.

“You know what?” said Rainbow. “Fuck the pictures.” Dash was done watching and observing. She was done worrying about the pictures she had promised Trixie. Right now, the only thing Dash was concerned with was Twily, namely fucking whatever remained of her brains out, and she wasn’t about to let anything stop her.

“Hey, Twi! Letter from Celestia!”

The door to the bedroom flew open, bringing with it an interruption in the form of Spike. He walked into the room with his attention mostly planted in the letter that he had received, a scroll of parchment with a distinct wax seal: the official crest of Canterlot Castle. Spike was looking it over in his hand, noting the two red ribbons around it as he entered the room.

“It’s marked…” Spike looked up from his letter, his eyes going wide at the scene before him. His eyes bounced from Rainbow, shorts down at her knees and fat futa cock in hand, to Twily, eyes shut in bliss as she finger-fucked herself in her new panties. “Uh… Urgent…”

“So, like, do we just not fucking knock anymore?” Normally, Rainbow would be a bit more lighthearted about the situation, maybe give Spike a hard time for peeping. But, right now, she was more horny than she was in the mood to joke.

“S-sorry, I didn’t realize you were here, and this letter, and… Wow.” Spike audibly gulped, unable to tear his eyes away from Twily, who seemed just on the edge of creaming her panties. “H-hi, Twily.”

“Huh?” Twily opened her eyes and stopped fingering herself for a moment, a shaky grin spreading across her lips when she saw Spike. She used her free hand to wave, and went right back to masturbating. “Oh! Hiya, Spikey! I didn’t see you there!”

“Yeah, so, as you can no doubt see, I’m trying to get my dick wet,” snorted Dash, no small amount of annoyance in her voice. “So can this wait? I’m sure it important, but just look at this girl. She needs this as bad as I do.”

“Right… And, honestly, sorry for barging in, but I’ve got this letter from Celestia just now, after I sent out Twilight’s report,” explained Spike, raising the letter to show off the ribbons. “Look, two red ribbons. That means to read it as soon as possible.”

“Fucking hell… Fine, give me the letter.” Rainbow rolled her shorts back up, grumbling as she tucked her dick away. “Maybe I can deal with this before I have to make her smart again…”

“Uh… You know it’s a federal offense to open someone else’s mail, right?” said Spike, though he slowly offered the letter anyway. Rainbow snatched the parchment from him, glaring at him with enough intensity to make his scales shiver.

“She’s my girlfriend, and she’s currently retarded. I’m allowed to read her mail,” said Dash. She broke the wax seal and unfurled the letter, groaning at its length. “Fuck, this is kinda long…”

“Uh… Do you mind if I… Er…” Spike fidgeted in place, his eyes glued to Twily’s trembling, moaning figure. “Twily…”

“No, you can’t dick my girlfriend, asshole.”

“No, no, nothing like that. But, like, last time I saw her like that, she uh… The point is, I wanna return the favor?” Spike blushed, swallowing his pride enough to just come out and say it. “Truth is, I’ve kinda always wanted to eat Twilight’s pussy. Just once.”

Rainbow let out a defeated sigh. The worst part of it (besides the fact that she was apparently getting cockblocked by the universe itself) was that she knew it was all her fault, anyway. She should’ve known that Spike would want more after she had Twily suck him off. It wasn’t his fault that there was so much unresolved sexual tension between them.

“Well, doesn’t make sense for both of us to get blue-balled… Fine.” Rainbow finally conceded. She’d just have to fuck Twily twice as long later to make up for lost time. “Go for it, Casanova. Just make sure you keep your dick in your pants. And don’t fuck up those panties like you did her bra, I literally just got those for her.” Spike nodded eagerly, almost unable to contain his excitement. “You better give my girl a good time, kid.”

Spike nodded, scampering across the room to the bed before Rainbow changed her mind. He crawled across the bed until he was almost on top of Twily, quickly and carefully grabbing her panties by the waistband and pulling them down to her ankles.

“S-spikey? Are you gonna touch me, too?” asked Twily, still pumping her fingers into her cunt. Rainbow Dash never told her to stop, after all. “Are you gonna make me feel good, too? I wan—”

Twily surely would’ve said more, had Spike not chosen that moment to latch his lips onto hers. Though she was surprised, Twily was in no way opposed to it, melting into the kiss as soon as she realized what was going on. She felt Spike’s long, thin, serpentine tongue slither throughout her mouth and taking her breath away.

“That doesn’t look like eating her pussy to me,” remarked Rainbow. Spike timidly broke away, trying to savor the moment for as long as he could.

“Sorry. Just something I’ve always wanted to do…” Spike chuckled nervously to himself before turning his attention to Twily. “Uh… Are you ready?”

“What do you mean, eat my pussy? That sounds like it’s gonna hurt!” Twily seemed concerned and curious in equal measure, which brought a laugh out of Spike.

“Don’t worry, Twi. It’s gonna feel really good,” promised Spike. Twily’s innocent, adorable nature gave him some much-needed confidence. “I just need you to lay back and spread your legs for me, okay?”

Twily nodded, then did as she was told (something she was happy to do, if for no other reason than being very good at it). With a clear path before him, Spike did what he had been secretly wishing he could do since puberty and dove in between Twily’s legs. A moan escaped Twily’s lips when she felt Spike’s tongue slowly run up and down her lower lips. A dragon’s tongue was one without rival, able to bend and slide with a precision that simply couldn’t be replicated. Spike had promised to show Twily a good time, after all. With a tongue like his, he couldn’t do bad even if he wanted to.

Spike’s tongue snaked its way up and down Twily’s slit, dexterously wrapping around her clit before pushing into her cunt. Spike put his slithering tongue to work, massaging Twily’s insides, each new flick or twist of his tongue earning a new moan from Twily. She was already rather worked up from fingering herself for Rainbow, so Spike’s tongue was like lightning to her sensitive, wanty pussy.

Spike may have lacked experience, but he made up for it with enthusiasm and instinct; His hands found their way to Twily’s hips almost of their own volition, and he pulled her up to better attack her cunt with his magical tongue. Twily moaned, burning pleasure waving through her body. She ran her fingers through her hair, leaning her head back in pure ecstasy. Sweet, tangy, sticky marecum dripped down Spike’s chin as he licked, kissed, and slurped at Twily’s cunt, savoring every drop of her essence. He could tell that Twily must be getting close, by the way her legs trembled, how she almost uncontrollably grinded her hips down to force more of Spike’s tongue into her cunt.

Twily gripped the bed sheets tightly, her back arching when Spike’s tongue finally pushed her over the edge. She howled as her orgasm wracked her body, her legs clenching around Spike’s head to keep him in place until she was done riding her wave. The hot, electric, almost paralyzing pleasure pulsed through Twily’s body, her body going limp as she struggled to catch her breath. Spike lowered her down, smirking at the fact that he had done that. He had made Princess Twilight, one of the most desired and attractive women in the country, cum hard enough that it could’ve been heard all the way in Canterlot. Talk about an ego boost.

“That was somehow even better than I thought it’d be,” panted Spike, licking the remaining love honey from his lips.

“Well, I’m glad you had fun, cause now I’m not gonna get to,” sighed Rainbow, tossing the letter down. She had been silently reading the whole time, trying to focus on the letter instead of her girlfriend’s frankly adorable moans. “We need to get her neatened up and smart, right the fuck now.”

“Why? What’s wrong?” asked Spike. Rainbow pulled the vial of Twilight’s smarts from her pocket, unstopping the bottle and bringing the thick purple liquid towards the princess.

“Turns out, Celestia was already on her way to Ponyville for some sort of business with the Mayor.” Rainbow propped Twily’s head up, carefully pouring the contents of the vial into her mouth and down her throat. “So she’s gonna be here to talk to Twilight about her spell in—”

A series of firm, loud knocks echoed from the castle’s front door. Rainbow and Spike shared a look of concern, both of them racing to come up with a solution.

“Now. Damn!” Rainbow began redressing Twilight as she slowly came back into her own from becoming Twily. “I can’t let her see Celestia like this, I’m gonna have to clean her up a little. Go stall!” Spike was concerned for a minute. This was Princess Celestia they were talking about. A millennia-old goddess with power and wisdom incalculable. She would be able to smell lies and deceit in an instant.

Then, Spike reminded himself that he had just gone down on a princess and made her cum hard, so there probably wasn’t anything left that he couldn’t do.

“Leave it to me.”

Author's Note

See? Told you fuckers I wasn't dead.