The Rim

Chapters

The Nightmare Begins
Going Deeper
Tainted Love
Good Ending
Bad Ending

The Nightmare Begins

“Alright class now everyone settle down,” Ms. Cheerilee tutted to the procession of small ponies as they trotted along towards the town hall. “I know everyone’s excited to go and see the art gallery that’s been set up in town but please be respectful of any other visitors who’ve come to view the pieces and, for the love of Celestia, please don’t touch anything. We all remember what happened when we visited the weather factory don’t we,” she continued, cutting a wholly unamused glare in Snips and Snails direction.

“Ah can’t wait to see what kinda fancy paintings they’ve got,” Applebloom wondered aloud, looking to her left at Sweetie Belle and Scootaloo.

“Boring,” Scootaloo replied, rolling her eyes before continuing, “but I do hope it’s got some cool sculptures of battles or something!”

“I’m sure they’ll have some nice paintings, Rarity said she was going to go and look for ‘inspiration’ so I’m betting they’re gonna have some pretty stuff,” Sweetie Belle remarked, keeping pace with her friends. “What about you Button? Anything you’re looking forward to?” she asked, looking over her shoulder, at the small brown colt trailing behind her.

“Pffft, I’m pretty sure it’s all going to be boring, unless they have some vintage games in there,” Button replied dismissively.

“Oh come on, I’m sure there’ll be something you’re interested in,” Sweetie said, rolling her eyes at the her friend’s dismissive statement.

“Hmmmm,” he considered, rubbing his chin in mock contemplation. “Nope! I’m pretty sure I’m gonna be bored to tears but that’s why I brought this,” he said, nodding towards his saddle bag, “Got the ol’ Joyboy ready with fresh batteries and everything, I’m just gonna find a nice quiet spot to take a load off and get my game on.”

“That’s just rude, we’re supposed to be goin to get an appreciation for art,” Applebloom protested, looking irritatedly back at Button.

“Oh I’m going to, I’m gonna appreciate all the work that went into making Gem Theft IV!” the brown colt shot back smugly.

“Jeez Button, that game’s not even that great and there’s so much grinding,” Scootaloo groaned.

“But that’s the fun! Random drops and dungeon generation, and I think the characters are pretty nifty,” Button sulked, kicking a rock as he trotted along.

The fillies and colts of the class continued to chatter as they approached the steps of the town hall, before Mayor Mare appeared through the door to greet them. “So,” the manila mare began, “I hope everyone is thrilled for today’s exhibit?” The group of students vocalized their agreement, ranging from squeals of delight to somewhat subdued groans of apathy. “Well I’m sure Ms. Cheerilee told everyone to just be mindful of the pieces on display, some are quite old and fragile so please bear that in mind,” Ms. Mare continued, giving all of the young ponies a warm smile and stepping aside to allow them entrance. As soon as the Mayor was out of the way the students began rushing inside, some ran in their fervor to view the art within while others dragged their hooves in resignation at what was to be, for them, yet another boring school trip.

Button was one of the latter, casually strolling up the stairs as his classmates rushed past. Making his way through the doors, he noticed that the entire foyer of the town hall had been converted into a makeshift art gallery. Paintings adorned the walls and easels throughout the room, along with several statues and sculptures. Each piece had a small card attached with the artist’s name and information about the art. Meandering through the room, Button was besieged with Oooh’s and Ahhh’s from the other students as they flitted between the various exhibits. Wandering through the area he made cursory glances at each exhibit, making note of a few just in case Ms. Cheerilee decided to quiz them on their visit. Most of the paintings and sculptures were the standard affair: sweeping landscapes, ancient heroes, several of the Princesses, and even a few ‘modern art’ pieces which just looked nonsensical to him. Sighing he looked around for a bench to make himself comfortable, but then he noticed something odd in the corner of the room.

Nestled in the far corner of the foyer was a lone painting resting on an easel. Unlike the other pictures, which were colorful and full of life, this one was muted and flat. Button’s curiosity piqued, he wandered over, to give the painting a closer look. A rather worn wooden frame encircled the canvas, upon which was the depiction of a stone well sitting in a glade. The whole picture had a blue tinge to it, almost like it was set in the late evening. The cobblestone well lay at the center of a small grassy field encircled by trees, their shadows cast over the meadow and across the squat stone structure. There was something off putting about the painting, Button couldn’t quite put his hoof on it, but something about it just seemed wrong. Looking over he read the card accompanying the work:

Artist: Unknown
Date of Production: Unknown
Name: The Cistern

He squinted, as his eyes wandered back to the painting, his vision beginning to tunnel as he fixated on the painting. Button couldn’t be sure but he could swear he just saw one of the trees in the background tremble from some unseen breeze. Taking a step closer he froze, his gaze locked on the lip of the well as he noticed what looked like a rock shift slightly. The world closed in around him as he realized it wasn’t just another stone on the edge of the well, but a hoof. His heart leapt into his throat as he watched it move, a spindly, stark white, and emaciated foreleg of something started to haul itself out of the dark confines of the hole. Sweat beaded on his brow as an inexplicable dread crept into his very soul as dingy mop of black mane began to peak into view. Gripped by an inexorable terror, the likes of which the colt had never experienced, unable to look away, he watched. A muzzle appeared jerkily into the open, facing the right side of the painting, before the rest of the creature’s mane covered face emerged. Color drained from Button’s face as the horror started to convulse, its neck twisting at an impossible angle, and turning to face him.

“What’re ya lookin at Button?” Sweetie Belle suddenly asked from behind him, shaking the colt from his entranced state.

“You saw that right?!?” Button blurted, looking between Sweetie and the painting.

“Saw what? The creepy painting?” Sweetie asked in confusion.

“The thing! The thing in the well!” the colt frantically exclaimed, pointing at the picture, as he shrunk back.

“I mean, yea it’s a little weird,” Sweetie Belle said as she leaned in to inspect the painting, “but what thing? It’s just a well in a creepy forest.”

“Sweetie,” Button pleaded, placing a hoof on her shoulder, “there was something coming out of the well. I don’t know what it was but it looked like a pony, a really freaky looking pony!” He said looking back at the painting, scanning it desperately attempting to find a trace of the terrible thing he’d seen. The painting though, for all intents and purposes, looked exactly as he’d found it, old and somewhat unsettling but with nothing otherworldly about it.

“Button, are you sure you’re alright?” Sweetie Belle asked, her eyes full of concern as she laid a hoof on his shoulder. “You haven’t been playing too many of those Zombie games again have you?” she continued.

“No, dang it! I know what I saw,” Button protested, stomping his hoof in frustration and causing Sweetie Belle to flinch at the outburst. Storming off Button made his way through the crowd and out the front door, taking a seat on the stairs outside he started thinking. He knew he’d seen something in that picture and, whatever it was, wasn’t something he’d ever want to see again.

“Not interested in the art little guy?” Mayor Mare asked from behind him, causing him to flinch.

“No I’m not, and that stupid painting in the back is creepy,” Button huffed in annoyance, before turning away.

“Oh you mean ‘The Cistern’? Yes, it’s quite an oddity in the collection. Nopony knows exactly where it came from or who made it,” she said thoughtfully, rubbing her chin as she looked into the distance. “Who knows,” she chuckled as she turned to leave, “maybe it’s haunted.”

The thought made Button’s stomach drop, he’d never been one to believe in scary stories, like the one about the Wendigos or the legends about the Sirens, but after having seen whatever that thing was in the painting, he couldn’t be so sure. Shaking his head to clear his thoughts, Button fished the Joyboy out of his bag, intent to get his mind off what had just happened.

The next hour went by in a blur as Button whittled away his time outside, waiting for his class to finish touring the gallery and returning to school. He tried playing his game, to distract himself, but failed miserably. His focus lost as images of that creature sporadically popped into his head. To make matters worse he felt like somepony was watching him, although he couldn’t quite say why.

“Button,” a voice whispered in his ear, sending him flying to his feet. The Joyboy he’d been playing clattering down the steps forgotten, its batteries popping free and rolling across the ground as he whirled around in a panic. Sweetie Belle stood there, a look of amusement on her face as she watched the startled colt.

“That’s NOT funny!” Button squawked, his temper flaring.

“Dang Button, you really are wound up like a spring aren’t ya?” Applebloom asked, walking up besides Sweetie as the class began filing out of the building.

“It’s alright buddy, we’ve all been there before,” Scootaloo chimed in, flanking her friends. “Heck I was afraid of the Olden Pony for a while, but she’s not real so there’s nothing to worry about,” she added dismissively.

Button shot a wounded look to Sweetie Belle, “You told them?” he asked.

“Well, I didn’t think you’d mind and they are my best friends. Besides, they were asking where you’d gone off to,” Sweetie replied sheepishly, a look of guilt settling across her face as she realized how upset Button was.

Doing an about face the little brown colt fetched his game and batteries from the ground, then stuffed them both into his bag, before wordlessly trotting towards the group of students as they prepared to return to school.

“I didn’t mean…” Sweetie’s words trailed off as she watched Button stomp away to join his classmates.

“He’ll be ok, probably an overactive imagination or somethin,” Applebloom said as she patted Sweetie’s shoulder.

Sweetie Belle nodded, resigned that it’d probably just be best to let Button cool off for a little bit, but feeling guilty for teasing him. Together, with Applebloom and Scootaloo, she joined the rest of the class as Ms. Cheerilee did a headcount. Returning to school shortly thereafter, Ms. Cheerilee guided them through town on their way back. The students chattering about various exhibits they’d seen, and discussing their favorites while, occasionally, arguing over how one was better than the other.

“Alright class,” Ms. Cherilee intoned, watching the colts and fillies file into the classroom, taking their seats, “I hope everyone enjoyed themselves today. Since everyone behaved themselves I don’t see the harm in letting you all go a bit early today,” she said with a smile.

The classroom erupted in the elated shouts and woops from the students at the promise of a lengthy free afternoon. “Now don’t get too worked up though, I’d like everyone to write a paper on your favorite piece from the gallery. One page should do but I’ll be expecting it first thing monday morning,” she continued, causing the students to quickly shift to moans and groans. “Well I hope everypony enjoys their weekend, I’ll see you all next week!” Ms. Cheerilee said, turning to begin tidying the front of the class and collect her things to head home herself.

Emptying his desk into his saddlebag, Button turned and made his way out of the room. He appreciated being let out a little early for the day, but he wasn’t thrilled with the prospect of having to write a paper over the weekend. Passing his classmates on the way home didn’t even register, his mind still in a haze from the unshakable malaise he’d been suffering since his incident with the painting. He couldn’t even remember trotting home clearly but, before he knew it, he was standing at the front door of his house.

Letting himself in Button heard his mother from the living room, “Is that you sweetie? You’re home early,” she called.

“Yea it’s me mom, Ms. Cheerilee let us go after the field trip,” he replied, trotting to the stairs towards his room. Button just felt terribly drained, like he’d binged on a game or been on a gaming marathon even though he’d slept fine the night before. “I’m just gonna go relax in my room now mom, I’m kinda tired,” he called as he ascended the stairs.

Opening the door of his room Button trotted inside, and tossed his bag at the foot of the bed, before throwing himself onto the mattress. As he rolled around on the blankets the colt was suddenly stricken with a wave of drowsiness, his eyelids felt heavy as Button lay on his bed. The curtains were drawn, allowing little of the afternoon light to filter in, only compounding the lethargy he felt. Chalking it up to the bizarre events he’d gone through earlier, because as disconcerting as they had been, maybe he had simply imagined everything. None of the other ponies in his class seemed to notice anything strange at the gallery, and even Sweetie Belle didn’t seem to take his assertion seriously. Rolling onto his back, Button wrapped himself in a blanket, maybe a nap would help clear his head and, besides, he had the whole weekend ahead of him to forget about that stupid painting. His eyes drooped closed as he curled up, warm and comfortable, under his blanket, thankful that the day was finally done.

Button awoke with a start, something was wrong. His room was pitch black, unnaturally so. As he looked about in confusion he saw the glowing hands on his Power Ponies clock lazily spinning round and round, adding to his bewilderment but, more disconcerting than that, was the sudden movement he felt on his mattress. Hesitantly Button turned, barely able to make it out, but something was moving under the sheets at the foot of his bed. The colt froze in terror as something cold and clammy caressed his leg, before he felt a slimy sensation on his hip. Without any warning something wet wrapped around his flaccid cock, causing him to shudder at the unexpected sensation.

Cautiously he pulled the cover up, dreading what he’d find but compelled to discover what was accosting him regardless. Peeking his head beneath the sheet Button froze, all color drained from his face as he saw a pallid mare’s head, covered with stringy black hair slowly moving over his stallionhood. Her features were obscured by her mane, though he could make out a grey tongue emerging from her muzzle as she licked his member. He went to scream but couldn’t, feebly squeaking in horror as the ghastly mare serviced him. Silently she wrapped her chill lips around his length, bobbing her head as she slipped more of him into her mouth.

Button, wracked by fear, was locked in place as the nightmarish mare pleasured him. He screamed in his mind as he felt his shaft begin to harden and lengthen at the stimulation applied to him, regardless of the alarming circumstances. The mare, whatever she was, began twisting her head while still sucking on Button’s dong. A sickening cracking could be heard as her neck began to snap, her cranium reached an impossible angle as she continued to fellate the colt. His hooves shook and he struggled to regain control of his body, fighting his fear as his fight or flight response kicked into full gear. Somehow several strands of the mare’s mane shot forth, wrapping around his hooves and holding them in place as she continued her work. She paused, her head now nearly fully upside down with Button’s cock still in her mouth, before she gave him a small grin.

In that moment, just a fleeting heartbeat, Button caught a glimpse of her face as the spectral pony’s hair shifted. Where her eyes should have been there was nothing, simply two pits of darkness seemingly tumbling into infinity and madness incarnate. Button screamed, the overwhelming terror and insanity of everything surging forth and overriding the paralyzing fear which held him hostage. His shrill wail pierced the night, reverberating off the walls, while the nightmarish mare continued her unrelenting carnal onslaught. The potent cocktail of horror and unremitting pleasure was too much to bear. Button’s body spasmed, still transfixed by the mare’s prehensile mane, as he came, coating the monstrosity’s cool and slimy mouth in his his warm seed.

He closed his eyes in shame and dread as the mare continued to suck on his sensitive flesh while he shrieked. Button heard the door fly open, slamming against the wall of his room.

“Button?!” he heard his mother call, “What in Celestia’s name is wrong?”

Opening his eyes he found his mom standing in the doorway, a look of grave concern on her face. Wide eyed in panic he looked down at his groin, finding only only cum drenched blankets where the horror had been. “M…mom…” he whimpered, burying his face in his hooves.

Mrs. Mash quickly trotted over, confused and more than a little worried about her son. It wasn’t until she came to his side that she realized, falsely, that her son had simply had a wet dream. Her features softened as she patted his shoulder, “It’s alright Button, it happens to colts your age,” she said softly.

Button swatted her hoof away angrily, glaring up at her in the process. “It wasn’t a stupid wet dream!” he shouted, desperately looking around the room for any sign of his assailant.

“Button! What has gotten into you?” Mrs. Mash protested, scowling down at the irate colt.

“It’s a demon! It came into my room and molested me I swear!” Button pleaded, hopping out of bed, his softening dick slinging jizz on the floor, and darting around the room for any sign of the intruder.

“I don’t know what’s got you so rattled but you need to calm down mister,” Mrs. Mash stated in irritation, averting her eyes from the indecency her son displayed. “We can talk about it in the morning but for now just change your sheets and go back to bed, I’m sure it was just a bad dream.”

“It wasn’t a dream,” Button asserted, scrambling under the bed.

His mother sighed, unsure of how to process the absurdity of the situation she’d stumbled across, before shaking her head as she trotted to the door. “Just go back to bed Button, I’m sure it’ll be fine,” she quietly said, looking at her son fretfully.

Button didn’t respond, too preoccupied with scouring his room for any trace of the hellish interloper to notice, or care, about what his mom had said. He knew he wasn’t crazy and that it had been the same pony he’d seen in the painting earlier. The colt eventually realized his mother had left due to the deathly silence in his room. Button knew he wouldn’t be able to get any sleep that night, too terrified that the ghastly mare would return. Consigning himself to stay awake, he booted up his game console and fished an energy drink from the stash he kept in the bottom drawer of his dresser. He had no idea who, or what, the ghoulish mare was but knew he’d need to find out, and quickly.

Author's Note

I wanted to do something a little different so I'd love to hear what y'all think about this one! I've got another chapter or two for it if there's enough interest so just let me know. Editing credit goes to my boy Hidden Secret

Going Deeper

Sweetie Belle stood at the front door of the Mash household, knocking her hoof against the door, she patiently waited for a response. She still felt a bit guilty about teasing Button after their class’s trip to the art show the other day, so she figured she’d pay him a visit. Looking down at a basket of blueberry muffins she’d brought with her she smiled, she knew they were his favorite, and Sweetie had even picked up a few extra ones for his mom and dad. Just as she lifted her hoof to give the door another whack, it swung open. Mrs. Mash looked down at her with a weak smile.

“Good morning Sweetie, come by to visit Button I suppose?” Mrs. Mash asked.

“Yes ma’am, is that alright?” Sweetie asked politely.

“Of course, maybe seeing you will do him some good,” Button’s mom said, opening the door further and trotting inside, letting the snow white filly follow behind her.

“Is he alright?” Sweetie inquired, something about her tone made Sweetie feel anxious.

“I’m sure it’s fine, he just got a little excited last night is all. Woke me and his father up, then went ranting and raving about some nightmare involving a demon or something, that’s all I was able to get out of him. He’s upstairs in his room, probably playing one of his games, you know where it is. Just remember to leave the door open,” she said, strolling into the living room, leaving Sweetie to see herself upstairs.

“Thanks Mrs. Mash. Oh! I brought these muffins for you guys, I’ll set them in the kitchen,” Sweetie blurted out, nearly forgetting the baked goods as she dwelled on what Button’s mom had just said. It couldn’t be a coincidence, the fact that Button had freaked out at the art show yesterday, then had a second incident later that evening. It troubled her as she trotted to the kitchen and deposited the basket of muffins on the counter. Turning around she headed towards the stairs, and Button’s room. Briskly climbing the stairs to his room Sweetie gave his bedroom door a few taps. She could hear movement coming from inside and what sounded like 8-bit music.

“Button, it’s Sweetie Belle, I’m sorry about yesterday,” she said remorsefully. “I grabbed us some muffins from Sugar Cube Corner, come on out and grab one. They’re blueberry!”

The mention of blueberry muffins elicited a musical jingle, and the game music paused. The door clicked open, and Button’s face appeared. Sweetie Belle took a step back, the colt looked awful. His mane and coat were greasy, his eyes bloodshot with dark circles beneath them.

“A...Are you ok?” Sweetie stammered.

“Oh, ya know, a demon horse thing is trying to kill me but, besides that, I’m just peachy,” Button cynically replied, lethargically retreating back into his room. Plopping down in front of his TV, the colt retrieved his controller, unpausing his game.

“Button…” Sweetie Belle wasn’t sure how to handle what he’d said. She knew that something had rattled him at the exhibit yesterday but she couldn’t have possibly known it would have been that bad. “Ok,” she said, trotting over and sitting beside him, “what happened exactly.”

“I...it came back, whatever the heck that thing was it came back and got in my room,” he murmured. “I don’t know how, but it got inside and got in my bed when I was asleep. I...it did unspeakable things Sweetie,” he continued, his eyes glazing over as he recalled the terrifying events from the night before.

“What did it do?” Sweetie whispered, almost afraid to ask.

“I’d rather not talk about it,” he replied, the TV screen brilliantly flashing ‘GAME OVER’ as his character had died while he’d lost focus. “I was gonna go see if Princess Twilight knew anything about that painting, or if she could help somehow. She’s the Princess of friendship, and a bookworm, so I thought it’d be as good a place to start as anywhere.”

“You mind if I come?” Sweetie Belle asked, giving him a supportive smile, which he returned.

“Yea, sure. It doesn’t seem to show itself when other ponies are around anyway,” Button said as he stood, stretching his legs. He paused, looking around in confusion before craning his neck down to his side, giving himself a cautionary sniff. “Let me hop in the shower to clean up first,” he groaned, “I’d really rather not go see the princess smelling like butt.”

Sweetie Belle giggled, “Go ahead, I’ll wait right here.” She sat on the floor at the foot of his bed, picking up his joy-boy to entertain herself, as the colt trotted off down the hall to shower. The filly still wasn’t sure exactly what was going on with her friend, but she knew Twilight would be able to help. The Princess was probably the smartest pony she’d ever met, and even if she didn’t know what was going on with Button she probably knew of a book which might hold some valuable insight to the situation. Sweetie fidgeted in place, getting comfortable as she flicked the portable console on, but something caught her eye. It looked like an extremely long black hair, just laying on the carpeted floor. The white filly reached down, plucking the strand from floor and examining it. If it was a hair it certainly wasn’t Button’s, his mother’s, or his fathers considering it was jet black.

While Sweetie Belle idled in his room, Button jumped into the shower, enjoying the warm and refreshing water as it cascaded over his brown coat. Squeezing a generous portion of shampoo into his mane, he worked up a thick lather, closing his eyes as he cleaned his face and head. It didn’t take him too long to get himself washed up and rinsed off. Stepping out of the shower Button toweled off in front of the bathroom mirror. Finishing up he leaned forward, running the damp cloth across the foggy mirror’s surface so he could comb his mane. ‘Gotta look at least half decent if I’m gonna go pester Twilight,’ he thought to himself.

Button ran the towel across the mirror, and immediately froze. Standing just behind him, in the reflection, was the mare, the same sickeningly white creature which had tormented him the night before. Whirling in place the colt only found the empty restroom, the shower head lazily dripping to the basin below. He could have sworn she was right behind him, turning back to face the mirror, Button looked up to his reflection and was met with the spooky pony staring directly back at him. She just stood there, occupying the place where his reflection should have been, her mop of black mane draped over her face as her head tilted slightly to the side.

They just stood, looking at each other, an inscrutable nightmare and a colt paralysed with fear. Both remained motionless, the only thing Button could hear was his heart thundering in his chest. She raised a hoof slowly on the opposite side of the pane, pressing it against the invisible surface. Button’s eyes went wide as he watched her limb start to slip through the mirror, silently reaching towards him. Just before the ghastly creature could reach him he bolted, sprinting through the bathroom door and into the hallway.

Sweetie Belle jumped as Button burst into the room, slamming the door behind him and throwing his weight against it. “Button?” she asked, getting to her hooves, “What the hay?”

“It’s in the bathroom! Started coming out of the mirror!” he replied, panting as he braced himself against the door. “We gotta get out of here!”

A thunderous blow shook the door. “Button Mash! Open this door right now mister!” Mrs. Mash angrily shouted.

Button and Sweetie Belle looked at each other for a second. “Mom?” Button called, eliciting another series of knocks against the door.

“I swear to Celestia, if you don’t open that door this minute you’re grounded for a month!” Button’s mom irately replied.

“Open it you dummy!” Sweetie hissed.

Hesitantly Button turned, opening the door a crack and peering out to see his mother, who looked exceptionally irritated. “Y...yea?” he asked meekly.

Mrs. Mash pushed her way into the room, looking around suspiciously before her gaze settled on the little white filly. “You ok dear?” the older mare asked.

“I’m fine, Button was just telling me a scary story!” Sweetie responded, trying her best to disarm the situation.

“Uh huh,” Mrs. Mash murmured, clearly skeptical. “You know the policy mister,” she flatly stated, turning to face her son, “door stays open when a young lady is over.”

“Uh, right mom. Sorry,” Button replied, hanging his head apologetically. “It won’t happen again.”

“Hmph, let’s hope not,” Mrs. Mash coldly said, swinging towards the door and stomping back out into the hallway.

Sweetie Belle waited until she was gone, then moved to Button’s side and patted him on the shoulder. “Come on, let’s get goin.”

“So...you believe me?” Button asked, his voice full of uncertainty.

“Well,” Sweetie said, holding up her hoof which held the long strand of black hair she’d found earlier, “I’m not sure but it can’t hurt to be on the safe side.”

Button shuddered as he looked down at the hair. It was the first concrete evidence he had that the thing was real. “Alright,” he stated, steeling his resolve, and heading to the door, “time to go.” The two left Button’s room, trotting down the hallway and past the bathroom. The colt sped up as he crossed past the lavatory, anxiously looking inside as he moved by the doorway. “Mom, Sweetie and I are gonna go out for a bit, I’ll be home before dinner,” Button shouted as he reached the front door, opening it and allowing his friend to walk into the sunny day outside.

“That’s fine dear, just mind your p’s and q’s,” Mrs. Mash responded from within the kitchen, presumably having descended on the muffins Sweetie had brought.

The colt followed Sweetie, pulling the door closed behind him before he trotted off after the filly. Fortunately they didn’t have far to travel to reach Twilight’s castle. The two went along in relative silence, only speaking if addressed by one of the townsfolk as they trotted along. Button felt awful, tense and exhausted at the same time, as he made his way through town. He wasn’t even sure how long it had taken them, but he soon found himself looking up at the crystalline tree that was Twilight Sparkle’s castle.

Sweetie Belle trotted up to the door, pounding it with her hoof and listening as the sound of the impacts echoed through the cavernous interior. “Hopefully someone’s home,” Sweetie mumbled to herself, taking a step back and waiting for someone to respond.

With a yawn, Button leaned against one of the banisters flanking the stairs which lead up to the castle’s doorway. A light breeze caressed him as he rested, and one of the scant handful of clouds dotting the sunny sky drifted overhead, covering the ponies in light shadow. The colt barely registered as Sweetie pounded on the door again, his consciousness quickly slipping as he nodded off.

The breeze suddenly grew chill, and the weak shadow darkened, causing Button to open his eyes. Looking around, he realized he was no longer at the foot of the Princess’s castle, but in a small glade surrounded by trees. “No, no no no no no,” he pleaded aloud, turning in place and spying a small cobblestone well in the middle of the clearing in which he found himself. He screwed his eyes shut, praying to Luna to release him from this nightmare. The breeze stopped, the dim light of twilight darkened to pitch darkness, and a severe feeling of vertigo overtook him. Button almost felt like he was no longer standing, the sensation of something hard pressed against his back adding to his confusion. Fearfully he opened his eyes, unsure of what to expect, and found something utterly perplexing. A dark ring like object surrounded by stark white, almost as if it were an eclipse, but it just looked odd. The ring seemed fleshy, and the white backdrop upon which it sat almost looked like fur. A feeling of dread settled upon him, almost like he were witnessing something forbidden. Button gulped as the view seemed to magnify, encroaching upon him until he closed his eyes, desperate to escape.

“Oh, hey Sweetie Belle!” Starlight Glimmer said, opening the door of the castle and looking down at the filly, her words rousing the snoozing colt beside her with a start. “And, oh shoot, what was it again? Don’t tell me,” Starlight tapped her hoof to her chin in thought, as she looked at the brown colt, “Button something?”

“Mash,” he groaned, getting up, “Button Mash.”

“Is Twilight in? We’ve got something we need to talk to her about,” Sweetie asked.

“Well, no, she’s out on some friendship mission, but I’d be happy to help,” Starlight replied, looking between the two of them. “So what’s the problem?”

“Can we go inside to discuss this? I’d really rather not do it out here,” Button grumbled, the odd vision he’d just had preoccupying his thoughts.

“Oh, of course, come on in,” Starlight chirped, stepping aside before leading the two to a small lounge. “So, what’s the problem exactly?”

Button recounted the events which had transpired since visiting the art gallery, the ghastly mare he’d seen in the painting, and how she’d accosted him twice. Starlight Glimmer listened attentively, occasionally asking for details. The colt relayed the strange vision he’d had when he dozed off outside, as utterly perplexing as it was in contrast to the horrific encounters which had preceded it.

“Well,” Starlight commented, standing as she began to pace, “it could be a non-corporeal entity that’s linked to that painting. We could always send Princess Luna a message to ensure that it’s not a figment of your imagination which is manifesting as a symptom of early onset dementia.”

“I think it’s real,” Sweetie Belle chimed in, producing the lone black hair she’d retrieved from Button’s room.

“Oh ho!” Starlight uttered, trotting over to inspect the thin filament. Levitating it, she looked it over, scrutinizing it as if trying to tease a hidden secret from it. “Well, we could always use the malum mirror. If there’s any sort of curse or hex on you it’ll be sure to draw it out, then we can handle it,” she said, trotting away from the fillies.

“The what mirror?” Button asked, suddenly apprehensive at the thought of invoking the malicious creature which haunted him.

“It’ll be fine. If something should show itself I’ll exorcise the spirit or, at worst, contain it until Twilight gets back. Don’t worry,” Starlight said over her shoulder, as she trotted off.

“Starlight knows what she’s doin,” Sweetie said, attempting to assuage Button’s anxiety as he fidgeted nervously. “Heck she helped take down Chrysalis that one time so I wouldn’t worry too much about it.”

Button nodded, although his friends words did little to console him. The two sat in silence for a few minutes, lounging about as they waited for Starlight Glimmer to return, before they heard a squeaking noise coming from the hallway.

“Alrighty,” Starlight said, entering the room while magically pushing a large, canvas draped, object. “So,” she continued, levitating the cloth from the construct, “here it is!” A huge crystalline prism sat atop a wheeled wooden dolly. The ‘mirror’ appeared to be a gemstone monolith, easily twice as tall as an average pony. It almost looked like it were made of some type of opal, the three main facets of the tower refracting images of the room with an eerie undulating multi-colored radiance. “Ok Button, just stand in front of the mirror and it should show any dark magic that’s been attached to you. If there is anything I’ll just hit you with the appropriate counterspell or purification enchantment, which should do the trick.”

The colt timidly walked over, standing before the prismatic mirror as Starlight Glimmer and Sweetie Belle stood back. Looking into the mirrored surface Button was only met with his reflection, small lights seemed to dance in front and behind him as he gazed at himself. “I don’t see anything,” he said, looking back to the lavender unicorn who starred past him with an expression of concern. Turning back to the mirror, Button witnessed a pallid hoof pressed against the inner surface of the mirror, extending from a forelimb under the reflection’s termination.

Button, Starlight, and Sweetie all watched as the sinister mare crept into view, standing on the opposite side of the crystal, directly in front of the colt. The white mare raised her hoof, tapping it against the invisible surface while transfixed on Button.

Starlight Glimmer’s horn violently flared to life, a brilliant blue aura enveloping Button as he watched the ghastly creature within the artifact. The lavender mare winced, shunting more power into her spell as she attempted to undo whatever malign curse afflicted the lad. The horror, however, didn’t seem to be affected in the slightest, continuing to tap the mirror’s surface with increasing force.

“Uh...um, I don’t t...think this is working,” Button stammered, taking a step backward.

As if in response the ghastly mare reared on her hind legs, pressing both forehooves against the barrier. Leaning forward, the mare’s face began to pass through the mirror and towards button. She exhaled, and a frigid sensation fell over the room. Sweetie Belle screamed, watching as more and more of the creature emerged. A tangle of the supernatural mare’s mane shot forward, ensnaring Button’s hind hooves in a bramble of slick hair, causing the colt to yell in horror.

“Oh no you don’t,” Starlight Glimmer shouted, blasting the fel creature with a barrage of incandescent magical bolts. Her jaw dropped as she watched them simply dissolve upon contacting the nightmare. “T...That’s not possible!” she stuttered, renewing her sorcerous onslaught, although to little effect.

Button cried as he felt himself being drawn toward the mirror, pulled by the prehensile mane of the horrific pony. Falling onto his back he scrambled, desperately clawing at the floor as he was dragged towards the mirror and the nightmare within.

“Button!” Sweetie yelled, dashing forward to grab the colt’s forelimb in an attempt to reel him back to the safety of the room.

The action did not go unnoticed, the ghastly mare turned her attention to the white filly desperately attempting to rescue her friend. She flickered, disappearing from standing at the mirror’s edge and reappearing directly in front of Sweetie Belle. Standing over Button’s face, her muzzle mere inches from Sweetie’s own, she cocked her head to the side, a deep scowl creasing her lips. “Mine,” she whispered, in a cold and ethereal tone. Another rope of hair whipped from her mane, throwing the filly across the room. The mare’s tail snaked across the floor with lightning speed, constricting around Starlight Glimmer’s throat. With a tug she slammed the unicorn to the floor, interrupting her efforts to combat the monster, before tossing her like a ragdoll into the hallway.

Button watched, stupefied beyond comprehension as his friends were ruthlessly neutralized. He looked up, his attention drawn by a sickening cracking noise. The mare’s neck popped and snapped, twisting to an unnatural angle as she peered down at him with a rictus grin.

“Mine,” she cooed possessively, the maddening voids that were her eyes boring into him.

With horror he saw her shift her stance, looking from the mare’s face to her posterior as it descended upon him. “No, oh Celestia no!!!” he cried. The darkened anus and glistening vulva of the horror inexorably sunk down towards his face. The sudden realization hit him like a sack of bricks. The vision he’d had outside the castle, he knew exactly what it was now. “It’s her ponut!” Button screamed, the darkened ring pressing down on his muzzle, “Dear Celestia it’s her poMMMPH!!!” his words were cut short as his snout was buried in the nightmare’s grundle.

The horror wiggled her hips triumphantly atop the colt’s face. She looked back to the mirror as her hair began to pull her, and her prey, back towards the glossy surface.

Sweetie Belle groaned. Her head throbbed, and her vision swam, from impacting the wall. Looking up she got one last glimpse of the nightmare, Button in tow, as they slipped through the mirror. “Button!” she yelled, drunkenly getting up and staggering towards the malum mirror. Sweetie’s cry crew the monster’s attention just as it passed through the surface of the artifact, a wicked grin on its face as it looked up at her.

With that final flash of predatory delight from the horror the mirror shattered, crumbling into a million pieces across the polished floor of the lounge. Button was gone, kidnapped by the nightmare and brought to who knows where. Sweetie shakily stood, staggering off to get Starlight and hoping the mare was ok. All she knew was they needed to get her friend back and fast.

Author's Note

Oh no! What will happen to our intrepid hero?!? Stay tuned for the continued horror that is The Rim!!!

Hope you guys, and gals, like the new chapter! Editing done by my good buddy Hidden Secret

May go back and do a few small edits or corrections on this chapter. I'm trying to do a one shot in 3 hours and I wanted to get this published this afternoon!

Tainted Love

Button tumbled through pitch darkness, the only sounds he could hear were his own screams as the mare dragged him through the nothingness. The colt struggled, desperately trying to free himself from the tangle of the monster’s prehensile hair. Although he couldn’t see her, he could feel the slick strands of her mane and tail as they wound around his legs and midsection. Fortunately his muzzle had been freed from her posterior, allowing him to breath, although the cloying bittersweet aroma remained. As he fought against his bonds, he felt the cold and clammy caress of a hoof across his cheek, causing him to redouble his efforts to escape.

“Please,” Button pleaded, “Just let me go!” The hoof on his face withdrew and the taught filaments of hair around the colt’s body slackened at his words. “I’m sorry alright. I don’t know what I did, or why you’re trying to kill me, but I’m sorry!” he cried, with tears streaming down his face. The colt suddenly found himself freed; the main and tail, which had enveloped him, untangling from his body as it receded into the nothingness.

Button’s fall came to an abrupt stop as he impacted something hard and wet. Wherever he was wasn’t completely devoid of light but he could tell he was standing in water. Creeping forward he thrust a hoof before himself, blindly feeling about as he tried to get oriented. His hoof touched something soft and he scrambled backward into some sort of wall. Button’s eyes began to adjust, allowing him to make out the vague silhouette of a something sitting across from him .

“S...Stay back!” he shouted, looking around for a means of escape. His ears twitched as he heard the faint sound of crying. Slowly he looked back to the lone figure and realized that it was the source of the sorrowful noise.

“I...I never meant to hurt you…” the creature whispered in a feminine voice so faint that it may not have existed at all.

“Wait,” Button murmured, edging closer. It was the mare, the same hellish creature which had haunted him for the past day. She sat, her back to the wall, curled up with her face buried in her hooves, quietly weeping. “You can talk?” Button blurted, flabbergasted at the revelation that she wasn’t just some mindless abomination. The mare nodded solemnly in response, turning her mane covered visage to face him. “Well why the buck were you haunting me?!” Button demanded, anger welling within him. “You broke into my house, tortured me, and dragged me off to Celestia knows where!” he continued, slamming his hoof into the shallow water, causing her to flinch.

“I...thought you’d remember me…” she breathed, turning away and hiding her face in her hooves.

“Know you? I don’t know who you are!” Button shouted, his voice reverberating through the air. ‘Wait,’ he thought, as he looked around. His eyes had finally adjusted to the point where he could make out his surrounding, albeit faintly. Looking around he realized he was in a small circular room with an impossibly high ceiling. Casting his gaze upward he noticed that the sole source of illumination came from some light high above. The colt’s heart fell into the pit of his stomach. His eyes darted around at the walls, noting their cobblestone construction, before glancing up again. It was a well, the well. Somehow she’d brought him to the cursed cistern from the painting.

“Laruam,” the mare sighed, “Laruam Loqueris.”

“Laruam?” Button repeated, slightly confused, as his attention was brought back to the horror. “Is that your name?” he asked. The mare nodded slightly, her mane shifting as her head moved. “Well...why did you bring me here?”

“Because I knew you were looking for me,” she said, getting to her hooves and facing him. “I knew after all this time you wouldn’t give up looking for me.”

“What in the world are you talking about?” Button asked, even more confused than he had already been. “I still don’t know who you are or where this is!”

“I’m Laruam...and this is where I died,” she responded. “Don’t you remember?” she whispered, taking a step closer.

The world around Button spun, images of people and places which he couldn’t recognize flashing by as Laruam recounted her tale.

When I was younger I was always happy. I had my mom and dad, and we lived in a little cottage just outside of town. I know it couldn’t have been too far from the local village because every morning my mother would walk me to school; and it wasn’t long before I could smell fresh bread coming from the bakery. My teacher would meet us outside and show me to my seat before the other students would file in for class.

Most of them were nice, offering to help me if I ever needed it or bringing me snacks, but, of course, there were always a few mean ones too. They’d play awful tricks on me like tossing apple cores or trying to trip me in the hallways but it was ok. Even though I was blind I managed to get by well enough. I’d tell them that they were ugly on the inside; that, even though I couldn’t see what they looked like, I knew they weren’t even worth looking at in the first place.

I even got a coltfriend after a while. His name was Switch and he was always always so sweet to me. He’d go to the fields and through the woods to find all sorts of wild flowers for me, allowing me to smell their delicate fragrances. Switch even got me a fresh pastry every Monday morning from the bakery, surprising me with a different flavor and making my start of the week all that much sweeter. As time went on he’d even make the trip to my house so he could walk me to class, even though it meant he had to get up extra early. I was so happy every time I heard his voice. I knew everything would be ok as long as we were together.

We only grew closer as time went on, spending all of our free time together. I’ll never forget our first kiss; we sat beneath a cherry tree after school one afternoon and he called my name. When I turned I felt his warm soft lips caress my own. It was only a fleeting sensation but, in that moment, I knew that I wanted to grow old with him. Even though I couldn’t see him I knew he was perfect, from his soft crop of mane to his hooves. He made me feel like nopony else ever had. Just thinking about him brought a smile to my face, and I longed for him as only a mare in love could. But not all love stories have a happy ending...

One day, after class as he was walking me home, a group of bullies stopped us. I don’t know why they were so mad, or what could have driven them to be so mean, but, whatever the reason, they didn’t want us to be together. There were at least four of them. They kept shouting that I was a freak and that Switch was worse than I was for wanting to be with me. I...I heard them fighting, the sounds of hooves on flesh and cries of pain, but all I could do was try to get away. Switch yelled for me to run, to get away so they couldn’t hurt me, so I ran.

I galloped off the road and into the woods, the underbrush whipped against my face as I fled. Occasionally my hoof would catch a root, or I’d stumble into a tree, but I pressed on. I knew that Switch would find me once he was done with those bullies. After a while I stopped, thinking I was far enough away to stop and wait. All I could do was sit against against a tree, expecting to hear Switch’s voice calling for me. Minutes turned into hours as night fell. It was late in autumn and the chill wind was biting. I knew I couldn’t stay there so I wandered off, back in the direction I thought I’d come from.

As I trotted along, the underbrush thinned and I could feel tall grass brushing against my legs. I thought I’d happened across one of the fields of wheat which were scattered outside of town, but I was wrong. My leg hit something cold and hard as I walked forward, sending me off balance, and causing me to fall. I fell and fell, screaming because I knew something was terribly, terribly, wrong. When I finally hit the ground I felt a sharp crack in my neck. I...I couldn’t move, I couldn’t see, and I couldn’t even cry. It was so cold and damp, all I could do was pray to Celestia that somepony would save me.

Time passed, I can’t be sure how much, but I held onto hope. I knew that Switch and my parents were surely out looking for me and when they found me everything would be alright. Eventually I heard a voice calling out my name from somewhere high above, a voice that I’d recognize anywhere. It was Switch, he’d finally found me! I tried to call out to him but my throat refused to make a sound. I knew he was getting closer, his voice drawing nearer with each moment, until I heard him as clear as day; but my hope soon turned to ash. His shouting grew more distant, eventually fading away to nothingness in the distance.

After that I just gave up hope. I was so tired and cold. The last thing I can remember is imagining curling up next to Switch as I drifted off to sleep, but something curious happened after that. It was like waking up from a nightmare, I could sense you nearby. Somehow I found myself able to move and even see, but that wasn’t important. I had to get out of that well so I could hold you. Mustering all of my strength I clawed my way up from the abyss and there you were, looking at me, but something was wrong.

You just looked so shocked to see me, almost like I was a monster. When I noticed that filly come over I hid, I knew you wouldn’t have forgotten about me or abandon me for another mare. You talked about me like I was some kind of nightmare, I’d never been so hurt by somepony’s words before. I decided to follow you, watching as you went back to school and, eventually, back home. Once I saw you lay down for a nap I knew I had my chance, so sneaking under the covers I decided to be a little naughty. Even though we ever only fooled around like that once or twice I remembered how much you enjoyed it.

You tasted even better than I remembered, the slightly salty and masculine flavor of your stallionhood coursed over my tongue as I pleasured you. But...you screamed. You tried to get away and I panicked. All I could do was hold you down and force you to remember me and how affectionate I was. I hid when I heard your mom coming, I didn’t want you to get into trouble with a girl in your room after all. From that point on I realized what I had to do, if you wouldn’t welcome me back into your life I would have to take you into mine.

“And that’s why I brought you here,” Laruam concluded..

“I…” Button’s words hitched in his throat. How could he have realized the terrible fate the mare had suffered or that she’d only wanted his affection.

“If you want me to send you back I will,” she dolefully said. “Just do one thing for me once you’re back.”

“What’s that?” the colt whispered.

“Burn the painting. I’d rather not exist at all than be in a world where you don’t care about me anymore,” she cried, turning back to face the wall.

Button’s mind raced as he digested what she’s just said. Sure she was kinda creepy but it was all some big misunderstanding. Laruam hadn’t really tried to hurt him and, after all, she couldn’t help the way she looked. He had to try to explain everything to her.

“Laruam, I know you think my name is Switch but it’s not. My name is Button Mash and, from the sounds of it, you died a really long time ago. Switch sounded like a really nice guy but there’s no way that I could be him,” Button solemnly said.

“But I’m sure you are, somehow. You’re the same carefree colt who I loved,” she pleaded, walking over and placing a hoof on his chest.

“I’m not,” Button said, gently pushing her hoof away before holding it in his own, “but I’m not going to burn the painting. I’m sure once we explain everything to the people in town we’ll find a place for you. Shoot, Twilight Sparkle is the princess of friendship, and would make friends with rocks if she could, so I’m sure a ghost wouldn’t be too much of a stretch for mmmph!” The colt’s words were cut off as the mare pressed her cold lips to his.

Laruam reached forward, wrapping her hoof around his neck and pulling him closer. Breaking their kiss she hugged him tightly. “I’m still not convinced you’re not Switch but, even if you’re not, you’ve got a good heart,” she said, releasing him with a smile.

“Well you’re not that bad when you’re not skulking about or doing that freaky neck thing,” Button laughed, making light of the situation. “I was gonna ask, what’s up with your eyes anyways? If you’re gonna be hanging out in Ponyville it might not hurt to get you some sunglasses or something, just so you don’t go scaring everypony accidentally,” he remarked.

“I think it’s because of whatever happened that allowed me to come back, before I died I just looked like this,” Laruam replied, stomping her hoof and causing the world to spin.

Button found himself standing in a small cottage. It was pretty rustic but had the feeling of a well lived in space, cozy and charming. As he looked around his eyes settled back on Laruam; her white coat was much cleaner and her mane, once greasy and matted, was now flowing and full of body. The mare’s once slender limbs and frame were now well filled out and healthy. All in all she was quite attractive, appearing only slightly older than himself. Button took a step closer to her and reached out with his hoof, softly brushing away the mane from her face and bracing himself for what was beneath. All he found was the gorgeous face of a mare, a cute little snout leading up to two bare patches of flesh where her eyes would have been.

“I know, you probably still think I’m ugly,” she said, blushing. As she went to turn away, Button’s hoof caught her cheek, keeping her face where it was.

“I think you’re beautiful,” Button breathed, smiling warmly at her. Laruam tackled the smaller pony to the floor, enveloping him in a hug and peppering his muzzle with kisses. Button, unsure how to initially react, started to reciprocate; he was, after all, a healthy young colt and having an attractive mare affectionately hugging and kissing you was something most guys his age had only dreamt of.

Laruam locked her lips around Button’s, snaking her tongue into his mouth and causing his eyes to flutter. The supernatural mare soon felt a prodding at her abdomen. Looking down she realized it was the colt’s rapidly hardening erection. “Hmmm,” she hummed as she pulled away, “seems like somepony is enjoying himself.”

“I...uh…” Button stammered. He blushed heavily as she ran a hoof across his chest and down to his shaft, delicately caressing it while she licked her lips.

“Sssssssssh,” she quietly urged, giving him a small kiss on the nose. Silently she shifted in place, standing above him and swinging her flank over his muzzle. Kneeling down atop the colt she began tenderly licking and suckling the tip of his stallionhood, savoring the hushed moans and whimpers as Button attempted to restrain himself.

As the spectral mare pleasured him, Button found his attention affixed to her ass. Laruam’s glistening vulva and pronounced pucker sat mere inches from his muzzle. Craning his neck forward he gave the mare a lick. Running his tongue through her moistened slit of marehood and to her ass, causing her to groan.

Laruam responded to his efforts, slipping more of Button’s cock into her mouth and throat, bobbing her head gently forward and back while her tongue danced across his rod. She pressed her ass onto his face, savoring the warmth of the colt’s muzzle, as he eagerly lapped at her nethers.

As she shifted her rear back, Button found his muzzle buried in Laruam’s ponut. The pronounced pucker of flesh ground against his face. The colt thrust his tongue forward, lavishing her rear, as he wrapped his forelegs around her hips. The flavor and aroma were not unpleasant, the musky and somewhat bitter scent of the mare’s ass mingling with the fragrant and tangy notes of her sex. Awash in pleasure, as Laruam continued to fellate him, Button’s face quickly became slathered in a combination of saliva, mare juices, and sweat. He could feel himself getting close; the sensations gradually building to a crescendo.

“Laruam,” Button wheezed, his voice somewhat muffled by the mare’s behind, “I don’t think I can last much longer.”

The mare immediately stopped, withdrawing Button’s member from her throat as her eyeless face looked back at him. Without a word she stood, and the world shifted. The memory of the cottage, where they had been, began fading; blurring and darkening back to the confines of the well in which Button had first found himself upon being kidnapped. Laruam trotted through the shallow water to the opposite side of the cistern before rearing back and placing her forehooves on the cobblestone of the cylindrical wall. Her head shifted slightly, and the faintest cracking in her neck could be heard, as her mane covered face turned towards him.

“Here,” she whispered, flicking her tail to the side and exposing her now sopping wet marehood. “Take me.”

Button gulped, looking at Laruam’s winking snatch as it dribbled milky fluids to the water below. Slowly the colt righted himself, getting to his hooves. His turgid cock throbbed beneath him, swaying slightly as he approached her. ‘Should I be doing this,’ he thought to himself. ‘She doesn’t really seem that bad after talking to her, just kinda sad and lonely,’ he mused, eying her meaty posterior and the prize which sat between her cheeks. His body screamed at him to rut her, to give in to its natural instincts as the mare presented herself to him, but Button still wasn’t sure. Laruam was a supernatural creature after all, who knew if all of this wasn’t some elaborate schrade to trick him in some way. He swallowed hard. It was time to make a decision...

Author's Note

If you've made it this far you may be somewhat upset with the ending. I'm planning something special for the ending. Not gonna spoil it but I'm hoping to appease those with various expectations! :trollestia:

Good Ending

“Button!” a voice wailed, reverberating through the well from high above.

Laruam and Button both looked up the shaft, awestruck as a blazing lavender comet rocketed came rocketing down towards them. With unbelievable speed it shot down the cistern, coming to an abrupt halt just above the two.

“You dare threaten my friends,” Twilight Sparkle demanded, unfurling her wings as she hovered just beyond reach. The alicorn was furious, an incandescent amethyst aura practically blazed around the alicorn as she scowled down at the eldritch creature. “You hurt my friends, destroyed an invaluable artifact, and shamelessly kidnapped a colt to use as some sort of plaything?!” she boomed, unleashing a shock wave of raw power and sending the two ponies at the well’s bottom crashing against the walls. “I’ll send you to Tartarus where you’ll never be able to hurt anypony ever again…” she continued, her horn illuminating as it prepared to cast a spell.

Button looked over to Laruam. Where Twilight saw some monstrocity who was worthy of condemnation all he saw was a mare, a frightened pony, unwilling and undeserving of the harsh punishment about to be sentenced against her. He shouldn’t, no, he couldn’t allow that to happen, not after learning of her tragic past and the cruelty she’d suffered. Steeling his resolve he bolted forward, interposing himself between the incensed princess and Laruam.

“No stop!” he cried, screwing his eyes shut and preparing himself to receive the full brunt of the alicorns spell.

“Wha...Button?” Twilight asked, confusion sweeping across her face as she hesitated and looked down at the colt.

“You don’t understand! She never meant any harm!” he pleaded, continuing to shield Laruam with his body.

Twilight cast a suspicious glance from Button to Laruam, wholly unexpectant of the current turn of events. “Explain,” she said flatly, the fury draining from her voice, albeit only slightly. She beat her wings, the smouldering energy surrounding her dimming marginally as she awaited Button to justify his claim.

“Um, ok…” Button gulped, inexplicably finding himself between a demigod and supernatural pony. “Alright, Twilight this is Laruam,” he shakily said, motioning to the mare behind him. “Laruam,” Button continued, looking over his shoulder to the spectral mare, “this is Twilight Sparkle, the Princess of Friendship.”

“H...hi,” Laruam squeaked, casting her eyeless gaze up to the princess.

“Hi,” Twilight responded coldly, turning her attention back to Button. “So, now that we all know each other, care to explain exactly what is going on here?”

Button turned, placing a hoof on Laruam’s shoulder and giving her a smile. “It’ll be alright,” he said, trying his best to comfort the mare, “we just have to make her understand why you deserve a fair chance, so we can both get out of here.”

“W...we?” Laruam timidly replied.

“Yea, we. Shucks what kind of guy would I be for leaving you here all alone,” the colt murmured as he turned back to face Twilight.

In that moment, that infinitesimally small passage of time, Laruam was stricken with the profound realization that, even if Button wasn’t the same pony she’d loved from all those years ago, she cared for him with all her heart. He’d risked himself to save her, even after what she’d put him and his friends through, and now he was beseeching a demigod for her freedom. On shaky legs, she strode forward beside him.

Together they recounted the events of the past days, from Button first encountering Laruam to her past life and it’s tragic end, all the while Twilight listened thoughtfully; her unimaginable power slowly ebbing as she began putting the pieces together.

“So,” the alicorn began, descending to the waterlogged floor, “it seems like this was, in fact, some horrendous misunderstanding.” She rubbed her chin as she digested the wealth of new information. In truth Twilight hadn’t expected that Laruam wasn’t some malign creature although, given Button’s testimony and the fact that she hadn’t harmed him, it seemed to be within the realm of possibility. “Tell me this then,” Twilight said, pinning Laruam with a wary look, “What would you have me do?”

“I...I just want a chance,” Laruam stammered. “I’m not sure what I could do, or how I could benefit the folks of ponyville, but I’ll do what I can.”

“You do realize what you’re asking don’t you?” Twilight responded, resignation in her voice. “We...I still don’t fully understand what you’re capable of. Not to mention your actions until this point were wholly unwarranted.”

“I’ll help her,” Button asserted, taking a step closer to Twilight. “For Celestia’s sake look at everything you’ve done! You’ve befriended weirder things than her,” he continued, thrusting a hoof in Laruam’s direction, “If Discord was given a chance for redemption then why the heck can’t she be given the same?”

“You trust her that much, even after what she’s put you through?” the alicorn said, moved by the emboldened colt’s words.

“I do. I’ll even keep an eye on her and make sure she writes letters to you every day if you want, just like you did with Celestia when you first came to town,” the colt added.

“B...but I can’t read,” Laruam quietly interjected.

“Bu...Wha...How...YOU CAN’T READ?!?” Twilight blurted, aghast.

“I was only able to see after I passed away,” Laruam whimpered, “so I never got the chance to learn.”

“Oh, no, no, no, this won’t do at all,” Twilight mumbled, fretfully trotting in small circles. The notion that a pony, even of the otherworldly variety, wasn’t able to read was simply unacceptable. “Button,” she declared, affixing her attention on the colt, “I’ll allow her to stay in ponyville under two conditions.”

“Yea?” Button replied, a pensive look on his face.

“First, you are to be her guide. I’ll expect regular reports on her integration back into society from you. Secondly she needs to be taught how to read and write,” Twilight said.

“I can do that sure,” Button said, cautiously optimistic that he’d be up to the task.

“And you,” the alicorn shifted her attention to Laruam, “are still on thin ice Missy. No more nightmarish shenanigans, understood?”

“Yes ma’am,” Laruam whispered sheepishly.

Twilight nodded, “Good.” Closing her eyes the princess began to concentrate, mystical symbols and geometric designs of energy flared to life beneath the trio. With a burst of blinding light the three disappeared, leaving only the stagnant and forsaken well behind.

Button and Laruam came crashing to the ground, the colt blinking rapidly as he tried to clear his vision from the unexpected teleportation spell. “Button!!!” an all too familiar voice cried, causing him to blindly turn in its direction, before being virtually tackled.

“Oh Button I was so worried,” Mrs. Mash sobbed, hugging her son tightly as tears streamed down her face.

Button’s vision gradually returned. He looked around, realizing that they were near the town’s center and surrounded by ponies; all of whom bore looks of concern. Although a few were looking at him the vast majority were fixated on the mysterious white mare close by. Laruam wheeled around fearfully as many of the ponies leered at her.

“Ugh, mom!” Button protested, squirming free from his mother’s grasp and rushing to Laruam’s side. “Everypony,” he shouted, “this is Laruam. She’s gonna be staying with us so please do your best to make her feel at home.”

The white mare shrunk behind the colt, modestly waving to the crowd. “H...hello,” she weakly called out.

“What do you mean she’s staying with us?” Mrs. Mash asked, looking to Twilight for an answer.

“Button has volunteered to act as Laruam’s steward while she acclimates to things in Ponyville, while he’s not in class of course,” Twilight responded.

“You want me to allow this thing into our house? Why, we don’t even have an extra room to spare!” Mrs. Mash groaned, unamused with the prospect of the mysterious mare gallivanting around her house.

“Oh, I wouldn’t worry too much. Laruam will be on her best behavior,” Twilight cheerfully replied before looking to the pale mare with a steely glint in her eye, “won’t she?”

“Mmmhmm,” Laruam nodded anxiously.

“Of course,” Twilight mused aloud, “I’ll ensure the Mash family home has an additional bedroom constructed, as well as a modest donation each month to offset living costs if you were willing to help with all of this.”

Mrs. Mash bit her lip, some extra bits would be useful and an additional room on the house was certainly enticing in and of itself. “Well, as long as Button doesn’t mind,” she hesitantly responded, looking over to her son. She figured that Twilight wouldn’t let anything truly dangerous stay with them, let alone allow her son to act as Laruam’s guide. “I guess she can stay on the couch in the meantime,” Button’s mom sighed.

“Perfect! I’ll contact some contractors tomorrow to begin making arrangements,” Twilight concluded, turning towards her castle as the crowd began to disperse. Over the years the citizens had grown somewhat desensitized to all manner of odd goings on involving the princess. Many just assume the strange little mare would just wind up being another colorful character in town.

Sweetie Belle made her way over to Button and Laruam, an uneasy smile on her face. “You know,” she began, “you’re gonna have to tell me all about this over a milkshake right.” The little white filly turned her attention to the pallid alabaster mare, extending a hoof, “Laruam was it?” Laruam shied away, fully aware of the fact that their previous encounter had been less than ideal. “Oh come here,” Sweetie blurted, stepping forward and giving the mare a hug.

Laruam froze, unsure of what to do as the filly released her from the friendly embrace. “I...I’m sorry about the castle,” she sputtered awkwardly.

“Shoot I’ve been knocked around harder than that by Applebloom and Scootaloo before,” Sweetie chuckled. “I was more worried about Button when you sat on his face and dragged him off, I’ve never seen a wrestling move like that before!” the filly continued, her naivete preventing her from realizing the salaciousness what she’d witnessed.

“Y...yea,” Laruam mumbled, blushing a bit as she rubbed her neck.

Button’s face flushed slightly as the memory of Laruam’s rump grinding against his face was brought to the fore by the conversation. Sure, at the time he’d been terrified and honestly thought he was going to die but, given his newfound understanding, it was kinda hot. He wasn’t sure exactly how long they’d been gone but the colt suddenly realized it was already well past noon; the sun beginning to dip over the horizon. “Maybe the three of us can get a shake tomorrow at Sugarcube Corner?” Button asked, looking from Laruam and Sweetie with an expectant smile.

“Sure, I’ve gotta help Rarity this afternoon and tomorrow anyways. She’s trying to get a few pieces packed for a show in Manehattan next week.” Sweetie grumbled as she started to head back in the direction of the boutique. “Just come by tomorrow morning. I’ll see you guys then!”

“Come on Laruam, lets get home and get the couch made up for you then maybe I can give you a tour of ponyville,” Button said, taking his new friend by the hoof as he started to trot back home, his mother following closely behind.

“I’d like that very much,” Laruam said with a grin.

Button, his mother, and Laruam returned to the Mash home. The remainder of the afternoon was spent tidying up, Mrs. Mash insisting that Button clean his room while company was staying. Laruam, while somewhat bewildered by many of the new contraptions of the modern age, did her best to lend a helping hoof.

“Hey Laruam,” Button shouted, trotting down the stairs from his room, “you wanna go for that walk before it gets too late?”

The mare turned, just having finished arranging a fresh blanket on the couch in the living room, before giving him a curt nod. In truth she’d been looking forward to the walk since he’d mentioned it. “May we go out for a bit Mrs. Mash?” she asked the older mare who was currently in the kitchen preparing some dinner.

“Sure. Just don’t be too long, dinner will be ready in an hour,” Mrs. Mash called back.

Hoof in hoof Button and Laruam trotted out, the town basking in the dim evening light as the first lamps were being lit for the night. The colt pointed out various buildings and homes, explaining who lived where and what was what. It was a lot to take in and, truthfully, Laruam knew she wasn’t going to remember most of what he was saying, but that wasn’t important. She was just happy to be out with him, her savior.

As the two approached the edge of town Laruam paused, gently tugging on Button’s hoof and causing him to stop.

“Is everything alright?” he asked with concern.

“Button,” Laruam whispered, “I just wanted to say thank you. Without you I don’t know what would have happened to me.” She looked up at him, her eyeless features conveying a warmth and appreciation the colt hadn’t thought possible from anypony, much less from a supernatural mare who had initially haunted him. Darting forward, Laruam gave him a little kiss on the cheek.

“W...well I, uh, it’s nothin really,” he stammered, his cheeks reddening as he fidgeted slightly at the impromptu show of affection. “We should probably get headed back, Mom’s probably almost done with dinner by now.”

The two returned home in relative silence, the colt still flustered as he led the mare through the winding streets. Mrs. Mash had prepared quite a meal, braised carrots and a delicious salad; she even made apple smoothies for desert. Button and Laruam helped clean up afterward, washing and drying the dishes respectively.

“I think I’m gonna get some sleep,” Button sighed. The exhaustion from the past two days of excitement and terror weighing heavily upon colt, seemingly catching up with him out of nowhere after he’d finished his dinner. “Have a good night mom, you too Laruam,” he said, yawning as he plodded off towards his room.

“Good night dear,” Mrs. Mash responded, watching as the colt made his leave. As she finished wrapping and storing the leftovers she turned her attention to Laruam. “I’m probably going to go up and lay down myself shortly to do a little reading. Just come and knock on my door if you need anything,” Mrs. Mash commented.

“Yes ma’am,” the ghostly mare replied, brushing the mane from her face. “A...and thank you for letting me stay, I’ll help out wherever I can.”

Button’s mom smiled back sheepishly at the mare. She really wanted to like the little pony but it might take a little while for her to become accustomed to her somewhat unusual features, namely the lack of eyes. “It’s no trouble, and thanks for the offer,” she kindly said. “Have a good night.”

With that Button’s mom trotted off to the stairs and up to her room; ready to relax with a good book after the whirlwind of events earlier in the afternoon. Laruam slunk off to her couch; easing herself down and enjoying the comfy cushions which lay in stark contrast to the confines of the painting in which she had dwelt. The mare lounged contentedly, comfortable and warm in the home of the colt who’d stolen her heart.

~
Later that night
~

Button rolled over, feeling something caress his leg beneath the sheets. The sensation of soft fur crept up his body, settling on, and pressing against, his stomach. He fidgeted a bit but the weight against him aroused him from his slumber. Looking down he noticed a substantial bulge under the cover, almost like another pony had crawled into bed with him. His mind, still half asleep, remembered all too well the nightmarish scenario which had unfolded the night prior. Easing the blanket up he looked beneath it; only to be greeted by Laruam grinning back up at him. It wasn’t some horrifying rictus smile, but one of warmth and serenity.

“How’d you get in here?” the colt whispered, peeking back over the covers to his still closed bedroom door. “Mom’ll kill me if she finds you in here!”

“I guess I’d just have to disappear then wouldn’t I?” the mare snickered before her smile slowly faded. “I...I just wanted to see you again, I promise I wasn’t gonna do anything bad.”

The colt reached down, affectionately rubbing her mane. “You’ll get to see me plenty, it’s not like I’m going anywhere,” he sighed mirthfully.

“C...can I just lay here with you for a bit,” Laruam asked, snuggling up against him.

“Sure, but if we get busted I’m pinning this on you,” Button replied, squirming in place and wrapping his foreleg around her.

Laruam just laid there, in Button’s embrace. She couldn’t say for certain but she was sure that the two of them would have plenty of exciting and heartwarming adventures together, but that’s a story for another time.

Bad Ending

Button hesitantly approached Laruam from behind. Her tail was slightly raised as it tantalizingly flicked from side to side, inviting the colt nearer. He leaned closer, salivating as he inspected her glistening marehood and drawing in its heady and exhilarating musk. The colt’s tongue experimentally ran across her moistened slit, causing the mare to moan as her tangy juices danced over his taste buds.

“Mmmm, Button,” Laruam groaned, pressing her hips back to meet his face.

The mare’s taste was exquisite, tangy and sweet. As Button continued his ministrations his stallionhood began to throb, a bead of pre dripping from its head as it yearned to bury itself in the warm confines of the female before him.

“Take me Button, make me your mare,” Laruam sighed, her neck cracking slightly as she looked back at him.

Rearing back the colt staggered forward, locking his forelegs around Laruam’s ample hips. He panted, losing himself to his lust, as he awkwardly humped at the mare’s rear; his member prodding her cheeks as it desperately sought entrance. Finally, feeling her moist and supple lips, he drove forward, burying himself in her and causing the mare to moan. Button froze, feeling his length surrounded by her slick confines. He’d could have never anticipated that this nightmarish adventure would wind up with him losing his virginity to a ghoulish pony but here he was, balls deep in a ghastly equine and it felt absolutely amazing.

Experimentally, Button started pumping his hips, withdrawing his length before driving it back forward. He felt Laruam’s plump rear meet him with every thrust, her soft fur and supple flesh giving a slight jiggle with each impact. The only sounds in the well were those of heavy breathing and the soft slapping of flesh against flesh.

“That’s right,” Laruam cooed, her hair snaking back and caressing the young stallion, “it feels good doesn’t it?”

“It’s amazing,” Button huffed, clumsily humping away. He could feel Laruam contracting her marehood, rhythmically squeezing his shaft as it plumbed her depths. The inexperienced colt could already feel himself getting close, he hadn’t expected he’d last long but he wished he’d have at least made her cum first. “I...I don’t think I’ll be able to last much longer,” he stammered.

“Mmmmmm,” Laruam hummed, craning her neck backward at a wholly unnatural angle. “Do it Button. I want to feel your seed gushing deep inside of me,” she moaned, gyrating her hips while impaled on his shaft.

The colt winced, ramming himself as deep as possible as his body shuddered. “Gaaaaaaah!” Button cried, an impossibly powerful orgasm overtaking him. He could feel the head of his cock flare, and his shaft pulsate, as the first shots of thick cum rocketed into the mare.

“Such a good boy,” Laruam murmured, her prehensile mane slowly coiling around Button’s neck as he blew his load.

Button was blissfully unaware of fibrous strands of hair as they wrapped around this throat. His mind was awash in pleasure as his body submitted to its base instincts of breeding the mare. Only too late did he realize the peril at hand as her hair constricted around him, choking him of air and causing him to panic. The colt gasped and sputtered, fighting to fill his lungs as his body continued to unload its seed.

“You didn’t really think this would end well did you?” Laruam asked, her head twisting counter clockwise until it was nearly upside down. “The poor little colt helping the woeful mare?” she chuckled, the flesh over where her eyes would have been dissolving to reveal the bottomless pits of madness beneath.

The colt’s eyes watered as he helplessly writhed, struggling against his tormentor. He would have screamed if he could but he couldn’t breathe, let alone make a sound.

“Let him go!” a voice boomed from high above as the well was illuminated by a brilliant violet light.

Both Button and Laruam looked upward, spotting a blazing violet comet rocketing down towards them. The nightmarish mare cast her prey aside, turning to face the interloper. Button crashed against the wall, coughing and heaving breath into his lungs.

“Aaaaaaah,” Laruam whispered, “a princess. I’m honored.”

“I don’t know who or what you are,” Twilight Sparkle growled, screeching to a halt and hovering before the nightmarish creature, “but I will not let you hurt my friends.”

Laruam began to softly chuckle, her laugh steadily building to an insane cackle, as she faced the alicorn. “And I don’t know who you are but, at this point, I don’t care. I have what I came for so I shall make my leave. You don-” her words were cut short by a cascade of blazing energy washing over the mare’s pallid frame and obscuring her from view.

“Twi...cough...Twilight!” Button shouted, struggling to get to his hooves.

Twilight either ignored or didn’t hear the colt as she continued her sorcerous onslaught, pouring a veritable tsunami of arcane force onto Laruam. Suddenly a mass of corded hair shot through her magic, wrapping around Twilight’s neck and causing her to lose focus.

“I will notbe captured again!” Laruam roared, slamming the alicorn against one wall. “You and your ilk put me here in the first place and now that I have what I came for I’m leaving,” she continued, smashing Twilight against the opposite side of the well before dropping her limp form to the water below.

Button watched the confrontation in utter horror; if Laruam could stand up to an alicorn then things were far worse than he could have imagined. “Why,” he asked to the nightmarish pony as tears streamed down his face, “why would you do all this.”

“Because I’ve been trapped in this damn painting for over a millennia,” Laruam responded, her baleful gaze shifting to the colt.

“But I thought you died here, that you were some poor mare who had a terrible accident,” Button whimpered, limping over to Twilight’s crumpled form. The princess was breathing but she wasn’t in good shape, one of her wings was clearly broken and a small trail of blood leaked from her snout.

“I suffered a fate worse than death,” Laruam chided, “after I was caught I was left in here to rot for eternity.”

“But why?” Button questioned, trying to make sense of the situation.

“Because, while I was blind when I lived, I was far from helpless,” the ghoulish mare flatly stated. “All those ponies who’d tormented me, mares and stallions alike, I’d lure them to this well and dispatch them. If it hadn’t been for the inquest from Star Swirl I likely wouldn’t have been apprehended. The old bastard imprisoned me in this painting as punishment for my crimes. As for you,” she hissed, drawing closer to the terrified colt, “you were simply lucky enough to draw my attention.”

“Why me though? What did I do?” Button pleaded, desperate to understand.

“I wasn’t lying when I said you reminded me of my lover,” Laruam whispered. “But what I didn’t tell you was that he betrayed me. Over time I found out that he was running off with another mare, mistakenly thinking that I wouldn’t catch on to his adulterous ways but he was wrong,” she growled. “After I found out I invited him out for a picnic in a small glade I knew of in the woods…”

Button gulped, fearing he knew what became of the poor stallion.

“Needless to say Switch suffered a small accident,” Laruam mused, grinning madly as the memory washed over her. “It was so liberating. All those years everyone thought I was some helpless mare but that moment changed everything; I held the power of life and death in my hooves and it was intoxicating. I knew that all of those other ponies would pay, as retribution and to prevent them from bringing suffering to anypony else,” she giggled, her perverse logic having long ago driven her over the brink of insanity. “All I needed to escape this place,” she whispered, reaching out to caress Button’s face with her hoof, “was the essence of an innocent, willingly given.”

Button began to weep over Twilight, there was little else he could do in the face of such an abomination. The revelation that he’d unwittingly given this creature what she’d needed to be set free was soul crushing.

“Wha...what’re you going to do with us?” Button tearfully asked.

“You can both rot down here for all I care,” Laruam spat. “Tell the princess if she values her life not to come looking for me,” she continued, looking to the downed alicorn. “And as for you,” she crooned, leaning in and giving Button a kiss on the cheek, “I may come and pay you a visit. If you’re able to escape this hole that is.”

The colt looked up as Laruam began to inexplicably sink into the water, the delirium of her gaze boring into him as she disappeared.

After nearly an hour Twilight regained consciousness; wounded though she was, the alicorn was able to teleport them back to her castle using the same arcane spellcraft which had brought her there. Despite Twilight’s best efforts Laruam was unable to be found, the painting in which she had been imprisoned simply vanished. Periodic reports of a spectral mare with supernatural powers arose occasionally from across Equestria although with very little, if any, leads regarding the creature’s whereabouts.

Button, while glad to be back in Ponyville, had been thoroughly traumatized. When the colt could sleep it was fitful, often ending with him awakening in panic. Occasionally he’s swear he saw Laruam lurking in reflections or in the long shadows of twilight, but he couldn’t be sure. Something told him that he’d run into her again, sooner or later, and he dreaded that reunion should it ever take place. All the little colt could do was bide his time and live his life, biding his time for the ghoulish mare to return...