Moonlight Scales: The Spread

Chapters

Chapter 1
Chapter 2
Swallowed Whole

Chapter 1

“Onward!” Twilight declared, pointing her hoof at the ceiling. She slithered towards the door.

“Wait, Twilight. Wait a minute,” Moondancer said. “We can’t go out there looking like this, especially not all at once. Ponies will notice us!”

“Moondancer’s right,” Fluttershy said. “If we just go out into the open, we’ll get caught, and probably taken to Celestia, and then we wouldn’t able to feed our hungry bellies,” Fluttershy rubbed at her belly, speaking like it was a baby she had to take care of.

“Okay, okay,” Twilight said. “Calm down, everyone. I have a plan.”

“Is it a ‘go down on each other’ kind of plan?” Pinkie asked, waving her tail. “Because I have to admit, I’m kind of horny.”

“No, it’s not that kind of plan!” Twilight snapped. “For Celestia’s sake, Pinkie, keep it in your pants for a hot minute. There will be plenty of time to go down on each other later. No, my plan …”

Twilight’s horn flashed and filled the room with the color of her magic. After the flash was gone, the four lamias were all turned back into normal ponies, or so it seemed.

“Is a disguise spell,” Twilight said proudly, gesturing towards the door. “It’s not perfect. A strong enough shock will dispel it, our shadows will give us away, and our weights will match our real bodies if we end up on a scale, though I don’t see how that could happen. But other than that, we’re completely normal to the naked eye.” She opened the door and bowed. “Shall we?”

The others giggled, excitement bursting within them, as they went out the door.

“What to do, what to do first?” Pinkie Pie wondered, rubbing her hands with anticipation. She scanned the Canterlot homes. “So many ponies … so many options.”

“The best course of action would be to split up,” Twilight said. “It won’t take long for our other friends in Ponyville to wonder what’s wrong if you two stay here too long. Go back home and … let them know I’m alright,” Twilight smirked, her euphemism clear. “Moondancer and I will stay here and take care of Canterlot.”

“But what if Celestia finds you?” Fluttershy asked.

“Leave that to me,” Twilight said, “I’ll deal with her. Sweet-talk to get her off our backs long enough that we can keep going … and if that fails, well …” Twilight mimed the closing of a jaw, bringing her fingers together into one lock. “Chomp. In she’ll go.”

Fluttershy giggled, though that and the compliment which followed seemed to be more out of delirium from her recent hypnosis rather than genuine amazement. “You’re so smart, Twilight.”

“Okay, bye!” Pinkie and Fluttershy waved as they broke away from the party.

“While they do that,” Twilight said, “where would you like to hit up first, Moondancer?”

“Isn’t it obvious?” Moondancer said. “I would like to pay a visit to our old friends, Minutte and Lemon Hearts.”

“Ooh!” Twilight squealed, getting a terrifying glint in her eye. “I like the cut of your jib, Moondancer.” She ran a hand over her stomach. “Those two ought to be quite filling, yes.” Her stomach rumbled eagerly at the thought of consuming Moondancer’s friends.

Minuette and Lemon Hearts wandered around the library, looking for signs of Moondancer. They hadn't heard a peep from Moondancer for a day or two and were beginning to grow concerned. It wasn't unusual for Moondancer to be asocial, but she would normally at least put a note on her door explaining she didn't feel like hanging out or got caught up in a research project.

"Where could she be?" Minuette asked Lemon Hearts.

They had gone to Moondancer's house to see if maybe Moondancer had posted a note to the door where there was none yesterday, or the day before, that might explain her whereabouts and grant them some relief. Alas, no such luck. They had gone to Moondancer's house, gone inside Moondancer's house, walked around in search of her, called out her name, and found nothing with no response from her. They even tried her lab, but the door was locked tight and they couldn't get inside. So Lemon Hearts had suggested the library, which really, should have been their first choice after the house, but they had gone and searched the lab and they were here searching in the library now.

"Moondancer!" Lemon Hearts called. "Moondancer!" She risked getting into trouble with the librarians by raising her voice ever so slightly.

"Who is calling me?" Moondancer's voice came from around the corner. Lemon Hearts and Minuette clapped and turned to each other as if to confirm they heard the same thing, smiling. "Who’s interrupting my reading time?"

Moondancer walked out from behind the bookshelves, holding an open book in her hand, balancing it on her palm. She turned to see Lemon Hearts and Minuette, then pushed her glasses up to make sure it was them.

"Moondancer!" Lemon Hearts screamed, running up to Moondancer and forcing her into a hug, causing Moondancer to drop her book. "You're okay!"

"We've been so worried about you," Minuette said, wrapping her arms around Moondancer, joining in the hug. "We haven't heard a word from you in days! What's going on?"

"Nothing, nothing, I just ..." Moondancer wrapped her arms tighter around the other two. She moaned breathily. "So warm."

"What?" Lemon Hearts asked, confused.

"Nothing, it’s nothing," Moondancer parted from them and adjusted her glasses. "So, how have you guys been?"

"We just told you; worried sick!" Minuette placed a hand over her heart. "How come you didn't leave a note on your door? Why didn't you send a letter, or a spell, or say hi in the grocery aisle, or something?"

"I was busy," Moondancer said, taking a nervous posture.

"Doing what?" Minuette said. "What could you possibly be doing that would make you too busy for your friends?"

"Oh, look, you made me drop my book," Mooondancer said, going to pick up the book as if she hadn't heard Minuette. She licked her finger and thumbed through the pages to inspect them for any damage from the fall.

"I believe I can answer that," Twilight said, appearing from behind the corner. "Moondancer was busy taking care of me."

"Twilight, what a surprise!" Lemon Hearts said. "It's nice to see you again."

"Nice to see you, too," Twilight said, hands behind her back. Lemon Hearts didn't notice Twilight lick her lips. "Very nice." She started moving towards Lemon Hearts, but Moondancer stuck a palm into Twilight's stomach and stopped her cold. She shook her head, as if reminding Twilight of something.

Twilight nodded. Lemon Hearts and Minuette could only guess what words had passed between them in their silence.

"So, care to join us?" Twilight offered. "We could sit down and read, go out for a drink, maybe have a snack or two ... all sorts of things."

"Reading sounds lovely," Lemon Hearts said, bracing a hand against her chest. "Ooh, this is all happening so fast. First Moondancer disappears for days, now you show up, and then we learn you were sick! So sick Moondancer had to take care of you? Slowing down with a decent book might be a good way to get my heart rate back down."

"I know just the thing," Twilight said, picking a random book off from the shelf. "How about A History of Magic, Volume XIII, Revised Edition, Now With Updated Footnotes And Back Summary?"

"Er," Lemon Hearts and Minuette glanced at each other. Neither of them wanted to dig into something as big and meaty as a history book, but they also didn't want to hurt Twilight's feelings by rejecting her first suggestion.

"Oh, I get it," Twilight said, "you two think history is boring."

"No, no, that's not it at all!" Lemon Hearts said. "We both know history is ... important and good to learn from the past, but ..." Lemon Hearts paused. "We do find reading about it a little ... unengaging."

"No, no, it's fine," Twilight said, flipping through the book idly before putting it back. "The font on this printing is terrible, anyway. Let's see, what else is there ... oh, I know!" Seeming to know exactly where every book was, she picked out three which looked like a random selection to Lemon Hearts and Minuette, but she and Moondancer knew better. This had been carefully planned.

"How about some books on recipes, hypnosis, and acceptance?" Twilight offered, holding a book each on the respective subject.

"That's ... random, but okay!" Lemon Hearts said. "I'm sure Celestia's state dinners could do with a bit of spicing up."

"And I could use the hypnosis to help with my bad sleep," Minuette said. "Been having just a tiny bit of trouble lately.”

"Oh, don't worry, Minuette," Twilight gave a warm and playful smile. "Moondancer and I know exactly how to get you to sleep just fine." She glanced at Moondancer, who stifled a giggle.

"Shall we find somewhere to sit and read these?" Twilight suggested, and the rest of them went along with. They found a table to sit at and four chairs to go with it so they could gather together and read their books.

"Ooh, this kiwi lime pie looks amazing," Lemon Hearts commented, turning to a random page on the textbook.

"It does, it really does," Twilight agreed. "But you know what looks even better? The stew on page 136," Twilight reached over and flipped the pages for Lemon Hearts and pointed to the picture. Lemon Hearts gave a big 'ooh.'

"That does look nice," Lemon Hearts said.

"Yeah," Twilight said dreamily, "nothing better than a meal where you don't have to do anything but sit back, relax, and let it happen. Just sit there and ... let it stew." She stretched her arms and leaned back in her chair as if to demonstrate.

"I'm curious," Minuette said. "You said Moondancer was taking care of you while you were sick, Twilight?"

"Yeah."

"What were you sick of?" Minuette asked. "It's not contagious, is it?"

"Contagious?" Twilight looked at Moondancer. "Oh, I don't know, it's a little contagious." She and Moondancer covered their mouths as a giggle passed between them.

"What's so funny?" Lemon Hearts asked, alternating looks between Twilight and Moondancer in her confusion.

"Oh, nothing," Twilight insisted. "Yes, it was a little contagious, but I'm all better now, thanks to Moondancer." She leaned over and gave Moondancer a peck on the lips. Lemon Hearts and Minuette blushed, not sure what to think of Twilight doing that.

Applejack leaned against the outside wall of the Carousel Boutique, waiting for Rarity to come out. She didn't have to wait long.

"Applejack!" Rarity expressed with surprise when she did come out of the building not too soon after Applejack had placed herself there. "What are you doing out here at this hour?"

"I'm worried," Applejack said. "Twilight, Fluttershy, and Pinkie Pie haven't been back from Canterlot in what, almost five days now? We told Fluttershy and Pinkie to bring Twilight back. What if whatever got Twilight got to them, too?"

"Now, now, Applejack, you're worrying too much! That's bad for you, you know. You'll get wrinkles." She pinched Applejack's cheek. "Why, I think I see some already."

"Ha ha." Applejack swatted Rarity's hand away. "This is serious, Rarity. What if in they're in trouble?"

"I am sure they are just fine," Rarity said. "It's no problem if they want to stay in Canterlot for five days, or even a week, or more! Who wouldn't stay in Canterlot, given the chance? The glitz, the glamour! The rich and wealthy elite!"

"Uh, is that last one supposed to be a selling point?" Applejack asked dubiously.

"My point is, Canterlot is a very lovely city, and we shouldn't begrudge our friends for wanting to take full advantage of everything it has to offer during their stay. Why, it's even possible Twilight decided to stay for awhile because she was feeling nostalgic for her old home town."

"I guess so," Applejack said. She heard a familiar wing beat with rhythm she knew.

"Hey guys," Rainbow Dash said, flapping overhead. "What's going on? Why are we all at Carousel Boutique! Ooh! Is Photo Finish coming over for another photo shoot? Or Sapphire Shores? Or Hoity Toity, or-?"

"I was just explaining to Applejack that she shouldn't be worrying so much about our friends in Canterlot just yet," Rarity wisely cut Rainbow Dash off while gesturing to Applejack as she spoke. "It's not unusual for ponies to want to stay there a week or more. However ..." she pressed a finger against her chin. "It is possible we will want to start worrying if they're not back by a month's time or so."

"Huh. Okay, well, I can fly right over to Canterlot right now and check on them if you want. In fact, I think I'll do that right now!" Rainbow reared up to go soaring off to Canterlot.

"Rainbow!" Applejack snapped. "Y'all may be a Wonderbolt, but you can't just go flying off like that! You can't make the trip all the way from here to Canterlot in a day without some provisions!"

"Are you sure?" Dash asked cheekily. "I mean, I can see it from my house." She grinned smarmily.

Applejack narrowed her eyes and glared daggers.

"Thank you, Rainbow Dash, but that won't be necessary,” Fluttershy said as she and Pinkie arrived.

"Fluttershy!" Applejack expressed with delight.

"What am I, chopped peppermint?" Pinkie asked.

"And you too, Pinkie," Applejack tipped her hat. She ran up to Fluttershy and embraced her, barely paying attention to the shiver Fluttershy gave in response. She attributed it to Fluttershy's shyness and issues with being touched and personal space.

"Where have y'all been?" Applejack asked, parting while keeping her hands on Fluttershy's shoulders.

"Uh, to Canterlot?" Pinkie Pie answered. "You know, to go check on Twilight Sparkle? Like you sent us to do?" She idly did one of her usual cartwheels, rolling away from the group before cartwheeling back.

"Well, yeah, I know that, but what took ya so long? And where's Twilight? Why isn't she with you?"

Fluttershy pressed a finger to Applejack's lip to silence. She gave Applejack a lustful glare and giggled before answering.

"Twilight is just fine," Fluttershy said. "She's just getting to know Moondancer."

"I thought she did know Moondancer," Applejack said, scratching her head in confusion.

"She's been getting to know Moondancer ... intimately," Fluttershy said. "As for us, well ..."

"Okay, well, first, when we got there, we were hungry," Pinkie Pie said, and Fluttershy perked up at the word hungry, "so we went to get some oat fries, but then we bumped into Moondancer, and we asked how Twilight was doing, and she told us she was taking care of Twilight and wanted us to butt out - she didn't quite put it like that, but that was the message - and then after awhile we followed her, but she wasn't at her house, or so we thought, but then Twilight and Moondancer popped out from behind us and-"

Fluttershy stuffed a hand into Pinkie's mouth to shut her up.

"It’s just that a lot happened," Fluttershy said. "Pinkie and I wanted to get back to our normal, Ponyville cuisine, but Twilight wanted to stay with Moondancer and try a few new restaurants that opened up."

"See?" Rarity said, resting a hand on Applejack's shoulder. "I told you they were fine. Well, darlings, now that you're back, what would you like to do? Maybe go to the spa with moi? Or do you just want to head back home?"

"Actually," Fluttershy said, rocking on her feet coquettishly, "I am feeling a bit peckish. I could go for a bite."

"We can do that," Applejack said. "And what about you, Pinkie?"

"I'm good," Pinkie Pie said, bouncing up and down, full of energy as always. "All I want is to hang out with Rainbow Dash and Rarity.."

"Naturally," Rainbow Dash said proudly, gesturing to herself. "Who wouldn't want to hang out with me?"

"Ooh!" Applejack stomped her foot and shook with rage. "Between you and Rarity, Rainbow, I can't decide which one of you has the bigger ego! Come on, Fluttershy, let's go find someplace to eat and get out of here."

"Hmph. Well, I never!" Rarity huffed and went back inside the Boutique.

"Come on, Pinkie Pie," Rainbow Dash grabbed a cloud and flew down, picking Pinkie Pie in the cloud. "Let's find someplace cool to hang out."

“Actually, Rainbow Dash, can I get a rain check on that?” Pinkie Pie asked. “I’ve had a really exciting trip, and I’d rather sit down inside the boutique first. I’ll tell you about it later.”

“Okay,” Dash flicked her tail. “That’s cool.” She flew off, desperately trying to keep her insecurity issues from flaring up at being Pinkie’s second choice.

The rest went their separate ways, Pinkie going with Rarity and Applejack going with Fluttershy.

Applejack's temper remained in a flared up state, something which Fluttershy easily noticed.

"Hey," Fluttershy said, placing a hand on Applejack's shoulder. "I know you're upset right now, but you shouldn't be mad at Rarity and Rainbow Dash. They haven't done anything wrong."

Applejack sighed, her anger deflating some. "I know that, but sometimes they can just be so annoying with those big egos of theirs. With Rainbow's "I'm so awesome" this and Rarity's "I told you so" that ..." Applejack sighed in disgust.

"I know," Fluttershy cooed softly, massaging Applejack's shoulder. "Believe me, I know. I've known Rainbow Dash for longer than you have. But I wouldn't still be her friend if she didn't have some redeeming qualities."

Applejack chortled. "Yeah, that's true. Say, uh, Fluttershy? Could you let go of my shoulder?"

Fluttershy uneasily popped her hand off. "Sorry."

“These sure are a lot of good recipes,” Lemon Hearts commented, flipping to another page in the cookbook.

“Yes,” Twilight said, making lovey-dovey eyes at Moondancer before getting a hold of herself. “They are lovely, aren’t they?” She reached over and cupped Lemon’s chin, stroking it. “So many different varieties of food to eat, to drink. To sit and slurp and suck and chew on and relax with …”

Minuette became very uncomfortable with Twilight’s stroking. She gave a nervous chuckle. “So, um, Twilight! I hear you live in a gorgeous castle now. Tell me what that’s like?”

“Oh, it’s nothing much,” Twilight said. “It’s pretty, but not all that deep. Very cold. Not like me or Moondancer.”

“Yeah,” Moondancer wrapped an arm over Twilight. “We’re full of warmth and love.”

Minuette chuckled awkwardly again. “Say now, girls, we’ve been in this stuffy library for awhile. Why don’t we go outside for fresh air and get something to eat?”

“Eat?” Twilight and Moondancer perked up at the idea.

“I would love something to eat,” Moondancer said.

“Yes, that sounds fantastic,” Twilight agreed. “But why should we have to go to a restaurant to find something, when we have a delicious meal right here?”

“Uh, do you have, um, some bagels on you or something? Because I don’t see any food here,” Minuette said.

“I think you know what we’re talking about,” Moondancer said, giving a wink.

“I think I do!” Minuutte said with fright. She grabbed Lemon Hearts by the shoulders and lifted her up out of the chair. “Come on, Lemon Hearts, let’s go back home.”

“Home?” Lemon Hearts asked. “But weren’t Twilight and Moondancer going to take us out for a meal?”

“Yes, Lemon Hearts,” Minuette said, “Twilight and Moondancer were about to take us for a meal.”

“I don’t get it,” Lemon Hearts said.

“Aah, all these talk about meals!” Moondancer shouted, slamming her hands on the table. “I can’t take it anymore! I’m sorry, Twilight, but I need to feed!” She rose up, dismissing Twilight’s illusion and revealing her tail as she rose up.

“Oh,” Lemon Hearts said. She looked at Minuette. “I see.”

The two of them let out a scream and ran down the library aisles, calling out for help.

“Ssh,” Twilight said, dispelling her illusion and climbing onto the table, slithering up and over it. “Don’t you two know better than to be loud in a library!?” She shot a beam of purple light from her horn, which rose up over the bookshelves and spread, forming a dome around the library shelves.

“A cone of silence!” Lemon Hearts shouted with dismay.

“Yes, Lemon Hearts, I know what it is and what it does,” Minuette replied, annoyed.

“Come back here!” Moondancer shouted. “We just want to eat you up! I promise, it feels much better than it sounds!”

“For some reason I don’t believe you,” Lemon Hearts said as she and Minuette rounded the corner and dove down another library aisle.

“Minuette,” Twilight called, “Minuette! Come out, baby. Don’t you want to feel nice and relax and stew in our stomach fluids like we talked about? How nice it would be to sit back and just let yourself stew?”

“Stew,” Minuette said, blinking her eyes. She began to move out from the aisle, but Minuette caught her by the shoulders and held her back.

“A hypnotic trigger,” Lemon Hearts said. “I should have known. Horse apples. What am I supposed to do now?” She dragged Minuette back, bumping into the library desk as she moved. Thankfully, she didn’t make too much noise.

“Minuette, sweetie!” Twilight called. “If you really want to be eaten by me so you can stew, I need you to let me know where you are!”

Minuette was about to call out, but Lemon Hearts put a hand over Minuette’s mouth to silence her. “Get it together, Minuette! Do you not understand they want to eat us?”

Minuette grumbled something. She grabbed a book off the shelf and dropped it to the floor, making a thud.

“Ponyfeathers,” Lemon Hearts thought.

“Ah-ha!” Twilight and Moondancer exclaimed, peering in down the aisle.

“I knew you still had to be somewhere in here,” Twilight growled as she and Moondancer
slithered inside.

“Oh, um, ah ...” Lemon Hearts thought in alarm. She looked at the shelves and got an idea. She picked up a book and held it open. “Don’t come any closer, or I’ll tear this book apart!”

Twilight and Moondancer paused.

“You wouldn’t dare,” Moondancer said.

“I would dare!” Lemon Hearts said. She opened the book and began flexing it so hard the spine began to stretch. Moondancer grimaced, covering her eyes in pain at the sight of a tome of knowledge being abused in such a fashion.

“Moondancer, if there’s one thing I’ve learned since I went to Ponyville, it’s this; books are not always as irreplaceable as you think they are,” Twilight said. She aimed her horn and fired, blasting the book and making it disappear.

“What … but ...” Moondancer stammered, looking at Twilight with shock and hurt at this betrayal. Twilight’s horn flared, and the book reappeared in her hand, good as new.

“Gah, um ...” Lemon Hearts got another idea. She grabbed two books from the shelf and threw them, bonking Twilight and Moondancer on the heads. Twilight rubbed the spot where the book hit and growled.

Lemon Hearts grabbed Minuette and ran down the aisle. She occasionally stopped to knock a few books off the shelf to leave a roadblock, or to pick one up and take blind aim, tossing it without looking in the hopes of striking either one of the lamias on the head.

“Minuette, I know you must be feeling pretty foggy in the head right now, but I really need you to wake up and focus,” Lemon Hearts said, slapping Minuette across the cheek.

“Ow! Oh, um ...” Minuette stammered. “What’s going on?”

“Twilight and Moondancer have turned into snake pony things and are trying to eat us.”

“Eat us?” Minuette asked in surprise, before getting a dreamy expression on her face. “Eat us ...” she said this like it was the most lovely thing in the world.

“Focus!” Lemon Hearts said, slapping Lemon Hearts again. “We need to figure out how to make them not eat us, or, at the very least, how get away from them before they do!”

“Okay,” Minuette said. “How do we do that?”

“Well, they’re moving pretty fast, we’re in a library, and Twilight put up a cone of silence,” Lemon Hearts recapped. “So I’m all for ideas.”

“What about the fire exit?” Minuette suggested.

“That’s … that’s brilliant, Minuette.. Why didn’t I think of that?”

Minuette blushed. “It’s just what I do.”

"Oh, Minuette!" Twilight called, appearing before the two and blocking off their escape. She flicked her tongue out at them and hissed.

"Come here, Minuette," Twilight called, crooking her finger. Her eyes turned into pink and purple spirals which quickly ensnared Lemon Hearts in their dazzling gleam.

"Uh?" Minuette groaned, her eyes matching Twilight's.

"You're so cute, Minuette. I could just eat you up," Twilight said.

"Eat me up," Minuette repeated, moving towards Twilight.

Lemon Hearts slapped a hand around Minuette’s eyes and pulled her back, trying to keep distance between them and Twilight.

"I have had just about enough of your interference," Twilight said. She shot out her tail, hitting Lemon Hearts in the gut and knocking Lemon Hearts onto her back. Lemon Hearts grunted when she hit the floor.

Minuette groaned and wobbled, caught in an awkward state of half-hypnotized and half-not.

"Where was I? Oh yes, Minuette. Come here, Minuette. Come here so you can relax and stew."

"Stew!" Minuette beamed and merrily went over to Twilight. Twilight curled her tail around Minuette's ankles and lifted her up, hanging her upside while wrapping her tail further down Minuette's body.

Twilight locked eyes with Lemon, cupping her cheeks. "Are you excited to be eaten by me, Minuette?"

Minuette giggled, her eyes filled with rings of purple. "Yes, Twilight. I'm excited."

"Can you ... show me?" Twilight asked, pulling down Minuette's pants. "Show me your excitement, Minuette." She gently pressed a finger against Minuette's labia, giving Lemon Hearts a soft stroke.

"No!" Lemon Hearts shouted. She got to her feet and grabbed a book from off the shelf. She arched back, preparing her arm, but something grabbed hold of the book and pulled it back, prying it out of her grip.

Lemon Hearts turned around to see Moondancer raising up from the other side, using her magic to hold up the book.

"End of the line, Lemon Hearts," Moondancer said. "That'll be enough interruptions from you."

Lemon Hearts gasped. She looked down the aisle and saw there was a space between Twilight's coils and the shelves wide enough for her to fit through. By now, she knew she couldn't save Minuette. But she could still save herself.

"That's what you think!" Lemon Hearts declared, grabbing two books and hurling them at Moondancer. She caught Moondancer off guard, and though Moondancer was able to react in time to stop the books with magic, it was enough to let Lemon Hearts dash out from the aisle and slip past Twilight.

Twilight glanced over as Lemon Hearts passed her by, wondering what to do.

"I've got her," Moondancer said, slithering after Lemon Hearts with a speed uncanny for a large snake.

With Lemon Hearts taken care of, Twilight turned her attention back to Minuette. "Now, Minuette, can I trust you?"

"Of course, mistress," Minuette said. "You can trust me."

"I can trust that you want to be eaten by me?" Twilight asked seductively, cupping Minutee’s chin.

"Yes, I want to be eaten by you."

"You want to go into my mouth and down my throat?"

"Yes! Into the mouth, down the throat, into your belly!"

"And ..." Twilight looked on with approval as Minuette's vagina put out some pre-cum which got all over her finger. "Once you're in my throat, you'll cum?"

"Yes, yes, I'll cum, just let me inside you!" Minuette said.

"Even if it means cumming yourself silly?" Twilight teased.

"Especially that!" Minuette said, struggling and writhing. "Just - just eat me, please, already! I can't stand it. I want inside you, Twilight." She began to tear up.

"Now, now, don't cry," Twilight wiped away one of her tears. "I won't keep you waiting for much longer. I won't keep you waiting at all, in fact."

Twilight opened and unhinged her jaw. Minuette moaned and smiled softly, her vag spewing out more precum in anticipation.

Twilight lifted Minuette up over her mouth like a crane, then uncoiled her tail, letting Minuette drop inside. Twilight moaned with pleasure as Minuette’'s upper body hit the inside of her mouth. She ran her tongue over Minuette's face, her cheeks, her neck, down to Minuette’'s breasts as Minuette's body made its way inside, slowly, like a vermin pushing against a plastic wall.

Twilight moaned, half-closing her eyes. It felt so good to have a pony inside her mouth again after taking so long to get to this point. Her own vagina twitched, and she couldn't stop herself from sticking her tail into her labia and stroking herself.

Minuette squealed and moaned, loving the squishy sensations as she slid down Twilight's esophagus. She opened her mouth wide as she creamed herself, cum squirting and dripping down her vagina.

She hit the floor of Twilight's stomach with a grunt, but she shrugged off the pain. All that mattered was that she was inside Twilight now. That she came inside Twilight, and could do it again and again until she had filled Twilight up with her cum.

Images of Twilight flashed through her mind. Minuette’s clit ached, begging for attention and her left hand obliged, while her right hand gently massaged her breasts.

Fill Twilight. Cum for Twilight.

She slipped one of her fingers into her wet pussy, then another one and another one. Digestive and transformative liquids covered her body as she squirmed in ecstasy. She kept pumping in and out of herself, even as small, smooth scales appeared on her legs.

More. More cum for Twilight.

The scales continued to spread with every wave of pleasure rocketing through her body as she filled Twilight’s stomach with more and more of her girl juice.

More. Not enough. Must cum more!

A massive pressure built up in her groan as she kept going and going. So close. She could feel it. Something big was coming.

“Ah!” Minuette screamed in utter pleasure. Her whole body shuddered and she threw her head back as a mind-shattering orgasm accompanied her legs merging into one long scaly tail completing her transformation.

Twilight moaned, rubbing her stomach and relaxing. She was about to sit back and let the process for Minuette go on until she heard the alarm bell ring. Lemon Hearts had gotten to the fire exit.

Grumbling, Twilight turned and slithered away somewhere private. She recast her illusion spell to give herself the appearance of her normal legs, then dismissed her cone of silence before anyone could see it. Casually, she walked towards the exit, blending into the crowd of ponies who rushed to the exit at the sound of bell, keeping her eye out for both Lemon Hearts and Moondancer.

"Boy," Applejack said, "arguing with Rarity sure does work up an appetite." She and Fluttershy were sitting at a table with their menus out.

"Does it?" Fluttershy asked, her menu still on the table. "I wouldn't know."

"Of course you wouldn't," Applejack said. "You ain't got much of a stomach for arguing, do you, Fluttershy?"

"Stomach?" Fluttershy said. Applejack didn't notice the twitch in her eye, nor the pursing of her lips.

"Gee," Applejack said, unimpressed with the restaurant's menu. "You think a place like this would have a better list of things to eat."

"Eat," Fluttershy repeated.

"I mean, look at this dreck." Applejack smacked the menu. "Most of this stuff wouldn't even feed Granny Smith, and she's got the appetite of well, a granny. Uh, Fluttershy?" Applejack noticed Fluttershy covering her ears, looking like she was about to blow her top like a volcano. "You okay?"

"No!" Fluttershy answered, swatting the silverware off the table, to Applejack's shock. She stood up and slammed her fists on the table. "I was going to wait before I did this, Applejack, get you comfortable, set the mood, maybe take you back to my place, but I can't take it anymore! You just had to go on and on about food and eating and stomaches! We're doing this now!"

"Well," Applejack said, "we are at a restaurant." She chuckled awkwardly.

Fluttershy glared at Applejack. She grunted, lifting up the table and tossing it onto its side, drawing the attention of other restaurant-goers.

Applejack saw Fluttershy's bottom half replaced by a large, yellow tail, and she knew she was in trouble. More had gone on in Canterlot than she and Rarity had been led to believe.

"Uh-oh." Applejack murmured to herself. She bolted out of her chair and made a beeline for the door, Fluttershy hot on her tale, Fluttershy’s tail shifting from side to side as she gave chase.

Author's Note

There were some changes in the draft of this chapter over who got away and who didn't, so just in case I didn't catch every instance and correct it; Minutte is the one who gets hypnotized and eaten. Lemon Hearts escapes.

The commissioner themself contributed a little bit of writing to this chapter. Just thought I'd acknowledge that.

Chapter 2

“Whoa, Fluttershy!” one of the patrons exclaimed. “Since when do you do that?”

Fluttershy glared at the patron, her eye twitching, and the patron realized she’d made a mistake.

“You are interrupting my meal,” Fluttershy growled. She picked a chair with her tail and tossed it at the patron, who dove out of the way.

“Fluttershy!” Applejack snapped. “That wasn’t necessary!”

Fluttershy slithered towards Applejack, hissing and flicking her tongue. Her large tail gave her a considerable amount of added height which made her tower over Applejack.

Applejack raised her hands up in surrender. “Uh, now, now, Fluttershy, I didn’t mean anything by it.”

“Oh, I know you didn’t, Applejack, but here’s the thing; I don’t care.” Fluttershy flicked her tongue again. “I want you in my belly.”

“Well, now, I would really rather not be in your belly, so is there anyway we could come to any kind of compromise? Maybe you can just eat my hat?” Applejack pulled her hat off in offering.

“No,” Fluttershy said. “It has to be flesh. It has to be a pony.”

“Well now, that doesn’t sound a like good choice of meal,” Applejack said, making her way towards the door. “Ponies are tough, you know, and smart. You try to eat a pony, they’ll fight back. Could I interest you in some apples instead?”

“I don’t mind,” Fluttershy said. “The struggle just makes it taste sweeter when I do catch them.”

What a very un-Fluttershy-like thing to say. It took Applejack a moment to come to terms to the new reality of the situation. This wasn’t just Fluttershy, but corrupted by some dark villain or another. This was a new, different beast, one who liked to toy with her prey and would not be dissuaded.

Seeing the despair on Applejack’s face, one of the restaurant patrons, a unicorn, decided to do something to help. He used his magic to levitate a chair and threw it at Fluttershy, smacking her in the side.

Fluttershy turned towards the unicorn and hissed loudly, baring her fangs, her tongue wiggling like a mad serpent of its own.

“Thank y’all kindly!” Applejack shouted, making a beeline for the door.

“Applejack!” Fluttershy shouted. She glared at the unicorn. “I’ll deal with you later.”

Still hissing furiously, Fluttershy slithered out of the restaurant after Applejack.

Applejack ran into the middle of the street, panting and huffing. She looked around for avenues of escape or somewhere to hide where Fluttershy wouldn’t find her.

“Applejack!” Fluttershy shouted, barreling towards Fluttershy at an impressive speed for such a large creature.

“Oh no,” Applejack’s eyes widened when she realized what a bad position she was in. Fluttershy moving towards her at high speed, nowhere to hide, nowhere to run …

Applejack thought she was saved by divine intervention, as a lightning bolt struck the ground in front of Fluttershy moments before she would have caught up with Applejack. But no, it was just Rainbow Dash riding a cloud.

“Hey,” Dash said, “I was just flying over the neighborhood and heard screams of terror. Thought something might be wrong, but I gotta admit, Fluttershy wouldn’t have made my top ten guesses about what.”

“Never mind that!” Applejack said. “Get us out of here before she gets her bearings!”

“Roger!” Rainbow Dash flew down, riding the cloud like a steed, and picked Applejack up, hoisting Applejack onto her back.

Fluttershy rubbed her eyes, the lightning bolt blinding her momentarily. She regained some vision, thought it was cloudy and fuzzy, and looked up, able to make out that Rainbow Dash was escaping with her prey.

“Rainbow Dash,” Fluttershy hissed with malice, enraged that her meal had been stolen from her. She attempted to flap her wings, but her wings hadn’t changed size with the rest of her body, and her tail proved much too large for her wings to carry. At best, she could use it to lift up the upper half of her body if she tripped. Applejack and Rainbow Dash were safe from her clutches, at least for now.

“What’s wrong with her?” Dash asked as they flew away, gesturing to Fluttershy.

“I don’t know, but I’m pretty sure a lot more happened in Canterlot than she or Pinkie Pie told us,” Applejack said.

“Pinkie Pie!” Dash exclaimed. “Oh my gosh, we need to go warn Rarity!”

“Well? Don’t just stand there flying on that cloud with your lips flapping, turn this thing around and let’s get to the boutique!”

Rainbow Dash pulled on the cloud’s reins and steered the cloud, turning it around and heading in the direction of the Carousel Boutique.

Pinkie Pie laid stretched out across Rarity's fainting couch, lying about lazily with her arm over her eyes.

"Can I get you anything, darling?" Rarity asked, approaching Pinkie Pie and rubbing her hands together. "I'm sure you're eager to get back to good old-fashioned Ponyville juices after being in Canterlot for so long."

"It wasn't that long," Pinkie Pie said.

"No, I suppose not, but still, absence makes the heart grow fonder, and I imagine it would perk you right up for some Sweet Apple Acres cider after nothing but Canterlot champagnes." She said with a sigh and a touch of envy in her voice. She looked down at Pinkie Pie. "You do seem rather lethargic by Pinkie Pie standards."

"Do I?" Pinkie asked. "Sorry. I'm just waiting on something."

"On what?"

"That would be telling. It's a secret."

"Well, alright then, if that's the way you feel," Rarity said. She turned to leave the room. "Let me know if you need anything."

"Rarity, wait," Pinkie raised her arm out to reach Rarity. "There is something you could do for me."

"What's that, darling?"

"Come here," Pinkie crooked her finger. Rarity complied, walking up to the couch.

"Lean in closer," Pinkie instructed. "Closer." She added when Rarity was too far away for her liking.

"Oh my," Rarity blushed. "This is awfully close. Pinkie, if you're about to confess some hidden feelings for me, I'm not sure right now is the time."

"Nah, I'm not gonna do that," Pinkie said. "But do I want you to relax ... and look into my eyes."

"If you insist," Rarity said, shrugging. She looked into Pinkie's eyes and was instantly struck by blue and pink spirals that swirled infinitely, drawing her in with the unending look into a seeming colorful oblivion. "Uh?"

"Ssh, don't question it, just relax," Pinkie said. "Relax and look into my eyes."

"Look into your eyes," Rarity said.

"You trust me, don't you, Rarity?"

"Yes," Rarity said, her arms falling limp at her sides. "I trust you."

"Good," Pinkie Pie said. "Strip for me, Rarity. Take your shirt off."

"My shirt?" Rarity asked, even though her hand latched onto the front of her tee.

"You heard me," Pinkie Pie said, narrowing her eyes. "Take your shirt off."

"Okay," Rarity said, the hypnosis causing a dull, pleasant smile to appear on her face. She proceeded to lift her shirt off and toss it to the floor. "What else can I do for you?"

"Come closer," Pinkie said. "Sit on my lap."

Rarity did as Pinkie told her to, her mind slipping slowly away. I ... eh, what's going on?

"Take your bra off, Rarity," Pinkie said.

"Yes. Take ... bra off," Rarity peeled off her bra, tossing it and letting it join her shirt on the floor.

"Rub your boobs on my face," Pinkie ordered.

What? No, that's perverted, Rarity thought, moments before leaning forward and smothering Pinkie's face, rubbing her tits onto Pinkie's cheeks like sponges. But it'll make her happy! And I want to make her happy, don't I?

"Mm," Pinkie moaned and wriggled underneath Rarity. She motorboated Rarity's cleavage, enjoying the sound they made when she blew on Rarity’s boobs. Rarity flinched, not prepared for this, but continued to rub her boobs on Pinkie’s face.

Pinkie undid the illusion spell and began wrapping her tail around Rarity's waist, starting from there and working her way up.

"Okay, Rarity," Pinkie pushed Rarity away. "You can stop rubbing your boobs now. Just relax and let Pinkie Pie take care of the rest. Have you ever wondered what it's like to be eaten?"

"Have I ever ...?" Rarity began.

"Never mind, I'll answer that for you," Pinkie Pie said. "Yes, you have. You've wanted to experience it for so long. The warmth. The release that comes from knowing you'll be inside someone's stomach and that everything will be taken care of. All you have to do is relax, and want it. You want to be eaten. You've wanted to be eaten for so long, the suspense is almost too much to bear. Why, you could almost cum. Once you're inside, you're going to cum."

"Cum?" Rarity asked, confused. "Cum from being eaten?"

"That's what I said," Pinkie Pie said, "and that's what's going to happen."

Pinkie Pie lifted Rarity up. She began the process of unhinging her jaw.

Rainbow Dash and Applejack burst in through the door, armed with baseball bats.

"Pinkie Pie," Applejack pointed, "you let her go right now, or I swear to Celestia I'll-"

Pinkie Pie sped up her pace, unhinging her jaw further and hastily shoving Rarity inside.

"No!" Rainbow Dash spread her wings and flew at Pinkie Pie with the bat raised, but she was too slow. A lump went down Pinkie Pie's throat, Pinkie Pie moaning with satisfaction as Rarity's cum leaked out of her mouth.

"Let her go, you - you thing!" Rainbow Dash shouted. She took a swing with the bat, but Pinkie Pie shot her tail into the air and knocked Rainbow Dash to the floor.

"Why would I do that?" Pinkie Pie asked. "She's happy where she is. Besides, I'm hungry."

"So eat a snack cake," Rainbow Dash growled, getting to her feet.

"You know, Dash, you really shouldn't be too mad at me," Pinkie Pie said. "If you went through what I'm going through ... if you could feel the hunger, the cold ... you'd understand why I have to do this. Besides, she's enjoying it. Isn't that right, Rarity?" Pinkie squeezed her belly for an answer, but nothing came back in reply.

"Oh well," Pinkie Pie said. "I'm sure she's fine. In fact, she's probably having the time of her life! Cumming inside my stomach, filling me up with her warm juices ... ooh." Pinkie cupped her cheek and moaned.

"Pardon me if I don't quite believe that's true," Applejack said.

"Well, you can believe it or not, but that's the truth!" Pinkie Pie said. She looked between Dash and Applejack. "You know, maybe I should have you two join her! Then you could feel what me and Twilight and all the others are feeling all the time and understand why!" She shot her tail out and tried to grab Applejack. Applejack ducked out of the way in time, hitting the floor and rolling to put some distance between herself and Pinkie's tail.

"Not happening," Applejack said. "Not today."

"Let Rarity go!" Rainbow Dash shouted, flying behind Pinkie and knocking her on the head with the bat. Pinkie turned to glare at Dash for a brief moment before lashing her tail around Dash's ankle and slamming Dash onto the couch.

"What is that even made of?" Dash wondered. "Whoa, whoa!" she tried to keep her balance when Pinkie lifted her into the air, holding her upside down like a cocoon.

"Get ready to go inside my belly, Rainbow Dash!" Pinkie Pie said.

Pinkie Pie unhinged her jaw and moved her tail to drop Rainbow Dash inside.

“Y’all let her go!” Applejack ran towards the stretch of Pinkie’s tail that was still lying on the floor and stepped on it, causing Pinkie to relax her grip enough for Rainbow Dash to slip her foot out.

Rainbow Dash floated in the air, swinging her bat around wildly to hit Pinkie Pie. Pinkie Pie bobbed and weaved around it, using her tail to great advantage to move around, though she was caught off-guard by Applejack bashing her with her bat from behind.

“Applejack! I can’t believe you hit someone in the back! You of all ponies!”

As Pinkie Pie did her battle with the would-be rescuers, Rarity traveled further Pinkie’s body, sliding through the esophagus and being dumped out onto Pinkie’s stomach.

Rarity giggled, feeling good and light-headed. After all, Pinkie Pie would never do anything to hurt her, right?

"Mmm," Rarity groaned, beginning to come out of her hypnosis a little bit. "W-what?" She searched around, her eyes rolling around the room she was in. "Where am I?" Her eyes widened when she felt the room shift, as if something was hitting her.

Just relax, Rarity, Pinkie's voice whispered in her mind. Just relax.

"Relax?" Rarity asked, lapsing back into the hypnosis. "Why would I relax? I don't know where I am."

Sure you do. You're safe and sound in my tummy.

"Your tummy?" Rarity asked drowsily.

Yes, that's right, my tummy. And you don't think I would ever hurt you, do you?

"No," Rarity admitted, even if a small part of her was beginning to question that.

That's right, because I'm your friend, and you can trust me. So just relax. Why don't you play with your boobs a little to calm yourself down? You know, like you did for me before?

"I did?" Rarity asked, before the memory came back to her and she found it oddly pleasant. "I did!" She eagerly and happily rolled her jugs with her hands, bouncing them up and down while she lay still.

Another thud impacted the room, and Rarity was sent rolling off to the side.

"What was that?" Rarity asked.

It's nothing, Pinkie told her. Gah! That hurt, Rainbow Dash! ... it's nothing, it's nothing. Just relax.

"Relax," Rarity repeated.

Play with your boobs, and relax,

"Play with my boobs, and relax," Rarity repeated, a dull smile creeping across her face. She continued bouncing her boobies.

Good, good. Are you relaxed, Rarity?

"I am," Rarity answered, "I'm very relaxed."

Good, Good. You should see a hole with a kind of ... blanket in it somewhere. Do you see it?

"I see it," Rarity answered turning towards the hole.

Go over to it. Go inside.

"Go inside the hole," Rarity understood.

Yes, perfect, Pinkie said.

Rarity walked over to the hole, still rolling her tits around, and she tucked herself inside the 'blanket', which seemed to be a thin layer of some unknown substance.

The hole she was in filled up with a strange, amber liquid which felt rather pleasant on her body, like a nice bubble bath.

"Hmm?" Rarity wondered, feeling an odd sensation down in her legs. She tried to lift her head up to look, but the blanket was sticky and hold her back. Nonetheless, she could still see the tops of her feet developing a cross hatching pattern on them.

"Wha?" Rarity asked. "What is that?" She felt an odd sensation in her stomach, as if it just doubled in size like a balloon filling up. "What's happening to me?" She wiggled, trying to get out of the hole. "Pinkie Pie, I don't want to play this game anymore!"

Rarity, just relax. Relax. Let it happen. I promise you won't be hurt.

"Are you sure?" Rarity asked.

Pinkie Promise.

"Well, okay ..." Rarity said. "If you're going to Pinkie Promise ... I guess it can't be too bad.”

That's right, Rarity. It won't be too bad. It might even be good! But you have to relax, first. Take a deep breath. Relax.

"Relax," Rarity said. She inhaled sharply and exhaled the same way, letting out a pleasant moan as a pleasurable, tingling sensation developed in her vagina. She raised her eyebrow when she felt her thighs stick together like glue, and felt her knee caps sink into her knees, disappearing altogether.

Bit by bit she could feel it as her feet were gone away, and began fusing together into a single appendage. The fusing process traveled up her legs, locking her knees into one joint, which she felt disappear as well, replaced by something that felt much smoother and longer.

Lifting her head up again, Rarity saw her legs becoming a purple snake tail, with blue diamond patterns forming across its scales.

The blanket, evidently pleased with the process, curled up and peeled away, unsticking itself from Rarity.

Rarity sat upright, placing her hands on the squishy floor. She regarded the tail with curiosity. She was alarmed when it began acting on its, curling up and inserting its tip into her vagina, pumping and thrusting inside with its scaly, smooth sensations.

"Ooh," Rarity moaned, panting and breathing heavily. "Oh yes, oh, yes! Ah! Harder! Faster!"

The tail complied, ramming in and out of her like a battering ram against a wall in a siege. Rarity felt her vagina wink as her orgasm neared.

She barely noticed light pour into the room from some exit, or how the room began shifting to pull her toward said exit. All she was focused on was her own pleasure and gratification.

She didn't even bat an eye when she popped her head out of Pinkie's widening vagina, nor question why Rainbow Dash and Applejack were in her boutique with baseball bats.

Dash and Applejack stopped what they were doing when they saw Rarity's head poke out.

"Rarity?" Applejack asked.

"Are you okay?" Rainbow Dash asked. "Are you ... you?"

"I'm fine, darlings, why do you ask? Ooh!" Rarity moaned again, her tail not done with her yet. She was pushed all the way out of Pinkie's slit, her lower half becoming slicked over with a liquid she'd rather not dwell on the nature of it, and she was dropped unceremoniously onto her floor. She didn't even complain about the indignity of it all.

Rainbow Dash and Applejack covered their mouths in shock. Rarity remained oblivious to them, only caring about her tail pumping her vagina. She didn't notice how it had stopped and control had transferred over to her now; she could pull the tail out anytime she wanted to. But that presumed she wanted to.

"Oh, yes, yes!" Rarity moaned, her tail pumping in and out of her like a seesaw. "Ah!" She breathed heavily in her climax, cum spitting out of her slit and getting inside the cracks of her scales.

"Ooh ... ooh ..." Rarity rolled over onto her stomach, propping her up with her arms and tail. "That was fantastic! Er." She looked up Dash and Applejack. "What are you doing with those bats, darling?"

"We need to get out of here!" Applejack said to Dash. She and Dash bolted for the exit.

"Don't let them get away!" Pinkie Pie shouted.

"Don't let who what?" Rarity asked. She rubbed a temple. "I'm sorry, Pinkie Pie, I'm feeling very tired and confused right now, so you're going to have to catch me up on what's going on."

Pinkie Pie sighed. "Fine. Okay. So, here's the deal ..."

Lemon Heart ran through the Canterlot streets, hurrying for dear life. She needed to get the rest of their friends before Twilight and Moondancer devoured anyone else in their circle of friends.

She ran to Twinkleshine’s house and pounded on the door. “Twinkleshine! Twinkleshine!”

Twinkleshine opened the door. Lemon Heart, in her panic, didn’t notice and proceeded to knock on Twinkleshine’s face.

“Ow, ow, stop! Lemon Heart, stop!” Twinkleshine grabbed Lemon Heart’s wrist. “What is so urgent that you have to smack me in the face for it?”

“Twilight and Moondancer have turned into snake ponies and they ate Minuette and they tried to eat me and they’re going to eat everyone unless we can stop them!” Lemon Heart said.

Twinkleshine blinked, idly working her jaw as she tried to understand this. “Okay, okay, just … give a minute to figure out what it is you just said.”

Lemon Heart grabbed Twinkleshine’s hand and wrenched her out of the doorway. “There’s no time for that! Come on! We need to tell Princess Celestia! She’s the only one who can help!”

“Couldn’t Princess Luna help?” Twinkleshine suggested. “Or better yet, Cadence? Or Yakyakistan? Or Discord? I hear he’s reformed now.”

“Okay, fine,” Lemon Heart rolled her eyes. “There are a number of potential entities who could possibly help us, but Celestia is the only one we have a chance of getting to in time, unless you happen to have a rocket that’ll take us to the moon!”

“I’m not sure Luna actually lives on the-”

“Whatever!”

Lemon Heart dragged Twinkleshine down the street. Ponies stopped and looked at them oddly, wondering what their hurry was.

They rounded a corner and Lemon Heart smashed head first into a wall, taking the brunt of the impact and sparing Twinkleshine from suffering.

“Huh?” Lemon Heart asked. She looked around saw the wall was a pink force field or cone of silence spell, a glimmering pink dome that kept them trapped. She felt her hands around the wall, hoping to find a weak spot. “This wasn’t here before …”

The sounds of hissing snakes surrounded them. Lemon Heart’s eyes widened, her face paled, and her heart sank.

“Oh no.”

“Oh, yes,” Twilight hissed, appearing on the side of the dome. Moondancer appeared on the opposite side, and they slithered around, criss-crossing and trapping Lemon Heart and Twinkleshine in a circle of coils.

“We knew you would try to bring in help, Lemon Heart,” Twilight said, “so we tracked you down and cast a few spells to slow your progress.”

“Make no mistake,” Moondancer said, “you are going to be eaten by us, and you are going to like it.”

“You can’t do that!” Lemon Heart said, pointing a finger at them. “We’re right in the middle of a Canterlot street! There are ponies all around us! Surely some of them will stop to help us.”

“Did I mention the part where we cast a bunch of spells? I think I mentioned that part. Didn’t I mention that part, Moondancer?” Twilight asked.

“You did, you did,” Moondancer nodded.

“Among those spells being a cone of silence, so no pony can hear you scream, an invisibility spell, so no pony can even see the force field if they’re outside it, and a mirage spell that makes it look like we’re just a circus tent that broke down. No pony is coming to help you,” Twilight growled with a sadistic relish in her voice.

“No. No!” Lemon Heart backed away, only to hit against the force field. “That can’t be true. It can’t end like this!”

“Oh, but it can! And it will!” Twilight hissed, flicking her tongue out, causing Twinkleshine to shudder in disgust.

“We’re going to be eaten!” Twinkleshine despaired. “Eaten alive!”

“Allow me to clarify something, if that will calm you,” Moondancer said. “Yes, you are going to be eaten alive, but you’re not going to die. Instead, what will happen is that you will be put into our bellies and be turned into beautiful snake ponies like ourselves.”

“That’s supposed to make me feel better how?” Twinkleshine asked.

“Wait, we don’t have to put up with this!” Lemon Heart said. “We can fight back!” Lemon Heart aimed her horn and strained. A spark appeared on her horn’s tip, but it quickly fizzled out into a pitiful display.

“Oh yes,” Twilight said, “I should mention one of those spells was an anti-magic spell as well,”

Lemon Heart and Twinkleshine looked at each other with despairing eyes. They clung on to each other tightly. “We’re doomed!”

Twilight chuckled darkly. “Yes. Yes, you are.”

Moondancer and Twilight slithered around the two of them, circling closer and closer, their tails overlapping each like the tops of mountains, seeming to stretch on for infinity.

Twinkleshine stopped holding Lemon Heart. She broke away from her and stood defiantly. “You know what, Lemon Heart? Maybe we’re not doomed. True, we might not have our magic … we might not have any chance of calling for help. But we don’t have to stay here and take this. We can still stand and fight! What do you say? Are you with me?”

Lemon Heart cried a little, even as she smiled. She took Twinkleshine’s hand. “I’m with you.”

“Not that this isn’t very sweet and toching, but …” Twilight said.

Twilight’s tail lassoed itself around Lemon Heart’s body, and Moondancer’s did the same to Twinkleshine, wrapping itself around her waist and binding her arms, lifting her up into the air.

“We really are doomed!” Lemon Heart and Twinkleshine moaned in despair.

“Come on, AJ! Let’s go!” Rainbow Dash said, hustling towards the entrance.

“Yeah, yeah, I’m moving, I’m moving!” Applejack said, trying to hold her hat down as she ran after Rainbow Dash. “Not all of us move or fly as fast as you, Dash! Might be nice if you’d offer a ride …” she grumbled.

“Not so fast!” Fluttershy shouted, bursting through the door, causing Rainbow Dash and Applejack to screech to a stop. Her bangs fell over her face, her eyes bloodshot and she panted heavily.

“You,” Fluttershy pointed at Applejack, “owe me a meal.”

“Can I get you to take a rain check on that?” Applejack asked, already knowing the answer was no.

“Get in my belly!” Fluttershy screamed. She lunged at them, using her wings to carry her upper half off the ground and enable to move more agilely. Rainbow Dash grabbed Applejack and flew her up and away from Fluttershy, who snatched at them with her claws. Dash dodged away before Fluttershy had an idea and swung around, batting Dash and Applejack with her tail, throwing them into the wall.

“Careful, darlings!” Rarity shouted. “Repairs for this place can be quite expensive!”

“We wouldn’t have to do repairs if you would get up and help out,” Pinkie Pie said, putting her arms under Rarity’s shoulders and helping Rarity to stand on her tail.

“I’m sorry, darling, I’m still terribly confused about what’s going and what you want me to do.” Rarity’s eyes bugged out, the thought of what Pinkie wanted her to do causing her to undergo a hypnotic relapse. “Didn’t you want me to play with my breasts?”

“Well, earlier, yes, but-”

Rarity ignored Pinkie, proceeding to take off her bra and toss it away so she could be free to jiggle her boobs for Pinkie’s enjoyment. Pinkie blushed, and Fluttershy, Applejack, and Rainbow Dash all stared in complete confusion.

“I can explain,” Pinkie Pie said, hoping to salvage herself in the eyes of at least her lamia partner-in-crime.

“Okay,” Applejack said, “that was kinda distracting, I’ll give you that, but let’s get back to what matters.”

“Yeah,” Rainbow Dash said, “like, how do we fix you guys?”

“I don’t need fixing,” Fluttershy growled. “I need feeding.” She swatted her tail again, narrowly missing Rainbow Dash, who avoided the blow by flying into the air again, but the tail struck Applejack in the head and knocked her down.

“Applejack!” Rainbow Dash shouted.

Fluttershy lassoed her tail around Applejack’s waist, lifting her up from the ground and bringing Applejack over to her.

“Now …” Fluttershy’s eyes turned into pink and yellow spirals that matched her coat and mane. “Let’s see if we can do this right this time. Look at me, Applejack. Look at me.” She cupped Applejack’s chin and lifted Applejack’s head up.

Applejack tried to resist by closing her eyes. Fluttershy scoffed. She pinched the skin around Applejack’s eye and pulled it taut, forcing her eyelid open.

Rainbow Dash reared up her bat and swooped, trying to bean Fluttershy in the head, but Fluttershy ducked, her serpertine body allowing her to adjust herself with ease to make it so that Rainbow Dash missed her completely.

“Rarity, quit embarrassing yourself and go help Fluttershy!” Pinkie Pie shouted, pushing Rarity forward.

Rarity stumbled and fell down. “Oof! Really, darling, that was unnecessary.” She unsteadily got back up, having more trouble adjusting to her new proportions than Fluttershy did. “Now, what am I doing? Rainbow Dash? Dash, darling, could you come over here? I’d like to talk to you!”

“Yeah, right!” Rainbow Dash shouted. She looked at her bat and considered her options.

Rarity leaned down and slithered towards Rainbow Dash.

Dash looked between Rarity and Fluttershy, trying to come up with a plan. Realizing she could use her powers of flight to good advantage, she rose up and flew down, smashing her foot into Rarity’s forehead and pinning her.

“Ow!”

“Sorry, Rarity,” Dash raised up her baseball bat, “I wouldn’t do this if I had any other choice!” She brought the bat down on Rarity’s back, dealing Rarity a strong blow and knocking the wind out of her.

With Rarity taken care off, Dash flew back up and spun around, building up momentum. Once she felt a sufficient amount of energy going through her, she let go of the bat and let it fly, turning it into a missile that struck Fluttershy right in the head.

There was enough speed for it to come faster than Fluttershy could react, and enough force to knock Fluttershy completely off balance, undoing the loops she had bound Applejack with.

“Oh, what?” Applejack asked, having gone under the hypnosis long enough to leave her dazed.

“Come on!” Rainbow Dash sped towards Applejack, picking her up and flying towards the exit.

“Oh, no you don’t!” Fluttershy shot her tail out and lashed it around Applejack’s ankle, pulling her down and dragging Rainbow Dash with her.

Rainbow Dash was sweating. She was running out of ideas and not having a good one to get out of this situation. Something did occur to her, and it was a last, desperate resort that she’d hoped she’d never have to do, and certainly something she never wanted to do again.

“Hey, Fluttershy!” Dash shouted. “Why are you such a big scaredy-cat crybaby? I mean, honestly. So many things make you jump and squeal, it’s a wonder how you even function! And can’t you handle not having a meal for once in your life? I mean, what are you, a big baby?”

“Hey!” Pinkie Pie shouted. “Fluttershy is not a big baby!”

“Really, darling, that was totally unnecessary! Completely uncalled for!” Rarity glared.

“What … I’m not … Rainbow Dash, how could you say something like that?” Fluttershy cried, eyes watering and sniffling. She let go of Applejack’s tail. “I thought you were my friend.”

“I am,” Rainbow Dash said, “I’m sorry, Fluttershy. Had to be done!” She quickly flew out of the boutique with Applejack as fast as possible, tackling the door open and shooting for the skies the minute she was out from under the boutique’s roof.

Fluttershy continued sniffling for awhile before she understood and realized what just happened. Anger replacing her hurt feelings at Dash’s bullying, she slithered to the door.

“RAINBOW DAAAASH! GET BACK HERE WITH MY MEAL!”

Swallowed Whole

Moondancer and Twilight entwined their tails around Lemon Heart and Twinkleshine, wrapping their coils tighter and tighter around their hapless, helpless victims, their tails creating an alternating pattern of purple and white for Lemon Heart and Twinkleshine's prison.

Twinkleshine struggled, writhing around in a doomed effort to get free before she met her fate.

"Well, Twinkleshine, old buddy, old pal, I guess this is it. This is the end," Lemon Heart said. "We're gonna get eaten and turned into snake monsters. It's been nice knowing you. The real you."

"That's it, Lemon Heart," Moondancer said. "Give in. Accept your fate. No! Do better than acceptance. Embrace it!"

"The real you, wait, that's it!" Twinkleshine said. "Twilight Sparkle! Listen to me, you have to stop! This isn't you! It's not real! The real Twilight Sparkle I know would never do this to her friends!"

Twilight chuckled darkly, immediately throwing a stone onto Twinkleshine's foolishly rising hopes. "Oh no?" She moved her upper half closer towards Twinkleshine and pressed a finger against Twinkleshine's chin. "Well, let me ask you this; would the real Twilight do anything to make sure she and her friends were as close as possible?"

Twinkleshine gulped at Twilight's reasoning. "Y-yes?"

"And wouldn't going inside me, literally inside me, be as close as you could ever possibly get?"

"I mean, I guess you have a point. Wait, no, I mean! Twilight, listen to me-"

Twilight grabbed Twinkleshine by the cheeks and grabbed her head, bringing her forward so their noses were touching.

"No, you listen to me," Twilight said. "I am hungry. I haven't had anything to eat all day and there's only one meal in all of Equestria savory enough, sweet enough, thick and heavy enough to sate my hunger. That's my friends, my friends who I love so, so much. So much that I would even eat them! Swallow them whole! So I can feel their love for me deep inside my bowels." Twilight growled and hissed, baring her teeth.

Twinkleshine chuckled awkward. "Uh, is there anything I can say to make you change your mind?"

Twilight glared. "No." She began her hypnosis, cupping Twinkleshine's cheeks and filling her vision with swimming spirals of purple and pink.

"Uh? What?" Twinkleshine asked. She'd been expecting it, but she still wasn't prepared for how Twilight's hypnosis drained her mind so quickly and easily. It was so fast, The minute Twilight turned those shining, dark lights on her face, her entire body seemed to numb, and both stiffen and relax at the same time.

"It's so pretty," Twinkleshine muttered, speaking slowly as her higher brain functions were drained down. "It's like looking off a cliff. So beautiful ..."

"That's right, Twinkleshine," Twilight said, "keep staring. Relaxing. My eyes are so pretty, so beautiful. So beautiful, in fact, that they turn you on."

"Turn me on," Twinkleshine repeated, and in an instant her snatch was partly wet.

"You can your mind fading away, fogging, clouding," Twilight said. "You're forgetting everything."

"Everything."

"Everything, that is, except for your love for me. Your love for your friends. Your desire to be inside my stomach." Twilight stroked Twinkleshine's chin. "A desire that you've always had, ever since I came back to Canterlot, and you saw a snake eat a snail. Ever since you saw that bulge going down that snail's slithering body, you've wondered what it would be like ... to be eaten. To be consumed like that, body and soul, utterly ... utterly consumed."

"Utterly consumed," Twinkleshine repeated, nodding her head back slightly. Twilight pushed a finger down on her forehead and made sure they maintained eye contact.

"Oh well," Lemon Heart said. "At least I'll get to see Minutte again."

"Minutte? Oh, don't worry about her," Moondancer said. "We've taken good care of her already. Are you ready?"

"No," Lemon Heart answered.

Moondancer chuckled. "I imagine you know I'm still going to do it."

"Yup."

"Look into my eyes," Moondancer instructed, brushing Lemon Heart's hair and cupping her cheek. Moondancer's eyes turned into swirling pools of red and white, like a peppermint candy.

Lemon Heart tried to fight it, or at least delay it as long as possible, by closing her eyes.

Moondancer raised her hand to Lemon Heart's face, but Lemon Heart bobbed her head back and forth like a swinging punching bag and made it as difficult for Moondancer as she could.

"Argh!" Moondancer shrieked in frustration. She used her magic to take hold of Lemon Heart's eyelids and force them open.

"Look into my eyes!" Moondancer snapped, grabbing Lemon Heart by the throat.

"Now, Moondancer," Twilight said softly as she brushed a hand through Twinkleshine's hair. "That's not necessary. You just have to be gentle with her, like the way you would with any friend."

Twilight kept brushing Twinkleshine's hair. Twinkleshine moaned, her eyes totally reflecting Twilight's spirals. A bit of drool was slipping out of her mouth.

Twilight chuckled to herself, then ran her hand through Twinkleshine's hair one more time. She lowered her hand from Twinkleshine's hair to her shoulder, then carried over to Twinkleshine's boob, giving it a poke as if testing it before grabbing it with a firm squeeze. When Twinkleshine's only reaction to the groping was a soft moan, Twilight knew she was ready.

"Okay, Twinkleshine," Twilight said. "I'm going to eat you now, alright?"

"That's fine," Twinkleshine answered, smiling dopily and still drooling.

"I need you to do something for me, though," Twilight said. "When you hit my throat ... when I drop you into my mouth, I want you to cum for me. Cum like you've never done it before and will never do it again. Fill my mouth with your sweet, sweet juices. But that should be easy for it, shouldn't it?" She poked Twinkleshine in the nose. "After all, you've wanted this for so long."

"Yes," Twinkleshine said. "I've always wanted this for so long."

"So very, very long!" Twilight said, her shoulders bouncing as she laughed. "Now, let's get you into my belly."

Twilight relaxed her coils just enough to get Twinkleshine out. She let Moondancer have a minute to adjust her coils to make sure Lemon Heart couldn't get out, then lifted Twinkleshine into the air with unicorn magic.

Twilight grabbed Twinkleshine by the hips, licking her lips to savor the moment. She opened and unhinged her jaw and lowered Twinkleshine into it.

"Ah ... ooh ... oh!" Twinkleshine moaned and shivered, her arousal and anticipating increasing the closer and closer she got to Twilight's mouth.

Twilight threw her head back to make it easier to drop Twinkleshine inside.

Twilight carried Twinkleshine to just shy of touching her mouth. Twinkleshine moaned and writhed, her vagina overflowing with juices of anticipation. Her pre traveled down her stomach, leaving a dark streak through her shirt.

"Ooh! Twilight! Please! I can't take it anymore! Please let me cum inside you!"

Twilight dropped Twinkleshine into her cavernous mouth. Twinkleshine screamed as she traveled down Twilight's throat like a snake sucking up a rat, her tail swishing back and forth as Twilight gulped her down.

Twinkleshine let out a ridiculous amount of cum, squirting and splashing it all over the bottom of Twilight's mouth, some of it shooting over and dripping down the sides of Twilight's mouth.

Moondancer glanced over and saw this, and had an idea for what she could do with Lemon Heart.

"Lemon Heart," Moondancer grabbed Lemon Heart's head and turned it towards Twilight. "Look. Look at that. Look at how happy Twinkleshine is, going inside Twilight like that. Look how satisfying it is to be eaten. Look ... at all that cum."

"Uh?" Lemon Heart asked, in a fugue state. Moondancer's hypnosis hadn't gotten far enough to reduce her to a total slavering wreck like Twinkleshine, but it was enough to leave her in a suggestible state even when she wasn't looking directly at Moondancer.

"See how happy she is?" Moondancer asked.

"Happy," Lemon Heart repeated. Wait, what? No! It's a trap! Don't fall for it! Fight! You can't trust Moondancer! That's not Moondancer! That's not your friend!

Still, she couldn't help but notice the streaks of cum trailing down the sides of Twilight's mouth, almost reaching Twilight's neck. Twilight must have done something right to get that to happen.

Fight it, Lemon Heart told herself, you've got to fight it, Lemon Heart! You're Equestria's only hope against these snakes!

"Look back at me, Lemon Heart," Moondancer ordered, twisting Lemon Heart's head back to her. "Look at my face. Look at my mouth." Moondancer smiled broadly, showing off all her pointed fangs.

"Don't you think I can make you feel like that?" Moondancer asked, pointing to Twilight and Twinkleshine, who'd been swallowed up to her thighs. "Just let me try, Lemon Heart. I can make you feel good. I can make you feel fantastic."

"You can ... you can make me feel fantastic," Lemon Heart repeated. Arg, no, it's a trick! A dirty, rotten trick!

"Lemon Heart, Lemon Heart," Moondancer grabbed Lemon Heart's chin. "Look into my eyes carefully and relax."

Despite her warnings to herself, Lemon Heart looked into Moondancer's eyes and ended up letting herself by hypnotized further. Further enough to start believing Moondancer's lies. At least that was how she thought of them, even though Moondancer hadn't told her anything that wasn't technically true since wrapping her huge snake tail around her.

"I can make you feel good," Moondancer said. "Almost as good as Twinkleshine. No! Better than Twinkleshine. But you have to trust me." Moondancer put her finger into Lemon Heart's and began twirling it, spooling a thread of pale-blue hair around her knuckle. "Do you trust me?"

"I ... I!" Lemon Heart stuttered, before the last of her resistance faded away. Must not ... mustn't ... must ... trust her. No choice. Have to trust her.

"I trust you," Lemon Heart said, breaking into a big smile, drooling and looking at Moondancer with absolute adoration in her eyes.

"Ready for me to make you feel good?" Moondancer asked.

Lemon Heart nodded.

"You know what you have to do?" Moondancer asked.

"Let you eat me," Twinkleshine answered.

"That's right! Very good," Moondancer said. "Are you ready?" She breathed in a sultry whisper, all but blowing air into Lemon Heart's ears.

"I'm ready," Lemon Heart answered enthusiastically.

Moondancer lifted Lemon Heart up with her tail. She rotated Lemon Heart upside down, with her feet hanging in the air. Moondancer opened her jaw wide, making an aah noise, and relaxed every coil in her tail at once, allowing Lemon Heart to slide out and drop right inside her mouth.

"MMh!" Moondancer moaned, her eyes fluttering as her mouth was overwhelmed with the taste of Lemon Heart's cum. The taste of Lemon Heart, for that matter. It was almost like eating two snakes eating ponies close together resulted in an exponential increase in pleasure that transferred between them like radio waves.

Moondancer moaned again, lifting her tail and inserting it into her vagina, beginning to pleasure herself. With how good it felt to have Lemon Heart inside her mouth, how could she possibly not? She had to take advantage of it and make the most of the moment.

Moondancer sighed as the last of Lemon Heart went down her mouth and into her throat. Trails of cum leaked down her chin.

"That was so good," Moondancer said as she began to pleasure herself.

Twilight finished up with her meal as well. Twinkleshine's feet and the tip of her tail were still visible, but Twilight soon fixed that, and Twinkleshine went down. A bulge formed in Twilight's throat as her meal was sent on its way.

Twilight noticed Moondancer pleasuring and stroking herself by pumping her tail in and out of her exposed snatch and was offended.

"Hey!" Twilight snapped. "Why do you get to have all the fun? If you're gonna partake in pleasure, I'm going to expect you to share, sister!"

Twilight lunged at Moondancer, tackling her to the ground. She gave Moondancer a kiss as she pulled Moondancer's tail out of Moondancer's vagina and plugged its tip into her own. Moondancer, getting Twilight's message loud and clear, pumped her tail in and out of Twilight. Twilight took her tail and replaced Moondancer's, shoving it far inside Moondancer's snatch and pumping her, the two of them kissing sloppily and occasionally taking their tails to coil them around the other in their cold, scaly embrace, making sweet love inside the protection of their force field.

"Ah, geez," Rainbow Dash groaned, "I still feel really awful about saying all that stuff that I did to Fluttershy. Do you think she can ever forgive me?"

"You did what had to be done, R.D," Applejack said, the wind blowing her hair. "Fluttershy's not herself. Hopefully she'll understand when we fix her. And Rarity and Pinkie Pie too."

"Can we fix her?" Rainbow Dash asked. "Can we fix any of them?"

"Rainbow Dash! Don't talk like that," Applejack snapped. "Who was the pony who did the first Sonic Rainboom to save her friend from falling?"

"I did," Dash said.

"And who was the pony who kept the Flim Flam Brothers from poaching Sweet Apple Acres?"

"We did," Dash said.

"And who were the ponies who beat Nightmare Moon, Discord, Sombra, AND were put into this exact position before when Twilight got Fluttershy turned into a vampire fruit bat and cured her?"

"We were!" Dash said.

"So if anybody in all of Equestria fix our friends, it's us!" Applejack shouted.

"Yeah!" Dash said. "We can do this!"

Dash paused for a minute, then she looked to Applejack. "So, uh, how do we do this?"

"Hmm." Applejack pursed her lips. "Well, whoever or whatever did this magic seems to be pretty powerful, and you know who's good with powerful magic?"

"Twilight?" Dash suggested, groaning as she realized the problem with that. "Trixie when she's on a rampage? Zecora?"

"Eh, good guesses," Applejack said, "but I was more thinking along the lines of Princess Celestia."

"Celestia! Of course," Dash said. "We're off to Canterlot!"

Rainbow Dash and Applejack arrived at the castle, causing quite a commotion when Rainbow Dash made one of her Rainbow Dash landings and crashed through a window to get inside. A closed window. But she busted the frame and caused the entire window to fall out instead of shattering, keeping her and Applejack from taking an unwise bath in glass.

"Nice going, Rainbow Dash," Applejack smacked Dash before pulling herself out of the heap Rainbow Dash had put them in.

"What can I say?" Rainbow Dash said. "I can't help bad landings when I'm worried about my friends!"

"Rainbow Dash, you and I both know that's not true. I've seen some of your best landings done when you trying to save your friends from danger," Applejack said.

"Halt! Who goes there?" A trio of guards rushed to the source of the noise, pointing their spears at Applejack and Rainbow Dash.

"Hi, guys!" Dash waved, she and Applejack smiling nervously, not sure how the royal guard would feel about them.

"Oh, it's just you two," the lead guard said, he and his partners putting down their spears. "False alarm, everyone."

"Darn," one of the guards said. "Here I was hoping to finally get some action."

"Sonny, believe me, once you get some action, you'll realize how unwise of a wish that is."

"If you want some action, boy we have got the thing for you!" Rainbow Dash said. "Where's Celestia? We need to talk to her."

"Hey," Applejack interrupted, "I don't mean to take away from a serious moment, but are y'all gonna want us to pay for that?" She pointed both index fingers down at the busted in window.

The guard captain scoffed. "Oh, no. Celestia's got you and your friends covered under a special insurance policy. It'll be fine."

"Goodness," Applejack said. "Ya hear that, RD? We get our own special insurance policy."

"What do you expect from me?" Rainbow Dash said confidently, spreading her wings out. "I'm pretty special. Regular insurance can't cover me."

Applejack smirked, amused, before smacking herself and then smacking Rainbow Dash. "Enough of this! We need to get serious, Rainbow. Where's Princess Celestia?"

"I'm here," Celestia announced her presence as she arrived in the room, her mane flowing ethereally behind her as always. "What brings you crashing into my castle at this hour of day? Something nice, I hope, like a surprise Pinkie Party?" She closed her hands together.

Rainbow Dash and Applejack shook their heads no.

Celestia sighed. "I was afraid you'd say that. What's going on?"

"Rarity, Pinkie Pie and Fluttershy have all been turned into those half-pony, half-snake ... things!" Rainbow Dash flailed her hands, not really sure how to describe them. "They tried to eat Applejack, they succeeded at eating Rarity and they said Twilight was one of them, too!"

"That's not the worst part," Applejack said. "The ponies they eat become like 'em! That was what happened to Rarity. And I bet it's what happened to Fluttershy and Pinkie!"

"Hmm," Celestia paused. "I never heard of a pony transforming like that. I would have to do some research to learn why."

"I'll bet Discord's behind it," Rainbow Dash said, slamming her fist into her palm.

"Now why do you think that?" Applejack asked. "Just because he's a snake?"

"Well, the other ideas we have - that we don't know anything and that Princess Celestia, one of the oldest, wisest, and most powerful magic users in all of Equestria, doesn't know what's causing it is too scary to think about," Dash said.

Celestia laid a hand on Rainbow Dash's shoulder. "It is heartwarming to see you so worried about your friends. But calm yourself, Rainbow Dash. Going around and jumping to conclusions won't do anything to help us get Twilight or any of the others back. Brashness solves nothing. I will do some research. Canterlot's libraries contain secrets unknown even to me."

Applejack cleared her throat. "I will point out, in Rainbow Dash's defense, that Discord does have a history of behavior that wouldn't be out of line with doing this for kicks and giggles."

"I'm aware," Celestia said. "Still, we should refrain from accusing him until we have better evidence." She turned to the guards. "You three, go down to the library section and get me every book that mentions transformation magic, snakes, and every book, and I mean every single one."

The guards nodded and ran off to carry out Celestia's instructions.

"You two, with me," Celestia ordered, pointing at Dash and Applejack. "I have a plan."

"A plan? What kind of plan?" Applejack asked.

Celestia smiled. "Twilight never could keep from answering my summons."

Twilight and Moondancer slithered around in Moondancer's laboratory, having retreated back to the underground facility to give "birth" to their new spawn. The process had gone smoothly, and Lemon Heart, Minuette, and Twinkleshine were all currently out on the other side of the wall, working on getting their sea legs, so to speak, practicing with slithering on their tails which matched their coats and manes.

"Fluttershy and Pinkie Pie should be here by now," Twilight said. "I sent them a letter telling us to meet here. What could be keeping them?"

"Calm down, Twilight," Minuette said, playing with the tip of her tail by flicking it with her fingers. "I'm sure they're on their way."

"I hope so," Twilight said, "I'd hate to think something bad happened to them! They're still my friends, despite all this." She gestured to her tail. "Or worse! What if somebody caught them and is trying to cure them? Or the worstest of it all, what if some bad pony caught them and is experimenting on them, with them? Ooh!" As she was prone to do, Twilight's mind began to run wild with possibilities, each more terrible than the last.

Fluttershy burst through the door, putting an end to Twilight's worries. She climbed onto the stair rail, using to guide herself as she traveled down the stairs. Pinkie Pie and Rarity soon followed behind her. "Sorry we're late. This one," she pointed at Pinkie, "insisted at stopping for cream puffs on our way here."

"What?" Pinkie asked through a mouthful of glaze as she chewed before swallowing, reducing her swollen cheeks to normal size. "Cream puffs are good!"

Fluttershy rolled her eyes.

"I'm glad you're all okay," Twilight said, only for Rarity to flail about and fall off the stairs, still not yet used to her moving snake tail.

"Mostly okay," Twilight corrected herself dryly. "But not that you're here, we can - huh?" Twilight interrupted herself when a thin wisp of green fire flew in from the stairs and hovered to her. The fire converted itself into a sealed envelope with Celestia's crest on it.

Twilight squinted at the letter with disdain, knowing what it was. Nonetheless, she held out her hand for the letter to drop inside.

Twilight unsealed it and flicked the paper out to read it.

"’To my precious student Twilight Sparkle,’" Twilight read aloud. "’I have been informed that you've been through some changes in your life. That's quite all right. I know I've done things differently a time or two, but a mid-life crisis is nothing to be worried about.’" Twilight rolled her eyes. "’You are hereby cordially invited to my castle in Canterlot for tea and cake so we can sit down and discuss your current challenges. Hoping to see you soon, with love, Celestia.’"

Twilight furled the letter up. "An obvious attempt to lure us into a trap."

"Oh yes," Rarity agreed.

"Total trap," Moondancer added.

"Trappity trappity trapiity trap-trap," Pinkie added, giving it her own unique flavor and spin to it.

"But this gives us the advantage," Twilight said. "We know it's a trap. But they don't know that we know it's a trap. We can use that against them." Twilight rubbed her chin. "Now if I know Celestia at all, her next move will be to ..." Twilight's eyes widened. "Move!" She hustled up the stairs, using her magic to shove Rarity, Pinkie and Fluttershy out of her way.

"Twilight?" Moondancer and the other lamia slithered out after Twilight, who was exposing herself on the Canterlot street, even though it had turned dark since they had retreated to Moondancer's lab and ponies would be in their beds.

Twilight was standing in the middle of the street, looking intently at the starry sky, searching for something.

"Twilight?" Fluttershy asked. "What's going on?"

"Yeah," Rarity said. "You're scaring us, darling!"

"Could you at least explain what it is that's got you so uptight?" Moondancer asked sympathetically.

"Where is it, where is it?" Twilight muttered frantically. "Ah-ha! There it is!"

High up in the sky, another wisp of green flame was weaving through the air like a snake slithering over water.

Twilight shot a beam of magic at the wisp, striking it dead on, allowing Twilight to hijack the magic. It turned into another letter and flew straight into Twilight's hands.

Twilight opened and flicked this letter open the same as she did the first and began to read aloud.

"’To Cadence and Shining Armor,’" Twilight read out loud. "’I pray this letter finds you in time. If you should get any correspondence from Twilight Sparkle, Fluttershy, Pinkie Pie, or Rarity, do not trust it! They have been turned into snake monsters and are on a quest to eat every pony in Equestria and make them like themselves! I will be attempting to deal with the problem momentarily, but you must be prepared if I fail.' Ha! I knew it!" Twilight crumpled the paper up. "Not only did she try to make a trap for us, but she also tried to warn Cadence and Shining Armor! Well, not on my watch!" She tossed the paper into the air and blasted it with magic, disintegrating it and turning into a pile of ash. "Celestia may be smart, but I'm smart, too, see? And I don't have a thousand years of peace and stability making me soft, no! The student has surpassed the master!"

"What's the plan, Twilight?" Minuette asked, she and the rest of the lamia leaning forward eagerly to learn the plans of their mistress.

Twilight motioned for them to huddle. Once they did, Twilight began. "So here's what we're doing to do ..."

"Good night everypony!" Cadence bade the ponies of the Crystal Empire as she retreated back into her palace.

Cadence slammed the door behind her, using her body to blockade in the event any one got wise and tried to put it in any last minute requests. Not that she minded helping ponies with their problems, but a girl has to take a little personal time every now and again or risk going insane. What's the saying? All work and no play?

"Whew!" Cadence wiped the sweat off her forehead and used magic to lock the doors shut. She waved at the guards and bid them goodnight, telling them to shift their posts with the night watch. And if anybody who was scheduled for a shift change hadn't shown up yet, to immediately let her know and she would give them such a scolding the next time they showed up.

"What a long day," Cadence muttered to herself as she went up the stairs to her room. She closed and locked the door to that as well.

She didn't see Shining Armor in the room. He must have been out dealing with some Royal Guard duties he needed to as Captain. It happened sometimes. Paperwork piled up, deadlines needed to be met, new recruits showed up who couldn't quite make the cut. It was normal. Nothing to be concerned about.

Cadence sat by her vanity and began unwinding the hair decorations out of her hair, clips, braiding, the works.

After getting that and her jewelry off, Cadence laid it all down on the vanity. She sighed again, wondering if maybe she needed to take a vacation, maybe go to Appaloosa to pick apples.

There was a light tapping at her window.

"Hmm?" Cadence asked. She got up to investigate, though she made sure to grab a hair pin that would do as a stabbing instrument in a pinch, just in case there was something nasty waiting for her on the other side.

She went over to the window and didn't see anything. She looked at her hairpin and thought about it, then, throwing caution to the wind, certain she could beat any villianous actor who came her way, she opened the window, pointing the hair pin out at whatever danger might dare to threaten her home.

"Hmm?" Cadence asked, confused when she still didn't see anything. She lowered the hair pin.

Which was exactly what Twilight had been waiting for, as she popped up and appeared in the window, giving Cadence quite a fright.

"Ah!" Cadence backed away from the window, dropping the pin. "Twilight! You startled me." She pressed a hand to her chest, then took a deep breath to calm herself down, using the same technique she had taught Twilight where she put her hand out.

"Sorry about that," Twilight said, flapping her wings with her tail hanging off the side of the building. From Cadence's limited view of her, she looked completely normal, no hint of scales or transformation or cannibalistic hunger anywhere to be seen.

"What are you doing in the Crystal Empire so late at night?" Cadence asked. "That's not like you, to show up unannounced and when you could be stargazing in your home instead."

"You know how it is," Twilight said. "One day, you'll just be reading your books, and then suddenly you'll get struck by an overwhelming desire to see your old foalsitter ... and part of your family," Twilight said.

Cadence tilted her head and grinned, amused. "Now, the Twilight I know would never put down her books for anything, except maybe to go save the world with her friends now and again."

"You got me there!" Twilight said, throwing her hands up into the air.

"Come on, Twilight," Cadence said, walking up to the window. "What's really going on here, huh? You can trust me, can't you?"

"I know I can," Twilight said with a smile. She twiddled her fingers. "That's why I came to you, actually."

"Why me? Twilight, what's wrong?" Cadence asked.

"I've going through some ... changes lately in my life," Twilight admitted. "Been getting snippy with my friends. Irritable. Short-tempered when I'm hungry. I think I'm having a midlife crisis. I thought I might be able to talk to you about it, and you could help me out."

"You don't strike me as the type of pony to have a midlife crisis, Twilight," Cadence said. "Besides, we all get short-tempered when we're hungry. Seriously, Twilight, what can I do for you? Do you want to me to get Shining Armor? I think he's doing paperwork in the den."

"No!" Twilight snapped with an intensity in that surprised Cadence. "Uh, I just mean ... this is more like a girls' problem, you know? Something we talk about lady-to-lady. I don't really thinking Shining Armor can help with it."

"Twilight, could you stop speaking in riddles?" Cadence asked. "What is it that you need to me to do?"

"A little favor," Twilight answered, gripping the windowsill. "You can't tell anyone, okay?"

"Okay," Cadence said, filled with nostalgia for when Twilight was a small filly trying to keep secrets from her parents. "What's the favor, Princess Twilight??"

"Could you ..." Twilight leaned forward, cupping Cadence's chin and holding Cadence's head steady while her eyes turning into purple and pink spirals. "Relax and look into my eyes?"

"Twilight?" Cadence asked, feeling woozy. "What are you ... what's going on? Do I need to get Shining? Shining Armor ... help."

"Shh," Twilight cooed to her. She cupped Cadence's cheeks and held her still. "You don't need Shining Armor. You just need to look into my eyes and trust me."

"Yes," Cadence said with a moan as her eyes adopted Twilight's spirals. "Trust you..."

Twilight chuckled.

Author's Note

I can't believe I didn't name the previous chapters. I should go and fix that.

Apologies if the ending seems a little anticlimatic, but the commissioner wanted to leave on an open ending with clear room for continuation and has in fact already discussed some ideas for the next installment which I'm sure will be thrilling.