Twilight's Second First Time

by ScarletRibbon

Life is So Grand in Our Town

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The train line that serviced Our Town was owned and operated by a large mining company. Not many ponies wanted to travel out this way, but there was enough demand that every train would have at least one passenger car. On this particular trip, the train heading to Our Town only had the one passenger car, and only two mares were in it.

Despite her burning desire to ravish Rainbow Dash, Applejack remained in her seat as the occasional pony would wander up or down the length of the car. It was a shame that they didn’t have privacy from the train’s crew.

“Hey, Rainbow?”

“Yeah?”

“You ever think about having a foal?”

Applejack shifted in her seat, waiting for an answer. A wait that was accompanied only by the rhythmic ‘click-clack’ of the massive wheels on each segment of the track as the train meandered northward. Eventually Rainbow spoke up. “You mean, being pregnant? Getting all big and round? Giving birth?”

“Uhh… yeh.”

“Not really.”

Applejack frowned in confusion as she considered Rainbow’s response. “Uhh... Is there another way?” she wondered aloud.

“Hm?”

“To have a foal. Instead of getting pregnant.”

“Uh, yeah? Adoption.”

“Oh... right.”

Even though Spring had arrived, this far up in the mountains mounds of snow still dotted the landscape where it had fallen from the trees, not yet fully melted off after the harsh northern winter. Rainbow eyed the stray spots, briefly wondering how the weather managed to function at all when the pegasi didn’t keep it under control.

Under control.

Rainbow Dash glanced at Applejack. Her tail was raised slightly, with a hint of her spring heat teasing the air around them. The arousal that came with it was maddening. The tension between the two of them was thick enough that you could feel it in the air. It was unsurprising that the various train workers that did come in rushed through quickly every time.

Either that, or it was because the lavatory was in the train car behind them.

“What about you?” Rainbow asked.

Applejack turned away from the window - and away from Rainbow Dash - and laid down on the bench. “Dunno. An’ maybe it’s jes’ the heat comin’ on, but… Twilight’s got me thinkin’. I did always want to have foals of my own.” She tilted her head back to glance at Rainbow. “An’ don’t get me wrong. I love you, Rainbow. I don’t regret what we have. But sometimes I wish we could...” Applejack turned her head forward again, idly studying the floor as she became lost in thought.

Rainbow gazed at her wife, eyes softly tracing the lustrous wave of Applejack’s mane as it fell from beneath her ever-present hat, flowing along the curves of her barrel. The firm muscle tone of her body that stood out beneath the mane, a chiseled roughness that went all the way back to the base of her golden wheat tail. Rainbow truly loved all of Applejack. With all her heart.

Would it be so bad?

“We could adopt,” Rainbow offered.

Applejack shook her head, her long, beautiful tresses shifting back and forth softly. “S’not the same thing, Rainbow. I want to raise a foal of my own blood. And of yours.”

“You know that’s impossible, right?” Rainbow objected.

“I know.” Applejack let out a long sigh.

Rainbow rested a hoof on Applejack’s flank, and Applejack turned to look up at her. The two wives shared a passionate kiss for several seconds before Rainbow pulled away and returned to her seat, gazing out the window.

Applejack is wrong, Rainbow Dash thought. There is a way. But would everypony agree to it?

Our Town loomed up on the horizon and the train started grinding to a stop.


Applejack sprawled out on the bench in Sugar Belle’s little pastry shop, one foreleg draped across her forehead. She’d come all this way in a fit of rage to confront her brother about Twilight Sparkle’s… comment? Twilight hadn’t exactly said that she slept with Big Macintosh. But there certainly was a strong implication, and that was what she had come to… do what?

She shook her head. Now that she had come all this way, there was no way she could just confront her brother about it. What was she supposed to say that wouldn’t put his relationship at risk?

Heard ya might have a side fling with the Princess of Friendship - how’d that go?

That would go over about as well as a flaming bale of hay in the middle of the hay field in harvest season.

“Are you alright, Applejack?” Sugar Belle asked. Applejack glanced up at the mulberry-maned mare standing over her with a tray of apple turnovers. Rainbow Dash and Big Macintosh were both outside working on something in the orchard, and Rainbow had specifically asked Applejack not to help. Applejack hadn’t been feeling great with her heat, and readily agreed to stay inside.

“It’s no big deal,” Applejack muttered in the closest thing to a lie she was capable of. “Jes’ a bit confused.”

“Is there anything I can help with?”

Applejack lowered her leg and looked up at the mare. Sugar Belle’s smile beamed wide, and Applejack could practically feel the mare’s desire to help with whatever she could. Sugar Belle definitely wouldn’t be interested in helping Applejack if she knew what she wanted to ask, but then again, maybe a few well-placed probing questions could solve the riddle without spilling the seeds of truth all over the floor.

“Uhh... I heard Twilight Sparkle dropped by for a visit recently,” Applejack replied, trying to sound casual as she sat up on the bench.

Sugar Belle immediately stiffened, her eyes growing slightly misty. The tray of pastries unsteadily clattered against the table as she lowered them with her trembling magic. The baker settled carefully into the bench across from Applejack and locked eyes with the farm pony.

“She did,” Sugar Belle replied tersely. “That was supposed to be a secret. How did you find out?”

“Educated guess,” Applejack replied truthfully. “She said something about Big Macintosh and pregnancy and certainty.”

Sugar Belle’s cheeks turned a deeper shade of red as tears welled up in her eyes. “It didn’t work,” she choked, trying to keep her emotions in check. “Even after I let them do the... the horn thing, and the…”

Applejack’s confusion rapidly changed into a fury reignited with a vengeance - this time directed not just at Twilight, but at her brother, too. How could he have willingly cheated on his wife like that?!

“You let them?” Applejack shouted. “Sugar Belle, Twilight Sparkle’s heat isn’t anypony’s problem but hers.”

“No,” Sugar Belle replied, banging a hoof against the table. “It wasn’t her. It was for me.”

Applejack deflated, her rage cooling into a state of utter confusion. “Say what, now?” she blurted.

Sugar Belle took a deep breath to calm herself before continuing.

“Your brother and I cannot have a foal. We called Princess Twilight and Starlight Glimmer over to see if they knew any magic that might help us…”


Big Macintosh stared at the small cluster of apple trees. With their northern latitude, spring had arrived in Our Town much later than in Ponyville, and the barest hint of sprouting flowers were starting to appear on the branches. He closed his eyes and focused on the green earth beneath his hooves, willing his Earth Pony spirit to help the struggling trees. Verdant green energy flowed from the earth and up into the tree in front of him. The trunk glowed softly; leaves turning greener; flowers growing bigger.

“Wow,” Rainbow Dash murmured. “I’ve never seen Earth Pony magic in action before.”

Big Macintosh nodded, moving on to the next tree. “Without magic, the apples can’t grow properly up here. Spring’s too short and cold. Without it, the fruit doesn’t have time enough to grow and ripen before the early frost of autumn ruins it all.”

“Why doesn’t Applejack ever do that? Is her magic too weak?”

““N-no.” The large stallion balked momentarily, a sad frown on his face. “Her magic is just fine, but the apples in Ponyville don’t need it. That’s why we could grow so many apples there - no need for extra work to sustain them.” He gestured to the extremely limited number of trees around them. “But there’s only so much magic I can give up here.”

There was the angle. The opportunity she needed.

“And what if Applejack moved up here and helped? Could you raise more apples?”

Big Macintosh moved on to the next tree. “And why would Applejack do that?”

“Because the father of our child might be here.”

The life-giving flow of magic stopped as Big Macintosh turned to face Rainbow Dash, his mouth opening and closing wordlessly as he sought the right response. But only three words worked their way to his lips.

“Say what, now?”


“...but when the doctor scanned my womb to check for a pregnancy, there were no signs of life.” Sugar Belle sighed, seating herself across from Applejack.

“Huh,” Applejack muttered. “Never knew any of that stuff about magic potential and foalin’. Learn somethin’ new everyday, I guess.”

“We want children quite badly. And your brother has very strong feelings about it, too. I’m willing to adopt, but Macky… he isn’t so keen on it. He doesn’t trust himself to love a foal that isn’t his own.”

Applejack grimaced. “Well, I can understand that. I don’t want to adopt neither. I want to raise a foal that’s mine and Rainbow’s.”

“That’s impossible,” Sugar Belle pointed out.

“I know. I married Rainbow Dash because I love her, even though it’s always been my dream to be a mother. It’s been… hard.”

Sugar Belle nodded and rested her chin on the table. “I find it quite strange that neither you or Mac want to adopt,” she mumbled.

“Huh? Why’s that?”

“Well, the three of you were orphans, right?” She rolled her head to look at Applejack. “Doesn’t that make you want to help children avoid that fate?”

“I certainly understand why you’d wonder about that. But truth be told, we really aren’t like other orphans. After Ma and Pa died, Granny raised us like her own. I was so young when it happened that I really didn’t even understand it, and Granny stepped up right away.” Applejack shook her head sadly. “Unlike other orphaned children, we didn’t really have a period of time where we lived with a crushing uncertainty for the future. If you’d asked me to name my mother, I’d tell you Pear Butter in a heartbeat, but she’s not the mare who raised me.”

Sugar Belle nodded softly. “I suppose…”

“I do think it’s important, though, for foals to have a parent. Apple Bloom does wonderfully with her foals.” Applejack turned her head to see Sugar Belle’s hoof raised to her mouth in shock.

“I wasn’t aware that Apple Bloom had foals! She hasn’t come up to visit ever since she and Tender Taps started touring a few years ago.”

Applejack nodded. “Eight rambunctious little foals.”

“E-eight? But how?”

“Yep! Three colts, five fillies.” Applejack’s lips pulled back into a thin line. “Not supposed to tell folks this, but all of them are adopted.”

“... they are?” Sugar Belle paused, and then let out a sigh of relief. “I guess it would be hard for her to have eight foals of her own in such a short time frame.”

“Right,” Applejack agreed. “Apple Bloom ain’t never been pregnant with her own. Not even one of ‘em.” Applejack tapped her hoof on the table in thought. “I dunno, maybe I shouldn’t be so averse to adoptin’. But it’s just not… the same.”


“Somepony studded my sister?”

“No!” Rainbow Dash huffed. “‘Our child’, not ‘her child’. And, no, I haven’t been... ‘studded’…” Rainbow smiled lasciviously at the stallion. “... yet.

Big Macintosh swallowed hard as Little Macintosh attempted to make his presence known. “I… uh… I… thought you…” He tried to keep himself focused on Rainbow’s face, repeatedly catching his own wandering gaze. “...didn’t like… uh… stallions.” He always did find Rainbow Dash to be incredibly attractive, even if she wasn’t really his type. He took a step backward as Rainbow advanced on him slowly.

She could tell she was having the desired effect on him. She flagged her tail slightly, allowing her own spring heat to tease the stallion. “I don’t, really. I’ve never been with a stallion, and quite frankly, I’ve never wanted to be. But Applejack wants to raise a child. Our child. That’s impossible, of course, but...”

A watering hose snagged Big Macintosh’s hoof as he tried to back away. He fell backward on his rump. “B-b-but…?” He trembled as Rainbow Dash continued to advance, his erection now standing tall in front of her.

Rainbow Dash took a few slow steps forward, gazing at the foreign sight that was his stiffened member. It didn’t seem appealing at all. “The closest thing to her foal that I could have…” She tore her gaze away from it, taking a few steps forward so that she was straddling him. “...is your foal,” she whispered in his ear. She lowered herself onto his member.


Applejack and Sugar Belle cringed as the shrill sound of a stallion in pain tore through the air. Moments later, the door slammed open and Big Macintosh swiftly limped in, with Rainbow Dash right behind him.

“I said I’m sorry,” she shouted. “I didn’t know!”

“Macky!?” Sugar Belle rushed to his side. “What’s wrong?” The stallion pushed past her, gritting his teeth and seething in anger as he ran upstairs and slammed the door. “Mac?” She looked back at Rainbow Dash, her eyes narrowing. “What did you do?”

Rainbow Dash hovered in the air nervously. “Uh… I was trying to solve a problem, but I didn’t know what I was doing, and think I almost broke something.”

Applejack raised an eyebrow. “Dash, we’ve been married for far too long. You know you can’t pull the wool over my eyes so easily. C’mon now. Spill it.”

“I was just trying to help you!” Rainbow Dash glared defiantly at Applejack. “I didn’t mean to hurt him!”

“...help me?” Applejack sat back, confused. “How were you going to help me out there?”

Rainbow Dash mumbled something too quiet for Applejack to hear.

“What was that?” Sugar Belle asked, still glaring angrily. “I couldn’t hear you.”

“I said ‘I almost broke his dick.’”

Sugar Belle’s eyes went wide. “What?!”

“I think the better question is ‘how?’, Applejack replied. “As in ‘How were you trying to help me by breaking my brother’s dick?” The thought of Sugar Belle’s ‘extra-marital agreement’ with Twilight ran through Applejack’s mind. Maybe she was ‘helping’ by staying loyal? “He wasn’t coming onto ya, was he? I’ll go break it myself if he--!”

“NO!” Rainbow shouted.

“Then, what happened?” Sugar Belle asked. “If it was just an accident, I promise, I won’t be upset.”

Applejack nodded. “Right. Let’s just talk this out.”

Rainbow looked between the two mares, then hung her head with a sigh. “I’m really sorry. I bucked up. I just had this feather-brained idea, and… I really should have talked to the two of you first.”

Sugar Belle and Applejack shared a glance. “Tell us about this idea,” Sugar Belle pressed.

“Well, Applejack wants us to raise a foal of our own. And I thought that… well… Big Mac is the closest equivalent, so...”

“What?!” Sugar Belle shrieked, seizing Rainbow Dash’s mane with her magic. “You tried to buck my husband?!”

“I wasn’t thinking about that; I just wanted to do something special for AJ!” Rainbow looked at Applejack with pleading eyes, begging for help. “Besides… I didn’t get it in anyway! Penises are weird.”

Sugar Belle growled angrily, dragging Rainbow Dash outside with her magic’s grasp on her mane. “Out of my house!” she yelled. “Get out!” The door slammed shut behind them.

Applejack stared after them as the sounds of exchanged shouts filtered through the doorway - too muffled to make out, but certainly not pretty, and growing more distant as Sugar Belle continued to drag Rainbow away. Applejack only stood there in uncertainty. Her wife - the very Element of Loyalty herself - had…

Cheated on her? ...For her?

To have a foal? …To make her dreams come true?

The dream of being a mother. Applejack nodded to herself and headed for the stairs. They needed to talk. Sugar Belle was probably beyond reason right now, but perhaps her brother…?

She glanced at the doorway at the top of the stairs - muffled groaning could be heard just beyond it.

I should go make sure he’s okay, she thought to herself, heading up the stairs.

Without a full-sized farm to keep under his watch, Big Macintosh had made sure the house was in perfect condition: the door to the bedroom swung open quietly at her touch, the well-oiled hinges masking Applejack’s approach. Big Macintosh was sitting on the floor by his bed, his back turned to the door, his body seemingly shaking with tears of pain.

She softly trotted up behind him, but as she got nearer it suddenly dawned on her that the shaking was not pain. Her brother was masturbating! Right next to her!

Applejack swiftly turned around and headed back toward the door, her hooves no longer staying silent as she panicked.

“Wait.”

Applejack froze. “Sorry, Big Mac. I didn’t realize you were… uh…”

She could hear the sound of him standing to his hooves. “Please don’t go. I’m sorry ‘bout what you just saw. It’s just...”

“Rainbow Dash?” Applejack guessed, turning to face him. She tried not to stare at the massive dick that was still hanging under his barrel. She’d seen it plenty of times before, so why was it so distracting right now?

“Eeyup,” Big Macintosh admitted, trying to ignore the strange looks Applejack kept giving him.

“She’s in heat,” Applejack offered dryly.

“Seems that way.” Big Macintosh nodded. “Sugar Belle, too, but… she’s not doing well.”

Applejack decided it was best not to point out that she herself was also in heat. “You know she wants to raise a foal with you, Big Mac.”

Big Macintosh sighed and climbed up onto the bed. He shifted a little bit as he laid down, hoping to hide his erection. “But she can’t,” he mumbled as he tried to get comfortable. “And now, after all this stuff with Twilight, she’s been really down on herself. She won’t even sleep with me.”

“It’s only been three days,” Applejack pointed out.

“Three days?” Big Macintosh was getting mad, his voice rising. “These three days have been the worst days of my life! I’ve never been so…” he trailed off suddenly, his lip trembling.

Applejack crawled up beside him on the bed, laying a comforting hoof on his shoulder. “It’s okay, Mac. Your little sister is here to listen. I promise, I won’t say a word to anypony else. Just let me know what’s going on.”

Big Macintosh swallowed his pride. “I’ve never been… like this.” He nodded toward his hindquarters. “I’ve never had a mare in heat make me so horny before, but Sugar… ever since Twilight came over, Sugar’s heat has been driving me mad with desire - more than anything I’ve ever experienced in my life. But Sugar Belle won’t…” He gestured awkwardly.

“And so you have to masturbate,” Applejack finished for him.

“Eeyup…” Applejack had never heard him so dejected when he said that - like he was ashamed of himself. “Twilight, when she came over… she… we…”

“Ah know,” Applejack interrupted. “Sugar already told me. About everything.”

He nodded. “Whenever I... rub... myself, I can’t stop thinking about it.” Applejack nodded softly, encouraging him to continue. “Watching Sugar Belle on Twilight’s horn. It was the hottest, sexiest thing I’ve seen in my life. I can’t stop imagining it. And I’ve been rubbing myself off every day, multiple times a day, like a horny teenager, only worse!”

“But you said you were thinking about Rainbow just now…?”

“Just now… Well, Rainbow Dash was trying to straddle me, and…” Big Mac hung his head. “She was talking crazy. Said she wanted to have my foal. Said it was the closest thing to having a foal with you.”

Applejack’s eyes went wide, stunned by the sudden realization of what Rainbow had meant. “She said she was trying to help me…”

Her brother tilted his head. “I don’t know how that’s helping anypony, but if she hadn’t sat so awkwardly on my dick, I don’t know that I would have lasted long enough to shove her offa me.”

Applejack smiled. “I know you, big brother. And I know you’ve been eyeing her flank like a piece of candy ever since you were a colt.” She leaned in to whisper in his ear. “...And believe me, I know that flank is just as sweet as it looks. I don’t blame you one bit.” She pulled back and laughed as her brother flushed a deep red that showed even through his coat.

“T’ain’t funny, Applejack,” Big Mac hissed. “I could have accidentally studded you.”

The laughter stopped abruptly. Applejack glared at her brother, locking eyes with him.

“Uh, I mean your wife,” he finished, tearing his eyes away from hers.

She stole a glance at his hindquarters as he looked away, terrible thoughts coursing through her mind. She knew it was this consarned heat, but… he was a stallion. And it really was the worst heat she’d ever suffered. Would it be so bad?

She shivered. What the hay was she thinking? Was she seriously considering getting studded by her brother?!

It would be wrong. He was her brother. Besides, what would Sugar Belle say? What would Rainbow say?

… Rainbow. Who had already tried to… without even asking. ...For her.

She shook her head. That was just sidestepping the point - Applejack couldn’t bear her own brother’s foal! What would everyone in Ponyville think!?

… Fluttershy could probably be convinced it was okay. She was already well outside ‘normal’ borders when it came to that sort of thing. And Pinkie Pie was a massive proponent of ‘free love’ - she would buy ‘I don’t know who the father is’.

And Starlight, Rarity and Twilight wouldn’t care. Unicorns didn’t seem to find anything wrong with that sort of thing.

Applejack sighed and shook her head. Big Mac turned back to her, his expression one of silent concern. Applejack waved him off with a hoof, but he didn’t move.

…Sugar Belle was a unicorn.

Her mind hadn’t moved either.

Applejack swallowed hard. If she had her brother’s foal… Sugar Belle and Big Mac could raise it. It would solve the issue of Big Mac raising his own. And Sugar Belle was ready to adopt, wasn’t she? Was that a fair trade for Rainbow Dash?

Big Macintosh shifted uncomfortably in the silence, unknowingly flashing his erection momentarily as his weight shifted to one side. Applejack caught a glimpse of it and continued to stare, hoping to catch another. If Big Macintosh noticed, he wasn’t letting on.

“Would you?” Applejack finally blurted. “If Sugar Belle was okay with it?”

“Would I what?”

“Stud…” Me? Applejack checked herself, biting her tongue. “Stud... Rainbow Dash?”

Big Macintosh stared at Applejack, uncertain he had heard her properly. “Say what, now?”


“Get down here!” Sugar Belle demanded.

Rainbow Dash was perched atop of one of their apple trees. Sugar Belle didn’t have the Earth Pony strength to buck the tree and knock the pegasus out of it. And while her magic could easily seize the pegasus and remove her forcefully, the tree would likely be damaged if she did.

“I said I was sorry!”

“You tried to buck my husband! You can’t just say ‘sorry’ and expect me to be okay with that!”

“Why not? You let Twilight do it.”

Sugar Belle gasped in shock. “How… how did you… did Macky tell you?!”

“Wasn’t hard to guess,” Rainbow offered. “Twilight almost spilled the beans herself, and you guys haven’t exactly been discrete.”

Rainbow Dash could almost feel Sugar Belle’s seething rage radiating off of her, but the unicorn said nothing. Instead, Sugar Belle sat down on the cold earth and just glared up at Rainbow.

“... Look, I’m an idiot,” Rainbow Dash confessed. “It was a stupid, spur-of-the-moment idea anyway. I should have talked with you first. And Applejack, too.”

Sugar Belle snorted derisively.

“... and Big Macintosh,” Rainbow Dash finished.

“What, exactly, were you trying to do?” Sugar Belle demanded. “Big Macintosh told me you were a lesbian with no interest in stallions.”

Rainbow Dash fidgeted on the branch she was resting on. “I am a lesbian. And I don’t have any interest in them.”

“Then why my husband?”

“Well, you see…”

By the time Rainbow finished, Sugar Belle’s anger was giving way to deep thought. Rainbow sat in the tree, waiting for any kind of response from the unicorn, who had remained almost completely silent as Rainbow explained the harebrained plan she had come up with on the train - including the plan to move up to Our Town and help out with the trees.

“Okay,” Sugar Belle eventually decided. “Okay, we can talk to Macky about this. I haven’t been...” Sugar paused as she searched for the right word to explain the situation. “Putting out, I guess. My heat’s been intense, but… I’ve been so devastated by everything going on that I haven’t been able to get in the right mood for it.”

We talk to him?”

Sugar nodded. “He needs to find release. He’s been ‘helping himself’ every day, multiple times a day, ever since Twilight left.” She smiled up at the pegasus in the tree. “I admit, I’m not really keen on him being with another mare, but… you’re not into stallions. Which means that with you, there’s no need to worry about you running off with him. But if I let you do this, I do have one request...”

Rainbow Dash tilted her head. “A request? For what?”

“You and Applejack can have your foal. But when it’s done, you do it again. And we raise the next one.”

Rainbow Dash’s stomach turned. The idea of being pregnant, not just once - which was already something she didn’t really want to do - but twice? And having sex with a stallion both times?

“But… Applejack,” Rainbow muttered.

Sugar Belle saw right through Rainbow. “You haven’t even told her? What’s wrong with you?”

“A lot of things, probably.” Rainbow confessed. “Look, I.... I’ll do it. For Applejack. And for you. But we’ll need to talk to her about it first. A-and Big Macintosh, too! And then, if they’re okay with it… I’ll do it. Fair?”

Sugar Belle hesitated momentarily, and then nodded in agreement.

No more surprises.

Everypony gets what they want.

“Fair,” Sugar Belle declared.


Author's Note

Sorry for the wait and the tease, but you won't be waiting long for the next chapter; I'll be posting it tomorrow night.

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