Amethyst (Part 1)

Chapters

Meet Mistress D
The Art of Submitting
Dreams
Under the Shower Stream
Lunch with the Girls
Mistress D Returns
A Talk with Cadance
Criss-Crossing an Orange Field
Applejack’s Training Begins
The Masquerade Part 1
The Masquerade Part 2

Meet Mistress D

Whew. Okay Twilight. You can do this. It's JUST an alternative club. An alternative club that a PRINCESS really shouldn't be seen at. On the other hoof, you have to wonder why FLUTTERSHY goes here. Okay. Take a few deep breaths then walk in.

Twilight Sparkle set her brow and then, with a determined trot, entered the club, The Scarlet. It was a...new club to grace the Manehattan scene, a club that offered a unique sort of service. It was a fetish club. Now, while fetish clubs weren't UNCOMMON in Manehattan, far from it, the Scarlet was a different beast entirely. Calling it a club wasn't good enough, what it was was one part performance stage, one part bar, two parts viewing area, and four parts playrooms. While the Scarlet catered to many different fetishes, the biggest and most popular was BDSM. Again, not an uncommon thing in Manehattan, Rarity would talk nonstop about how many times she was commissioned by such establishments. What made the Scarlet different was the exclusivity. Unless you knew someone who went there, or were a BIG SHOT in Equestria, like Princess Celestia big, you didn't get in.

So, the fact that FLUTTERSHY was there, well, it intrigued Twilight. Being an Element bearer and Savior of Equestria meant she'd have no trouble getting in but, why this club? Why this club specifically? There were a few other locations of the Scarlet in Equestria. Griffinstone had one, the Crystal Empire of all places had one, even APPALOOSA managed to get one up and running. Why this one in Manehattan specifically? It wasn't like it was just down the road in Ponyville, no, this was a commute. So, what drove Fluttershy of all ponies to be here? That was what Twilight wanted to find out. What she wasn't expecting was what she saw when entering. Bathed in a red light, owing to the name, the place was FILLED with ponies. Stallions and Mares of different sizes and colors occupied just the entrance. Earth Ponies, Pegasi, Unicorns, it didn't matter. They were ALL there. Some of them were in trenchcoats obviously hiding something and some of them simply were on display in fetish gear and lingerie. As soon as Twilight entered, silence reigned. You could hear a pin drop, it was so quiet.

Great. Just what I needed. Overexposure. With a sheepish smile, Twilight entered into the line, her ears picking up the hushed whispers of the other ponies.

"What's Princess Twilight doing here?"

"Is Princess Twilight a client?"

"Could she be lost?"

"Does she know what the Scarlet is?" Twilight winced. This was starting to feel like a mistake. The line moved swiftly, as pony after pony entered the club that was playing music over the loud speakers. Finally, when an aqua-marine pegaus entered the club, Twilight was next.

"Um, hello," Twilight said, to the perplexed ticket pony.

"P-Princess Twilight! Um...what can I do for you, your majesty?"

"Well..I'd like into the club," Twilight said, nervously rubbing the back of her hooves.

"Are you sure? You DO know what this club is, right?" the ticket pony asked.

"I'm sure. My friend Fluttershy comes here so I thought if she found something of interest, I could to," Twilight said. The ticket pony's eyes widened, then smiled.

"Alright then, Princess. Perhaps it would be good if I contacted Miss Shy and have her give you the tour. Then, once you're done, if you decide what you wish to do, she'll bring you back to me and I can get you all signed in," she said. Twilight nodded, leaning against the wall, as the ticket pony entered the club. 15 minutes passed, when the familiar pink mane of Fluttershy appeared. However, she was NOT AT ALL looking like Twilight usually saw her. Atop of her beautiful yellow fur was a set of dark red lingerie. Garters, stockings and all. A corset was covering her chest with holes for her wings, and on her back legs was a pair of leather boots, also in a dark red color. She wore a choker with a red heart pendant, and on her forehooves were dark red leather socks. Her mane was done up in a tail, and she had black mascara over her eyes. To top off this ensemble, she had a riding crop clutched in her hoof. Twilight, at that moment, resembled a fish seeing her timid pegasus friend in such an outfit.

"Twilight? What're you doing here?" Fluttershy asked, her tone having no trace of her timidness.

"Um..well..I was curious about this place and about..what you see in it," Twilight said, as her heart started beating faster as she took in her friends outfit a second time and her mouth started working again. Fluttershy sighed, turning to the ticket pony.

"Viv, can you ask Pepper to cover Kitten for me while I take care of this?" she asked. Viv nodded. "Okay, Twilight, follow me," Fluttershy said. Twilight gulped as she followed her friend into the club, the music now louder. If Twilight had thought that the ENTRANCE was a shock, the inside was another story. There were ponies dressed similarly to Fluttershy, and there were ponies next to them wearing only collars. Some were wearing collars and were being led on leashes, and some had collars, leashes, and clamps on different parts of their body. Following behind Fluttershy, Twilight tried not becoming flustered seeing that the crotchless panties she wore left NOTHING to the imagination. Weaving in and out of similarly dressed ponies, and casually sneaking glances of a 'performance' on the front stage, Fluttershy brought Twilight to the bar. "Sal! Can I get something for my friend? Put it on my tab, okay?" she asked the bartender, who nodded.

"Thanks, Fluttershy," Twilight said.

"So, you really wanna know what I see in this place, Twilight? Well, you know that feeling I had when I was just singing to myself? Before the whole Ponytones thing? That feeling of exhilaration is what I see in it, Twilight. Here, I don't have to be 'Fluttershy'. Here, I don't have to be seen as simply the timid animal lover from Ponyville. Here, I can be commanding, dominant, worshipped, feared. It's that feeling of power, Twilight," Fluttershy said. Twilight nodded, taking a few sips from the drink Sal had placed in front her.

"However, it's not just about those aspects. The biggest draws to this lifestyle are two things. Theatricality and safety. See, in Ponyville, I'm Fluttershy. HERE? I'm Mistress Sunny. It's like playing a role, Twilight. Like, when you're in Ponyville, I see you as just Twilight, but when you're at court in Canterlot..?" Fluttershy asked, leaving the answer to Twilight.

"I have to be a completely different pony," Twilight answered, earning a wink from Fluttershy.

"Mistress?" a small voice said. Fluttershy and Twilight turned to find a collared pegasus mare kneeling in front of Fluttershy with her head down.

"Kitten? I thought Mistress Pepper was taking care of you," Fluttershy said to the kneeling pegasus.

"She was Mistress, but, I wanted to be with you," she said. Fluttershy glared, placing the tip of the crop under the muzzle of the pegasus and lifted her head.

"Are you telling me you DEFIED a direct order, Kitten? Because you know what punishment that entails," Fluttershy said in a low and angry tone.

"Yes Mistress. I know," the pegasus said, not taking her gaze off of Fluttershy. The dominant pegaus sighed, flicking the crop down.

"Well, are you going to greet Princess Twilight or not? You very rudely interrupted a conversation we were having," she said.

"H-Hello, Princess," the pegasus said.

"Um..hello," Twilight said.

"She's my latest sub, Twilight. We only just met tonight, and I'm pretty sure she's a first timer. This display here? It proves that," Fluttershy said, motioning at Kitten. "Now, you are going to apologize for interrupting mine and Princess Twilight's conversation and then you are going to lick my boots until I'm done and then you're going to go back to the room and assume the punishment position." Kitten nodded, slightly trembling.

"I'm very sorry for interrupting you and Mistress' conversation, Princess Twilight. I promise it won't happen again," she said, then leaned down and began running her tongue against Fluttershy's boots.

"Sorry about this, Twilight, but I need to have a firm hoof. So, now that you know my reasons, what do you think?" Fluttershy asked.

"Y-You mentioned safety as another thing that draws you. Why?" Twilight asked, trying not to watch Kitten's rump as she continued to lick Fluttershy's boots.

"Right. Here's the trick. Even though I'm the dominant in this, Kitten here has all the power, because she can stop this with a single word. This is what we call a 'safeword' and the safeword is law. If the safeword is uttered, EVERYTHING stops. No ifs, ands or buts. At the same time, I ALSO have limits. That's why we share a safeword. Kitten can say it or I can say it. The outcome remains the same. I know the outward appearance of all of this may seem..frightening, but trust me, I would never push Kitten further than she wants," Fluttershy said, periodically flicking the crop against Kitten's rump, which earned squeaks and moans from the pegasus.

"Okay. So, um, be honest with me about something. Hypothetically speaking, in this environment, what do you see ME as?" Twilight asked, taking a slow sip from her drink. Fluttershy's eyes widened.

"You mean, do I see you as a domme or sub?" she asked.

"Hypothetically," Twilight said, the blush she'd had on her face having grown. Fluttershy smirked, her tongue between her teeth.

"Hypothetically? Well, you have the commanding edge to be a domme, but, even as a Princess you still need direction, guidance. Even for friendship problems, you don't do it alone, do you? So, that level of trust and dependence, along with the fact that, well, you're much more comfortable with FOLLOWING orders than making them. I am right in that, yeah?" she asked.

"Um..pretty much, yeah. It's easier for me to follow pre-written rules and orders than make new ones on the spot," Twilight said.

"Then, hypothetically, I can definitely see you as a sub. There's not a Mistress in this club who wouldn't LOVE to have Princess Twilight Sparkle at their beck and call," Fluttershy said.

"Mistress? May I add something?" Kitten asked, not stopping her licking of Fluttershy's boots.

"You have something to contribute to this conversation, Kitten?" she asked.

"Well, I noticed when you were talking to Princess Twilight, she had her head slightly angled down. And she really didn't interrupt you when you were talking. You asked her questions, she answered," the submissive pegasus said, lifting herself up a bit. Twilight's blush deepened as she turned her gaze away from Fluttershy.

"Huh. Very observant, Kitten," Fluttershy said, stroking the pegasus' mane.

"And..if Princess Twilight doesn't mind me saying so, I think she would be an amazing sub," Kitten finished with a small smile.

"Well, if that's not a winning endorsement, I don't know what is. So, are you thinking about signing up, Twilight?" Fluttershy asked.

"Well, yes. But I wanted to know what you thought I would be best at. I-If you think I'd be better as a sub then I guess that's what I'll be," Twilight said, gulping.

"Twilight, you don't HAVE to do this. It was just a suggestion. If you're uncomfortable with this, there's no shame in going home. It's not everypony's cup of tea," Fluttershy said, for the first time that night looking like the friend Twilight had and placing a comforting hoof on Twilight's shoulder.

"I know, Fluttershy, but I want to try it at least once. Consider it scientific curiosity. There's just...one problem," Twilight said.

"What's that?" Fluttershy asked, stroking Kitten's mane a bit more.

"I..I don't really know WHICH domme to choose," Twilight said. With a chuckle, Fluttershy stood up.

"Kitten, head back to the room. I'll be back in a minute, I promise. And you are to crawl there, missy," Fluttershy said, snapping the crop in finality. Kitten squeaked but did as she was told, crawling back to the area she'd come from. "Go back to the entrance, Twilight, and give this information to Viv. I know just the domme that'd be perfect for you." Twilight smiled, as Fluttershy wrote down on a notepad that was on the bar.

"Thanks," Twilight said, as Fluttershy hoofed her the page.

"Thank you, what?" Fluttershy asked, setting her gaze into a glare.

"Thank you..Mistress Sunny," Twilight said, her tone becoming soft. Fluttershy laughed.

"Oh, she's going to LOVE you," she said, finally following Kitten. Twilight gulped, ignoring the sweat on her brow or the heat in her nethers, as she willed her legs to walk back to the entrance with the paper in her hoof.

"Welcome back, Princess Twilight. What can I do for you?" Viv asked, when Twilight reappeared.

"Um..I'd like to sign in for a session tonight. Mistress Sunny..picked out a Mistress for me," she said, gulping as she hoofed the paper over to Viv. The earth pony took the paper and read the information, a smirk coming to her face.

"Alright then, Princess. Let me go get her handler to get you all set up and I'll put you in the logbook," she said. Twilight nodded, gulping and taking a seat on the bench in the front hall, as Viv headed back into the club. A few minutes passed, before the door opened again and light blue earth pony with twin candy canes as a cutie mark appeared.

"Princess Twilight? I'm here to take you to the play room," she said. Twilight gulped, following her through the numerous bodies of ponies enjoying themselves. Sharply turning to a hallway with doors, the earth pony pushed open a set of double doors that led to a set of stairs leading to the bowels of the Scarlet. More rooms were found there, but these ones were made to look like bedrooms. Twilight's heart started to beat as she saw various ponies in the rooms, some she recognized, some she didn't. One of the rooms she passed contained Fluttershy and Kitten. The submissive pegasus was hogtied and suspended from the ceiling, with her wings bound and a ball gag stuffed in her mouth, muffling her moans. Fluttershy was on her hind legs, that were covered in odd leather straps.

"Who owns you, Kitten?!" Fluttershy demanded, landing a smack to Kitten's flank.

"Oo fo, Miftrff!" Kitten moaned. The blue earth pony led Twilight to a vacant room that was the most lavish. A beautiful queen sized violet bed was situated on the back wall of the room, and on the sides there were racks filled with toys, harnesses, and other bondage equipment. Situated in the corner of the room was a large wooden 'x' with shackles situated on it, and next to the bed was a nightstand with vibrators and dildos on it. Twilight's blush increased, as she noticed another vanity situated near the door of the same ebony wood as the nightstand.

"Okay, Princess. Let me just get you situated and ready for your domme, also go over a few rules that she has," the blue earth pony said, closing the door, and heading over to the vanity. Opening the top drawers, the blue earth pony pulled out a sleep mask, a set of restraints, a few leather bands and a leather collar with a metal ring. Grabbing the leather bands, the earth pony approached the alicorn. "Could you please relax your wings, Princess?" she asked. Twilight blushed, nodding as she settled her wings into a relaxed position. The earth pony wrapped the bands around Twilight's wings, over her back and under her stomach in a crisscross pattern, and then tied the remaining ends around the base of Twilight's tail. Twilight bit her lip, as the heat from her nethers intensified from her wings being restrained. "Please raise your head for me, Princess," the earth pony asked. Twilight did so, as the blue pony fastened the leather collar onto her neck, securing it with a CLICK! Pulling back a bit, the earth pony smiled. "Okay, Princess. Just a few more things. I'm gonna need you to kneel on your hind legs and put your forelegs behind you," she said. With a gulp, Twilight did as the earth pony instructed, her heartbeat picking up. "Now, I'm gonna put this on you," the earth pony said, holding up the sleep mask. Twilight nodded, as the pony fastened it around her face, her vision now obscured. "Okay, Princess. Just one more thing. I need your safeword," she said. Twilight nodded. She'd been trying to think of one since Fluttershy had told her about it, but now that she was actually DOING this, her mind was drawing a blank.

"Um...Amethyst," Twilight said.

"Very good, Princess. Just wait here. She'll be with you shortly," the earth pony said. Twilight heard the door close and soon, silence reigned. After a few minutes, as she felt her hind legs start to get sore, the door opened again. Twilight's ears pricked up. The door closed and Twilight tensed herself. This was it. It was about to start. A dry chuckle went through the room.

"Ms. Sparkle, welcome. I am Mistress D, and YOU are MINE for the evening."

Author's Note

Hope you all enjoy this new story. I've still got Mad Love to update, along with Immortal Love and, I've got a THIRD story in the works next to this. But, this one I've had in my mind for a while now. Hope you enjoyed this introduction. Next chapter will be...well...sex. Just sex. Explicit sex. Mistress D will be throwing Twilight into the deep end as it were. Hope you enjoy guys.

The Art of Submitting

"Mistress Sunny highly recommended you, Ms. Sparkle. She said you would be an IDEAL sub for me. We'll see if she was correct," Mistress D said. Twilight said nothing, straightening herself up in the position she was in, as if it came naturally. She heard another chuckle from Mistress D, as her hoof steps approached. "While we're in this room, you are to address me as 'Mistress' or 'Mistress D', nothing else. Understood?" she asked, standing behind Twilight.

"Yes Mistress," Twilight said, keeping her breathing steady.

"I will not be referring to you as 'Ms. Sparkle' or 'Princess' from this point on. While you are in this room with me, you are my slave, and will be addressed as such. Understood?" Mistress D asked.

"Yes Mistress," Twilight said, taking a deep breath.

"Spread your legs for me," Mistress D said. Twilight did so, as Mistress D fastened some of the restraints on her hind legs. "Very well done so far, my obedient slave," she said, a smirk evident in her voice.

"Thank you, Mistress," Twilight said, sucking in a breath when she felt a strip leather of stroke her teats.

"Mmm. I'm going to enjoy pulling all of those moans and screams out of you, my little submissive," Mistress D said, tracing the tip of a crop on Twilight's nipples. The alicorn bit her lip, as the domme tortuously teased her hardened nipples with the crop. "You'll be a quivering mess when I'm done with you, begging me to let you cum. But, only with permission." She gave a sharp *SMACK* to Twilight's nipple in finality.

Twilight gasped. "Y-Yes Mistress!" Mistress D laughed, pulling the crop away, and coming behind Twilight again, restraining her forehooves behind her back. Reaching around, the domme stroked Twilight's dripping slit with the crop, causing the alicorn to buck with need. Mistress D tsked.

"Now now, my pet. We don't want you finishing too soon," she said, quickly pulling the crop away. Twilight whined, denied the pleasure she wanted, only to be met with a sharp pain. Mistress D had put clamps on her nipples, flicking them a few times, eliciting throaty moans from the sweating alicorn Princess. A small whirring sounded through the room, and soon, Twilight was seeing stars from feeling a powerful vibration on her clit.

"M-Mistress, please!" Twilight moaned, grinding her soaked pussy on the vibrating wand.

"Do you want to cum, my pet?" the domme pony asked.

"Yes Mistress! Please! Please may I cum?!" Twilight begged. Mistress D chuckled, as Twilight felt one of her hooves come to the back of her head.

"Prove it then, my little slave. Keep your mouth open and suck my cock like a good girl," she said, placing the fake rubber phallus on Twilight's face. Biting her lip, the alicorn slowly stroked her tongue up and down the shaft of the toy, hissing as Mistress D gave another *FLICK* to the clamps on Twilight's nipples. Steeling herself, the alicorn opened her mouth wider and slowly took the head of the fake cock into her mouth. "Mm. How eager. Good girl," Mistress D said, stroking Twilight's mane, as she pushed deeper into Twilight's throat. "Oh fuck yes. Mmm, I'm gonna fuck this tight throat of yours good, pet," she said, a grin evident in her voice. Twilight moaned in response, as her throat became adjusted to the size and width of the phallus, her tongue swirling around it. Instinct was winning out over inexperience for the lavender alicorn, as Mistress D pushed the rubber cock to the hilt in Twilight's throat. Letting the princess adjust to the sensation, Mistress D purred in Twilight's ear.

"Get ready, slut." Then, gripping the sides of Twilight's head, she pistoned the phallus into the alicorn's throat, savoring the choking and gagging sounds from the Princess of Friendship. Picking up the pace, Mistress D turned up the vibration of the wand placed under Twilight's pussy, sending out a muffled scream from her. Pushing deep into Twilight's throat, the domme kept her head in place, growling as Twilight struggled with tears stinging her eyes. "Stay still, little slave, unless you want me to punish you." Breathing through her snout, Twilight kept the cock in her throat for another three minutes, before being pulled back.

"M-Mistress, may I cum? Please? I can't take it!" Twilight begged, knowing that her tears were probably coming from the bottom of the sleep mask. Mistress D didn't answer, simply shut off the wand and pulled it away.

"Lay on your back, pet, and keep your legs open as wide as they can be," she said. Twilight nodded, falling to her side and then, with effort, managed to get on her back, with her hind legs arched up. "Good girl," Mistress D praised, flicking the clamps again, earning a moan from Twilight.

"Let's see how long you can hold out for, my little sub. You've done VERY well so far tonight." Gripping Twilight's haunches, Mistress D lowered her muzzle to Twilight's dripping cunny. "Tell me, my horny girl. Have you ever been eaten out before?"

"N-No, I haven't-A-AH! MISTRESS!!" Twilight squealed, as she felt the warm, wet tongue of the dominant pony slide up her slit. Another lick down and Twilight started seeing stars. Then Mistress D began rapidly licking Twilight's slit, and her outer lips, which she also gave a good tug with her teeth. Writhing and bucking, Twilight's tongue lolled out of her mouth. Mistress D chuckled.

"Stay with me, pretty girl. Just a little more then I'll let you cum for being such a good girl," she said.

"Uh-huh." Twilight mumbled, only to be returned to her senses when she felt a pair of teeth lightly bite on her clit. "OH! YES MISTRESS! THAT FELT SO GOOD!" With Mistress D's tongue buried in her pussy, and administering frequent flicks to the clamps on her nipples, Twilight approached the edge. "Mistress! Mistress, may I cum? Please Mistress? May I cum?"

"You need to cum, slave?" Mistress D growled, pulling back a bit and rubbing Twilight's pussy with her hoof.

"Yes Mistress! PLEASE!" she begged, her horn slowly starting to illuminate.

"I expect you to thank me when you do, slave. Understood?"

"Yes Mistress! I will! Please!"

"Go ahead and cum, slut," the domme growled, pulling back. With a scream, Twilight fell off the edge as her horn lit up.

"THANK YOU MISTRESS!" It felt like an eternity before she finally came back down, passing out from exhaustion.
Mistress D stood up and smiled.

"Good girl," she said, pulling off the sleep mask and removing the restraints from Twilight. Lifting up the alicorn and depositing her on the bed, she left a hoofwritten note on the nightstand and then headed out the door.

~o~0~o~

Her eyelids fluttering open, Twilight slowly sat up, nursing a crick in her neck. Her eyes adjusting, she found herself still in Mistress D's playroom, but the dominant pony was nowhere to be found. With shaky hooves, Twilight got to the floor, and stretched herself awake, finding the small piece of paper on the nightstand behind her.

I hope you enjoyed tonight, Princess. I certainly did. If you're interested in returning, I'd be happy to have you again.

-Mistress D

Twilight gulped, levitating the paper and folding it up. She'd never experienced something so..intense as what she did with Mistress D. The fact that she couldn't see her added to the intrigue. But, DID she want to come back? It had been risky just going to the club when she'd wanted to find Fluttershy, it'd be even MORE risky if she'd go back as a client. And yet, the more she thought about another session with Mistress D, the weaker in her legs she'd become. She could still feel the domme's hot breath in her ear. Shaking herself out of her reverie, and not wanting to stain the floors, Twilight headed out the door.

"Princess Twilight!" Viv called, trotting up to her. "Fluttershy is waiting outside for you. I told her I'd tell you when you were ready," she said.

"Thank you, Viv."

"Did you enjoy yourself, Princess?"

"Y-Yes, I did. Very much so," Twilight said with a blush. Viv smiled.

"Excellent. I do hope you'll come back again, Princess. It's been so long since I've seen Mistress D THIS gung ho about a pony," she said. Twilight's eyes widened, but only smiled in response, heading up to the main area of the club that was still bustling, but seemed to have died down a bit. She approached the exit where Fluttershy waited, in a red trenchcoat and pink scarf.

"Oh, Twilight. There you are. Ready to go?" she asked, her soft and timid tone returned. Twilight nodded, following beside her pegasus friend. "So...what did you think?" Fluttershy asked with a smirk. Twilight blushed, turning her gaze away. Fluttershy grinned. That was all the answer she needed.

Author's Note

Twilight's finished her first session. Now, it's back to Ponyville to sleep it off. Of course, that's assuming her dreams will be entirely innocent. A certain Princess of the Night is going to be very intrigued by the latest dreams of the lavender alicorn.

Dreams

"Night, Twilight. See ya in the morning," Spike said, as he headed for his room. Twilight smiled at her dragon assistant as he left, then headed for her student's room.

"Just saying goodnight, Starlight. See you in the morning," she said. Starlight nodded, flipping through a book that Sunburst had loaned her. Flaring up her horn, Twilight closed the door to Starlight's room and then headed for her own, sighing at the sight of her violet canopy bed. If she had any say, she wouldn't be leaving the comforting embrace of her downy pillow for a while. The events of the day left her exhausted, and so, as she lifted the quilt with her magic and climbed into the bed, she immediately felt the calling of the dream realm. With a flare of magic, she extinguished her lamp and settled back onto her pillow.

~~~~o0o~~~~

"MMMPH!! FUCK!! Pleef Miftreff!"

Mistress D frowned, pulling the wand away from Twilight's clit, landing a smack on her hardened nipples. "Is that the best you can beg, slut? Disappointing," she said, her eyes narrowed behind her black mask. She had the alicorn tied up, gagged and suspended from the ceiling, with a plug in her flank and clamps on her outer pussy lips. The crop came down hard on the back of Twilight's hind legs, driving a moan from the alicorn.

"I'll do beffer, Miftreff, I promif! Pleef!"

"Then prove it. I wanna hear you BEG like the slut you are. I want to hear all the dirty, depraved things you want to have done to you, and then I want you to cum as hard as you can WHEN I give you permission," Mistress D said, placing the wand back on Twilight's clit, which caused the princess to buck hard.

"I'm a fucking flut, Miftreff! I'm your fucking horny flut that needf her puffy fucked by your tongue and your hoovef and your fick cock. I need the ftinging pain of the crop on my nipplef, and your tongue on my clit, Miftreff!"

Mistress D grinned, turning the power up on the wand.

"Good girl." Reaching around to the back of Twilight's head, Mistress D removed the ball gag, and planted her lips on the alicorn in a heated kiss. "Do you belong to me?"

"Yes Mistress. I belong to you."

~~~~o0o~~~~

Twilight shot out of bed, sweating and panting hard. That dream felt real. Too real. Rubbing her eyes, the alicorn pulled the covers off, and got out of bed. She needed to get a glass of water. Leaving her bedchambers, Twilight walked past Starlight's room as a scream came from inside of it.

"YES TRIXIE! YES! HARDER!"

"That's it, my darling Starlight. Savor the pleasure of your Great and Powerful marefriend," another voice said. Twilight sighed. Ever since Trixie and Starlight had become marefriends, Twilight would often find them in various states of pleasure. That was the LAST thing she needed right now, after that dream. Trying to drown out the carnal screams of her student and the other unicorn, she headed for the kitchen. She very rarely would go there herself, Spike would always bring her a snack or drink, so it was a bit odd seeing the kitchen again. Getting her bearings in the large kitchen, she headed for the sink to get her water. Levitating the glass, she headed back to her room, enduring Starlight and Trixie's moans. Those two were insatiable. Finally, she returned to the solitude of her bed chambers, and climbed back into bed. Taking a few sips from her water, she levitated it to the nightstand and then closed her eyes.

"How are we feeling, pet?" Mistress D asked. Twilight moaned, mumbling from the spider-ring gag in her mouth. Mistress D chuckled, as she approached Twilight, and tightened the restraints on her limbs. "Mmm. You've managed to take the shocks up to level 5, dear. Let's see if you can take them higher." Twilight's eyes widened behind the blindfold, as she felt Mistress D place the electro-clamps on her nipples and pussy and then pull the blindfold off. As her eyes adjusted to the light, Mistress D's form changed. Right now, she was a white unicorn, with a purple mane and diamond cutie mark that was framed by her black corset. Twilight's eyes widened. She'd changed into Rarity. The unicorn smirked, holding up the remote in her magic.

"Are we ready, dear?" she asked, her accent now more pronounced. Twilight moaned, nodding, as Mistress D flicked the switch. "We'll start at level 6 and work our way up, alright?" she asked. Twilight moaned, as the shocks coursed through her body.

~~~~o0o~~~~

"AHHH! 1! Thank you, Mistress! 2! Thank you, Mistress!" Twilight screamed. Mistress D had her suspended from the ceiling, balancing on one of her hooves, as her other was tied to the rope holding her up, leaving her glistening cunt on display. She was taking the whip strikes from Mistress D across her back. It hurt, yes, but she was doing it for her Mistress.

"What are you, slave?" Mistress D asked, sending another whip strike at her back.

"AHHH! I'm your bitch, Mistress! I'm your slave bitch!" Twilight yelled.

"Damn right. Stand up straight, and present your chest to me!" Mistress D barked. Twilight did as she was told, as Mistress D came into her eyesight. Now, she'd taken a different form. Once again a unicorn, Mistress D's coat was a light yellow, with a red mane with highlights that was put up with a barette. Had it been down, it would probably resemble Twilight's. Large, horn rimmed glasses sat on her snout, and her bushy brows were furrowed. She was now Twilight's old friend Moondancer. Another whip strike, this time to her erect nipples. "I'm not getting my thank you's, slave!" she yelled, giving an extra hard whip strike to Twilight's chest.

"AHHH! I'm sorry, Mistress! Thank you Mistress!"

Mistress D grinned. "Looks like we'll have to start all over."

Twilight awoke the next morning, to find her wings erect, and her bed sticky. "Great. Just great," she said with a sigh, stripping her bed of the sheets and levitating them with her magic. She'd have to do this laundry herself.

~~~~o0o~~~~

Inside the royal castle of Canterlot, Princess Luna had a grim expression on her face. She'd sensed what she thought was Twilight in peril the night before, and so checked on her in her dreams. What she wasn't expecting was the kinky dreams from the Princess of Friendship. Now, while Luna was not one to shame another pony for what they liked to do in private, the fact it was Twilight was a bit..concerning. She'd finally seen enough when the mysterious Mistress D started dunking Twilight's head in water and then shoving a rubber strap-on down her throat. That was when she'd decided that perhaps Celestia should be notified. It could be nothing, but better safe than sorry.

"Tia, may I speak with you?" Luna asked as her sister sat down with her breakfast. The Princess of the Night should be sleeping right now, but this was important.

"Of course, Luna. What about, dear sister?" Luna bit her lip. Time to explain.

Outside of Canterlot, a flock of bluebirds were nesting in one of the thickets near the castle. It was peaceful, as they'd just fed their young. Suddenly, a sound like rolling thunder rumbled through the castle and even to the outskirts, startling the bluebirds and making them fly away. What could have caused such a sound? Princess Celestia, screaming at the top of her lungs.

"SHE DREAMT WHAT?!"

Author's Note

Ba da ba ba da ba..bwom! Yup, Celly's not happy. Not because of Twilight's kinky dreams, but..well, it'll be explained in future chapters. Next chapter is Twilight in Ponyville, so that'll be fun. Sorry this took so long guys. Life situations.

Under the Shower Stream

Hit by the light of Princess Celestia's sun, Twilight's violet eyes fluttered open. Last night was certainly an event, assaulted in the dreamscape by her intoxicating Mistress. Her legs still shook just thinking about it. With a slow gait, she headed for the main parlor, finding Starlight in a blue, fluffy robe with Trixie's cutie mark on the back. The unicorn was sipping a hot cup of tea, and there was another one waiting for Twilight on the table.

"Morning, Twilight," Starlight said. Twilight grumbled, sitting in front of the steaming mug.

"Enjoy your night, Starlight? I don't remember you owning a robe like that," the alicorn said, blowing on the mug. Starlight blushed.

"Y-You heard us?"

"I'm pretty sure the whole of Equestria heard you, Starlight. I'm happy you've found a special somepony but I don't need to hear you two being intimate in the middle of the night," Twilight said. Starlight chuckled, sipping her tea.

"Speaking of which, where did you go last night? You don't usually go out that late," she asked. Twilight blushed.

"Oh, I was just..doing Princess stuff," she said, giggling sheepishly.

"That late at night?" Starlight asked incredulously. She didn't believe it for a second.

"It was..very secret Princess stuff," Twilight said.

"Okay, fine. Don't tell me. What's on the agenda for today?" Starlight asked.

"I've got lunch with the girls, and then some paperwork to do. After that, I'm free," the Princess said.

"Great. I've got a date with Trixie in a bit and then I'm free for the rest of the day."

"That is if Trixie doesn't drag you back here to rut your brains out," Twilight said, with a smirk and a raised eyebrow. Starlight blushed.

"We'll keep the noise down," she said. With a chuckle, Twilight stood up, levitating the now empty mug as she headed to the kitchen, and placed it in the sink.

"I'm gonna hop in the shower and then head out. See you later?" Twilight asked.

"Sure. Have a good day," Starlight said. When the alicorn headed down the long hallway of the castle to the bathroom, Starlight felt two hooves cover her eyes.

"What do you say to me peeling that robe off with my teeth, dear?" Starlight shivered, as she could feel the outline of the magic strap-on on her back.

"I'd prefer if you pounded me in the shower," the pink unicorn said.

"Then let's wait in your room for Twilight to leave," Trixie said, nibbling on one of Starlight's ears.

"Mmm. Baby, you're getting me worked up," Starlight moaned.

"That's the idea, love," Trixie grinned. Without another word, Starlight teleported them back to her room.

~~~~o0o~~~~

Steam covered the bathroom, as the stream of the shower hit the purple alicorn. Gliding the soap along her body with her magic, Twilight felt..the urge. Her nethers were quickly becoming wet to thoughts of Mistress D. She bit her lip. Now was not the time, she had things to do. But, as she closed her eyes to cleanse her mane under the stream, she was assaulted with images of her mysterious dominant.

"Tsk, tsk, Princess. Getting wet in the shower? Only naughty girls do that," Mistress D said. Twilight gasped. D-Did she really hear that? Her eyes snapping open, Twilight looked around the shower. Nopony was there. Then, she pulled the curtain back a bit. She was the only one in the bathroom. Biting her lip, Twilight closed her eyes again.

"M-Mistress? Is that you?" she asked.

"Of course it is, pet. You didn't think I was REALLY done with you yet, did you?" Mistress D chuckled dryly. Twilight gasped. "Mmm. You didn't answer my question, Miss. Sparkle. Only naughty girls get wet in the shower, right?" she asked.

"Yes Mistress," Twilight moaned, her voice a whisper.

"Are you a naughty girl, pet?" Mistress D asked, her tone even.

"Yes Mistress," Twilight moaned again, her forehoof trailing down her body to her burning slit. Mistress D hissed.

"No touching yourself, slave. Not until I tell you!" she snapped. Twilight gasped, but shot her hoof away obediently. "Are you MY naughty girl, pet?"

"Yes Mistress," Twilight groaned, her pussy becoming more soaked.

"Say it, you slut!" Mistress D growled.

"I'm your naughty girl, Mistress!"

Mistress D hissed. "Do you want to touch yourself, pretty girl?"

"Yes please, Mistress!" Twilight panted. Her body was screaming for release. She needed this.

"Rub your pussy, pet, then keep your fucking mouth shut. Your Mistress is going to verbally degrade you and you're going to thank her for it and then you're going to cum when your Mistress tells you to. Understand?" Mistress D growled.

"Oh, yes, Mistress!" Twilight howled, reaching down with her forehoof and rubbing her soaked, quivering pussy.

"MMm. That's it, my little slut. Rub that pussy for your Mistress like the bad girl you are. Dear Celestia, I want you to be mine. I'd keep you collared and leashed and use that beautiful alicorn body EVERY SINGLE DAY. You'd be mine to use and punish, only used for my pleasure. If you're a good girl, maybe Mistress would let you cum, but only when Mistress ALLOWS you!" Twilight hissed, biting her lip as she rubbed her slit faster. Flaring up her horn, she sent a bit of magic down to her clit and flicked it. "Mmm. Such a naughty girl, pet, using your magic like that. What would Princess Celestia say?" Mistress D chuckled.

"OOH, Mistress, please!" Twilight moaned.

"Hold it in, slut. I'm not done with you yet. Flick your clit again, lift your tail and spank your flank," Mistress D snarled. Twilight nodded and did as her Mistress commanded, screaming when her magic hit her flank. "Don't you dare fucking cum or I will punish you so hard our next session!" Mistress D roared. Twilight panted, tears pricking the corners of her eyes, but held her climax in. "You deserve to be only one thing, pet. You deserve to be my property. You need Mistress to take all the responsibility away from you and just focus on pleasing Mistress. Mistress would take care of you everyday, train you to be the perfect little slave for her, and be content. Do you want that, pet?"

"YES MISTRESS! I DO!"

"Say it, Twilight. Say you want to be my slave permanently. That you want to give yourself to me fully!"

"I want to be your permanent slave, Mistress! I want to give my body and soul to you completely. To be your obedient property at your beck and call. OOOH! Mistress, may I cum? Please?!" Twilight begged. She felt on the verge of passing out.

"You need to do one more thing for me, pet. You need to promise that you'll get some sex toys from a shop in Canterlot. It's called The Stable. Ask for Posey, she'll help you. You can get anything you want but priority is a dildo, both normal and vibrating, a magic powered dildo, a training collar, a leash, a ball gag that you can choose the color of, a tail ring, a package of clamps, a crop, and a butt plug. Can you do all that?" Mistress D asked.

"YES MISTRESS! I can! I promise! Please may I cum?!" Twilight moaned.

"Cum for me, Twilight. Cum hard and scream in thanks for your Mistress letting you cum," Mistress D moaned.

"AHHHHHHH!!! THANK YOU MISTRESS FOR LETTING ME CUM!" Twilight screamed, cumming hard and squirting all over the shower floor. Slumping onto her back, Twilight was breathing hard. Mistress D chuckled.

"That's my pretty, sexy girl. You've made your Mistress very happy, pet. Go get cleaned up and remember to go The Stable. Hurry up, you don't wanna be late to lunch with your friends," Mistress D said with a chuckle, then her voice was gone. Deliriously, Twilight turned off the shower and slowly stood up on shaky legs. Her hind legs were sticky with her release, but she didn't care. Wrapping herself up in a towel, Twilight realized what Mistress D had said before she'd left. How did she know about her having lunch with her friends? Then there was the matter of The Stable. She'd heard of it, of course, but could she, as the Princess of Friendship ACTUALLY go there and buy all the items Mistress D asked for? Doubt gnawed her mind, before she realized how disappointed Mistress D would be, and she didn't want to disappoint her Mistress. She'd find a way. To make her Mistress happy? Absolutely.

Author's Note

Yup. Another chapter of kinky fuckery. I needed one more in there before we meet up with the other members of the Mane Six. So, next chapter is lunch with the girls, and Celestia visiting Cadance. Let's face it, Celestia's not the best pony to give advice about this sort of stuff. Candance, as the Princess of Love, is. Plus, Twilight's sister-in-law so she'd be a bit more understanding. Stay tuned.

Lunch with the Girls

"Good morning, Princess Twilight," Mayor Mare greeted the alicorn on her walk to the restaurant where her friends waited.

"Good morning, Mayor. I unfortunately can't chat, I have to get to lunch with my friends," Twilight said.

"Oh, I understand, Princess. I was just wondering if I could get you to look over some building contracts to make sure they're air tight?" Mayor Mare asked.

"Of course. Bring them by later and I'll check them out," Twilight said, continuing on her way to the restaurant. Her legs were still a bit wobbly from her time in the shower, but she managed to hide it well.

"TWILIGHT DARLING! Over here!" Rarity called when Twilight came into view, giving a wave to the alicorn. Twilight smiled, trotting to the table where her five friends waited.

"Good to see ya, Sugarcube. You hungry?" Applejack asked.

"Starving. I had a really eventful night last night, and didn't get much sleep what with Starlight and Trixie's carnal sounds," Twilight said.

"Tarnation, are those two still at it? They're worse than jackrabbits, I swear," Applejack said, scooping some salad into hr mouth.

"So, who was the lucky pony you were with last night, Twi?" Rainbow Dash asked. The alicorn spit out her drink and choked a bit. Pinkie Pie gasped, patting her on the back.

"RAINBOW DASH!" Rarity snapped.

"What?! Can't you see it? Her mane is frazzled in places, there are bags under her eyes, and when she was coming over here, her legs were wobbling. Those are the signs of somepony who got pounded last night," Rainbow Dash said. Twilight gulped, blushing.

"Twilight! I can't believe you'd keep something like this from us. Oh, you have to tell us who this stallion is that you've met, dear!" Rarity said with a grin. Twilight grimaced. Thanks a lot, Rainbow.

"I..uh..I never saw them. I was kind of...blindfolded," Twilight said, making the last word as quiet as possible.

"Beg pardon, Sugarcube? Why couldn't you see him?"

"I was...blindfolded," Twilight said again, a bit louder but still inaudible.

"Do speak up, darling," Rarity said.

"I was BLINDFOLDED! I couldn't see the pony because I was BLINDFOLDED!"

Silence reigned at the table for a good few seconds, before Rainbow Dash snickered and then laughed loudly, falling off of her chair. Twilight's blush seemed to cover her whole face. Rarity grinned, her eyes sparkling.

"Ooh, I see. So, it was more than a normal consort, then, darling. Well done, dear. Did you enjoy it?" the unicorn asked.

"It was..one of the most amazing experiences I've ever had," Twilight said. Taking a few deep breaths, Rainbow Dash sat back at the table, giggling slightly.

"Who knew the egghead had it in her? Great job, Twilight," she said, taking a sip of her water.

"So, what was the stallion like that gave you this experience, dear?" Rarity asked.

"Well, they weren't..a stallion, per se," Twilight said. She didn't think her face could get any redder.

"BWAHAHAHAHAHAHAHA!" Rainbow Dash guffawed, falling off the chair again. Rarity grinned wider, leaning forward even more interested in Twilight's recount. Even Applejack was smirking, taking a few sips from her water. Fluttershy had an..incredulous look on her face, and her eyes were slightly narrowed. Pinkie was silent, focusing on her food.

"Oh my Celestia, Twilight, I'm proud of you. It was a MARE that made you experience that, was it? My, my. She must be quite the dominant to have your face covered in that blush," Rarity said, pointing at the alicorn.

"Yeah. She was..amazing. The fact I was blindfolded for the entire time, even when she had entered the room, enhanced the experience," Twilight said.

"Oh, that mare was a professional. She KNEW what she was doing," Rarity said, levitating her wine to her lips.

"So, what did she do to you?" Applejack asked.

"I didn't think you would be interested in this subject, Applejack," Fluttershy said, giving Twilight a slight glare out of the corner of her eyes.

"I have to admit, there is something intriguing about the thought of being at the mercy of a single pony. Though, I'd probably take a stallion instead of a mare, no offense, Twi."

"None taken, AJ."

"Let me give you a few of my contacts, Applejack, darling. I'm sure one of them would be the perfect dom for you," Rarity said. Applejack blushed, sipping her water with a dry chuckle. "But, seriously, Twilight. What DID she do?"

"She..used a vibrator on me," Twilight said under her breath. Rainbow Dash took a deep breath before another fit of laughter began. "And she made me..choke on a strap-on." Fluttershy's glare deepened, and Rarity's grin widened, now almost framing her face.

"Is that all she did with the strap-on?" the unicorn asked.

"Yeah. She didn't...penetrate me," Twilight said. Rarity's eyes widened.

"Then..you're still a virgin, darling?"

"I guess I am," Twilight said.

"OKAY! Can we move away from this subject please?!" Pinkie Pie snapped, startling the others. The pink pony had been silent since the start.

"Sorry, Pinkie! Were we making you uncomfortable?" Twilight asked, placing a comforting hoof on her.

"No! Sorry, no. It's just..I don't need to hear the details about this," the pink mare said.

"Apologies, Pinkie. We weren't thinking. We'll change the topic," Rarity said. Pinkie nodded, taking a few more bites from her salad. True to their word, the girls switched the topic over to Applejack's upcoming harvest. Fluttershy, however, wasn't listening.

"Twilight, can I talk to you?" she asked, her voice not betraying her irritation. The alicorn nodded, as she and the yellow pegasus stepped away from the table. "I really don't think it's a good idea talking about what went on at the Scarlet in front of the girls," Fluttershy said when they were out of earshot.

"What do you mean, Fluttershy?" Twilight asked.

"I mean, what happens in the playroom is between you and your dominant. It should stay as such. I don't think she'd be happy that you're divulging details that were between the two of you. It could come back to bite you and her. Do you understand?" Twilight's eyes widened. She hadn't thought of that. She was simply excited about telling the girls about her new experiences, but she hadn't thought of whether Mistress D would want her to. The last thing she wanted was to get her Mistress in trouble.

"Fluttershy, I didn't know. I'm so sorry. I won't say anything more," the alicorn said.

"It's okay, Twilight. You made a mistake, it's understandable. Just don't let it happen again, okay?" Fluttershy said.

"I won't." Fluttershy smiled, as the two were about to head back to the girls, when Pinkie Pie approached.

"Flutters, do you mind if I talk with Twilight for a bit?" she asked.

"Sure, Pinkie. I'll head back to the table." Fluttershy said, trotting back to the other girls, who were currently seeing how many shots Rainbow Dash could put back without stopping. She was on three.

"What's up, Pinkie?"

"Um..Mr. and Mrs. Cake are..they're having an opening for a new bakery in town. Guess the Marzipan Marscapone Meringue Madness made them some good money, along with Donut Joe. Anyway, there's gonna be this really nice, fancy party with dinner and dancing and well..I was wondering..um.." Pinkie said in her very fast manner of speech, even with the pauses.

"You were wondering?" Twilight asked.

"Um...I was wondering if you could.........ask the Princess's if they'd like to attend," Pinkie finished. Twilight smiled.

"Sure Pinkie. I'd love to. Just give me the date and I'll ask Princess Celestia and Princess Luna," she said, trotting back to the table. Pinkie gave a half-hearted chuckle, before following her.

How can you be so weak, Pinkie? That was your chance to ask her. You blew it.

Author's Note

What's this? A chapter without sex? Gasp! This won't last. Next chapter is full of sexy sexy sex. Also, bear in mind what Applejack wanted. I'm making an original stallion to be her dom. Stay tuned everypony.

Mistress D Returns

"Welcome back, Princess. Would you like me to sign you in?" Viv asked. Twilight nodded, with a smile. She was a lot more calm in front of the pony at the front desk. "For Mistress D?" Twilight nodded again, blushing. Viv smirked, writing down on the sign in sheet. "Can I just ask what your safe word is, Princess?"

"Amethyst."

"Okay. Head on inside and wait at table 3. Mistress D's assistant will come get you," Viv said. Twilight nodded, heading back into the main area of the Scarlet. As usual, it was packed! Some ponies were on the dance floor, Twilight could see her friend Lyra and her mare friend Bon-Bon at a booth near the bar, with Lyra straddling Bon-Bon and nibbling at her neck. Bon-Bon was clearly enjoying it too. On the performance stage, there was a pony that looked EERILY like Cheerilee, in a set of blue lingerie and a domino mask. Her mane was done up in a bun, and she held a riding crop in her hoof. There were two ponies kneeling for her on the stage. They were hooded, so their faces couldn't be seen, but the cutie marks gave them away, at least to Twilight. The grey one had the cutie mark of three stones, and the pink one had the cutie mark of a purple cupcake with a turquoise wrapping and a cherry on top. Marble Pie and Sugar Belle. Twilight had to bite her lip, as she was pretty sure that the domino mask wearing pony WAS Cheerilee.

"Now, are you ready to please the audience, my pets?" she said to the kneeling ponies, tracing the crop under their muzzles.

"Yes Mistress!" they said in unison.

Twilight headed for the table marked 3, which was close enough to the bar, but far enough from Lyra and Bon-Bon, who had moved onto the next stage of play. Twilight could see Lyra's tail under the table, and Bon-Bon's face scrunched in pleasure, one of her forelegs under the table. She had a pretty good idea what the unicorn was up to. Sal, the bartender, approached with a drink in hoof. He placed it down with a wink, receiving a smile from Twilight. It was a fizzy red drink, with an umbrella in the cup. Taking a few sips, Twilight waited and watched the performance. Cheerilee had Marble and Sugar Belle strapped to flogging benches, with vibrators in each of their pussies. Marble had a ball gag in her mouth, and Sugar Belle was working her tongue over Cheeilee's slit, who in turn was smacking their flanks with a crop periodically and moaning wantonly. Twilight bit her lip. The display wasn't helping. Over to the side, Bon-Bon's moans became louder, as her back arched, her mouth in an 'o'. She just came. It was pretty obvious, confirmed with Lyra sliding back up and kissing her with a kitten-like smirk on her face. Finally, the pegasus that Twilight met the first night approached.

"Please follow me, Princess," she said as when she made it to Twilight. The alicorn nodded, following the pegasus down the stairs to the playrooms. Twilight had to hold in a gasp when she returned to Mistress D's playroom. The room was now shrouded in an orange glow, as the lights were turned down and it was now simply lit by candle. But, that didn't impair the sight of the x-frame placed in the center of the room, along with a flogging bench. Twilight gulped. Had Mistress D been WAITING for her to come back? The pegasus entered the room, and headed immediately for the dresser drawers, as Twilight followed. "Spread your forelegs," the pegasus said, and Twilight did so, as the ropes returned to where they'd been the first time she'd been in that room. Wrapped around her wings and pinning them down, Twilight let out a breath. She was EXTREMELY nervous, but also giddy with anticipation as to what she and the dominant pony would get up to tonight. "Lift your head please, Princess," she said. Twilight did so, as the leather collar was fastened around her neck. She heard the click of metal, and then a loose piece of leather fell down to her forelegs. It was a leash. Twilight had to keep a moan in. "Open your mouth," the pegasus said again, as Twilight's heart started to beat faster. She opened her mouth, as a ball gag was put in her mouth and multiple straps were fastened around her head. Combined with the gag was the blindfold, shrouding Twilight back in the darkness. Once the final buckle was tightened around Twilight's head, the pegasus slowly led her to a different part of the room. "Please kneel here Princess, and your Mistress shall be here momentarily," she said, as Twilight knelt down, helped into the right position by the pegasus. Satisfied, Twilight could hear her hoof steps head for the door and then, it closed. Silence reigned, as Twilight waited. Minutes passed, and nothing. Twilight stayed still, but it was getting harder, as her hind legs started to twitch. But, then the door opened.

"Good to see you still in place, pet. I would have had to punish you if you moved," Mistress D said. Twilight didn't reply, but shivered as she felt Mistress D trace one of her hooves down her back to the base of her wings. "Did you miss me, pet?" Mistress D purred in Twilight's ear, finally earning a throaty moan from the Alicorn.

"Yesh Mishtresh," Twilight said through the gag. With her other hoof, Mistress D swiped her hoof over Twilight's soaked slit.

"Fuck! You're already soaked, baby. Have you been wanting this?" Mistress D asked. Twilight nodded, bucking into Mistress D's hoof. "Easy, pretty girl. We don't want to finish too soon now, do we?" Twilight's eyes widened behind the blindfold. Mistress D didn't sound like that. Something wasn't right. With a flare of her magic, the ropes came off and the gag and blindfold. Then, the lights turned up to reveal Rarity, wearing a set of purple lingerie and her eyes wide in shock.

"RARITY?! What're you doing here?!"

"Twilight, darling, there's an explanation for this, I promise you," Rarity said, her hooves up in a calming gesture.

"Where's Mistress D?" Twilight asked, her teeth grit.

"Well...she's not here, darling. She was taking a few personal days. I suppose you could call me the 'substitute' Mistress D. D meaning Diamond, by the way."

"Rarity, I don't want YOU as Mistress D, I want the real Mistress D! The Mistress that gave me the most intoxicating, breathtaking night of my life. The Mistress that pulled moans out of me that I didn't even know I could do. The Mistress that...made me cum in the shower," Twilight said, her blush lighting her face again.

"She came to your castle, darling?" Rarity asked.

"No. I..I can't really explain it. I sort of..heard her in my mind dominating me and well..I came right there in the shower. B-Before I went to see you girls actually," Twilight said. Rarity's eyes widened.

"Twilight, that..does not sound plausible. Are you certain that's what happened?"

"Positive."

"Hmm. Well, in any case, I apologize for ruining your night, dear. Would you like to go get some tea? I'll buy," Rarity asked. Twilight shook her head.

"No thank you, Rarity. I think I'll just go home and wait for Mistress D to come back," the alicorn said, hugging her friend.

"Alright, darling. She'll be back in a few days, dear, rest assured. Go ahead, Twilight. I'll go upstairs and sign you out," Rarity said. Twilight nodded, teleporting away and back to her castle. Now alone, Rarity headed upstairs to the main office. Viv's eyes widened.

"Rarity? Don't you have a session with Princess Twilight?"

"Twilight found out it was me and fled. Viv, have you ever heard of a sub HEARING their dominant's voice in their head even when they're not there?" Rarity asked.

"Hmm. There have been some cases where that has happened. When a domme and a sub are so..equal to each other, compatible in a sense, it's almost like a mind link happens between them," Viv said.

"Does it usually occur when the sub cums?" Rarity asked.

"Sometimes. Why?"

"Just leave a note for her telling her I want to talk to her, alright?"

"Okay. Do you want to sign Princess Twilight out?"

"Please."

~~~~o0o~~~~

The night passed by normally when Twilight returned to sleep, only to be woken up the next morning by knocking on the castle door. She grumbled. It was too early for this! Slowly dragging herself out of bed, Twilight teleported to the front door and opened it to find Derpy Hooves on her mail route.

"Morning, Twilight! I've got a letter for you!" she said, grabbing a magenta letter with her wings and passing it to Twilight. With a tip of her cap, Derpy took back into the air. The letter was unaddressed, but her name was in a large, fancy flourish on the front. Tearing it open, Twilight's eyes widened at the contents.

Dear Princess,

I'm sorry about what happened the other night. A few life events occurred that I couldn't ignore. But, I didn't want you thinking I was abandoning you. That's why I am sending you this letter and an invitation to the masquerade that the Scarlet is holding in a week. You, of course, would be there as my sub and plus one, unless you have a special somepony already. I won't judge. I hope you do come, Twilight. I very much want to see you again.

Yours, Mistress D

Twilight felt tears prick her eyes. Mistress D took the time to write a letter like this to ease her mind and even invited her to a MASQUERADE?! Of course she would accept. With a giggle, she kissed the letter and put it back in the envelope. It would go in her mementos box. On cloud nine and giddy as a little filly, Twilight headed for the map room, and was shocked to find Starlight talking with PRINCESS CADANCE.

"Twilight! You're back! Look who came to visit!" Starlight said.

"Hey Twily! How've you been?"

Author's Note

HAPPY NEW YEAR EVERYPONY! Let's celebrate with a new chapter. SO, yeah, I know that twist may have been a little mean, but it'll make sense later, I promise. Rarity's gonna be having a talking to with Mistress D, and Twilight's gonna have to deal with Cadance's surprise visit. I didn't forget the Celestia and Luna arc, that'll come back, along with Applejack meeting her dom. Trust me, you guys are gonna like him. Stay tuned.

A Talk with Cadance

"Cadance! What're you doing here?" Twilight asked in astonishment.

"Do I need an occasion to visit my sister-in-law?" Cadance asked with a cheeky grin. Starlight chuckled.

"No, of course not, Candance. I'm just surprised you're here," Twilight said.

"It was a surprise to me too, Twilight," Starlight said. Slowing down her heart rate, Twilight headed for her throne, as the Princess of Love continued the conversation she was having with Starlight.

"You're welcome, by the way, Starlight," Cadance said.

"For what," Twilight asked.

"For setting me and Trixie up," Starlight said with a blush. "She's not the Princess of Love for nothing, after all," the unicorn continued.

"I just saw what was already there, Starlight. You and Trixie just needed the push," Cadance said with a smile. "Do you mind giving me and Twilight some time to talk? There's some things I need to ask her." Starlight's eyebrow raised, but she nodded and headed out of the map room. "Sooo, who's the pony who's got your heart, Twilight?" Candance asked once they were alone. Twilight gasped loudly, looking at Cadance.

"What're you talking about, Cadance? No pony has my heart. That's ridiculous," she said, but even she wasn't convincing herself. Candance gave Twilight a look that conveyed that feeling perfectly.

"Don't fib about entering my domain, dear sister. Hehe. I sound like Auntie Luna," Candance said with a chuckle. "Really though, Twily. Spill it," she said. Twilight sighed. There was no hiding it now.

"Okay. D-Do you know the Scarlet in Manehattan?" Twilight asked. Candance's eyebrow raised.

"The fetish club? Yeah, why?"

"Well, I...had a session there. It wasn't what I was planning on originally. I was only there to see why FLUTTERSHY went there. Come to find out, she's a domme," Twilight said. Cadance held up a hoof.

"Fluttershy? Your timid friend Fluttershy is a domme?" she asked.

"That's what I said. But, she told me that she likes being one, because it allows her to..not be Fluttershy. She says it's like playing a part. Then, she told me about the differences between subs and dommes, and I asked her which one I would be, and she told me..I'd be a sub," Twilight said. She didn't think her blush could get bigger. This was NOT what she was expecting today. To talk about her sexual exploit with her Sister-in-Law. "So, when I told her I might be interested..she signed me up with a domme in the club. Mistress D. I don't know her real name, all I know is that moniker. I never even saw her," Twilight said.

"Why not?" Cadance asked.

"I was..blindfolded," Twilight muttered. Candance smirked.

"Then what happened, Twily?" she asked. The Princess of Love was intrigued by these events that her Sister-in-Law experienced.

"Then she..dominated me. Cadance, it was the most..amazing, intense, exhilarating experience of my life. So much so, that I..masturbated in the shower thinking of her. I had thought originally that she was ACTUALLY talking to me through my head, but that couldn't be true. When I went back for another session though, she wasn't there. Though, she sent me a letter apologizing and even inviting me to a masquerade ball. W-What do you think? Should I go?" Twilight asked, levitating the letter from her Mistress to Cadance. The pink Alicorn took it and read it, her mind going a mile a minute. She knew the Scarlet well, she had been a regular customer there before she'd had Flurry Heart, but as a domina than a sub. Shining Armor didn't mind. He knew that it was simply a part for his wife to play, he got the real Cadance at home. But, Cadance had never met Mistress D. She knew of her, her reputation was well earned in the club, but Cadance had never met her in person. This masquerade though, this could be a good opportunity. She wouldn't be doing her job as Twilight's sister-in-law if she didn't vet this pony that had stolen her heart.

"Twily, how do you feel about her?" Cadance asked.

"I..I don't know, Cadance. Is it wrong that..I feel strongly for her? I know she's simply a dominant and so she's probably not looking for a relationship outside of a normal dom/sub one, but is it wrong that..I'd want that? Badly? That I want to wake up next to her, make her breakfast, kiss her goodbye, and come home to find her waiting for me?"

"Of course not, Twilight. But, like you said, she might not WANT a relationship like that. How about this? Go to the masquerade with her, and see if you really feel how you feel. If so, then, maybe talk with her about it at your next session," Cadance said. Twilight sighed. Her sister-in-law was right, of course. She was acting like a school filly with a new crush, when Mistress D was simply looking for pleasure. Nothing more.

"Thanks Cadance. It's good to talk to somepony else about this. I was about to go stir crazy," Twilight said.

"Lucky it was me and not Shiny, Twilight," Candace chuckled.

"CADANCE! I can't even imagine talking to Shiny about this! Faust, it'd be so embarrassing."

"You know I love teasing you, Twily," Candace said with a grin. Twilight smiled. This was what she needed, a nice talk with her sister-in-law.

~~~~o0o~~~~

Rarity waited on the bed of Mistress D's playroom, sipping from a glass of wine she'd brought. The domme didn't have a session today, but she did have a personal bag she needed to get. As the unicorn waited, wearing her own domme outfit, her mind raced. Twilight and Mistress D had gone through...the Connection. She'd only seen it a few times, and it'd never happened with any of her subs. While it seemed that Twilight was fully in on the Connection, even if she was convincing herself it couldn't have happened, Rarity didn't know how Mistress D felt. The Connection affected both parties, after all. Hoofsteps soon came from outside the door, and then, with a creak it opened.

"What're you doing here?" Mistress D asked when she saw Rarity.

"Is that anyway to speak to your old Mistress, darling? No, "Hello?" No, "How've you been, Rarity?" I'm hurt, D," Rarity said.

"I'm not your sub anymore, Rarity. I'm a Mistress now myself," D said.

"Don't forget who it was who taught you everything you know, darling. And do take that ridiculous mask off, dear. I've seen EVERY part of you, there's nothing you can hide from me," Rarity said. D sighed, then reached behind her ears and pulled off the black cowl she wore in the playroom, revealing the mare underneath.

"Happy?" D asked, her voice taking on a normal tone. The modulator in the cowl shut off when she'd pulled it away from her head.

"Yes. Now, why don't we discuss you and Twilight going through the Connection," Rarity said, patting the bed next to her.

"The Connection? Rarity, you know that's a myth," D said.

"Really? Then why is it that when Twilight came for her previous session, she told me that YOU made her cum in her shower without even being there?" D was silent. "She told me very clearly she could hear your voice in her head, darling. You and I both know, that the Connection affects both the domme and sub, so if TWILIGHT could hear you, then naturally you could hear Twilight," Rarity said, taking a sip from her wine.

"Okay! I..I did hear Twilight, and I could FEEL her, even not being there. She was so..turned on in her shower, Rarity. But, I don't know how it happened. I was just sitting at home and then I heard her and felt her. I..It was intense, and this is coming from me," D said finally. Rarity smirked.

"Well, good to hear you admit it, dear. You know what the penalty for lying is, don't you?" the unicorn asked the dominant pony, her eyes setting into a glare.

"Penalty? Rarity, I'm not your sub anymore," D said, her voice wavering.

"Ah, you forget, my dear. I hold rank above you. You may be a Mistress now, but I am still three levels ahead. To the lower members of the club, you're above them, but to me, you're not," Rarity said with a sly smile, before using her magic to rip D's outfit off of her, leaving the dominant pony exposed. "Now, you recall what the penalty is for lying, don't you, dear? Or do I need to reeducate you?" With that final word, a magenta collar magically locked itself on D.

"Yes..Madame Rarity," D whimpered, but on the inside she shivered with anticipation. This whole Twilight thing had gotten her anxious. Submitting to Rarity again was just the thing she needed to calm her down.

Author's Note

YAY! I've finally finished this chapter! God! This took so many rewrites and revisions and other such gobbeldy-gook that I thought it would never end. But, it finally is. Next chapter we veer away from Twilight and D to focus on Applejack and her new dom that Rarity picked out for her. Suffice it to say, you all are gonna like him. Here's one hint about what kind of pony he is. Think Tornado, Zorro's horse, but muscular and with the voice of Idris Elba playing Heimdall. In other words, a hunk of a stallion.

Criss-Crossing an Orange Field

Applejack's routine was well-known. She'd wake up, brush her mane and tie it up, then wake Applebloom. The two would go downstairs to where either Big Macintosh or Granny Smith was making breakfast, and then Applejack would head to the orchard to see which trees needed to be bucked. That was her routine, and it was ingrained in the Earth Pony, which is why she was shocked when a new face awaited her when she woke up that morning. Sitting at the table, with a cup of coffee in front of him, and a pot already brewed, was a black stallion, in every sense of the word. His grey mane hung down on the side of his neck, he wore a shirt collar and tie; very much like Time Turner; only the tie was black with a grey outer seam, his tail was cut much in the same way as his mane, not short but cropped enough so that it didn't drag the ground. His eyes, however, were the real highlight of his entire being. They were a deep crimson, with small flecks of bright red inside. As if that wasn't enough, he was also a unicorn, so his horn was already flared up with his magic, the aura's color matching his eyes. After a few minutes of silence, he turned his crimson eyes to Applejack's green ones and smiled.

"Ah! Applejack, good to meet you. Rarity told me of you, but I must say, she understated your beauty. I'm Noir," he said, his accent very much like Rarity's. But, where Rarity's voice was like the tinkle of a bell, very melodic, Noir's voice was rich and deep, like molasses on your soul. Applejack was dumbfounded. "Would you like to sit down? I took the liberty of preparing you something to eat," he said with a smile. Very slowly, the earth pony sat down at the table across from the stallion, and took a look at the spread laid out. A beautifully prepared garden salad, almost artisanal in quality, was in the middle of the table, along with a bowl of assorted fruits and a sweet roll.

"Um..you're one of Rarity's..contacts?" Applejack asked, finding it very hard to speak at the moment. Noir nodded, taking a bite from his salad.

"Indeed I am. Rarity told me you were interested in a dom, and she recommended me to you. I thought though, since you were new to the lifestyle, I'd get to know you a little before we begin our session. You are still interested, yes?" he asked.

"Oh yeah. I am. I just..wasn't expecting this. Not that I don't appreciate meeting you normally first, but well, I assumed I would've been..summoned to some sorta secluded building or something," Applejack said, taking a bite of one of the fruits.

"Haha! I can assure you, Applejack, there would have been no summons, no absconding with you in the middle of the night to my 'lair', nothing. We're adults and so we'll meet as such," Noir said.

"Well, thank you for your hospitality. Did my family meet you?" the Earth Pony asked, a blush coming to her face. She didn't want to think about her potential dom meeting her family.

"They did, in fact. How do you think I made this delicious spread? Your grandmother assisted me, and I made sure to get your little sister out on time. Your brother had left a note on the counter for you all," Noir said, flaring his horn again and levitating the note to Applejack. The farmer recognized her brother's writing.

Sis,
Spending the day with Sugar Belle. Don't wait up. Enjoy your day.

Big Macintosh

"So, it's just us?" Applejack asked, her heart beginning to race.

"Indeed it is," Noir said, patting his muzzle with a napkin.

"So, you want me to get on my haunches now?" Applejack asked. Noir shook his head holding up a hoof.

"We're not even CLOSE to being there, Applejack. First, we have a few rules we need to establish. Number one, titles. Once we start, you are to refer to me as 'Sir' or 'Master'. Should you, in your downtime, discover a title you'd prefer to call me, we will discuss it. As for you, I will call you by your name, but I more often than not will call you something with a dirtier context," he said. Applejack nodded.

"Could I get an example of one of those?" Applejack asked. Noir smiled and patted his muzzle again.

"Pass me a piece of melon, slut," he said with a grin, earning a bright blush from Applejack. When he uttered that word, his voice took on what could only be described as a growl, his tone sharp and rough. And, Faust help her, Applejack felt a massive shockwave hit her nethers. "If you want, we can discuss what are words you are alright with and which you are not," he continued, in his normal, warm tone. Applejack nodded, passing him the melon anyway. "Number two, do you know what a safeword is?"

"I've heard of it. It's a special word, right?" Ever since lunch with the girls, she looked up a few key terms from followers of the lifestyle.

"The safeword is essentially the stop button. If the safeword is uttered by either of us, play stops and we both assess what went wrong. The safeword is the one thing that is a universal rule. We can both talk and agree on a safeword for us both to use, but for now, we'll use the color system," Noir said.

"The color system?" Applejack asked.

"Yes. 'Green' means everything is alright and can resume, 'Yellow' means we need to switch what we're doing, and 'Red' means a complete stop. Periodically through our session, I'll ask you what color you're at. Is that acceptable?" he asked. Applejack nodded. "Number three is limits. There are two kinds of limits, soft and hard. Soft limits are things you're hesitant to do, but willing to, and hard limits are things you will not do, and I will not force you to do. This isn't about force, Applejack. This is about pleasure, for you and me. I have a list of limits if you would like to decide, or we can decide during play, it's up to you. Number four is discretion. Now, while my family is aware of the fact I am a dom, I'm sure you would rather your family not know, which is completely understandable. So, when we have our sessions, they will be in either a private venue that I acquire, my own home, or another discussed location. NEVER will I ask you to do anything out in public. We can of course talk about it, when we get further along, but for now, these sessions will be behind closed doors. Should we see each other around Ponyville, we will not refer to ourselves by our titles, merely by our names. Finally, number five is communication. If I do or say something that makes you uncomfortable, tell me, and I will fix it. I promise. While I am the dom in this situation, you, as the sub, hold the power. This should be fun and pleasurable for the both of us, and if at any point it's not, let me know," Noir finished. Applejack said nothing for a while, simply eating the salad. Her mind was racing, going over everything Noir said. Finally, she nodded with a small smile.

"I understand," she said. Noir smiled, flaring his horn again, and pulling over a black bag that he'd left at the door. Opening it, he pulled out a piece of paper with typed words and levitated it over to the Earth Pony.

"If you want to decide on your limits now, then here you are," he said. Applejack took the list and gave it a once over. It was a very standard list, with names of different sex acts and a Yes or No box. But, the Earth Pony smiled.

"With all due respect, Master, I'm better at making decisions during experiences," Applejack said, letting the new title sit on her tongue. She liked the way it sounded when she said it to Noir, and he clearly liked it to, as his grin turned wolfish.

"Taking to the title already? Good girl," he said, causing a shudder to go through the Earth Pony. She wanted to hear him call her that again. "Shall we?" he asked, getting up from the table. Applejack nodded. "Go wait for me on the porch on your haunches, slave. I won't be long. Don't move an inch, or you will be punished when we arrive at the venue. Is that understood?" Noir asked.

"Yes Master," Applejack said, carrying herself out to the porch on her wobbly legs. She did as she was told, getting on her haunches and waiting for the stallion to emerge from the house. After about 40 minutes, he finally came out, with a smirk on his face.

"This way, pet," he said, leaving the porch of Sweet Apple Acres and heading for the exit. Applejack followed close behind him, her heart racing. She couldn't believe it was actually happening. She had to thank Rarity afterwards.

~~~~~o0o~~~~~

Her first thought when she'd entered Noir's house was..homey. There was beautifully made furniture, an ornate throw rug placed on the floor near the door, another larger, round rug was in the living room, below two green sofas. A fireplace was included in that part of the house. The kitchen, from what she could see, was immaculate. Noir led her through the house and up the stairs to lavish room. Drawn satin curtains, with a wooden closet and dresser, along with the comfiest looking double bed she'd seen in her life. Noir pointed at the small round rug in the center of the room.

"Kneel here, slave," he said. Applejack said nothing, approaching the rug and kneeling as she was told. Suddenly, a large piece of leather went around her throat. Not tight enough to hurt her, but enough to get her attention. "Since this is your first time, I will let this indiscretion slide, but next time you will be punished for it. Whenever I give you an order, you will say 'Yes Master'. Is that understood?" Noir growled in her ear. Applejack shuddered.

"Yes Master," she said breathlessly. Noir smiled, placing a kiss on her cheek in reward.

"Good girl. Spread your legs and lift your tail for me, pet," he said.

"Yes Master," Applejack said, now aware of what she had to do. Lifting her tail and spreading her legs, Applejack waited with anticipation. Noir flared up his horn again and grabbed some silken ropes, tying the Earth Pony's hind legs together and her forelegs behind her. Then he took another silken rope and wrapped it around the base of her tail, before sliding it under her rump, lodging it in her nethers, (earning a frantic buck from Applejack in the process), and then up her chest, winding a bit of the loose rope around both of her tits, her nipples now hard as rocks. Then, a third rope came out, and that wrapped down and over Applejack's forelegs, connecting the ropes holding them to the rope on her chest. As a fourth came out, Noir used it secure the previous ropes on the Earth Pony.

"These are to minimize rope burn, pet. They're easier to use as well," Noir said. Applejack smiled taking a deep breath.

"Thank you, Master," she said. Noir smiled, placing a kiss on the top of Applejack's head, after carefully removing her hat and placing it on the dresser.

"I'd like to untie your mane, pet. May I?" Noir asked. Applejack bit her lip, but nodded.

"Yes Master," she said, her voice throaty and hoarse. Noir grinned again, and then used his magic to grab Applejack's mane band, swiftly pulling her long blonde mane free.

"As we go, we'll discover what you enjoy, pet, but for now, you are free to tell me if something is or is not pleasurable. Understood?" Noir asked.

"Yes Master," Applejack nodded. Noir smiled, finishing tying the ropes.

"Wait here, pet. I have to go get something for you, then we'll begin," he said, placing another kiss on Applejack's head. She smiled and hummed in response, finally taking a look at the ropes on her body. They were green, reminding her of the orchard. Going across her fur, they crossed in many different ways. The final picture of her resembled that of the Orchard in fall, bands of green criss-crossing an orange field.

Author's Note

Wow! This is the second longest chapter in this fic, and possibly my new favorite. I'm debating whether or not the next chapter should be a continuation of Applejack's first session with Noir, or if I should skip to the Masquerade. I'm not sure yet. All I know is that the next chapter will take a bit before being released. Stay tuned everypony.

Applejack’s Training Begins

Noir reentered the bedroom, with a long strip of leather and some other odd items clutched in his magic, and smiled at the still prone form of Applejack, who returned the smile back at him. Placing the leather strip and the odd items onto the bed, Noir faced Applejack and sat on his haunches, rubbing her muzzle with his front hoof.

"Now, are you ready to begin, pet?" he asked.

"Yes, Master," Applejack gasped. Without another word, the Earth Pony heard a 'click'. Looking down, she saw a leather leash attached to her collar, being held in the grip of Noir's magic. He gave it a small tug and then turned Applejack towards the bed.

"Try and move to the bed for me, pet," Noir said. Applejack frowned, but with effort, managed to scooch to the edge of the bed. Then, with a squeak, she felt herself being lifted up by Noir's magic and deposited on the bed. Her flank was in the air, with her face being pressed down on the mattress. "Let's see if we can redden this pretty flank, pet." Applejack shuddered, as Noir knelt down to look in her bright green eyes. "Color?"

"G-Green, Master," Applejack said. Noir smiled again, and kissed her head, before stepping back a bit. His horn flared up again, as he lifted up a small leather paddle.

"Let's start with five swats of the paddle, alright? That should be enough since it's your first time, and I'd like you to count the hits if you can. Can you do that, pet?" Noir asked, rubbing Applejack's rump with the paddle gently. Applejack nodded.

"Yes Master," she said breathlessly. Without another word, Noir landed a large smack on Applejack's left flank. "AHH! One!"

"Good girl. Color?" Noir asked gently.

"Green, Master!" Applejack moaned. With a smirk, Noir gave another crack of the paddle on Applejack's right flank. "Two!"

"Good girl." The praise helped to keep Applejack calm. Another crack of the paddle on the left flank again.

"THREE!" Applejack yelled, which delved into a moan. She could feel her nethers start to moisten. Another crack to the left flank. "FOUR!"

"Good girl". The final crack was the hardest of them all.

"FIVE!" Applejack moaned again, tears pricking the corners of her eyes, as her slit got wetter. Noir pulled the paddle away, and then squirted some soothing oil onto the Earth Pony's flank, rubbing it soothingly.

"You were a very good girl, Applejack. I think you deserve a reward, yes?" Noir asked. Applejack nodded, taking shaky breaths. "Now, before we go any further, I need to know. Are you a virgin?" Applejack nodded again, turning her eyes down and biting her lip in shame. "Alright. Knowing that, I will not go any further with you in regards to penetration, until you feel ready, alright?" Noir asked, lifting up Applejack's face to look into her eyes.

"A-Alright, Master. Thank you," she said.

"There's no need to thank me, pet. Now, how do you feel about oral?" he asked, with a sly grin. Applejack blushed.

"I..I think that'd be fine, Master," Applejack said, her blush becoming larger.

"Good girl. Now, get on your back. Hang your head over the edge of the bed and open your mouth for me," he said. Applejack didn't hesitate and did as she was instructed, waiting patiently. Noir positioned himself onto his hind legs, placing his forelegs onto the bed, as he positioned his hardening cock near Applejack's mouth. "Turn your eyes to me, pet," he said. Applejack did as she was told, and moved her big green eyes to look at her Master's. He smiled, and his cock twitched. "Give the head a lick, slave. See what happens," he said. Applejack nodded, and gave a small, kitten lick to the head of Noir's cock, which twitched in response. Noir smiled, as Applejack gave the head another lick, then pulled himself closer to her mouth, so that his dick was above her muzzle. The musk of the pulsating organ was driving Applejack crazy, and she knew she needed to get it in her mouth, that was a certainty. But, Noir wouldn’t give her what she wanted so easily, simply dangling his pulsating member above her bottom lip. He grinned.

“Do you want this, pet?” he purred.

Applejack nodded her head frantically. “Yes Master! Please!”

“What do you want, Applejack? Beg for it,” Noir ordered, his red eyes becoming a shade darker.

Now, Applejack was not a pony who begged. Not in the slightest. The farm girl would rather be devoured by Timber Wolves than beg. So, to ask her to beg, in any other circumstance would yield a buck to the head.

This was not one of those circumstances. She wanted something, and that something was Noir’s throbbing cock that was mere inches from her mouth. So, she shuddered, and turned her voice to a tone that seemed to be a mix of ‘whining/moaning.’

“Please, Master. I want your cock in my mouth. Please! Put it down my throat!” Applejack begged. Noir smiled, planting a single kiss to the farm pony’s lips before slowly pushing his cock into her throat.

Applejack’s eyes widened, as the pulsating member stretched her mouth and cheeks wide, going to hit the back of her throat. When it did, she immediately gagged and almost wretched. Noir pulled out without hesitation as she coughed hard.

“Are you alright, pet?” he asked in a calm tone.

“Y-Yellow, Master,” Applejack said in a shaky tone. Noir nodded, helping her to sit back up and loosening the ropes a bit.

“Too early for a deepthroat,” he said. Applejack nodded, as he rubbed her back.

“I apologize, pet. I forget you’re new to this with how obedient you are,” Noir said with a smile. Applejack blushed, nuzzling the black stallion. “What do you say to a break and we can discuss what happened, hmm? I’ll make tea.”

Applejack smiled and nodded. “I’d..like that, Master,” she said, as the ropes fell off of her. Helping her to the floor, Noir brought her down to the sitting room. Placing a kiss on her cheek, he went to go make the tea, leaving Applejack alone.

Her mind raced. She meant what she’d begged him, she had wanted his cock in her mouth, but she had underestimated the size and width and the fact her throat was not yet suited to it. If there was one thing Applejack did not like, it was being untrained for something she wanted. So, she made the decision that once she went back to Ponyville, she’d ask Rarity if she had any material that could help her to be better trained. Knowing the fashionista was big in the lifestyle, she was bound to have something to help the farm girl master the art of submission.

Author's Note

Oh my Celestia! Guys, I’m so sorry it’s taken me this long to update but a lot of things have happened in my life that I had to focus on. I’d been working on this chapter in the background, but hadn’t yet figured out how to finish it. Now, it’s finished. We’ll leave Applejack and Noir for now. ON TO THE MASQUERADE! HIDE YOUR FACE SO THE WORKD WILL NEVER FIND YOU!

...Any Phantom fans here? No? Horse apples!

The Masquerade Part 1

Twilight put the finishing touches on her masquerade disguise. A beautiful purple dress that matched her mane (with a bit of an opening in the back to show off her flank and for Mistress D to easily get to), fishnets on her legs, an ornate black mask adorning her eyes, her mane done up in a tail, and the clincher, the scarlet collar around her neck.

True to her word, she had done as Mistress D had instructed and gone to the Stable in Canterlot.

It was like stepping into a whole new world for the Alicorn Princess. The first thing that greeted her was a pony mannequin kitted with a leather cowl, a bridle and reins, and a harness made up of segmenting straps.

She wasn’t sure her eyes could bug out any more than they already had at seeing the store’s blinking neon sign, a corseted unicorn in fishnet stockings and a ‘come hither’ expression on her face, leaning on a wooden stable door, and yet, the sight of that mannequin proved that, indeed, they could.

After the initial shock wore off, Twilight found herself giddy with anticipation and wonder as her eyes darted all over the items on the shelves. Vibrators, dildos and anal beads were all bunched together on one of the shelves, with other stimulation implements, while the ropes, gags, collars, crops and other equipment was on their own shelf, under a sign helpfully labeled as ‘BDSM’. Twilight took a few shaky steps toward it, her mouth going dry.

There was a white box with a blue unicorn on the front wearing a ball gag with holes in it. It was labeled as a ‘Beginner’s Ball Gag’. Well, she may have still been a novice, but she was far from being a beginner. Next to the ‘BDSM’ shelf was one filled with harnesses.

Strap-on harnesses.

Twilight’s nether’s clenched at the sight, as she vividly remembered how her Mistress had used one on her throat when they’d first met, and since then, she’d been dreaming that Mistress D would finally use it again, but on a different hole. Maybe the Masquerade would be where that dream would come true.

Posey, the pony requested by Mistress D, knew exactly what she was looking for, already procuring the items from behind the counter in a beautifully intricate lockbox. A box of which was now under Twilight’s bed. A box that neither Starlight nor Spike would EVER see.

Her heart was beating fast, as tonight would be the first time she’d ever laid eyes on Mistress D. She’d finally be able to put a face to the pony of her fantasies. Straightening her dress, she gave herself a last once over in the mirror. She had to admit, she looked hot. Deciding to let a few strands of her mane free, she smiled in satisfaction, turning away from the mirror and heading for the exit of the castle. Starlight was out with Trixie and would most likely be spending the night in her trailer, and Spike was in the Crystal Empire with Shining, Cadence and Flurry. That meant Twilight was alone. Snuffing out the candles, she finally left the castle and headed for the Ponyville train station.

The clopping of her hooves echoed through the quiet streets of Canterlot as the Scarlet came into view. Her heart beating ever faster, Twilight finally stopped at the front door of the club. With one more deep breath, her horn flared up and her magic connected to the door handle. But, before she could pull the door open, somepony cleared their throat.

“I was hoping I’d find you, Princess.”

Twilight shuddered. She knew that voice. Turning around, the lavender Alicorn got her first glimpse of Mistress D, and sweet Celestia, she was a sight to behold.

In a tailored three-piece suit colored midnight blue, the Domme pony had on a black cowl that covered most of her head. Her eyes seemed, at least to Twilight, to be concealed by glass lenses inside of the cowl, leaving them stark white. Her mane was done up in a messy tail and Twilight couldn’t determine in the dim light of the Canterlot street whether the color was magenta or red. Her tail was done up in a bun, so as not to get in the way.

Twilight bit her lip, finally taking sight of the pony that had ignited her life in such a remarkable way. Mistress D sidled up with a smirk and, with a click, attached a leash to Twilight’s collar. The Alicorn purred, before Mistress D pulled her in for a kiss. Their tongues battled, as Mistress D growled, sending a shock to Twilight’s exposed nether’s. After a few seconds, the cowled pony pulled away, with a predatory grin, as she nipped at Twilight’s bottom lip.

“Mmm. I’m very pleased to see that you obeyed and got a collar, Princess,” Mistress D said, her deep, rich voice sending shivers up Twilight’s back.

“I... I got more than that, Mistress. I have a full toy box at home,” Twilight shuddered.

Mistress D chuckled, leaning forward to nibble a bit on Twilight’s neck. “Good girl. Mmm, you smell good, baby. Did you wear perfume for me?” the cowled mare asked, sucking on Twilight’s pulse point.

“Y-Yes, Mistress. It’s new,” the Alicorn moaned, as the dominant sent vibrations from her neck to the tip of her tail, sucking for dear life on the lavender Alicorn’s neck.

Note to self, buy CASES of that perfume.

Finally, Mistress D pulled away, and gripped Twilight’s leash.

“Come on, Princess. We’ve spent enough time out here and all the things I have planned for you require us to be inside,” she said, as she led a giddy and incredibly horny Twilight into the Scarlet.

The door closed, as Twilight saw Viv where she normally was. She had on a turquoise mask and her mint green mane was up in a messy bun.

“D, you made it!” she said with a smile.

“You expected me not to, Viv?” the cowled pony chuckled, as she gave a small tug to Twilight’s leash. The Alicorn shuddered, approaching Viv, who smiled at her.

“Good to see you again, Princess. Your dress is exquisite,” she said, as Twilight wrote her safe word down next to Mistress D’s signature. The Alicorn smiled, thanking Viv, before Mistress D led her, finally, inside of the club.

Princess Cadence exited her royal chariot just as it landed on a street in Canterlot. Only a block away was the Scarlet.

She hadn’t been surprised to receive an invitation to the Masquerade, after all, she’d been to the Scarlet many times before and was well known. But, Shining and Flurry needed her home, and besides, she’d secretly promised to herself that she wouldn’t interfere with Twilight’s situation.

Of course, that was before Spike arrived at the Empire, having been asked by Twilight who said she’d have ‘evening plans’ at the castle. Cadence knew what ‘evening plans’ translated to.

Call it being a concerned sister-in-law, call it a hidden desire to go back to the Scarlet, but either way, Cadence knew what she had to do.

Adjusting her mask, Cadence trotted down the darkened street of Canterlot toward the Scarlet. The Masquerade would most likely be in full swing at this point, which would make it easier for her to go unseen. She wasn’t there to interfere, unless interference was called for. She was merely there to keep an eye on Twilight and Mistress D. As the sign came into view, Cadence's heart rate began to speed up with excitement. She was genuinely pleased to be back at the club. Fixing the hem of her dress with her magic, the Princess of Love stepped inside.

Twilight’s heart was racing.

Mistress D had pushed the two of them into a booth and started a heated makeout session that lasted for a good few minutes, her grip still tight on Twilight’s leash. It was both a display of affection and a show of power from the domme pony, making it clear to every other dominant in the club that the Princess of Friendship would be claimed by her and her alone. Finally, when the need to breathe became an issue for both of them, they pulled apart.

“What do you say, pretty girl?” Mistress D whispered.

“Thank you, Mistress,” Twilight cooed, earning a kiss at the base of her horn from the dominant. Finally, the two sat up, as Mistress D called for one of the waiters.

“Are you hungry, baby?” the domme asked, readjusting Twilight’s mask.

Mistress D had to admit, she’d missed her Princess. It’d been too long since they’d last seen each other, and since then, word of course had gotten out about their first time together. There were some patrons of the Scarlet that were absolutely prone to breaking the privacy clause, and the knowledge of Princess Twilight Sparkle having had a session with Mistress D was absolutely something that would get out. What worried Mistress D was that word had gotten to one particular dominant, a dominant that she hoped Twilight would never meet. She hadn’t seen her yet, but it was only a matter of time. That pony lived to make Mistress D’s life miserable.

“Yes, Mistress. I’m really hungry,” Twilight said, her stomach growling in emphasis. Mistress D chuckled, hoofing the Alicorn a menu.

“Here you go, Princess. Order anything you want,” Mistress D stated, while her eyes darted left and right around the club, searching for her rival. She could see Mistress Sunny sitting at the bar with her usual drink order while periodically smacking Kitten’s flank with a crop clutched by her tail, she could see Lyra and Bon-Bon grinding on each other on the dance floor (For Celestia’s sake, those two were insatiable for each other), and she could see…a cardboard box situated near her and Twilight for some strange reason. Odd.

The waitress approached, a lime green Unicorn dressed in blue lace lingerie. She smiled at Mistress D and Twilight, her order notebook suspended in her yellow magic.

“Good evening, ladies. I’m Candy. Can I get you both something to drink?” she asked. Mistress D looked to Twilight, with a nod in Candy’s direction.

“Go ahead, pretty girl. Tell her what you want.”

“Hmm. Could I get a Lime Cider Martini, please?” Twilight asked. Mistress D smirked at the drink order.

“Of course, Princess. Would you like an equal amount of Cider to Lime or would you prefer more of one over the other?” Candy asked. Twilight gulped, turning her eyes down in embarrassment. It was enough for her to have ordered the drink, it was another thing to know exactly how it should be prepared.

“Three quarters of Cider to one half Lime, please, Candy. That should be strong enough for the Princess tonight,” Mistress D said. Candy looked from Mistress D to Twilight, who nodded, before smiling again.

“Very well. And your drink, Ma’am?” she asked Mistress D. Twilight held her breath in anticipation for the dominant’s order.

“Bourbon on the Rocks, with a little Margarita sugar dusted around the rim of the glass,” she said without hesitation. Twilight could tell she’d ordered such a drink before. Candy jotted the order down and nodded.

“Alrighty then. I’ll go have those prepared and be back to take your food order,” she said, turning around with a swish of her tail.

“Princess, have you ever had a Lime Cider Martini before?” Mistress D asked.

“No, Mistress, but…I wanted to try it. Everypony else is drinking alcoholic drinks, and I figured since it’s a party, I should let loose a little,” Twilight said, turning her eyes down in embarrassment again. She wasn’t sure if Mistress D was upset that she’d ordered the alcoholic beverage or not.

“Just because everypony else is doing it doesn’t mean you have to too, pretty girl, you know that. Are you sure you really want to try it?” Mistress D asked, stroking Twilight’s muzzle.

“Yes, Mistress. I really do,” Twilight said.

Mistress D placed a gentle kiss at the base of Twilight's horn. "I really missed you, Princess," she said.

Twilight purred and snuggled into Mistress D's form.

Fluttershy smiled at the sight of Mistress D and Twilight in the booth. She had truly been anticipating the Masquerade for just that reason. Seeing how insatiable Twilight really was for her Mistress warmed her heart. Yes, she knew the dynamic between the two of them was going to be different to other Doms and Subs. It was something she and Rarity had talked about during tea one day. They even had a bet going about when their relationship would evolve.
Of course, therein lay a problem. Mistress D still wore her cowl. She covered her face and her Cutie Mark and disguised her voice.
Fluttershy was more than aware that one of the most fundamental foundations of BDSM was trust, and while Mistress D may be trusting Twilight to 'see' her, in a way, she still disguised her face and voice. With a frown, Fluttershy took a sip of her drink. She'd always thought that cowl was a stupid idea.

"Psst. Psst. Sunny!" a voice whispered. Fluttershy sat straight, looking around for where the voice was coming from. "Down here!"
Flicking her eyes down, she saw a cardboard box laying on the floor next to her. The cardboard box was talking? "Um, hello? Who's there?"

Just then, a head popped out from under the box. Princess Cadence looked around once, before looking up at Fluttershy. "Good to see you again, Sunny."

"Domina Cadenza. It's been a while. Um, why are you in a box?"

"I'm trying to be inconspicuous," the pink Alicorn explained, trying to keep her voice quiet.

"But, you're in a cardboard box. In a bondage club," Fluttershy replied, cocking her head.

Cadence sighed, looking to the booth, where Twilight still was snuggled into Mistress D. She couldn't deny that her sister-in-law looked really happy, but at the same time, she couldn't deny her suspicion of the masked pony. "That's Mistress D? In the cowl?"

Fluttershy nodded. "Yes. Is she why you're here? Or...'not' here?"

"I'm concerned about Twilight. She told me about her first night and I wanted to make sure she wasn't going to get hurt. She's still a novice," Cadence said.

"I understand, I do. Why do you think I'm here too? It's not just because I was invited. I'm equally as concerned. D means well, and she truly cares for Twilight as a sub. That's the truth, I mean look at them," Fluttershy said, motioning to the couple. Cadence cast a glance back as she saw Candy approaching with the drinks they'd ordered. Mistress D took a sip from Twilight's drink and said something to her in a low tone. Twilight bit her lip, but nodded, earning a smile and kiss just below her horn from the domme pony, as she slid the drink to her.

"But she's hiding her face. If she really cared for Twilight, she wouldn't wear a mask," Cadence grumbled.

"I agree," Fluttershy replied, taking a sip of her own drink. With one more glance back at the couple, she sighed at Mistress D nibbling the base of Twilight's ear. By Faust, she hated that fucking cowl. "I agree completely."

END OF PART 1

Author's Note

Okay. I'm going to keep this very brief. Yes, I know it's been a while. Yes, this story is going to still be continued. No, I can't guarantee that the next chapters will be coming quicker, but I can guarantee they will come. This chapter was meant to be one long chapter, but I decided it would be better to break it into two. I'm not going to say what'll be coming after the Masquerade, because to be honest, it could change on a dime. But, I hope you all enjoy, and again, I'm sorry for the long wait.

The Masquerade Part 2

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