Sunset Shimmer's Apartment: Twilight's Mind Space 11:55 PM.

It had been about a good 20-25 minutes since Twilight Sparkle lost her virginity in a passionate display of erotic action that she would have engraved into her memory for the rest of her life. Never before had she felt so many wonderful and magical sensations. She never thought to fathom she could ever be made to feel so good and more so that her dreams would come true that Sunset would be the one to make her feel this way in person.

'She really did a number on us didn't she? Though you seem to be recovering well.' Said Midnight Sparkle as she floated naked in the ethereal mind space of Twilight's inner mind.

'Yeah but how are we gonna match up to that?! You saw all the stuff she was able to do!? I never even dreamed that she would be able to do any of that stuff! What am I gonna do to measure up? All I have is the ability to magically move objects with my mind! I don't have super strength or speed or-' Twilight replied to her inner self now occupying the same mind space so they could communicate directly.

Midnight Sparkle would smile and use her magic to clamp Twilight's lips shut. Fluttering over to her with her raven like wings she brought a hand up to caress Twilight's cheek.

'You don't give yourself enough credit Twily. We are FAR more powerful than we allow ourselves to know. The only thing holding us back is this.' Midnight said flicking Twilight in the forehead.

Flinching Twilight pouted and rubbed that spot on her forehead. 'Well sorry if I'm not good at turning off my brain!'

'No one ever said to turn it off silly. Just change your way of thinking. You think your magic only allows you the ability to move objects with your mind and willpower. Yet you've seen first hand that when one experiments with their power-?' Midnight showed her portal like images of the mind blowing sex she and Sunset had and smiled deviously as she fluttered behind Twilight and whispered seductively in her ear.

'They can be capable of great and wonderful things. So all you have to do is see your magic. Our magic. From a new perspective. Let your mind wander and seep into the depths of your soul and dig into the magical gift you've been given. It's the element of magic after all. The element that channels the force of all 6 other elements in a similar way to Sunset's empathy. She gave you a feeling a Nirvana. It would only be fair to share in that feeling don't you think?'

Midnight released her and allowed the magic to take her form and she grew and expanded into a large ethereal form covered in sparkles and stars. Her eyes a burning hot white as she floated in the ether opening her arms in a loving embrace for Twilight to step into. Giving her a chance to access her 'full power' as it were. And Twilight Sparkle would look and wonder if she was ready for this.

'Come and let's learn the true magic of friendship. Together.' Midnight spoke in a calm and soothing tone, beckoning Twilight towards the sparkling purple light.

'If Sunset can be brave and take on this strength? Then I can too.' Twilight thought as she began to walk forward on a path of light, stark naked with her hair flowing behind her as she came closer and closer to Midnight Sparkle who held out her arms and spread her wings to welcome Twilight into her thrall. As she came close to the light she put out her hand and touched it, it felt warm and welcoming. Entering into the light the ethereal world Twilight found herself in faded away and she became one with Midnight Sparkle in mind body and soul.

'At last. We are one.' They both thought as the magical mind space vanished as they melded together.

Sunset Shimmer's Apartment: Midnight

'This feeling. This magic. This unison. It all feels so right. I don't feel divided anymore. Now? I do believe it's time I took my little pony for the ride of her life.' Twilight thought as her eyes in the real world began to open and her senses returned to her. Blinking the dots out of her eyes to regain her vision she noticed her glasses were not on her face and sitting on Sunset's dresser.

However something was different. She didn't have to completely readjust her eyes, she could see clearly 20/20, likely a side effect of merging with Midnight Sparkle. As she moved about she felt something wrapped around her and when she turned her head she smiled seeing Sunset Shimmer spooning her from the back, nuzzling her face into the nape of Twilight's neck and then when Twilight looked down near her side of the bed she giggled with a small blush on her cheeks at what she saw.

On the floor standing up and ready to be grabbed was the strap-on dildo that Sunset had used on her. Getting a good look at it she saw it was a thick 10 inch long purple dildo strap-on model that even had parts where it would insert into its user to have the pleasure sent both ways. Putting two and two together she gathered that Sunset likely had about half as many orgasms as she did in that case.

'Which means we have a score to settle. Heheh just insert to start huh? Well if the princess so desires.' Twilight thought with a devious smile as she used her magic to lift the strap-on off the floor and then with a little readjusting using her magic to move herself and Sunset around she managed to get the strap-on affixed to herself and she then nestled Sunset into her lap but didn't insert inside just yet.

Rubbing the tip of the fake cock against Sunset's clit she could hear the little pony whinny and moan in her sleep and upon further inspection of her? She noticed that sunset left an anal plug inside herself that even came with a tail that matched her hair likely a reference to her equine form in Equestria. A clear sign that she wanted to keep herself ready and excited even if she was asleep.

"Suuuuunny. Wakey, wakey my little pony." Twilight whispered in Sunset's ear playfully as she used her magic to tug at the tail of the butt plug Sunset had in her which made Sunset gasp and coo in delight. When Sunset began to wake up a little more as evidence by her trying to slip onto the cock between Twilight's legs Twilight would speak again.

"I do believe it was your turn last we left off." Twilight whispered lovingly in her ear as she pressed the tip against her clit again making Sunset panted and moan in Twilight's ear and it was like music to her. Giggling in a lustful manner she tugged the plug again. "And how sweet that you've prepped yourself for me."

Regaining more of her awareness she moaned, kissing Twilight on her neck and suckling in the usual spot to leave another hickey not caring if it was in a visible spot or not anymore. She gyrated her hips and tried desperately to get Twilight to fill her up. She'd waited months for this. Years if you counted her small fleeting crush on Princess Twilight. She was so wet and dripping with anticipation she couldn't hold out much longer.

"P-Please...Sparky....I want-"

"Make me." Twilight replied cutting Sunset off.

"W-What?" Sunset asked puzzled.

"Mmm you heard me. I said make me. You're a princess right? This is your castle isn't it? So-" Twilight replied and spanked Sunset Shimmer on her cutie mark and tugged her anal plug again making her yelp and howl in pleasure. "Make it a royal decree. Tell me how you want me to pound your pretty little pony pussy into the seas of ecstasy, tell me it's mine. Tell me." Twilight demanded and continued to tease Sunset making it clear she wouldn't fill her until her demand was met.

'What has gotten into her? Because whatever it is? I like it!' Sunset Shimmer's inner demon said with a cheeky chortle.

Steeling her nerves and taking a deep breath Sunset would prepare herself for the vast amounts of pleasure she was about to experience. Mustering up all her willpower and sexual vigor she focused her burning passionate gaze on Twilight and spoke.

"Twilight Sparkle I have waited a VERY long time for this moment. I've fucked myself on this bed, with this very dick in every hole I could manage to fit it thinking of you every single time. I want nothing more right now than for you to fuck me so silly that I make Pinkie Pie look sane by comparison. I want the smile on my face to be so full of lust when this is over that Pinkie has an orgasm off my levels of happiness. So to put it plainly? I, Sunset Shimmer COMMAND YOU to fuck me like I was your personal fuck-hole or so help me by Celestia's great white ass I will get Princess Twilight to do it for me!" Sunset stated her claim firmly and without fail. She would have this moment. She would have Twilight Sparkle swipe her V-card and nothing was going to keep that from her.

"My body, my mind, my heart and soul. It's all yours. So do me a favor? And prove it" Sunset said her normal cheer and teasing demeanor returning as she reached her hand down and spread her wet pussy lips and showed her clit twitching like mad. "Please...I want it...I need it from you Twi. Please?" Sunset was practically begging Twilight to send her off into the waves of pleasure, all she had to do was move!

Twilight smiled a loving and embracing smile, taking hold of Sunset Shimmer's right hand she would guide her other to the member between her legs, lining it up perfectly with Sunset's soaking wet hole. As she felt Sunset begin her descent she reveled in the shuddering moans that came out of her girlfriend as she began to feel the fullness Twilight was providing her. Her face contorting into a vision of pleasured lust the likes of wish Twilight had never seen and it was beautiful to say the least.

Nestling her cock deep inside Sunset now fully sheathed inside her she felt Sunset panting, as she lay her chest upon Twilight and sat on the cock between her legs smiling. Sitting up for a moment she traced a finger along her navel. Feeling the fullness there looking at Twilight with a lustful stare and hearts in her eyes.

"It's yours. That's all you...F-Fuck me; Fuck me now!!!" Sunset said with a gasp as she felt Twilight move a little pumping her pussy just a little to tease her and she bit her lip as she descended again, her breasts pillowed against Twilight's as she began to bounce up and down in her lap. Her shapely yellow rear bounced up and down on Twilight's member having it stretch her once virgin walls wide open and this sensation was doubled when Twilight used her magic to tweak her clit as she fucked her.

The bed had begun creaking and shaking again, the headboard bashing against the back wall. Sunset's lewd and passionate moans echoed through her home as she was living out her dream. She was having sex with Twilight Sparkle, getting her pussy fucked and beaten up by the one person she wanted to give it to. The anal plug in her ass was pushed and bounced about when she rode Twilight, both her holes were completely full and she was loving it.

'She's so good at this! Mmmm and look at you go Sunny! Is this everything you ever wanted out of the little geek?' Her inner demon asked playfully as she watched and experienced this bliss with Sunset.

"F-Fuck...so...good...T-Twi....Oh fuck yes! Yes, yes, yes, yes, yes, yes!" Sunset was having trouble using her brain given it was getting fucked out of her. She loved this pleasure, she couldn't get enough of this, she couldn't get enough of Twilight Sparkle!

Twilight was loving this right now. Sunset was all hers. Submitted and in the thralls of pleasure and ecstasy and it was all because of her! She did this to Sunset! She made her feel this pleasure! To say that Twilight was very proud of herself right now was a big understatement. She was so happy that she was able to give this kind of pleasure to another individual and was more happy that Sunset was the one she was able share this blissful moment with.

'Time to see just how much you can really take little pony! Let's finish this up with a brand new trick!' Midnight spoke from within Twilight's mind suggesting they try something that they both knew would drive Sunset over the edge and even the score for her fucking her so silly earlier.

Summoning her magic again Twilight would tug at the anal tail plug Sunset had in and would completely remove it, leaving the pony girls anal star gaping and winking begging to be filled again. Sunset gasped at the removal of the toy and gave Twilight a puzzled look.

"W-Why did y-?!" Sunset whined wanting the pleasure to continue, she didn't want to be sane right now. She wanted to be silly with ecstasy!

"Mmmm we've got something better in mind for you princess." Twilight spoke however it sounded like there were two voices present and then Sunset felt something poke against her asshole.

'we'? Sunset thought . "W-What the-?!" Sunset looked back and her eyes went wide with confusion at first but then that confusion quickly turned to understanding as she saw a familiar figure standing behind her. 'Oh she is GOOD!'

"Hello Sunny my old friend" Midnight Sparkle said in sing song with a devious lustful grin as she lay her cock made out of magical essence on Sunset's ass cheeks from behind. Her form was whole and visible, naked as both Twilight and Sunset but her breasts were much bigger than Sunset remembered them. Not that she was complaining.

'Seems someone has gotten stronger. Full of surprises as always aren't you Sparkle?' Sunset thought and looked back at Midnight with a smoldering passionate gaze and grin on her face that would make Adagio's heart explode.

"Mmmm talk about a Love Twiangle. You two gonna stuff me up back there huh? Get a little payback for how 'mean' I was at the friendship games?" Sunset teased and wiggled her ass and yelped when Midnight spanked her and Twilight flicked her clit making her moan and loose a whinny but now she wasn't even trying to hide it, she was a tamed little pony at this point and both Sparkles knew it.

Midnight smirked and grabbed Sunset's ass cheeks and spanked her again leaning over and whispering in her ear as she got ready to pound her backdoor down.

"Aw don't worry Sunny; I let that go. We both did. No, no little pony. This pounding you're about to get? Is what you've earned for taking such good care of wittle Twily here. Consider this karma giving you what you truly deserve for all the good you've done. No pain. No pressure. Just euphoria and its all...for....you!" Midnight stated as she focused her magic and yanked Sunset's hair and sheathed her magic dick inside her asshole filling her up while Twilight had her pussy still full.

'OH MY FUCKING CELESTIA!!!!' She and her inner-self screamed within the shattered remains of their shared mind space that was now crumbling further and further into a gooey pile of lustful bliss.

Sunset could feel her sanity slipping away. Her hold on reality was beginning to become blurred. She could feel nothing but the unabashed pleasure that shuddered her to her core and burned her body like a raging Hell flame. She panted, gasped and screamed out in blissful ecstasy as both Sparkles began going to town on both her holes at the same time. This was another dream come true in a manner of speaking.

'I'm being fucked by TWO versions of Twilight. At the same time. For real! Is this real? It can't be a dream! I could never dream of pleasure this fucking good! Please don't make it stop!' Sunset thought in a panicked lustful frenzy as she got her sanity fucked away.

They all moved in perfect harmony. Twilight fucked Sunset's pussy in rhythm with Sunset bouncing and throwing herself back on Midnight and whenever Midnight thrust forward Sunset was sent bouncing like crazy onto Twilight and she could feel both her holes completely filled up and the two cocks crossing paths within her. Sunset was at a loss for words, her sanity was actually beginning to break apart. This moment was absolute pure euphoria and Sunset wanted it to last forever.

However much like all goods things? They could only last so long and Sunset was at the end of her rope. The two of them combined was too much for her to handle without more energy. More magic. More unison with the lustful succubus locked deep within herself as well as the romantic angel inside herself when it came to the other half of her alter ego; Daydream.

She had experienced power from them both but had yet to find a perfect balance between the two like Twilight seemingly had found with Midnight and she would surely have to experiment more with them both to see if these results could be duplicated in some way. Even in the thralls of pleasure Sunset Shimmer was always a unicorn who loved magic and wanted to find new ways to use it and now? She the perfect partner to test things with.

Twilight and Midnight felt their energy draining as well. This spell they were using to summon Midnight outside of Twilight's body required a lot of focus and energy and once they hit their climax? They would be spent for a couple of hours and would need to rest and recharge but at this point? They were quite satisfied with the first of MANY experiments with their new found powers.

'Time for the big finish' Twilight and Midnight thought in unison. Using their combined magical power, Twilight would keep her hands laced with Sunset's, however her magic would allow her to caress her breasts and pinch her nipples. Midnight would take to tweaking her clit and pulling her hair as the two pounding her in her holes relentlessly searching for that one spot that would push Sunset over the edge entirely and soon enough? They found it.

"Aaaahaaaahhhhmhmmmhmhmhm!!!!!! O-Oh fuck! K-Keep hitting that spot! Spa-rk-y!" She whinnied and called out to both Sparkles to keep fucking her in that spot, that sweet, wonderful, magical spot!

Their members crossed paths inside Sunset in such a way they attacked her G-spot in two different angles and that combined with everything else? That was it. Sunset had no more left to give. Her thread of resistance snapped, her world blacked out and all she could feel was euphoria as her pussy exploded with an intense orgasm that soaked Twilight and Midnight's legs and thighs.

'Until next time my little pony <3'

With that Midnight would vanish with a ethereal chuckle as she faded out of existence back into Twilight Sparkle. Sunset's asshole remained gaping and winking as Twilight also remained nestled in her soaked sex. She thought to move Sunset and take out the toy but for some reason? She felt too right connected to Sunset and didn't want to leave. Even though the cock was fake she could still feel Sunset's walls refuse to let her go.

With a content smile as Sunset Shimmer lay on her chest, breathing a bit slower now and with a blissful look of happiness on her face; Twilight Sparkle pulled the covers over them and wrapped her arms around Sunset and kissed her cheek as she lay asleep connected to Twilight like she wanted to be. For the briefest moments Sunset mumbled something and then ceased all form of speech and even though it was said in a groggy tone Twilight could make it out clearly.

"love...you...Twi" Sunset Shimmer said before drifting off fully into her dream land.

"I love you too Sunny; my sweet little pony" Twilight said as she cuddled Sunset there in their bed.

Their bed. This was their bed now. Not just Sunset's. Their's. Twilight smiled and allowed a few tears fall as she nuzzled Sunset close as they breathed together calmly as the midnight hour passed on and on. Content. Together and above all else? In love.

The Following Morning

The light slowly began to bleed through the window as the sun began to rise above the clouds and cast its morning glory upon the city of Canterlot. As the light came in and shined slowly onto the two lovers still locked in a loving embrace it was the little pony who awoke first and as she moved to sit up slightly she could still feel a fullness in her body and she smiled when she looked down to see Twilight Sparkle snoring lightly and peacefully as the light crept into the room.

Sunset smiled as the tears fell from her eyes and dropped on to Twilight's face which stirred the younger girl from her sleep. When she looked up to see Sunset's eyes crying she reached a hand up and wiped them away with a smile, able to tell right away the tears were not sad given the happy smile on the girls face.

"You were right." Twilight said happily as she looked up at her lover wiping away her tears.

With a watery giggle Sunset asked "About what?"

Twilight pressed her forehead against Sunset's, looking her in her bluish green eyes as she brushed her hair out of her face and smiled at how beautiful she was even when she was crying "That the world is much brighter with Sunlight in it." She could see that struck the right cords and so to keep Sunset from crying she locked her lips with hers and they lay there in a loving embrace as the sunlight shined touching all and filling the world with what it needed most: Sunlight

The End!

Author's Note

FINISHED! And what do you know? 69 Paragraphs long and it only took me 4 hours! Love you all and I hope you all really loved this story. Sunlight is my favorite ship and I hope this does it justice ^_^

OTP!