Equestrian Battle Maidens

by SonicBlitz18

Chapter 4

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-Zander’s Meeting-

After separating from the group, Zander wandered the guild and just wanted to sight see for a bit. Zander couldn’t keep the smile off of his face. So far, the day has been an exciting one, but absolutely worth it. He won $300 off of Sam, he’d gotten a kick-ass wolf mode that he learned how to turn on and off at will, and he got to see plenty of tits and ass all around town. Life was looking up for him now, and nothing-

SMACK

He met the blunt of a door while a couple of mares walked out of it. They laughed as they walked away.

“Watch where you’re going, idiot!” one called as they left.

“Yeah, alright, now I’m pissed,” Zander said.

The door shut with a heavy thud, a lock sliding into place immediately. His curiosity piqued, Zander examined the entrance. It was a large, black rock with silver lining its edges and a blue ram’s skull embedded in it.

“Well, that’s not fucking creepy.”

He walked off for a moment before he heard something knock on it. Turning around, he saw the white mare from before, Rarity, with a new blue mare with a mane and tail of rainbows, large wings hanging off of her back. The mare was a bit shorter than most, though still a head over Sam, and she was thinner than Rarity with a slightly smaller chest and ass, but she had defined muscles and washboard abs that one could wash clothes on. She wore extremely little armor, only a sparse amount of steel plates on her forearms and upper shins, both sets colored dark blue and emblazoned with clouds. She wore a metal bikini top that held her impressive tits up with clouds marking them as well. A belt hung around her waist, similar in style to what Roman legionnaires would wear, though the straps making up the ensemble were far more sparse, giving him a window to see her bright red panties underneath. Two scimitars hung off her hips, one a bright cyan and the other orange, the grips topped with pony skulls.

PASSWORD,” a voice from the door spoke.

“Open the door or I’ll spitroast you with my Reiterpallasch, Darling,” Rarity said, flipping her mane over her shoulder.

The door opened up while the blue mare was laughing. Rarity stormed inside with the blue one in tow before it closed again. Though he knew it was likely to be a bad idea, Zander wanted to know what was so special that they had a secret door like that. He walked up to the door and knocked, the goat skull moving up to reveal an eye peering down at him.

PASSWORD,” the same voice said.

“Uh… listen, it’s been a while since I’ve been by,” Zander said, scratching his head. “I’ve been outta town and got caught up in some family stuff, you know how it goes. Isn’t there a riddle or something you can give me to jog my memory a bit?”

UGH, FINE,” the voice said. “SERIOUSLY, YOU ADVENTURERS NEED TO LEARN TO WRITE SHIT DOWN. ALRIGHT, HERE’S THE RIDDLE; IT IS THE END OF A JOURNEY BOTH PHYSICAL AND ROMANTIC. THROUGH IT, GREAT FEASTS MAY COME AND GO, AND THOUGH IT MEANS BOTH GOOD AND BAD, IT DEPENDS ON ONE’S TASTES AND WHAT ONE TASTES.”

’What kind of fucking riddle is that!?’ Zander thought to himself. ’Seriously, it didn’t even rhyme!’

“You got another one? One that… I don’t know, makes some kind of fucking sense?”

PASSWORD,” it said again.

“Alright, fine! I’ll leave,” Zander said, turning to go. “Fucking asshole.”

WHAT DID YOU SAY?”

Zander stopped and slowly turned back.

“Uh… asshole?”

The door clicked and opened up.

“Good guess, guy,” another voice said on the other side.

Zander shook his head at the absurdity and walked in the door. On the other side was a massive red and white stallion with a swept back mane and a mace at his side. He wasn’t as massive as Bulk, but the sheer aura this one but off made Zander feel like a dwarf.

’So this is what it’s like being Sam.’

“Hey, you don’t look like one of our regulars?” the stallion said, eyeing Zander. “You got an ID on you?”

Zander reached behind him and pulled a chain out of his back pocket, glad he had packed it before they left with Bon Bon.

“Uh, yeah, got it right HERE!” he said with an uppercut.

The sudden attack with the chain bashed the stallion’s chin before his head slammed into the wall, knocking him out cold instantly.

“Heh, still got it,” Zander said, stuffing his improved weapon away.

By the side was a staircase that led into a deep cavernous area lit with torches.

“Huh, let’s see where this goes.” He walked down the steps, eager to see whatever was worthy of being hidden down in this place but stopped when he found another door.

“Oh come on, another door?” He said in annoyance and this one didn’t seem to have a guard at the front. In the door’s face, there was a question etched into the steel.

“‘Though I may be one way, it’s not clear which until you’ve already been snared. And though you may think they’re not your taste, you’ve already fallen for them once before. What are we’?” Zander read off of it.

“What the hell is this supposed to mean?” Zander said in annoyance. “Alright you know what, no. I’m not getting trapped in some-” The door glowed and opened up when he uttered the word, “trap”.

He was nervous but walked inside to find several other mares and a few stallions inside what looked like a tavern underneath the building. There were other rogues, thieves, scouts and other warriors alike that were either making deals or just enjoying themselves with a good drink or food inside. Zander looked above him to see a plaque that said Black City Market above him.

“Least now I know which area I’m in, but this place doesn’t look like it holds a lot of friendly faces,” he said to himself as he saw that there were a lot of ponies down here that looked like they wanted to slit someone’s throats.

“Huh, looks like a nice place,” Zander said, nodding to himself. “Reminds me of the Thief games, a bit.”

“And next time I’ll castrate you with a rusty spoon!” a mare said, throwing a knife at some stallion. She hiked up her bra while the assailant was tripped up and robbed of his gear.

From the bar, a mare walked out, completely topless, though she didn’t bother to cover herself. She walked up to the stallion who was being robbed and cut open his bags with a dagger before taking out a bikini with metal plates. She wrapped it around herself, adjusting the bikini so she was covered again before she kicked him in the face, knocking some teeth out. “That was for jumping me with your group earlier and taking all of my stuff. Not so tough without them now, are you?”

“I’ll… get you… for this… you bitch…” He groaned still in pain from the beating he got. This earned him from another kick to the face, breaking his nose in the process. He groaned in agony feeling the bones being bent out of place and the two other mares proceeded to beat him up again.

Zander chuckled as he watched the guy getting mugged, walking a bit further down the road to a set of two half-doors at the front of a bar. Before he could read the sign, two mares burst out from the doorway, laughing and hiccupping, each with a nearly empty bottle of scotch in their hands.

“Noooooohoho!” the pink and purple mare said, leaning onto her friend, “you’re the prettiest!”

“Nah mare,” the blue one with a two-toned mane said, “you’re the milf, you’re hotter by default.”

“Hey, hey, hey, look at that guy,” the purple one said, pointing at Zander. “He’s cute.”

“Yeah. Hey! Cutie, settle a bit- a bet, would ya?” the blue mare said.

“Yeah, I’m not getting involved in drunk-”

“Who’s got the better tits?” the purple one said, ripping her top open to flash him.

The blue mare followed suit, opening her bikini and shaking her tits side to side. The purple mare cheered and started jumping in place to jiggle her much larger breasts. The blue mare’s were still a nice size, though they were much perkier than her older friend’s pair.

“Yeah, look at her,” the blue mare said, “she’s got huuuuge titties, so she’s pretty hot, right?”

“No nononono, lug-look at her,” the purple one said, groping her friend. “She’s sooooo stiff, and she’s real perky. She could go for a little massage, you know.”

Before the conversation could continue, the mares started fondling each other’s chests before they started to make out, twisting their tongue together and ducking behind the building.

Zander stood there, his face hot and holding a massive smile.

“Man, this day’s just fantastic,” he said with mirth. His attention gets cut short when he hears a growl in his stomach.

“Hmm, plenty of places to eat, but I doubt they’d take USD,” he said, before eyeing a coin purse a pompous looking mare had tied to her hip.

Smiling, he walked up by her, taking a rock and a coin purse someone had left on the ground, slipping the two together before he made his move. His hand worked fluidly to untie the knot of the mare’s bag while tying the rock bag up to the same point. In only a second, he had untied the coin purse and tied the rock bag back to the mare’s hip.

He quickened his pace, careful to hide the bag from view while his hands went to work, mapping the coins out in his mind so he could count without unloading the bag. There were different shapes and sizes of the coins, but they were all metal, that much he could tell. Of the coins, there were seven heavy ones, eighteen long ones, and fifty three small ones. Though he didn’t have a metric for how much he had, he assumed it’d at least be enough for lunch and a couple supplies for the road.

Ahead, there was a shop with several bird-like creatures heckling the ponies. The nearest one to him was old, with grey fur over his cat-like body, though his head was completely bald. It was capped with a worn out fez, and he seemed to have a glass eye. Zander thought it’d pop out from how he was screaming at some mare who tripped on her way out of the shop.

“And stay out you filthy little harlot!” he screamed, throwing a broken knife at her. “Try and swindle my son into sex so you don’t have to pay thirteen bits!? I’d sooner gut myself than let him get corrupted by the likes of you! THERE’S NO HONOR AMONG THIEVES ANYMORE!”

Zander was about to pass by the shop and ignore the senile old coot, but something caught his interests. From the doorway, he could smell something delicious being freshly baked. Looking around, he didn’t see another place to eat other than the bar, but he doubted that he’d get something good there. Shrugging, he walked up to the bird-man’s store before being stopped.

“Hold it!” the old coot said, looking Zander up and down before squinting at him, eye-to-eye. “Just who n’ what are you?”

“A paying customer,” Zander said, jiggling the bag of coins.

“Hmm. Alright, good enough,” he said, stepping aside. “Name’s Gruff, but everypony calls me Grandpa. Even though I hate it. But as long as you pay up front, I don’t care.”

“Right. So, what’s that smell, Gruff?”

“I’M NOT YOUR- Oh, sorry, thought you’d call me ‘Grandpa’ or ‘Gramps’. Most youngin’s your age do that all the time. Yeah, that’s little Olive’s cooking. She bakes scones, like her mother. Seems to be the only thing that sells in this cursed little corner of the market. Seems we Griffons get bad business no matter where we set up.”

Zander hummed and walked in, seeing the place in its entirety. It was a small little hut, the inside reminding him of a shop in Skyrim. The part he walked in was filled with aisles of different kinds of junk, like random ingots, a few weapons, arrows, armor and potions, while some actually useful gear was stacked up along the wall behind a counter manned by a small blue Griffon. To his left, Zander found a rather impressive looking bakery set up, with a tiny little Griffon girl in a brown dress decorating some sweets.

“Oh, a customer! Gallus, we have a customer!” the little girl squeaked.

“Hmm? Yeah, sure,” Gallus said dismissively, barely awake. “Wake me up when he decides to buy something from the rest of the store.”

“Hmph. Well, how do you do, mister?” the little Griffon asked, batting her lashes.

“Heh, I’m alright. Just smelled some good stuff, so I wanted to buy a couple scones. How much for two and some water?”

The little Griffon squealed a bit before she took two scones and wrapped them up, dropping them into a small bag and grabbing a glass bottle filled with water.

“The scones are five bits each, and the water’s three,” she said happily.

“Why do you always get excited?” Gallus asked. “It’s the eighth sale you’ve made today.”

“I’m just so happy that I can make somepony’s day better one sale at a time!” she squeaked.

Zander couldn’t help it, his heart was melting and he had to. He reached out and pat the little Griffon’s head. He pulled his hand back and grabbed his bits before putting the bag on the counter.

“So, uh… listen, it’s been a while since I counted these, so I need some help, alright?” he said. “Hope you don’t try to swindle me out of any bits.”

“Oh no, I absolutely won’t sir!” Olive said. “Grandpa Gruff always taught us to not swindle a customer. Loyalty’s bought, after all!” she said with a smile.

Zander nodded and began to count the coins out, separating them into groups by size and weight, and now color since he could see them. The smallest ones were bronze, the long ones were silver and the heavy ones were gold. He piled them up and waited for the Griffon to count them out.

“Wow, that’s a lot of bits mister,” she said, astonished. “Well, that’s one silver and three bronze bits.”

’So silver’s ten and bronze are each one to one. Alright, what about gold?’ Zander thought to himself.

“Thanks. Say, with how much I’ve got here, what do you think I could buy from your Grandpa’s store?” Zander asked.

“Hmm… well-”

“Hey, if you’re planning on spending,” Gallus said, sitting upright, “don’t listen to her advice, she’s a pacifist and a baker! She can’t tell the difference between an enchanted rune and some sloppy carving someone put into a dull blade.”

“Hey! I tried to learn!” she said, puffing her cheeks.

“I know, but you’re still not good with it. That’s why Gruff’s been keeping me here. Besides, you’re better off as a baker anyway, you actually turn a profit.”

Gallus motioned for Zander to come over to his counter, so the human swept up all of his bits back into the bag and approached the Griffon.

“Don’t think we got your name yet,” Gallus said.

“Zander,” he said. “So, how much can I buy with this?”

“Five hundred, seventy bits,” Gallus said slowly, surprising Zander. “That’s good for most of the shelved stuff out there, but it’s enough to get you something good on Gruff’s premium rack,” he said, motioning to the weapons mounted behind him. “Enchanted arms of all kinds, enchanted armor pieces, and a couple of things that might be cursed. He said he’s not sure, since it’s been too long to remember.”

Zander looked at the weapons hung on the wall, eyeing each piece carefully. This was his first weapon in the new world, after all, and it’d be either a great boon or a burden on their journey. Looking along the bottom of the collection, his eyes rested on a knife in the right corner. It shined with a deep navy straight, serrated blade, the grip covered in genuine leather with a ring grip at the end of the handle. The whole thing was about ten inches long, the handle and blade each taking half of the length.

“How about that blue one, down there,” Zander said, pointing to it.

“Hmm?” Gallus turned to see which one he was pointing at. “Oh, the Midnight’s Edge, huh? You’ve got a good eye, Zander. Two-fifty.”

“Hey, thanks man,” Zander said, pushing the bag up to Gallus.

“Nice,” he said, picking up the bag and getting the blade down for him.

As Gallus counted the coins, Zander flipped the blade around in his hand, twirling it by the ring and passing it between his fingers while spinning. Just as he stopped spinning it, the blade seemed to flash in his hands, and he thought he could hear a word in his head.

“Well, here’s your change,” Gallus said, pushing the smaller bag back to him. “Thanks, and definitely feel free to swing around anytime.”

“There he is!” a mare said.

Zander turned to see two familiar ponies, the mare he robbed and the guard at the door he knocked out.

“Oh, shit,” Zander said.

Before a word could be uttered, Zander turned around and jumped through the nearby window. Thankfully it’d been opened already, so he wasn’t cut by any glass. He stood up and started running like a bat out of Hell.

“Get back here, you stupid freak!” the guard yelled, chasing after him.

Zander found himself in a run down temple at the end of the cavern and hid behind one of the pillars. The guard and mare ran up to the temple’s entrance before getting to one knee and signing something over their chests, muttering a prayer before they started to search for him. The guard was approaching Zander’s spot quickly, so he clenched his knife, spun it around and waited. When the hoofsteps got close enough, Zander lunged out of cover and slammed the knife into the stomach of the guard.

He screamed and backed up, clutching at the wound, only to find that Zander had just slammed the ring on the grip into him.

“Gotcha,” Zander said.

He kicked off of another pillar and slammed his knee into the guard’s face. The guard’s head bounced off of another pillar, knocking him out again. As the guard went down like a puppet with cut strings, a bolt of magic nearly seared Zander’s face off.

“I’m going to flay you alive, you little cretin!” the mare shouted, her horn blazing with magic.

Dozens of bolts shot out at Zander, scorching the pillars as he ducked between them to try and get inside the temple itself. One zipped by his head, the sudden burst of heat causing him to flail his arms to try and intercept the next shot.

When his knife met another bolt of magic, it flashed and deflected the shot. It bounced off of the navy edge and scorched the ground. Zander threw himself inside, sitting behind a pew before he processed what he saw. He smirked, knowing all he needed was one lucky hit. Considering Lady Luck was practically fellating him today, he felt prepared to strike back and stood up in the row between the pews.

“Alright, let’s do it!” he said, flipping the knife around.

The mare snarled at him before firing off another volley straight at him. He swiped his blade through the air, missing several bolts as they scorched his clothes and burst on his skin, though it felt like it barely did more than that. After a few seconds, one of his swings managed to finally hit a bolt dead-on, sending it back right at her horn.

“GAH! Mother fucker!” she screamed, clutching her head. “I’ll stew your balls and feed them to pigs!”

“Going to be a bit hard when you’re behind bars, darling.”

Zander jumped, seeing two more mares follow into the temple. The mare on the floor looked up at them and reached out.

“Ladies, please, this mongrel stole from me and assaulted a guard! We need-”

“Shove it, liar,” the rainbow maned one said. “We saw your picture go up on the Guild’s Wanted list after you took the reward for yourself. It wasn’t yours to begin with.”

“And the guard was smuggling in a Rogue Trader that’s been blacklisted so he could take a thirty percent cut,” Rarity said. “Nopony here is innocent. Especially this one,” she said, glaring at Zander.

He held his hands out, dangling the knife by his pinkie finger.

“Alright, ya got me. What now?”

Rarity walked up to him, her face reddening as she eyed him up before she swiped the bag of bits off of him. She didn’t pick his pocket, didn’t light her horn, didn’t say a word, just swiped it from him like she pulled it out of thin air.

“This belongs to the shop you just left,” she said. “An old acquaintance was to be rewarded with this, so we’ll be taking this to her family.”

“That’s fair, they’re good people,” Zander said.

The blue mare laughed as she approached before slugging Zander in the shoulder.

“Hey, relax, we’re not robbing you. You managed to help us catch this lying backstabber while we were looking for this guard here, so we’ll let the fact that you desecrated a holy place slide.”

“I did what to a what!?” he said, panicking.

“You’re not allowed to fight in a holy temple dedicated to Artemis, but considering you were being attacked, we can help rule this as self defense,” Rarity said. “Also, that was a fairly decent shot you took at her, though I’m sure you should give the knife back to them since you paid for it with their money.”

“Actually, I’ll tell ya what,” Rainbow said, reaching into her own bag, “I like this guy’s skills, so why not let him keep it?”

She pulled out a platinum chip and a gold bit, handing them to Zander.

“You go back with us and tell them the truth, and say you’d like to buy this knife for real.”

“But, if I tell them that it’s their money I used-”

“That you stole off of the original thief. Trust me, I know the family personally, they’ll think it’s hilarious. Do that, and you prove yourself a better Rogue than most.”

Rarity scoffed at the notion before walking off. “Hurry along, Darling, Twilight needs us to find those expensive meat bits for the Bugbear migration.”

“Wait, did you say ‘Twilight’?” Zander asked, following her. “As in, Twilight Sparkle?”

“You know our nerd friend?” the blue mare asked.

“Kind of? I know her name, but the Guildmaster told us that she could help my friends and I with some magic problem. You know where I can find her?”

Rarity and the blue mare exchanged a look before smiling.

“I’ll tell you what,” Rarity said. “We’re members of her Raid Party, but sadly we’re quite busy with a few quests. However, we’ll put in a good word for you to Twilight so she may help you soon after.”

“Yeah. Name’s Rainbow Dash, by the way,” she said, offering her hand.

“Zander Mathew,” he said, shaking her hand.

“Rarity Belle,” Rarity said, offering her hand.

Zander took it and kissed the back of her hand, “Always a pleasure to meet such a fine lady.”

Rarity held a hand up and giggled to herself while Rainbow gagged. The white mare winked as she walked off.

“I’ll see you later, darlings, I’m off to go bring these to Twilight.”

While she walked away, Zander leaned over to Rainbow.

“Hey, it’s the least I could do after seeing her naked before.”

“PFFFFFT!” Rainbow bit back her laughter, slapping her thighs. “Oh, oh Artemis, I can’t believe you saw that! I told her she’d flash somepony!”

“Oh man, it was a good sight, too.”

“Ah, amen to that, Zander. Amen to that.”

-Mathias’s Meeting-

Mathias split from the group to see where this Twilight girl was, and so far he wasn’t having any luck.

“I really should’ve asked that lady what she looked like,” Mathias grumbled to himself as he looked around for a Twilight Sparkle around the guild. He sighed and continued to walk around for a bit, when he hit a sign that said Arcaneum Magi on the front. “Arcanium Magi huh? Guess it’s a start.”

He thinks to himself as he remembered that some areas like this are used to create enchanted armor, weapons, potions, elixirs, and special items for raid parties. ‘Looks like a perfect place to start,’

He entered the room to see what was around and saw several mares in skimpy clothes as well as a few stallions working on charms, weapons or armors for other clients. It kind of reminded him of a few taverns you would see like world of warcraft, skyrim, or the lord of the rings.

“Man, this is just crazy,” Mathias thought as he looked at everything that was in the room. He soon stopped as all eyes were on him as he saw several mares staring at him. Some with confusion, interest or suspicion. “And now I’m the center of attention.”

“Who’s the weird male here?” A mare said as she looked at him with a mix of confusion and interest. “He’s pretty strange looking.”

“Not sure,” another mare said as she crossed her arms under her bosom as she looked at him with interest. “You think he’s single?”

“Don’t know if this guys’ a threat or not,” Another mare said as she was gripping her sword that was still in the holster on her hips. Chatter soon started to go off when Mathias realized that this might get ugly if he doesn’t say something.

‘Crap, I gotta get this heat off me,’

“Ahem, does anybody know of a powerful mage who I’ve been told works here?” He asked. Everyone just looked at him confused as he just slowly walked away thinking that he made the situation worse. It was during that time that he was walking that he didn’t pay attention to a mare that he bumped into.

“Ow, Sorry about that,”

“It’s alright, are you okay?” A mare’s voice said getting his attention. He looked up to see who it was and was surprised at how cute she was. The mare was a bright shade of purple, her mane and tail a medium shade of purple with a running streak of cyan lining through their full lengths. She stood half a foot taller than Matt, not counting the horn on her head. She wore a long, sleeveless robe, colored a bright cyan that matched the stripe in her mane, the edges of the fabric a dark purple. They hung open enough to where he could get a good eyeful of her breasts and thighs, even though they could easily reach her hooves. Speaking of, her ankles and even her wrists were wrapped up in metal bracers, colored brass with gems lining them.

“Uh, yeah I’m fine,” Mathias said as he took her hand and she helped him up. “Sorry, I got lost and didn’t look where I was going.”

“You do look new here, and I overheard you saying something about Twilight earlier,” She added with a smile. “Fraid you can’t talk to her right now.”

“Why not?”

“She’s training with Applejack after she got a new stone with her hammer to help deflect magic blasts,” She added.

“Damn, well I guess I can wait until she’s done,” Mathias said. “My name is Mathias Vanderwulf by the way.”

“Nice to meet you Mathias, My name is Starlight Glimmer,” Starlight said with a smile. “What do you need Twilight for exactly?”

“Was hoping that she could explain these medallions that me and my friends found that teleported us here,” Mathias admitted, leaving Starlight confused.

“Wait, teleported?” She asked. “As in you’re here from somewhere else?”

“Yeah, from a different world entirely,” He admitted rubbing the back of his head blushing.

“That would explain your strange appearance,” She admitted. “I just assumed you got cursed by some crazy witch or a cursed item or something.”

“Hey,” Mathias said in annoyance. “I don’t look that weird.”

“I’m just kidding,” She said with a chuckle. “I didn’t think you’d react like that. Come on, I’ll show you around.”

“Would be nice,” Mathias said as he followed her.

They passed by rows of desks littered with gems and metal ingots, a few apprentices learning to enchant on their own or watching others do so themselves. By a large window there was a chimney and fan installed above hundreds of vials and bowls, a practice area for alchemists and potion makers. Above them were balconies crowded with ponies learning to cast new spells on practice dummies, away from the more destructible equipment.

“Okay, all this is crazy,” Mathias said as he saw everything. “Since you were showing me around, what're you doing here?”

“Working on a slime proof charm after Rarity got her armor eaten… again…” Starlight groaned.

“Wait, was that the mare we saw running towards the bathroom earlier?” Mathias asked as he remembered the white unicorn mare with purple highlights running by as her armor started to melt off of her curvy body.

“Yes, it was,” Starlight groaned. “That mare can be so stubborn sometimes and she doesn’t let us try to buff her and I’m tired of having to go and buy new armor when hers get melted. So I said screw it, we’re making you a charm so we don’t have to keep going through this.”

“That sounds pretty annoying,” He added with a sigh. “Having someone not listen to you when you’re trying to help them.”

“You have no idea,” Starlight added with a sigh. “It’s all about, ‘Oh, Darling, they’re exposed and weak right now! If we wait to buff we’ll lose the element of surprise! We have to strike noOoOow’!” Starlight said, putting on a posh voice and flaunting her hips. “You wanna know how many times we lost out on our reward money because she needed a new set of armor? More than once, which, if she were any other mare, would be grounds for being kicked out! But no, she’s too good at identifying fake gems and enchanted traps, so we keep her around because she’s just that good. Honestly, I don’t dislike her, I think she’s pretty fun to be around, but Celestia damn it if I have to give up my share of the reward again because she gets caught by another slime.”

“Dang, maybe I could help you with this charm,” Mathias said with a smile. “Maybe when I watch what you do I could see what could be needed for this kinda thing.”

“Okay, we can start over there,” Starlight said pointing towards an empty work table that had a few beakers and test tubes on it.

“Reminds me of a chemistry lab back in highschool,” Mathias said as he joined Starlight. She then took what looked like a bag out from her side and poured the contents onto the table.

From the bag, she dropped a bottle of red liquid, some chips of bones, a strange leaf and an ingot of malachite.

“What’s all this for?”

“It’s how I’m going to make the charm, but I need to wait on a friend of mine to get here to where I can make it work,”

“Who’s your friend?”

“She’s a Pegasus druid in our party by the name of Fluttershy,” Starlight said. “She’s pretty shy so try not to get too close to her.”

“I know how to keep personal space,” Mathis brought up.

“Oh, there she is right now,” Starlight said as she looked up and waved behind Mathias. Mathias soon turned around and got quite a shock at who she was waving at.

The mare walking up to them was massive, easily more than a foot even above Starlight, with giant wings that gave her an even larger frame. Her fur was a soothing buttery color, while her mane and tail were flowing curtains of pink. She was easily the single bustiest female he’d ever seen, with breasts and hips large enough that she looked as though she’d never fit through anything less than double doors. Her attire barely left anything to imagine, since it was extremely miniscule and made from plants. Over her shoulders and wrapping around her arms, up to her wrists, were collections of sewn together leaves held up by vines. Her tits weren’t covered or propped by anything, her nipples just barely covered by two round leaves that were somewhat moist, though they didn’t block the markings that spiralled around them. She wore a skirt made of large palm tree leaves tied by another vine, though he could peak through them to see another leaf covering her private bits, with several more palm tree leaves wrapped around her shins up to her knees.

“Fluttershy, you’re here,” Starlight said with a smile. She walked up to her friend and hugged the mare, their chests pushing against each other.. “Glad you could make it, did you bring what I asked for?”

“Um...I didn’t have any bottles to bring with me, so no…” She admitted in a soft spoken voice. She then noticed Mathias who just couldn't find any words to speak right now. “Who’s he?”

“Oh he’s a new friend I made, and he mentioned that he has other friends who were looking for us actually,” Starlight said.

“‘Us’?” he asked. “Wait, you mean she,” he said, pointing to Fluttershy.

“Yes, she’s the best Naturalist type caster in all Equestria,” Starlight said. “If she wasn’t on the team I doubt we’d have won half of our raids.”

“Oh, Starlight, please,” Fluttershy said, fidgeting and blushing, “it’s not that important, what I do.”

“You earned two rank-ups in one day when that Goliath almost smashed its way through the Guild until you managed to not only stop it, but convince it to help fight off the Timberwolves that followed it! You’ve probably saved more lives than half the team has.”

Matthias examined the mare again, trying to process how she was one of the most important ponies here.

“So… you’re part of Twilight Sparkle’s group too?”

“Oh, do you know Twilight?” Fluttershy said, leaning over him which ended up leaving her tits hanging in his face. “I’m sorry, but I didn’t think that she would know any… I’m sorry, but what kind of creature are you?”

“Uh, human. I only know her because someone said that she could help my friends and I get back home.”

“Yeah, apparently they were teleported here by mistake and don’t know how to get back,” Starlight said.

Fluttershy gasped before Matt’s world turned to butter and the softest warmth he’d ever know. She hugged him close, squishing him into her chest while she cooed and ran her fingers through his hair.

“Oh, you poor thing,” She said. “It must be so scary to be lost like this.”

Mathias felt as if he died and went to heaven. One of the bustiest girls he even met is hugging him like crazy into her mountainous cleavage and judging by how she was, he just rolled with it.

“Anyways, Fluttershy,” Starlight said as she tapped her friend on her shoulder. “I still need this charm made so we can stop having to buy armor for Rarity, so could you come over here really quick?”

“Oh, okay,” She said as she let go of Mathias as his face was as red as a tomato. “You alright there Mathias?”

“Y...yeah… I’m fine…” He said, trying to shake himself from what happened. ‘Man any guy would lose a limb just to bone a girl like her,’ He thought to himself.

“Okay Fluttershy,” Starlight said as she pulled out what looked like a large bowl with the malachite in the center indent. “Since you don’t have a bottle to give, I’ll have to get what I need for this the old fashioned way.”

“Starlight, is that Malachite?” Fluttershy asked, looking into the bowl. “You know Rarity’s going to have a fit when you tell her to wear it.”

“I am aware she hates green, that’s why I chose it,” Starlight said. “Also since Slimes can’t digest it as fast as other minerals. Anyways, let’s get to business.”

“What exactly are you gonna do?” Mathias asked.

“Like I said, it’s something I need from Fluttershy if we’re going to get anywhere,” Starlight said. “Anyways, Fluttershy if you’d please?”

Fluttershy nodded before she put her hands on the table and leaned over it. Starlight put the bowl beneath Fluttershy’s right breast, adjusting it so that it’d be right underneath it.

’Whaaaaaaat is she doing like that?’ Mathias thought to himself, his eyes widening.

Starlight then reached over and slowly peeled the leaf off of Fluttershy’s right nipple. Mathias almost lost his mind as he watched the green pasty be stripped off of her tit, exposing the supple pink nub for the world. Drops of white liquid fell from the nipple and leaf, and Fluttershy let out a light moan while she leaned over the table a bit further, her tail flagging upwards while she rolled her hips a bit. Starlight put the leaf down and started to massage her friend’s breast, starting from the underside and slowly moving her way upwards, caressing the supple flesh and coaxing another moan from the pegasus. Milk squirted out as Starlight reached the areola, barely even grazing it while it poured out the nectar. Watching this, Mathias just stood there shocked and aroused by the casual display, though now that Fluttershy’s pasty was removed, he could see strange markings on her nipple, almost like a tattoo, and when she squirt a bit more milk out, it glowed a bright blue.

Just when the bowl was halfway filled, and the Malachite was completely submerged, Starlight released the tit and handed the leaf back to Fluttershy.

“Thanks,” she said, “this’ll make the enchanting way easier.”

“Mmf, n-no problem,” Fluttershy said, her legs a bit shaky while she leaned away from the table.

The pegasus picked up the leaf and ran her tongue over it before applying it back to her nipple again while Starlight added the other ingredients. She mixed them together on the surface of the liquid for a bit before a rune scorched the air above the bowl, staying there even after Starlight removed her hand.

“There, it should only take a few minutes instead of a few days now. Uh, something wrong, Mathias?”

“Um, no offense, but why did you do that in front of me just now?” Mathias asked in confusion. “Doesn’t anyone else find that kinda weird?”

“You’d be surprised by how many ponies have this and how useful different milk types are,” starlight said pointing towards the back of the room. Mathias turned around and was surprised at the other mares who were being milked by their partners, or milking themselves and either storing it or using it for potions or anything else in general. “Most mares only use it to help accelerate enchantments or boost potions, but Fluttershy here trained in Zebranada, where they can attune their bodies to natural powers to enhance their bodies and magic.”

“Oh, um,” Fluttershy stuttered, only now realizing she just let herself be milked in front of a male, “y-yes, the temple I studied at taught me how to harness the power through natural processes. It, um... accelerated my body’s growth hormones and lactation, and the magic flowing through my body as well.”

“Her milk’s almost eight times as effective as a unicorn’s and can help accelerate not only enchantments and potions, but summonings, healing and buffs as well. We usually have a few spare vials on hand, but the last ambush we had… Rarity was carrying them.”

“Oh, yes, that was quite scary, seeing those slimes digest my milk like that… they were almost as big as a house after that.”

“That must’ve been a pain in the ass,” Mathias said with a sigh. “Hopefully this will teach her the hard way to not be so stubborn about buffs like that.”

“I hope, but I have my doubts. She didn’t learn after the Spider cavern, I doubt she’d learn from this. Oh, by the way, if you hear something that sounds like a filly laughing with a harmonica in her throat, do yourself a favor and burn everything to the ground.”

“Okay then,” Mathias said with a nervous glance. “Anyways, what’d you need her milk for?”

“It’s for the charm I’m making. Normally it’d take a few hours to craft something with a ward against magical creatures, but with Fluttershy’s milk marinating it, the process will go much faster.”

“Huh. Yeah, no, don’t think I’d be able to do that,” Mathias said.

“I mean, yeah, that’s why we kinda have her on the team,” Starlight laughed. “Pretty sure males don’t lactate. Actually if you do, you should probably see a doctor.”

“No! No, I mean I can’t imagine asking someone to… do that, for a potion. And I doubt I’d willingly drink a healing potion knowing that that’s what’s involved in making one.”

“Well, not all potions are made this way,” Fluttershy said. “Some of the more expensive high-quality potions are kept in aging cellars and caskets to let the brews stir naturally. Though they are quite hard to stomach, since they taste really bad. Enchanting it with milk helps accelerate the process of both magically distilling the healing powers of the herbs and the effects of the potion.”

“Not to mention that it does taste pretty good,” Starlight said, winking to Mathias.

“Yeah, but… i-if someone was forced to… you know, take from the source… wouldn’t that be, uh, a bit, how do I put this. Rapey?”

Fluttershy clasped a hand over her mouth while Starlight grabbed Mathias by the shoulders and dragged him closer.

“Don’t use that word here!” she hissed. “That word is a curse that invokes the ancient powers of Cosmos herself! Even implying the term gives her power!”

Mathias leaned back while trying to keep his face from Starlight’s, though that was hard since she pressed her nose to his.

“Fluttershy, say a prayer, quick!”

Fluttershy nodded before she started to make hand gestures, trails of magic lining the air where her fingers passed while she spoke in some strange language. The air grew cold, and Matt thought he heard a mirthful laugh echoing in his head before the warmth returned.

“There. I’ve warded him for a moment,” she said.

“Good,” Starlight said, letting Mathias go.

“What the hell was that for? What did I do wrong?” Mathias asked in confusion as he wasn’t sure what was going on or why it was happening. It also didn’t help that all eyes were on him again as everyone looked at him with fear and confusion.

“You just can’t go around throwing cursed words like that around in public,” Starlight brought up.“Last thing we need is a rupture torn open by one of They who Thirst summoned by some newbie. Look, I get it if you’re uncomfortable with the whole potion thing, but no one’s forcing you to drink one right now and the only mares who make potions are ones willing and wanting to. The magic turns everything sour and poisonous if the milk is extracted against the mare’s will. A couple of warlocks learned that the hard way, once.”

“What happened to them after that?”

“They ended up poisoning a town’s hospital and were sentenced to fifty years in a desolated prison after the fouled magic almost phased in a Daemonic entity. It became the reason why the Genesis Conventions were put into practice for any mares who wanted a license to medically donate their milk,” Fluttershy said.

“Geez, that sounds pretty messed up,” Mathias added. “Anyways, sorry about earlier. I just wasn’t aware of it that’s all.”

“Well now you know,” Starlight added.

Suddenly, the bowl of milk flashed, drawing their attention. Starlight reached in and pulled out the Malachite slime charm. It was engraved with some spirals and an image of a blob in the center with a large “X” running through it.

“There,” Starlight said. “All done. Now we just need to wash out the bowl.”

“I think I can learn more about this place, but I should be careful around who I meet,”

“Right. Now, if you- wOAH!”

Starlight’s hands tipped at some point, spilling some of the bowl’s contents on the floor. She started slipping when she walked over the wet spot, and seeing the mare start to tumble, Matt reached out to help her.

“Hold on, I got-”

He reached for the bowl but when she fell forward, his hand went straight into her robes and she fell on top of him. They tumbled to the floor, Starlight covering herself with the remnants of the ritual and Mathias now shoving his whole arm into her robes. The two groaned before Mathias realized what was in his hand, a perk little nub that was wet with the potion. Looking up, he saw that his arm and Starlight’s fall had resulted in him suddenly ripping her top open, with one of her tits in his hand with her nipple between his fingers.

Starlight looked down at him, blushed and screamed while her horn lit up with three arcane runes. A loud pop filled the air with light, and suddenly she was gone.

“Whoops,” Mathias said in embarrassment when he realized what he just did. “Sorry about your friend Fluttershy. Uh, think it’s too much to ask that she doesn’t kill me in the future?”

“It’s okay, I know you didn’t mean to do that,” She said as she picked up the charm and placed it in her satchel. “Plus I think when she calms down, she’ll forgive you.”

“Thanks,” He said with a smile. “Anyways, I think I need to look up who these goddesses are so I can be careful not to be bothered by them again.”

“Good idea,” She said as she was walking away. “If you go by the trainer’s school you can look them up, just be careful not to speak their names.”

“Okay,” Fluttershy finally left, leaving Mathias in the Arcanium Magi room. “I should probably get back to the guys now. I got quite a story to tell after all this.”


Author's Note

Now part two is here and we learn a bit of lore between from the remaining two girls and how things are played out in the story. Hope to keep you all posted.

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