It never ceased to amaze Rarity how she could feel so much warm contentedness alongside such visceral pleasure. Situations like this usually only presented themselves later in sex, after she came a few times, when she could bask in the afterglow of previous orgasms even as she was approaching another one.

She had certainly cum quite a few times.

Rarity and Twilight's bodies gyrated against one another, sweat, saliva, and even their warm nectar mixing together. Magical rods, pulsing with energy, pumped in and out of their sopping marehoods, stimulating nerves too deep for fingers and tongues to reach.

Twilight's hands were grasping Rarity's flanks tightly, constantly pulling her back in for kiss after breath-taking kiss. Rarity allowed her hands to roam Twilight's body freely, reveling in her friend's supple curves and running through her silky mane and tail.

Rarity could feel, as their bodies bobbed up and down from the rods thrusting inside of them, how her rock-hard nipples pressed and slid against the soft, sweat-soaked breast flesh of her partner. Occasionally, their nipples would meet, making them cry in unison with pleasure.

Faintly, they could hear Luna moaning her approval in the background, but they paid her no mind. There was only them, and there was only the need to express the affection they felt for one another through as many mind-numbingly fantastic orgasms as possible.

They came again, erupting into yet another chorus of moans. What was this, five, six? It didn't really matter, what truly mattered was that the wonderful spasms currently wracking Rarity's body were brought about through the care of her friend, who had never relented in pumping the rod in and out of her body, even though it brought her no pleasure of her own. Twilight had even been kind enough to enlarge the rod, somehow sensing subconsciously that Rarity's favorite part was the absolutely full feeling she got from having it buried in her folds.

Since she had upped the ante, Rarity felt the need to return the favor, and had initially attempted enlarging the shaft within Twilight as well, but found that her magic was still too weak to attempt something like that, so she was forced to find a more creative solution.

Rarity smirked as she had an idea. She began to spin the rod within Twilight, knowing that the way it had been constructed lent to it a unique texture that was sure to send her friend reeling in pleasure.

She was right.

Twilight's back arched and her breasts pressed further into Rarity as she let out a primal groan, her marehood contracting and squirting even more fluids all over their legs and the floor. It had been easy to get her to cum again so recently after their previous release.

Rarity moved one of her hands down between their thighs, rubbing around and soaking the digits in the copious volume of their fluids, then drew it back up only to place two of her fingers in Twilight's gaping, moaning mouth.

Instinctively, Twilight's lips clamped down on the invading digits and suckled the warm ejaculate from them. Rarity couldn't deny how sexy it looked to have her own fingers sucked on by such a beautiful mare, especially knowing that those fingers were covered in the intermingled product of their love-making.

Twilight retracted her head, moving back far enough for Rarity's fingers to come out with a soft pop. She looked like she was trying to say something, but the spasms of the orgasm she was still riding kept interrupting her thought process.

"Yes, dear?" Rarity teased.

"I want - aahh -- to, to, - mmmmm... - ask you soooooaaaahhhmthing." Twilight's attempts at speech were routinely interspersed with moans and grunts from the rod still spinning and pounding within her.

"Mmmm, I'm all - ah - ears, darling." Rarity had considerably greater control over the intonations of her voice, but couldn't resist occasionally voicing her pleasure as her marehood was filled repeatedly. She felt that her orgasm wasn't far off.

"I was wondering if - oh yessssss... - if you would, after we're dooaaaahhnnn, if you wanted to maybe - oh by Luna yes - go on a date with me?" Twilight was clearly ready to cum again as well. It was practically a marvel how she was about to orgasm for her third time in ten minutes.

"Oooohh yes, yes Twilight! Of course I will! Oooohhhhh Twilight, yesssss." Rarity agreed with both Twilight's request and the pleasure she was receiving as she attained sweet release once again, spattering their already sticky legs in warm mare fluids, and finally relaxing her body in contented bliss. She allowed her head to move forward, her lips meeting Twilight's in a deep, warm kiss, silencing their mouths as their marehoods contracted in pleasure.

In the soothing afterglow, Rarity and Twilight's magic failed, causing the magical stallionhoods that had been occupying their inner walls to dissipate. They were already sated, and were making out too deeply to notice what was going on around them anyways.

Rarity's eyes were closed, simply savoring the feeling of wrestling her tongue around her friend's mouth after such an intense session. The sensation of having such a thick object invading her body had certainly been new, and even welcoming, but it couldn't compare to this after-sex sweetness she was currently enjoying with Twilight.

Rarity pulled her head back and studied Twilight's face. Her eyes were still closed, her brows knitted in an expression that screamed want. This expression was aided by the fact that her lips were pouted slightly, as if seeking further contact with Rarity's own.

Twilight's fur was matted and sweaty, her mane a tangled mess, her chest heaving with exhaustion.

She couldn't have been more beautiful.

Rarity desperately wanted to comply with Twilight's unspoken request, allowing their lips to stay locked in warm afterglow for the next several hours, but she also desperately wanted to remove the product of their lovemaking from her coat. If they waited too long, the sticky substance would crust on their coats and become almost impossible to get rid of.

Gently, Rarity went about coaxing Twilight to stand up, keeping their bodies close, and exchanging affectionate kisses whenever possible, but also maintaining focus on the task at hand. They started walking, hand-in-hand, towards a door which presumably led to an adjacent bathroom, judging by the hint of tile Rarity could spy through the slightly-ajar doorway, when they were interrupted by the sound of Luna's voice. Rarity had almost forgotten she was in the room with them!

"Amazing. Simply marvelous! You never cease to amaze me, element-bearers, and have now jumped from merely impressive to absolutely extraordinary. I daresay there is nothing for me to teach you about making love itself, you have shown you are clearly better at it than I." Luna praised. "All I can offer is tools and ideas to enhance experience and understanding, but I shall leave it up to you six from now on to find your own applications for what you learn."

"Soooo... are you saying we have permission to experiment?" Twilight's eyes lit up.

"Yes, I believe that is the most efficient way for you to learn at this point. I am aware that the other four have not participated in this session, though something tells me they may already be getting along just as well as you." Luna smiled inwardly as if at some unheard joke.

Twilight, meanwhile, was ecstatic.

"You mean, I can come up with my own hypotheses, and study, and run tests, and, and...?" Twilight nearly stumbled as the implications sank in, but managed to remain upright by virtue of how tightly she was clinging on to Rarity. "...You mean I can take two of my favorite things and put them together?"

Luna smiled once more, outwardly this time.

"Of course, my child. Thou art encouraged to find new ways in which to experience this pleasure and the methods by which it may be applied to bring ponies together."

Twilight was getting entirely too excited, and was probably gripping slightly too hard, so Rarity quickly made a move towards the adjacent bathroom, trying to signal to Twilight somehow that they really needed to clean up. Luckily, Twilight eventually got the message, and they calmly walked their way into the bathroom and started up the shower, helping one another wash the products of their love making from their bodies.

A rub on the thigh. A caress of the shoulder. A kiss on the cheek. Other than these minor displays of affection, which were quickly becoming common between them, the shower was uneventful. Rarity relished in the feeling of having her body scrubbed down after such an intense experience. She supposed it likely wasn't very much different from the feeling an athlete like Applejack or Rainbow Dash got when they took a good, long shower after a particularly strenuous bout of athleticism.

They exited the shower, toweling off all the excess water from their coats and re-entering the study. They found that the room was now deserted, the Princess of the Night having left sometime during their shower, and not a trace of her was evident.

"I guess Princess Luna really meant it when she said that she didn't have anything else to teach us." said Twilight.

"It would appear to be so. I assume this means we have free reign to do as we please?" replied Rarity.

"I would guess. So, about the, uh, date?"

"Ah, yes, I think we can make arrange-." Rarity cut herself off. "Actually, I seem to remember needing to return the helmet of the ravishing guard mare I bumped into. Allow me to retrieve it and deliver it to her first, then we can talk about arranging our date." Rarity had nearly forgotten about the helmet, being caught up in the excitement and erotica of Luna's lesson, but now images of their meeting were running back through her mind.

"Heh, alright then, casanova. Go ahead and meet up with your knight in shining armor, just make sure to tell me all the details." said Twilight.

They spied two sets of folded clothing on a shelf nearby, no doubt left behind by Luna for them to wear when they decided to leave. Both outfits proved to be all red silk affairs, consisting of a button-up shirt and pair of pants. They were getting dressed together when a particular thought came to Rarity's mind.

"Twilight, you really aren't going to mind if I run off and have sex with this other mare, are you?" Rarity asked warily. Something was nagging at her, telling her not to do this, but she attributed it to the way she was brought up. A mare and a stallion got together, fell in love, and had children together, and that was simply the way of it. Rarity now knew that she would never trade the beautiful life she shared with her friends for an old traditionalist ideal like that.

"Of course I won't mind, Rarity. I think we should all get out more and experience this feeling in new ways. I also think that we shouldn't simply keep this all to ourselves. We'll need to return and teach everypony about making love after we deal with the changelings, so what's the harm in getting started a little early?"

"Oh, Twilight, you certainly make it sound as if I'm going to be having sex with this mare tonight!"

"Honestly, Rarity, I think you should. It would be good for both you and her."

"Why, thank you, Twilight. I, well, I don't really know what to say." Rarity was surprised at Twilight's easy acquiescence to the situation.

"Oh, it really is fine. Besides, we need to share the love between each of us, and there are six mares in this relationship, not just two." With that, Twilight approached Rarity and wrapped her arms around Rarity's neck, drawing them towards each other for a deep kiss.

The cool silk felt divine on Rarity's freshly cleaned body, and having it rubbed around against Twilight was even better.

Their lips separated, faces inches from one another's, warm breath on both their muzzles. Rarity gazed into Twilight's shining lavender eyes as she spoke.

"Well, I guess I'll be off, then."

"How are you going to find her?"

"I think I'll manage." They exchanged one final kiss, then Twilight exited through the doorway, presumably in the direction of the gym in order to check up on the rest of their friends.

"She said what we had was love!" Rarity thought excitedly. "And she said that word, relationship, again. Maybe I really do want to settle down with one of them." Rarity's thoughts trailed off, never having been down this path before.

"What if, what if I wanted to settle down with all of them?" Rarity couldn't even imagine the social implications, not to mention the moral ones.

Maybe she should leave these thoughts for later. She didn't want to disappoint herself or Twilight, and she certainly didn't want to disappoint her new paramour-to-be. Rarity went to retrieve the helmet from its resting place on the table by the door, and noticed a folded piece of paper lying inside the top of it. She faintly remembered being handed the paper by the mare after their kiss, and then storing it in the helmet to read later.

"Well, it's later now."

Rarity unfolded the paper, and it indeed turned out to be a message, though not of the sort Rarity had been expecting.

It was directions to the guard's barracks.

Rarity made her way through the halls of the castle's darker half. Apparently this mare was on day patrol in the night castle, so her shift was over at this point.

"Had we really taken that long in there with Luna?" thought Rarity. "Ah, well, we have time enough. Now, about those directions."

In order to use the map effectively, it was first necessary for Rarity to find the map's starting point, and then she could follow the directions from there. Luckily, the guard was kind enough to have labeled the map's starting and end points, so Rarity knew instantly that she needed to begin at the main hall's lower entrance to the night castle, which was easy to find due to the fact that it was the entrance she had used to enter the night castle in the first place if she wanted to end up in the guard's barracks.

Here, in the night-shrouded half of the castle, there were many more guards on the night shift; comparable to that of Celestia's half during the day. Rarity remembered Twilight's silly story about sneaking through the castle at night, avoiding the night guard's patrols in search of the Star Swirl the Bearded wing of the library, only to have one of the guards unlock the gate to it for her upon being "caught." The guards were there for defense and guidance, not to keep ponies out.

Rarity's thoughts turned back to the map that the female guard had handed to her.

"Why would she possess such a thing, having it ready to hand out to the first pony she kissed while on duty? Is it meant for me, or somepony else? Is this mare truly lonely, or is she missing out on a different meeting just to see me again?"

In the deep darkness of the night-shrouded half of the castle, Rarity did not see another figure heading towards the entrance to the guard's barracks from the opposite direction. She also failed to hear the other pony's hoofsteps upon the plush carpet, as opposed to Celestia's resplendent marble flooring.

Inevitably, the two distracted ponies' bodies collided with one another, leaving Rarity sprawled on the ground for the second time that day, and the one she bumped into stumbling, but managing to retain their footing.

Rarity was first to speak. "Oh, sorry darling, I really should watch where I am going more carefully in the dark like this." She tried to play it cool and refined, you never knew who you might encounter in the very castle inhabited by the Princesses of Equestria. Images of her first encounter like this came to mind, allowing herself a few faint fantasies of securing yet another date for the night.

"Nah, it was my fault, I wasn't paying any attent - hold on, is that you, Rarity?" A scratchy voice replied from the darkness.

Oh, wait, no need to fantasize, she was already having sex with this one. "Rainbow Dash? Why-ever would one such as yourself be roaming the castle halls at night?" Rarity realized how hypocritical she sounded just as the words left her mouth.

"I could ask you the same thing, Rares." Came the expected reply. "But, if you really want to know, I got a date with one of the guards tonight, here in the barracks!" Rainbow Dash whispered rather excitedly.

"Really, now? I'll have you know that I happen to be preoccupied with precisely the same excursion!" Rarity replied with a humorous lilt to her voice.

They shared a quiet laugh.

"So, mare or, uh, stallion?" asked Rainbow Dash.

"Hm? Oh, mare, of course, and you?"

"Phew, good, I got a mare, too. While me and the rest of the gang were working out in the gym, AJ and Pinkie started hitting on some of the stallions in there. When I asked what they were doing, they said something about wanting to 'try new things' or something like that."

"Yes, indeed, dear, go on." Rarity was intrigued, this was shaping up to be quite the story.

"I'm not interested in stallions, so I got out of there just as Pinkie jumped on one of them and started making out with him. Still dunno what Fluttershy ended up doing; last time I saw her, she was cowering behind some of the lifting equipment while AJ blew kisses to one of the off duty guards. Anyway, back to me. Chance would have it that, just as I'm exiting the gym, I bump into this cute guard filly, nice grey coat, and we totally hit it off. I knew nopony could help but to be seduced by my awesome, sweat glazed form after a workout. We talked a little, found out we like the same stuff. She turned out to be a pegasus, too, so we talked about flying, and it actually turns out that the guard's have a pretty intense flying regimen. Anyways, she gave me some directions back to her quarters, and then we're totally gonna make out! I'd take it further, but I'm not sure how ponies that don't understand this sex thing would react."

As Rainbow Dash spoke, Rarity managed to stand up and dust herself off, letting Dash go on with her amusing little story.

Eyes having finally adjusted to the inky darkness, Rarity could see that Dash was dressed in what appeared to be a normal white sports midriff and white shorts, common attire for the athletic mare.

"That is definitely quite the story, Rainbow Dash. I bumped into my mare while walking towards the study with Princess Luna and Twilight for our, ahem, private magic lesson, completely nude, mind you. She helped me up, and then abruptly started kissing me right in front of the princess! I may have gotten a little, carried away, but she apparently enjoyed the experience, because she handed me this," she showed Rainbow Dash the piece of paper. "which turned out to be directions to the barracks, where we are headed now."

"Huh, so you got to make out with your mare already, and that was just because she bumped into you? Score, Rares, I knew you were the hottest pony around." Dash flashed her a thumbs up.

Rarity's story had served to remind herself of her true purpose for being out here, and she spoke her mind.

"Well, it is already very late, and I'm sure our guests would not wish to be kept waiting, so I suggest we proceed directly to the barracks and pick them up promptly." decreed Rarity.

"Sounds like a plan to me!"

They had bumped into each other near to the entryway to the guard's barracks, meaning it was easy to find the torch-lit doorway. When they opened the door and proceeded down the staircase, it was refreshing to note that it was also well lit with torches, as opposed to the night castle proper, which was only lit by the streams of moonlight filtering through the infrequent windows. While it was, aesthetically, very beautiful, it also had made navigation during the night time hours difficult, at best.

Eventually, they reached the barracks, sequestered in a warm, cozy section of the castle. Rows of doors lined the hallway on either side, and the hall appeared to create a wide, full circle about the entire castle. Exit staircases were interspersed along the outer wall, presumably to allow guards to enter and exit the barracks quickly from any point of the sizable castle.

Rainbow Dash led the way, trusting her memory to find the properly numbered door, and then simply letting herself in, not really paying any mind to the context of what she was doing. Rarity thought it was rather uncouth, but her excitement got the best of her, and so she followed Dash into the guard's private quarters.

"Wait a moment, this is the same room that my map says I should go to, are you sure you didn't mix us up?" Rarity had noticed the map's directions coincided with the room Dash had taken them to.

"Nope, this is definitely the place." She seemed sure of herself.

"Oh, this is the place all right." A voice clarified from the bed nearby.

"What? It is you! Why are you seeing Rainbow Dash now?" The charcoal grey mare had revealed herself, dressed in an alluring night-wear ensemble consisting of a lacy bra and panties.

Rarity was mildly incensed that she had just been cheated out of her date, but she was ready to hear a good explanation.

"I actually requested to meet Rainbow Dash here tonight, I presume you are Rarity?"

"Why, of course I'm Rarity! What is the meaning of this, have you decided to forego our date in search of a more appealing prospect; an athlete, perhaps?" Rarity was about to become furious, but then she noticed a rustling from the corner of her eye.

The figure rose from the previously unseen bed, stretching languidly in the low torchlight. She was clad in similar attire to the other guard mare, and her body was virtually identical in every way.

"Actually, we're twins."

Author's Note

If you enjoy this story, you'll also probably enjoy my group, Polyamory. The group is, as the title would suggest, a repository for fics featuring polyamorous relationships. It also serves as a hub for those who wish to spread the love, and a general hangout for fans of the concept.