Twilight Unchained

Did Applejack have one true vice? Perhaps her love for apple cider? Or her winningest mare physique that had fillies and colts swooning from Los Pegasus to Trottingham to Saddle Arabia? Or just simply her pride? Her no-nonsense silence on the subject always made it a topic of idle fanfilly and fancolt speculation by the various ponies that lived in the small sleepy town of Ponyville. It had been, even before she had left Sweet Apple Acres for Manehattan, and remained her one true pride. She rose bright and early each day and if she did not attend to it, well, the whole day would just feel as rotten as a vermin infested apple.

Applejack had been growing her mane out since she was a filly; in Manehattan, she never let Aunt or Uncle Orange near her with a pair of scissors. Her forelock was as long and lustrous as the rest.

She sat at her table, her stetson still in the box, with a small mirror propped up against the window sill and brushed her long golden mane with a gleaming, silver inlaid grooming kit. She did not stop until her glorious locks felt light and airy and shone like apple cider at sunset. She gathered the ends in the crook of one hoof and tied them together with long practice Once she was satisfied with her wonderfully long mane, she put on her stetson.

Every day she communed with her two most prized possessions: her Daddy's stetson and her mother's grooming kit. Both had been gifts to the other at one time. She was sure her love for Green Apple Acres was just as strong as her parents' had been.

With her morning ablutions completed, she made to head downstairs, but paused at the guest room and pushed open the unlatched door. Spike was sitting in his basket. It was obvious that he had nodded off while awaiting a reply from Canterlot and was now sprawled out uncomfortably half on, half off his basket. Applejack smiled indulgently at the loyal, good natured dragon, arranged the little scaled reptile in his basket and covered him with his blanket.

"Don't you worry, little guy," she whispered. "We'll take good care 'o Twilight."

Downstairs she made to fix breakfast and lunch; Granny Smith was a stickler for doing supper so she knew she was covered in case things at Twilight's took longer than expected. She gazed out the window by the washtub, which had been filled. It was one of Big Mac's early morning chores. The sky was still a dark expanse, the stars twinkling brightly in the clear sky; a hint of light was blooming on the horizon.

Applejack pushed open the front door and shivered at the cold breeze. A fierce clicking on the porch floor told her Winona would be bounding faithfully by her side by the time her hooves touched the front lawn. The dog cavorted around her owner happily as Applejack headed to the chicken coop. Marybelle was her next stop, where she exchanged two bales of premium hay for two full jars of uncultured milk. Winona held the basket of eggs in her mouth. By the time she returned, the sky was beginning to lighten into grey. She entered through the kitchen door, poured out a cup of milk from one of the jars and laid everything on the counter. Winona lay down obediently by the door.

The farm filly noted the stacked wood in the cast iron oven, another of her big brother's chores, and set to starting the fire. She pulled out a cast iron deep pan and put it by the stove, then cut a large square of lard from a covered block and flipped it expertly with the wire-cutter into the pan. She smiled.

The wire-cutter had been another idea of Twilight's, something of a failed experiment at Sugarcube Corner. When the Cake twins were born, the curious unicorn had speculated that wires would be a safer cutting implement than, say, a knife. She had neglected the strangulation safety concern and the fact that one of the newborns was a unicorn. The wire-cutter, on the other hand, was easier to use for earth ponies and pegasi, neither of whom could achieve the fine detail work that unicorns took for granted with their magic. The little librarian had just suggested that perhaps Applejack could use the four cutters of various sizes she'd created and left it at that. What Twilight hadn't known was that Applejack and Rarity had monetized the cutters using Rarity's connections and an agreement with Mayor Mare. Supported with the financial acumen of Fancy Pants in Canterlot, and Carousel Boutique and Sweet Apple Acres as primary investors, Equestria Living was born.

It was the least they could do for their egghead friend, Rainbow Dash had quipped when Fancy Pants had signed the contract to open a unicorn manufacturing plant, a pegasi distribution warehouse and a team of earth salesponies. The Equestria Cutter was one of the most used kitchen tools in an earth or pegasus pony's residence and Twilight's fair share of royalties paid for the acquisition and maintenance costs of the Golden Oak Library. Fancy Pants' accountants formalized an arrangement with Mayor Mare; the girls all knew if they told Twilight about it, the easily lathered mare would be a nervous wreck. She was so adorably innocent that she never questioned why some of her more outlandish or obscure requisition requests were never questioned or turned down. In Canterlot, she had the backing of the ruling monarch, but out here in a small town, survivability required clean lines of accounts.

Applejack pulled out a wooden baking board, a large mixing bowl, sugar, finely milled flour, ground cinnamon, salt and baking powder. Apples came from a nearby covered half barrel; an Equestria Living apple splicing chopper that cored, peeled and sliced at the same time. She put a dollop of honey in a small bowl and covered the bowl with a plate. She measured out the flour, cinnamon, salt and baking soda, then mixed in the milk and eggs. When the dough was ready she began folding the apple slices in neat confectionery balls of delight.

A huge red stallion shouldered open the kitchen door. Hauling water was Macintosh's last early morning chore; it was a four trip on most days, or more if there were guests. If the kitchen tubs were full, he was on his last trip to fill the drinking tubs.

"Hey, Mac?" Applejack said, not looking up from the fritters she was making. The stallion stopped on his way out for his last trip to the well. "Twilight's been hurt, an' so I'm gonna go down fer a visit this afternoon. I'll pack everypony's lunches and I'll finish up all my chores 'fore I leave. I reckon it ain't gonna be longer than this evenin'. Can y'all keep an eye on things while I'm out?" The huge red stallion regarded his sister for a moment. "Look, Ah just need y'all to keep an eye on Apple Bloom, alright?"

"Eeeyup," was the reply and he was out the door. Applejack smiled at her brother's typical loquaciousness. His quiet demeanor and droopy eyes had bamboozled more than one unsuspecting traveling salespony. Unlike his whip-quick sister, he took a little extra time to get his apples in the barrel. Sometimes he was slower than molasses in winter, but once he got an idea in his head, anypony would be well advised not to cross the eldest Apple sib when he had his gumption up.

She checked the oil temperature and began expertly laying the fritters in the shimmering pan without splashing, fishing them out with an Equestria Living wire skimming ladle and by the time she was done, she could hear Apple Bloom cantering around upstairs, getting ready for school. The young filly's commotion usually brought Granny out of her first floor room. There was a dull roar outside and Applejack glanced out the window to catch a glimpse of a rapidly fading rainbow contrail. She could see the Ponyville Weather Patrol forming up near the clock tower, the distinctive prismatic mane of Rainbow Dash arriving in a flash and swaying lazily as she inspected the Patrol's feathers and gave out the assignments, fresh from Cloudsdale. Dash had always reveled in her militaristic morning pep-talks and not for the first nor the last time, the earth pony wondered what rank the speed junkie pegasus would have been before Hearth's Warming Day. Applejack smiled as the clouds began to lighten from dark blues and greys to bright oranges and yellows of the dawn. She had just finished packing the lunches and she set aside her covered signature caramel custard apple pie that Granny would bake for dinner when right on cue, Macintosh came ambling in from the front porch, snatching up the poured milk and crossing to and settling at one of the place settings at the table. The orange earth pony laid a big plate of morning fritters in front of the red stallion who ate began eating them quickly, interspersing with gulps of milk. She laid another large platter of fritters and a small bowl of washed apples in the centre of the table, then returned to the stove to finish, eating as she cooked. She pulled out a basket and lined it with a green and white gingham cloth under wax paper as a second lining and put some fresh fried fritters inside.

"Mornin' everypony!" Apple Bloom clattered down the stairs. The small yellow filly ran to the south facing windows and peered out across the orchards. "Looks like it's fixin' to be a beautiful day!"

"Workin' the east orchard again?" Applejack glanced up as she ladled another pair of fritters into the hot lard while fishing out a several already fried to a beautiful golden brown.

"Eeeyup," agreed her brother, as she ladled more fritters. He finished off an apple before grabbing his lunch, shouldering his harness and heading out the kitchen door.

"An' don't forget!" she called after his retreating backside.

"Eeeyup," came the fading reply.

"Forget what?" Apple Bloom asked, a fritter in hoof.

"Oh, Twilight got hurt and I'm stopping by fer a visit," the cowfilly explained, blowing an errant curl of forelock away from her face. She hoped that her embarrassed nervousness didn't show; she wondered why she was nervous.

"Don't them Hearts take care o' that?" came a quavering query. The light green, grey-haired grandam of the Apple clan tottered from her ground floor room and sat gingerly at the head of the table, smacking her lips. The small filly started eating a third fritter by the time Applejack put the last of the fritters on the rapidly emptying platter and put a glass of non-fermented apple cider in front of the old mare and milk in front of her sister.

"Ah just thought Twilight might like a familiar face," the cowfilly shrugged. "Earth ponies don't get magical contagion, so's I can visit. None o'the others can and Pinkie's kinda hard to deal with when yer sick."

"Bring her some fritters, dear," Granny said kindly. "Apple Family Fritters are medicinal, dontcha know." Applejack smiled.

"Thanks for remindin' me, Granny. Ah got the basket coolin' over there," she pointed a hoof at the basket cooling by the stove. She finished her milk and stood. "I gotta get to the west orchard if I'm gonna get to Twilight's in time for lunch." She put her milk in the wash barrel, washed and cleaned her hooves, and wiped her mouth. With a peck to Granny's cheek and one on Apple Blooms forehead, Applejack cantered out as the Weather Patrol. began moving their day's quota of clouds into position.

By the time she reached the west orchard, the sky was overcast. She was just doing a walk through the orchard, inspecting trees for disease or parasites, fixing damaged branches or marking some for removal, which was not often. Applejack was, if anything, was diligent. Still, it would be a few hours at least to make a complete circuit. Her eyes roamed from tree to tree as she walked the sun dappled orchard. She paused peering up at some leaves and frowned. She walked around the apple tree, ducking her head this way and that before turning swiftly and whipping out her hind legs. A low branch, thicker than her foreleg, cracked and drooped down slowly. She grasped it with her mouth and with a deft twist and jerk, pulled the branch away from the tree without stripping any bark.

The buxom farm filly peered at the wilted leaves at the end of the branch, their usually luxuriant green a brittle brown, spiderweb of a leaf. Frowning, Applejack sniffed at the broken end of the branch, eventually nibbling at the exposed wood and chewing thoughtfully, before spiting the wood chips out with a satisfied harrumph. She began walking around the tree in ever expanding concentric circles but after twenty minutes of no other signs of disease, she returned and dragged the branch to the burn pile. Another potential disaster averted. She glanced up and gauged the position of the sun. She had better get moving.

~ o0o ~

A few hours later found Applejack with her coat oiled and brushed until it gleamed like her golden hair. She shouldered her monogrammed saddlebags in case she wanted to borrow a book, secured the basket on her dock on the slide in panier (another Equestria Daily invention, also courtesy of Twilight's inquisitive and intrusively philanthropist mind) and headed out.

"'Bye Granny! Ah'll be back later!"

Applejack loved her walks to Ponyville. While the distance could be at times inconvenient, it was just long enough for a good invigorating gallop or a thoughtful walk. Tall, beautiful oaks lined the dirt road, planted by generations of Apples past. The sun dappled road stretched before her and she wondered if Twilight would be awake today.

The orange earth pony had never really paid much attention to the unicorns around Ponyville, never really having had much reason to interact with one of the three herds of Equestria outside of simple financial transactions. She always had her hooves full on the farm, and with only Big Mackintosh and herself taking care of the Apple legacy after the disappearance of their parents back when she was just a small filly, she never had much time for socializing. Even school had taken a back seat when it came to the farm.

Twilight changed all that upon her arrival. The smaller mare had reconnected the farm filly to her old Ponyville stomping grounds, her old friends, and some new ones. She still had the same rivalry with Rarity and Rainbow, but instead of a scathing disgust or burning competition, there was now a warm enveloping feeling that surrounded the fondness she felt for her friends... thanks to a certain purple unicorn.

Twilight had a lot of qualities that Applejack identified with. A strong sense of responsibility was one of the qualities she admired; the unicorn's signature as Celestia's 'most faithful student' bore testament. Her single-mindedness made her a great leader, like the time the unicorn had lead the girls in getting Applejack back when the cowfilly had been too embarrassed to return to Ponyville after failing to win any events in the Equestria Rodeo. The purple unicorn had been instrumental in calling her on her pride and reminding her that friendship was deeper than being a prize mare.

Twilight also had a strong sense of family. She often played mother or older sister to Spike. Often times, Twilight's hardworking ethic had the young mare reading into the wee hours of morning, and the desire to help anypony that came her way sometimes landed the unicorn in unusual situations. Twilight stood up for her beliefs, but wasn't stubborn; she was humble enough to admit wrong. She was a doer and a thinker, something the apple bucking champion of Ponyville admired, even if the silly librarian sometimes got it in the wrong order.

Applejack smiled to herself, recalling how Celestia had intervened with the Smarty Pants fiasco. Even when driven crazy by her own anxieties, Twilight somehow still came off as cute. The farm filly frowned, unsure of how her thoughts had ended up where they did.

"Hey, A.J.!" called a voice from above.

"Hey Rainbow," the orange earth pony replied, her thoughts dissipating. The blue pegasus slowed and glided idly at her side, matching her speed. "Weather patrol over?"

"Oh, we finished that ages ago," Rainbow Dash scoffed, waving a dismissive hoof. "I was napping back there and saw you come around the bend. Thought it was funny seeing you away from Sweet Apple Acres during the day."

"I'm, goin' to Twilight's for a visit," Applejack said, flicking her eyes at the shaggy rainbow mane.

"Oh! Uh, I mean, cool," Dash landed beside her. Applejack raised an eyebrow at the pegasus. If Dash went anywhere, it was on wing power, not hoof power. "Soooo..." the blue pony drawled nonchalantly, "you think she's okay?"

"I hope so," Applejack replied. "Twilight's awful powerful; you've seen some of her spells. Rarity's said that some of the things Twi's done she knows nopony can pull off, like that teleport thing."

"Yeah," Rainbow sighed, "Twilight's pretty amazing, huh?" Rainbow glanced at her friend's raised eyebrow. "For an egghead," she amended hastily.

"Sure is." The earth pony gave her pegasus friend a second glance, who seemed lost in thought before shaking herself visibly.

"Well," Rainbow Dash said, "say 'hi' to her for me, okay?"

"Sure thing, sugarcube," the orange pony responded as they neared the outskirts of town. "I'll let you know as soon as I find out anything."

"Great! See ya around!" And with a swirl of her colour streaked tail, the pegasus launched into the air. Applejack wondered at the brief, awkward silence from her light blue friend. Rainbow had to be really anxious about Twilight to land on the ground to talk.

"Applejack, Applejack!" She paused at the sound of her enthusiastically shouted name. A pink on pink earth pony waved frantically from the door of a round, two story, white gabled building that was decorated like a cupcake in frosting pink and chocolate brown. It housed Ponyville's award winning bakery, Sugarcube Corner, where the Cakes lived and Pinkie Pie boarded, which worked out perfectly, since Pinkie also worked as a royally sanctioned party planner.

"Hey Pinkie," she smiled cantering closer to the excited pony. "What's up?"

"Applejack, you have to get to the library!" Pinkie looked positively distraught. "I've been waiting and waiting but the Cakes are away and I'm looking after Pound and Pumpkin so I can't take them to see Twilight and then my tail started twitching and my right eyelid started drooping and my left hooves got the shivers- not all of them, just the left ones - which has never ever happened before now that I come to think of it-"

"Pinkie," she gave the pink party mare a long-suffering look but without the scathing sarcasm that might have tinged her reply in the past, "I'm on my way to visit Twilight, does it have anything to do with that?"

"That's what I've been trying to tell you, silly," Pinkie Pie looked like she was about to cry, which made Applejack blink. "I think something bad is happening to Twilight!" It took the orange earth pony to process what Pinkie had just said.

"Well, why didn't you jus' say so!" The champion mare of Ponyville kicked up her hooves and galloped towards the yellow oak tree that was a few streets over. Pnkie was yelling something else, but now that her blood was up, Applejack couldn't hear her.

Applejack knew something was wrong when she knocked on the library's front door. Pasted carelessly over the door's window was a bright yellow poster with a black silhouette of a unicorn's head, the horn surrounded with red lightning symbols. The word “QUARANTINE” was printed above and below in bold black letters. Her tail curled low.. The nurses should have answered the door after the third knock, but the door remained closed. Could it be Trixie come back for revenge on the scholarly filly while she was unconscious? Or perhaps an unrepentant Discord, or even King Sombra? The sound of a faint whinny from Twilight Sparkle's closed and curtained window sealed the deal.

Applejack planted her forehooves and with a quick twist, brought her hind hooves around in her signature apple bucking roundhouse kick. The kick was enough to knock all ripe fruit off one of Sweet Apple Acre's forty year old apple tree to fall into strategically placed baskets and was more than a match for the Golden Oak library doors. The arch topped door flew off, the hinges squealing in protest, careening off the central library bust and knocking a sleeping cot over. Applejack galloped in and skidded to a halt.

There were two sleeping cots bracketing the bust that was now pushed aside of the central pedestal and a third cot was a tumble of wood and cloth, underneath the door.

“No,... no,... don't,...” Applejack could hear a desperate, breathless pleading from the direction of the bedroom. Her senses went to a hyper sensitivity. She could smell a musky, spicy scent in the air that reminded her of the Everfree forest, wild and unnamed. Another low guttural moan came from up the stairs and she was up the wide steps three at a time. She saw the closed door, her eyes narrowed and she lowered her head.

If anypony had hurt her Twilight, they were going to meet two of her closest friends: Bucky McGillycuddy and Kicks McGee!

~ o0o ~

Twilight was swimming in a maelstrom of unfamiliar sensations. She couldn't tell which mare was currently running a tough, wet tongue up the new and embarrassingly turgid member that jutted out scandalously from between her hind legs. She had no time to even consider what has happening to her, other than the overwhelming pleasure and the vague sense that there was something wrong with what was happening; the sensations made it increasingly hard to remember just why it was wrong.

"Stop," she gasped as somepony nibbled on her horn. "Please stop!"

"Oh, Miss Sparkle," moaned one of the Hearts. She could no longer tell which one in the haze of pleasure. "Don't worry, we'll take awesome care of you..."

"We'll make you feel all better..." drawled another.

"You're the mare of anypony's dreams!" With some shifting, three mouths attached themselves to the long hardness her clitoris had become.

"Oh Celestia... no..." she groaned, the last of her will eroding before the unified assault. Something was building in her loins, a tightness that she had never experienced before. Her chest hurt from panting, her mind was sluggish.

She was only vaguely aware when the bedroom door burst open, splintering into several pieces as somepony rammed full tilt through the wood.

“What the hay...?” Was the shocked exclamation before the sound of a clatter of hooves and an orange body barreled right into the three Hearts, knocking them to the floor.

"It's alright Twilight! I've gotcha!" Somepony undid the bindings on her forehooves which automatically lowered to cover the protuberance. She opened her eyes to see Applejack facing down the three Hearts as they got to their feet.

"What in Celestia is goin' on here? What were y'all doin' to Twilight?"

"Applejack," Sweetheart said angrily, "you're interfering with a very delicate medical procedure!"

"Oh really? In my book, three on one is hardly fair, especially when the one is tied down to the bed!" Applejack's eyes were furious, her face flushed with emotion.

"Are you saying," the Head Nurse retorted, stepping forward, "that you wish us to stop?" The farmfilly opened her mouth to retort, but then stopped and smiled.

"Girls, let me introduce you to my new rodeo trick."

"Oh!" squealed the younger Heart... Tenderheart was it? "A brand new Applejack trick?" she shifted from forehoof to forehoof excitedly.

"Oh sure! Just watch closely..." Applejack plunged forward, planting her forehooves, crossed, on the ground as she twisted her barrel around whipped her hindlegs around delivering three precise, sharp kicks to each of the nurses. Sweetheart fell to a heap beside the window and Tenderheart flew over the loft railing landing with a thud on the floor below. Redheart struck the bannister by the stairs and slumped to the ground.

"An' that, ladies, I call the 'pan handle,'" she smirked with a nod of her head. She then turned and quickly undid the hindquarter bindings, noticing the flushed and shivering of Twilight. Poor thing, must be in shock, she thought. She eased the purple unicorn onto her back in front of the secured panier.

"Oh, A.J.," Twilight said breathlessly and the orange pony's heart flipflopped and brought a blush to her cheeks.

"C'mon, Twilight, I gotcha," she soothed the unicorn who struggled vainly to keep her new appendage from touching the earth pony. Redheart groaned and stirred. "Better git," Applejack muttered to herself, "'fore them Hearts come to." She manouvered carefully around Redheart and clattered down the stairs into the main hall.

"There they go! After them!" they heard as they left the library.

"Them Hearts just dunno when to give up," she shook her blonde mane in surprise. Most ponies that have taken a dose of Kicks and Bucky would usually be down for the count. "Hold on, Twilight!"

Twilight had enough presence of mind to twist so that she was holding on to the orange mare's neck with her forehooves as the earth pony began to gallop, eliciting surprised looks as she sped past. However, this turned her around so that her new member was rubbing agonizingly against the immaculately groomed orange coat.

"A-a-a... A.J.?" Twilight squeaked she was rubbed inadvertently against her friend's hindquarters, sending will draining sparks up her body. Behind them, they could hear the thunder of other hooves accompanied by the cry of "there they go!" Applejack darted into a side alley, the quick turn causing Twilight to slide her haunches against her friend. The purple mare gasped.

"Sorry, Twi', are you alright??" Twilight gasped at one particularly tantalizing bounce. The orange mare slowed and glanced concernedly back at the unicorn lying across her toned dock. "Twi?"

"J-just," Twilight moaned, her eyes crossing, "I d-d-don't-" Twilight was interrupted by another gasp. The stimulating pressure that was building Twilight knew she had to desperately to keep it from... completing, somehow.

"Are ya hurt?" Applejack cut into another narrow path and Twilight moaned.

"A.J.!" Twilight's coat was lathering from the restraint. "Please, I need to... oh, Celestia... inside!"

The earth pony made a quick decision, heading for the nearest refuge she knew.

"Alright, hold on," Applejack began to walk slowly, afraid of further injuring her friend.

They heard the sound of more galloping and Applejack began to trot faster. The sounds of pursuit seemed to come from every direction, and Applejack knew she couldn't fight the Hearts and defend Twilight at the same time.

By the time they reached Carousel Boutique, Applejack's coat was lathered with distress. When she made to push open the door, she banged her shoulder painfully and had to shift quickly to keep Twilight from sliding off her back. The slow agonizing trip was deliciously torturous for the young librarian, her forehooves wrapped around Applejack's neck, her muzzle buried deep in the farmfilly's mane. Applejack backed up a bit and her jaw dropped as she looked at the door. The sign read "Closed."

She snorted in frustration, shifting to knock loudly on the door. They waited for a response that did not come. A second round of knocking went similarly unanswered. Applejack, now sweating profusely, banged as hard as she could, rattling the door in its frame.

"Go away!" came a society accented voice.

"Rarity, come down and open the door! Twilight needs our help!"

"Applejack? Twilight... Why didn't you say so!" There was a muffled clatter of hooves against stairs before the door was pulled open to reveal a darkened interior. Inside, a hooded figure motioned them inside, and just as they stepped over the threshold, the door slammed shut, causing Applejack to jump in surprise and Twilight to groan. Applejack looked about; drapes were drawn, windows shuttered. The hooded figure threw the lock with a deft flick of her tail.

"Rarity, what in Sam Hill-" but paused as the fashionista came close.

"Twilight Sparkle? Whatever is the matter-"

"A.J." the purple unicorn squeaked desperately, "please... oh! don't.... breathe..."

"What?Ih can't help it Twilight," Applejack protested. "Here, Rarity, help me with her." But the unicorn just stood there, staring at the purple mare on the orange pony's back.

"No," the unicorn protested weakly. The hooded figure continued to stare at the unicorn. Twilight knew if they moved her, even just a bit, the slightest brush would cause something to happen that would change their lives, perhaps forever.

"Now, Twilight," Applejack began, "you've been assaulted by those Hearts! I know something weird was goin' on, but you need to let us help. Right, Rarity?"

"A.J., what did you say?" She couldn't see the white mare's face but her voice was hoarse.

"Ah walked in and the Hearts were pulling some weird on Twilight," Applejack explained. "They called it a 'medical procedure' but it jus' didn't look right."

"Did they?" Rarity's voice sounded a little off. A little too breathless, a little too forced. She had been inching toward the purple pony, who had closed her eyes in concentration, running some complex mathematical and magical formulae to stem the approaching tidal wave that threatened to engulf them all. Each tiny step was like a losing battle and Applejack could see the light reflecting from the fashionista's wide, fearful eyes. Applejack couldn't see the white mare's face. "Ever since that day in the Archive," Rarity began, her voice low and husky, "my thoughts have all been taken over. My work, my creations... meaningless before the magnificence... how did I not realize it before... And how I dreamed of you and I... and now you are here, before me..." She ran a forehoof along Twilight's flank, who shivered at her friend's touch, biting her lowerlip.

"Rarity, why are you wearin' your drama cloak?" the earth pony snorted in frustration. "Take it off and help me with Twilight!"

"Take... it off?" The fashionable pony paused, then raised a trembling forehoof to the clasp at her neck. With a dramatic motion, she tore off the clasp and flung the cloak across the dimly lit room. The heavy velvet struck a mannequin, toppling it over to the ground with a clatter. Applejack's jaw dropped open in shock at what was revealed.

Rarity was wearing a gauzy, shimmering robe, trimmed with feathers, the hem flaring coquettishly at her loins and ending with a playful flip over her croup, cut daringly along her flank. The designer unicorn had seductively tanatilizing eyeshadow that sparkled, her mane was a pulled down version of her signature curls.

She raised a manicured forehoof to Twilight's desperate face, cradling the sweating mare's cheek. She leaned down, her glossy lips parting ever so slightly...

"Whoa there missy!" Applejack snapped out of her shock and slewed herself around in a quick turn, but Twilight, so engrossed at keeping the sensations at bay, slid off at the sudden movement. Her champion reflexes took over and she completed her turn even faster, bumping Rarity to the side, her forehooves reaching out and neatly catching the falling mare and pulling her close, sliding her chest tightly against the purple unicorn.

Twilight cried out in a quavering howl as she felt her engorged member rubbing hard against Applejack's silken coat. The pressure that had been building inside her swelled, and broke loose. Twilight's eyes rolled back as her hips twitched and jerked uncontrollably. Hot viscous fluid erupted from the pointed tip, caught between the their two heaving forms, blasting the orange mare right between the eyes. The cascade immediately drenched the farmfilly; even her lightning reflexes could not save her from the unexpected torrent.

For Twilight, the sudden release of the repressed pleasure was mind wiping. It was like the time in the Archive, but instead of the scalding, searing pleasure emanating from the base of her horn and shooting out from her brain, it was from between her legs. Her cries grew hoarse and diminished as her member twitched and spurted. Applejack twisted away, but stumbled to her knees before getting more than a few wobbling steps. She collapsed to her forehooves. The Equestria Daily harness and her saddlebags slipped and fell off, the fritters tumbling out of the overended panier.

The farmfilly's mind was reeling. Where the thick slickness clung to her, her coat shivered with pleasure and burned with the desire for more. She has crumpled down on her forehooves, unable to move but Bucky and Kicks was as strong and rigid as ever, standing straight up.

"I... what... the... hay," she gasped out.

Rarity stood there in shock, gazing as the flood of... what could it be called but marecum? began to wane, leaving a large sticky pool on her boutique floor. But she paid it no heed; her attention was solely riveted on the groaning mare that had just made a panting sticky mess of their applebucking friend. More specifically, the huge protuberance that was jutting out proudly from between Twilight's barrel. Rarity was no stranger to stallions although she normally chose her trysts very carefully to keep even an iota of rumour away from Ponyville's rustic prudery. But this! Twilight's organ must be almost twice the size of any she had witnessed. And the sight of the gloriously commanding presence gave her a delightfully sinful shiver, something she had only previously felt when dealing with royalty. As the turgid length gave one last twitch, a dollop oozing from the tip and onto Twilight's fine purple coat, she could feel a stupid, hungry grin light her face. She had to wipe at her chin to be sure she hadn't just drooled all over herself.

The last two days had been a whirlwind of confusion. After leaving Sweet Apple Acres, she found herself thinking more and more about the incapacitated unicorn. She recalled the first day she had met Twilight Sparkle, who had arrived with what she could only call cart trash hair, her coat all matted, sticking out here and there. But as she took her in hand and groomed her to perfection, she noted the high quality hoof lacquer and the feathered cut of the mare's coiffage... when Twilight had introduced herself not only as from Canterlot, the hub of Equestria's high society, but personal attache to Celestia... she knew it was a match made in Pony Heaven. She was determined to show the mare how versatile, how gorgeous her creations were. Twilight had shown sense in allowing her space to work her magic through artful and tasteful use of symmetry, asymmetry, form, pattern and fabric. Although she sometimes had the oddest opinions and perspectives, her bashful humility at her magical strength was wonderfully adorable and an instant hit with the fashionista who simply loathed poseurs of all kinds. Not only that, the mare was approachable and always eager to assist in any way she could. She had helped arrange royal apartments for Rarity's increasingly frequent business trips to Canterlot, had provided the opportunity for Rarity to be on first name status with the ruling goddess monarchs of Equestria as well as the Empress of the Crystal Empire, and had literally helped kick Carousel Boutique into a national brand (soon to launch a line for horses and griffons!)

She was proud to be Twilight's friend.

One could only imagine the chagrin and embarrassment of having such... thoughts... about a friend. Such fiendish carnality! And yet after that one night, finding Twilight collapsed on the floor of the library, she just couldn't get the bookish mare out of her mind. She felt like a schoolfilly once again, sneaking glances at the new young teacher that had preceded Cheerilee, when he wasn't looking. And for a mare! Even in Equestria same sex mating was uncommon, and were regarded as somewhat deviant, decadent. Not that it didn't happen of course, but most still found it... distasteful.

It had taken Rarity fully one single afternoon to decide to embrace, rather than shun her feelings. And that was when her creativity flared to full force. She had created a large number of lingerie for mares, based on her own lingering musings on clandestine encounters between Twilight and herself. She had been modelling her latest creations, when Applejack had arrived with the delectable unicorn mare in tow, literally. She could feel the arousal surge within her

She was not going to waste this opportunity.

She knelt down near the purple unicorn, took her trembling friend in her arms. Twilight's scent was simply intoxicating, liberating, divine. She took a deep whiff, filling her lungs with it. She brushed the pink streaked purple mane to reveal the mare's face and she smiled. Twilight's wonderful eyes flickered open and looked up at her and she felt her heart throw down like a bucking bronco, her insides getting all deliciously twisty. Her lashes half-lidded, she bent down and kissed Twilight a slow lingering kiss.

Twilight's eyes flared open at the fervent touch on her sensitive lips. All she could see was a blur of white and purple highlights. Although she had just, for the lack of a better phrase, had an orgasm, she could feel a jolt of lust spiking from the base of her newly acquired member. It twitched, a small glob of translucent fluid dripping in a long string to the ground.

The feeling had been amazing. Mind warping. It was as if the stars had been split apart and realigned inside her head. The awful twisting in her stomach, the strange ache, had simply vanished in a heady, unbelievably pleasurable explosion that ripped through her body. And now, a friend who had witnessed the humiliating event was exploring her mouth, her agile tongue moving with wanton abandon.

"Rarity!" was what she wanted to say, but the only noise she made was a high pitched whinnying moan. The white mare drew back slightly, their lips separating with a soft, squelching pop. The fashion conscious unicorn's eyes were half lidded, heavy with desire, eyes rolled back slightly in pleasure. Her sweet panting breath huffed across Twilight's muzzle, who had trouble controlling her own breathing.

"Darling, you kiss so wonderfully!"

"Rarity... what... I... are you..." Twilight had trouble forming her words into coherent thought, her mind still jumbled from the wash of sensation. She was only able to squeak out one word. "Why?"

"Why am I kissing you or why do you have a stallionhood?" Rarity's lips quirked in a sensual smile.

"I, um, I..." Twilight closed her eyes and shook her head as if to fling away the soft languidity that blanketed her mind. "I have a p-p-p," she couldn't bring herself to say it, and continued, "thing! And why are you kissing me?" She couldn't believe the beautiful mare was cradling her in those wonderful arms, looking for all of Equestria as if she were going to devour her, and Twilight was shocked to find her traitorous body responding to the lust in those deep blue eyes.

"Twilight," Rarity began her eyes luminous in the darkened boutique, "I never realized how much I loved you until I saw you, unconscious on the floor of your library. But now that I know, I... well, I just can't keep still about it." Those shining, beautiful eyes, the wave of those lustrous lashes. A strange feeling was rumbling up through her body, like the roll of distant thunder. Those glossy lips, just inches, inches away from hers, whispering endearments. An enchantment was settling over her. Those gem-like eyes, so vulnerable and delicate, dimmed slightly. "I mean, that is, if you feel the same way as well..." Twilight could almost feel the sudden emotional void, Rarity stiffening as if in preparation for a blow. She couldn't bear seeing her friend cringe, and she knew just how she felt. Twilight had just experienced that with Big Mac, who was effusively apologetic, but still firm in his denial of Twilight asking him to the Hearts and Hooves Gala.

"Oh, Rarity," Twilight said as she threw her forelegs around her friend. "I guess, I don't know... you're always talking about your one true stallion and all... and this is all happening so fast, I'm having trouble, just, you know. Coping"

"I do," Rarity returned her hug, nuzzling her mane. "I never thought I'd feel this way for a mare, let alone a friend! And yet..." she pulled back, just enough to look into Twilight's eyes, her gaze grave and intense. "I really do, my dear." Twilight felt the mounting storm in her chest burst into a million butterflies that went straight to her groin. Her long, moist member twitched. Rarity hesitated, then slowly, ever so deliberately, pressed her lips again against Twilight's, and this time, Twilight did not restrain her moan.

Applejack could not believe what was happening. Rarity was horning in on her filly? At that, her eyes widened. Confused. CONFUSED. More turned about than a colt chasing his tail! What in tarnation is with me? Her skin was tingling all over from the sticky fluid that covered her. Her mind was sluggish, unable to wade through the strange, mounting desire inside. Seeing Twilight in Rarity's forelegs made her chest ache. But as the two talked, Twilight's... stallionhood was elongating, stiffening. She could feel her mouth watering as it grew hard once again and she could feel her nethers tremble in response. The fluid had some sort of strange effect on her, sapping her strength and her will. She couldn't move or talk. All she could do was pant in her embarrassing position, her rump sticking way up, resting on her chest, her forelegs lying useless between her hind legs. Surprisingly, her hat was still on her head, untouched by Twilight's explosion. All she could do was watch as Twilight began kissing the white unicorn back with increasing fervor.

Twilight's mind was going blank, going numb from the feelings that were racing all along her shivering coat. Rarity was tracing her free hoof along her side and her flanks while the other rubbed her back as she lay across those amazingly toned, white hocks. She knew that the fashionista was avid about her appearance and took every effort to keep her finely muscled body trim. She felt those luscious, electrifying lips part and a gentle probing against her own. Without a second thought, her lips parted, inviting her friend to explore. Rarity accepted, her tongue delving deeply and thoroughly into Twilight's warm mouth.

The white mare felt something bump her arm and she glanced down. Twilight's member was pointing straight at her, throbbing with the pleasure she knew she was responsible for. She smiled knowingly and gently took the length in her hoof and began running it lightly along its length. Twilight immediately broke the kiss at the strange new sensation of Rarity rubbing her hoof against her... thing. She clutched at the white mare, unable to look away from her friend manipulating the shaft.

"Oh Celestia," Twilight gasped uncontrollably, her breath laboured. She felt like she was running and running and the only place she knew she was going was the pleasure knotting up inside her winding tighter and tighter, driving out all thought but the need for.... something! Up and down the white unicorn stroked, slow gentle strokes, interspersed a few firmer ones. She traced the veins around the tip and Twilight cried out at the sensation. The librarian rested her head in the crook of Rarity's neck, crooning her pleasure, the horn glowing a soft magenta in her sapphire mane. The pleasure was so intense that the purple unicorn hadn't even realized that her hips were flexing in time to meet Rarity's downstroke.

Applejack watched, wide-eyed and horny as a bull in summer. She couldn't believe what she was seeing and she was shocked at how arousing it was. She was so darned turned on that she could feel her arousal trickling down the inside of her hindquarters. With what strength, she did not know, but she raised one trembling orange forehoof between her hind legs, her tail lifted high, and began to rub her swollen netherlips.

The white unicorn was lost in her ministrations, her loins just simply aching with need. She slid her other hoof up and began to pump with reckless abandon. Twilight threw her head back with a particularly loud groan and that was the last straw. The designer unicorn couldn't wait any longer.

Rarity lay on her back, her tail lashing back and forth under her rump as she pulled Twilight on top of her with surprising strength.

"Now, oh, now Twilight!" she cried urgently.

"I, I don't know what to do," Twilight panted, pressed tight against the eager mare who bucked her hips upwards. Her body moved mindlessly,she could feel her member skittering against the white coat, slick with desire. Rarity put a forehoof on her chest to still her and reached between them with the other. She guided the thick, mottled head to the entrance of her swollen lips, and pressed her hot pinkness against Twilight's throbbing length.

Twilight’s mind reeled as she fought for control. This was wrong... wasn’t it? How could something that felt so incredible be wrong? She put her forehooves on either side of the mare’s neck, feeling the desire pulse through her. She looked down at the desperate white mare beneath her, who was frantically bucking her hips trying to force the engorged member inside her. Rarity sensed Twilight's hesitation and looked up, her vision swimming in her aroused state.

“Rarity, is... is this what you really want?” Twilight’s earnest question was so concerned, so loving, the white unicorn couldn’t help the sudden thump of her heart. Twilight wasn’t sure how to express her feelings; she wasn’t sure what she was feeling, other than an overwhelming sense of rightness and responsibility. “It won’t hurt you or... I don’t want you to regret this.”

“Yes, Twilight,” she cooed, “I know this might be quite sudden, but I assure you,” she held Twilight’s face in her hooves gently before continuing, “I will never, in all my life, regret this moment.” With that she stretched upwards and gave the purple unicorn a heartfelt kiss. The two mares whimpered at the electric sensation.

With one flex of the hips and a wet squelching sound, Twilight entered the waiting mare’s folds. The sheer eye-crossing intoxicating pleasure was beyond anything she had experienced. She wrapped one forehoof around the back of Rarity’s neck, whose hind legs hooked around the back of the purple mare’s knees, and pushed. They shared a deep guttural groan as the white mare was filled.

The inside of Rarity’s mind was a crazed, nonsensical gabbling. She had never felt so full, so content in her life! The length, the girth was incredibly satisfying.

Twilight pressed into the hot wetness. Rarity’s horn rested against Twilights shoulder, those immaculately manicured forehooves clinging around her neck. The fashionista was shivering and twisting wildly, squealing unintelligibly. She kept pressing deeper and deeper. Twilight shifted again, planting her forehooves on the ground under Raritys legs and pushed the final few inches. As her groin rubbed hard against the white mare's, the hot wetness gripping her trembled and Rarity gave a long keening cry, her hips snapping upwards furiously.

The librarian could not believe how incredible it felt! She just had to do it again. She pulled out as far as she could, before thrusting forward. Rarity unleashed another squeal as their hips met with an audible slapping sound. The purple mare smiled at the feeling of control. It was almost like casting an enormously powerful spell, where holding the magic in was like a pressure, holding on somehow and not releasing, the pain of restraint strangely pleasurable. She looked down as she pulled her long shaft out. She could see Rarity's pink flesh gripping it as it slid. Then as she nearly pulled out of the white mare, she thrust hard, her member sliding back into those hot, trembling folds. Rarity screamed, her hips bucking and jerking and as if by some ancient understanding, Twilight began to thrust to match the white unicorn's rhythm.

Applejack was mesmerized by what she saw. Twilight’s hips worked steadily, each thrust punctuated by a wet smack. A red hot, dropping feeling rose up inside her, a feeling of violated possessiveness commingled with the bursting floating feeling that she knew was pride. The white mare was lathered and a puddle was forming beneath the furiously working hips. Magic began crackling tendrils up and down Rarity's horn. She was squealing and shaking, her coat shivering feverishly as each orgasm built to another, the next more powerful than the last.

Rarity felt herself slipping away, each orgasm lingering longer and more powerful than the one previous. She was drowning in a haze of pleasure, a maelstrom into which she gleefully raced, screaming and babbling all the way. Each intense wave broke through her, faster and faster. She barely knew her own name. She dreaded the final destination, fearing the final explosion would wipe away everything, yet yearning for it all the same. She couldn’t escape it. She didn’t want to.

The pressure inside Twilight grew stronger and stronger the longer she held back. She was no stranger to restraint; her long hours practising spell-casting seemed very much the same. You had to let the power of your magic build up in your horn, allowing the attenuation inherent to the horn to reach the carefully measured amount. Too little and the spell wouldn't work; too much and you could suffer a magical backlash.

This was uncharted territory for the bookish mare. Twilight wasn’t sure what the appropriate point was. She suspected, as sweat dripped from her neck, that more was better, and so held on desperately, gritting her teeth as her hips slapped against Rarity’s with furious determination. But hearing her friend’s ardent cries was becoming to much, too arousing. Her control was slipping, slipping, slipping.

And suddenly, it was gone.

Twilight cried out as her hips spasmed, the pressure draining out of Twilight and into Rarity’s grasping depths. The tip of her horn exploded in a cascade of magic sparks, triggering an amorous reply. The white unicorn screamed, her horn shining brightly and throwing curling contrails of sparks. Her ears lay flat, her hips jerking and gyrating crazily as she threw her head back. The pleasure just went on and on until she had shouted herself hoarse. Her entire body trembled as her hips flew furiously. On and on, Twilight’s member twitched inside her, the thick viscous fluid squishing out with each pulse. Eventually, the pleasure lessened in both force and intensity until Twilight collapsed, their coats slick with lather, their sides heaving.

By now, Applejack was so aroused, her marehood ached. She whimpered with each breath, seeing the two mares tumbled together. It isn’t fair, she thought to herself, trying to shut her eyes against the scene before her, but it did not avail her.

Slowly, ever so slowly, Twilight and Rarity drifted down from the heights. Rarity’s eyes fluttered open, and immediately she saw a vision of orange and blonde need.

“Twilight?” Rarity ventured, not sure if the bookish unicorn had recovered enough for coherent thought. “Are you alright Darling?”

“Ask me tomorrow,” the purple mare giggled. She shifted and Rarity winced. Twilight immediately noticed. “Oh! I’m so sorry! Shall I.. um, pull out?”

“Please. My hind legs are aching, somewhat.” As if to punctuate Rarity’s plaintive comment, her coat shivered with a pleasant aftershock. Twilight carefully retreated, her member leaving Rarity with a pop, who grimaced at the sudden cold, empty feeling. An impossible amount of white syrupy fluid gushed out of her. And then she stared. “Twilight, I- I’m at a loss for words.”

“What do you mean?” Twilight asked, staggering a little. At the feeling of cold she looked down.

“What? Why! How?” she gaped at the still turgid member. “it’s still... hard! Why is it still hard?” She turned to Rarity who was smiling beatifically. “Um, Rarity... why are you looking like that?”

“Because, dear heart, some one else needs a little attention,” she replied with a smug nod. They turned to see Applejack’s marehood winking at them, the orange mare’s cheeks flushed a bright, delicious red. They could hear the cute mewling panting. “And,” the fashionista continued smugly, “I’ve heard tell that sometimes it takes a few,... shall we say, discharges? Before you can put that away.”

Applejack flushed, thoroughly embarrassed but so insanely aroused, she could only focus on the long protuberance that jutted wickedly from between Twilight's withers. The purple unicorn gasped as Rarity reached out and stroked it.

"And you want this, don't you, A.J.?" The prone cowfilly clamped her lips together in a whimper as a drop of fluid traced the veins of Twilight's member. "You're scared and aroused and all you know is that you want to be bucked so hard by this beauty that there is nothing stopping you but your stubborn pride." The fashionista continued to run her hoof lightly up the sensitive length, all the while teasing the orange earth pony. "You want this don't you? Inside you? Filling that deep, deep emptiness, that's-"

“Yes!" Applejack cried out, unable to contain herself any longer.

"Then say it." Those sapphire eyes gleamed. "Tell Twilight what you want... what you need."

"I... I want you to... put that.... in my... in there." She could feel her face flushing more and more with each shameful word.

Twilight, in a stupour of pleasure, was silent, her eyes glued to Applejack's upraised rump, which pleased, embarrassed and aroused the applebucking champion to no end.

"What? I'm sorry Applejack," Rarity teased in singsong," we're not really sure what you mean, do we, Twilight?" She gave a particularly vigorous caress and the purple unicorn's hips twitched, thrusting towards the immobile mare. "Please, be more specific, darling." Applejack swallowed compulsively.

"I... want you... to put your... thing... in my marehood. Please, Twilight."

"Sorry!" The white hooves began to move faster. The look of ecstasy on the purple mare's face was so adorable. "Can't hear you for all the sexing!"

“I need it! I need it so bad it hurts!” Once she started, she couldn't stop. "Please!"

Twilight felt something stir inside her, rising up like a wave of strength. Something was reinvigorating her fatigued muscles and she rose on shakey hooves. The huge length swayed beneath her, slick with mingled desire. Each step, she grew stronger, until she reached the sprawled earth pony. She could smell the sharp tang of Applejack’s arousal, which blended nicely with Rarity’s more subtle scent.

“Do me! Buck me!” The orange mare cried out plaintively, her eyes shut tightly, no longer caring about her humiliation. "Rut me so hard I won't walk straight for a week!" Twilight trotted up behind the farmfilly. The cornsilk blond tail was hiked high and the flower of Applejack's marehood was in full bloom. A translucent wetness dripped steadily from the winking depths. Twilight had a sudden thought and took a large swipe with her tongue. The orange mare groaned sexily. The librarian paused. The flavour was tangy, salty and sweet. She decided she liked the taste. Without preamble, Twilight hooked her forehooves up around her thighs and plunged her tongue into those mysterious depths.

Applejack moaned and shuddered as Twilight swirled her tongue against the shivering folds, her muscles flexing and tensing. Nectar spurted into the purple mare's open mouth and, partly out of curiousity, partly out of not really knowing what else to do, Twilight swallowed as much as she could. She rubbed her teeth lightly against the small nub and was rewarded with another heady splash as Applejack yelped. Before she could swallow, white hooves reach up and pulled her down onto sweet white lips, a tongue parting her own lips and savouring the commingled fluids. Twilight came up for air with a gasp. Rarity was lying under Applejack's canted barrel and was smiling up at her with hooded, seductively breathtaking eyes.

"I always wondered what Applejack tasted like," Rarity smirked, licking her muzzle as she released Twilight. "Nice and tasty. Are you ready for the main course?" The little librarian shuffled closer and reared up on her hindlegs. She lay her forehooves gently on the mare's upraised rump and gasped as a white forehoof grasped her bobbing length from under the orange earth pony.

"Please, allow me," the white unicorn murmured, before sliding opening her mouth and sliding the girth inside. She slurped sloppily, coating the throbbing length with a copiously thick layer of saliva while the purple mare's eyes crossed in pleasure, her hips twitching. The supine mare smiled as she placed the tip at Applejack's opening and rubbed, teasing her two friends. Twilight's hips spasmed uncontrollably and she sank into the orange mare with a grunt.

Before today, the farmfilly had never had an orgasm. Sure, she'd had funny feelings when looking at an especially attractive mare or stallion, but those feelings made her stomach squirmy; she attributed it to a sort of sickness or revulsion than sexual arousal. Her long days of chores ensured an exhaustion at night that superseded any other activities; she had never felt the need, urge or interest to clop. Her withers were just simply never given any consideration.

"Oh buck, oh buck, oh buck, oh BUCK!" Applejack shouted as the thick shaft filled her aching need, her eyes rolling upward. As the long warmth entered her, the explosive glow she experienced from Twilight's tongue was magnified a thousandfold. Her hips swayed instinctively backwards against the steady pressure that was filling her, each motion igniting sparks that danced through her body.

Twilight marveled at the intensity that shivered around her shaft, the incredible tightness that gripped her. Applejack was slick and silken, her incredible rump flexing as she pushed further and further into the orange earth pony, the very first friend she had made in Ponyville. The fine yellow tail thrashed back and forth, whipping against her chest as she pressed forward.

She wondered at the differences between her two friends. While Rarity had squealed and cooed, Applejack unleashed deep, sexy, full on hollering. The white unicorn was soft, supple, pliable; beneath the farmfilly's soft coat flowed firm, powerful muscles. Rarity has squirmed in a very cute ladylike manner. Applejack jammed back against her, each squelching penetration accompanied by an expletive.

"Plow me, Twilight" the farmfilly shouted. "Give it to me! Ram your hard cock in me! Ride me hard! Rut me! Ruuuuuut meeeeee!" Twilight's cheeks pinked in aroused embarrassment when the cowfilly cried out "Break me! Split me in half!" Her horn began to glow again, magenta tendrils of magic running from the base to the rounded tip. A globule of alicorn formed and slid down into her sweat matted bangs.

"Ohhhhh," the orange mare suddenly gave a low quavering groan. Each "Ohhhhhh!" was louder and higher. Twilight gripped her friend's hips and thrust harder.

Rarity marveled at Twilight's stamina. Sweat was lathered on her coat, falling to the floor in big wet dollops. The intense look of concentration, the slight dimple in the mare's brow was so adorably cute. From her vantage below, she could clearly see Twilight plunging deep into Applejack's pink fleshy depths. She was entranced by the fact that Twilight seemed to still have her marehood that dripped with desire. She could also see the the orange mare's trembling orgasms, her stretched lips tightening around the long, pink, mottled shaft. Applejack was dripping all over her muzzle. Her beloved friend seemed stuck, though. Her rigid hind legs wee still rock hard and tense. She wished she could help. With a wicked little smirk, Rarity placed her forehooves around atop Twilight's and stretched upward, tilting her head to the side, being careful with her horn.

Applejack's eyes rolled back into her head as Rarity's lips closed over her clitoris. The pleasure became a whirling dervish, a run away stagecoach. Applejack felt like she was racing on a field of pleasure, towards a precipice that she would joyously leap from. Twilight's eyes crossed as the fashionista lapped at the bottom of her shaft as she pulled out, tonguing the purple mare's own folds when she thrust forward. The glow around Twilight's horn grew brighter.

"It's coming," the cowfilly cried out, "it's coming, it's coming, it's coming!" She didn't even know what she was saying. Words came spilling out of her, as if the explosive pleasure was too much to contain. And suddenly, the little, running orgasms coalesced into a single, mind blowing full body shiver that ran from the hooves of her hind legs, all the way up her spine, and to the roots of her mane.

"Oh BUUUUUUUUCK!" Applejack howled as her entire body convulsed. Twilight held her as the cowfilly swayed, those muscular hips jouncing crazily. The purple unicorn's hips drove into her, her orgasms spraying out around Twilight's impressive girth, splashing torrentially over Rarity's finely coiffed mane. Rarity continued to lap around the thrusting shaft, her eyes closed tightly as Applejack's passion continued to fall on her. The orange earth pony heaved and shook, the ecstasy crashing, crashing through her in every increasing waves. Twilight was biting her lower lip as she thrust desperately into Applejack's fluttering depths, her horn now glowing brightly. Green crackles of energy were now snaking out and snapping against the orange rump. The building pleasure was pooling in her hindquarters. Somewhere deep inside her there was a coalescing, a critical mass of sensation that threatened to break her control.

Rarity's eyes bulged, crossing. Applejack had dropped her head and was howling into her sensitive marehood, her lolling tongue moving energetically. Her hips began snapping in time as the farm filly's cries blew right into her sopping core and she knew she wasn't far off from the brink herself. She looked up through the haze of her own pleasure to see Twilight's pained face and knew what she had to do. She stretched her neck out and very deliberately grazed her teeth on Twilight's hood, scraping carefully against the little nub as it was exposed. Twilight gasped sharply.

And then she screamed.

She thrust as deeply as she could into Applejack, her hid legs rigid and shivering. She pulsed again and again deep inside the hoarsely hollering applebucking champion. Her eyes rolled back into her head, alicorn spewing in thick glowing globs, spattering magic against the orange mare's coat, setting off new waves of convulsions. Her marehood rained sparkling passion down onto the white unicorn beneath their straining bodies, touching off an explosion of pleasure that set the mare squealing, the immaculately manicured hooves dropping to hold the farmfilly's head tightly, forcing the muzzle deep between her legs.

The three friends heaved and trembled together, until Twilight, unable to keep standing, collapsed. Her member slid out of Applejack with a resounding pop, a gush of fluid erupting from the still shaking lips onto Rarity's mane, mixing with the sticky wetness. Applejack fell on her side, pulled along with Twilight, unable to move but for the lingering aftershocks of pleasure that shivered her coat. Rarity carefully extricated herself from the tangle of hind legs and dragged herself up, pulling the purple and orange mares against her. They lay gasping, with not a thought or care in the world.

"Well," Rarity said, the first to catch her breath, "that was truly something!"

"I can't believe it was so good," Applejack panted. "It was like... I don't even know. Incredible." She shifted. "I can't believe I said... those things. And that... it was... my first time." Rarity, concerned, wrapped her foreleg around Applejack pulling the embarrassed mare even more tightly against her. Twilight also felt like her world had... shifted, somehow, but filed that firmly away in the face of Applejack's obvious discomfort.

"Applejack," Twilight put a forehoof on her friend's shoulder. "It was my first time too. I... I'm glad it was with you." She looked up into the eyes of the white unicorn holding her. "Both of you. It was so totally unexpected, but so special, even if it was a little weird."

"A little?" Applejack chuckled, touched. Twilight sighed.

"Okay, a lot weird," she said stifling a yawn. Rarity and Applejack followed suit, the white unicorn's jaw cracking as she tried to repress the languid lassitude that began to seize hold of them. She hugged the mares in her arms tightly for a moment.

"I love you. Both of you," she sighed with happy affection. "I can't think of any two mares I'd have rather been with like this. Why don't we take a small nap," Rarity paused, yawning again before continuing, "and then try and sort this out when we're rested."

"Sounds like a plan," the farmfilly replied drowsily. Twilight made a noise of assent, her eyes closed and already drifting off. They curled up against the designer unicorn and were soon fast asleep, too tired to notice a shadow by a window steal away.

~.o0o.~

Chrysalis glanced uneasily at her escort as they mounted the long winding stairs to the reception hall. It was much as she recalled, the soaring towers of marble, topped by lavender shingles, the wide avenues, finely manicured lawns, immaculately tended gardens. Of course, the last time she was in Canterlot was to quietly sign the peace treaty. At that time, the streets were lined ponies, their anger and fear a palpable pall, held back only by the Dawn Patrol and the Lunar Guard, working together in unison during the dusk of one of the moonless nights. The dark mutterings, the twitchy hooves, she remembered them all. She answered them all with her trademark sneer, her eyes half-lidded and knowing.

They made their way into the walless castle and up the sweeping, wing-like stairs that lead to the receiving hall. The twenty foot high golden double doors of the main walk opened into the cavernous, window lined hall. A plush, gold trimmed and crimson velvet carpet swept from end to end covering a diamond patterned floor. Ponies of all kinds stood in a line awaiting the pleasure of the Sun Princess. Chrysalis' eyes narrowed slightly.

"Her Royal Majesty, Chrysalis, Queen of the Changelings, Lady of the Infernal Gate, Duchess of the Red Sands, Guardian of Tartarus!" the herald bellowed as she entered, calling out her titles.

So Celestia was gong to parade her past subjects, laying the implication of subservience on her majesty, like some lackey rushing to her summons? Is she also going to make me wait, she wondered bitterly.

As if in answer, the doors at the far end of the receiving hall opened, bright light shining through.

She emerged, tall, sleek and beautiful, her almond eyes ringed with dark eyeshadow, her hooves graced by intricately and cunningly wrought gold, her royal crown and torque shadows against the natural glimmer of her pure white coat. Her mane and tail flowed, like waves on a mysterious shore, the pastel colours of pink, yellow, green and blue shimmered. Always the better entrance, Chrysalis noted ruefully, remembering to breathe.

The other ponies gasped and knelt, some scrambling to prostrate themselves, others lowering gently to their foreknees with practiced grace. The Dawn Patrol and Lunar Guard of her escort, some fifty strong, split and wheeled and joined the guards lining the hall. Celestia, Sun Princess, Guardian of the Day, cantered forward, each pony lowering their head to the ground in reverence as she passed.

The Changeling Queen continued her approach, now alone with, of all surprises, Luna keeping pace behind her and to the right. Luna had delivered Celestia's request to attend her at her earliest convenience. Chrysalis knew what that meant. She had surveyed the Guard arrayed against her. Luna was at her tallest and most lustrously powerful; the full moon, still below the horizon, was hidden from view. The Guard obviously well trained. She had felt the cold fear in the minds of her own escort of five changeling princes for a second before she acceded to the request. As such, the worded request could not be refuted or denied. She stared straight ahead at the approach of the sun.

They met, perfectly, in the centre of the hall, in the middle of a circular pattern inlaid into the stone, where the overhead dome made of crystal shone sunlight down upon them.

"Chrissy," Celestia said with a warm, welcoming smile, "it's been too long."

"'Tia," Chrysalis replied guardedly.

"Welcome back, Luna," she nodded as the Moon Princess took her place beside her.

"My thanks, sister." They shared a soft look. What is she playing at, Chrysalis wondered as Celestia turned to the petitioners.

"My loyal subjects," she said, using only a fraction of her royal voice, yet the tone of authority was there, "Audience hearings are at an end for today." Some of the ponies shifted uncomfortably in the silence. "Minister of Appeals," she called out. A unicorn at the head of the line scurried close and bowed.

"Yes, your Majesty?"

"See to my citizens and ensure each are given a token to return on the morrow."

"At once, your Majesty," the unicorn bowed low once again. Celestia had already turned back to her as the minister called some guards over to assist him.

"Come," she said, gesturing with a hoof, "walk with me."

"As you wish," she replied, wincing inwardly at the openly fawning sound of her voice. "Although I am sure I don't have anything to say to you." She hadn't meant for it to sound so harsh, and behind her she heard a few gasps of incredulity at her rudeness.

"I wished to see you," Celestia said smoothly, turning to lead the way and forcing her to follow after. She continued as if the Changeling Queen had asked a perfectly sensible question, "and speak with you before you continued your journey." It was a form of her magic, she knew, but couldn't help relaxing into the warmth. "Sister?"

"I must rest if I am to raise the moon in the next few hours," the midnight blue mare shook her head, her flowing, sparkling mane intertwining briefly with Celestia's own. It should not have surprised Chrysalis that Luna's mane held the same subtle soft pink highlights that Celestia's, yet it did.

The Sun Princess led the way to a small side door next to the audience chamber and Chrysalis followed close behind into a small narrow corridor. She heard a click behind her and she felt a moment of panic, seeing that Luna had stopped and closed the door behind them. They walked in silence, single file, down the gently sloping floor. She could see the light now at the end, bright and blindingly natural.

It opened into a sunlight courtyard, the light of the setting sun burnishing everything with a solemn, burning orange. Lush grass wound through several open courtyards, suspended in the air by delicate spires, rising and dropping. Ivy and grapevines hung from hatched arbors of warm fine wood. A well trodden path picked its way through the arches arbors. Celestia fell into walking the packed dirt path, sighing with relief at the soft surface. Chrysalis walked beside her, sullenly silent. Celestia had called her, let her speak first. She turned her head against the breeze as they walked under an arbor decorated with small pink flowers.

"I assume you are heading to Ponyville?"

"Yes," Chrysalis replied, tersely. They continued to walk in silence. She could see diminutive figures of ponies in the courtyards below and she sneered.

"I wish you wouldn't do that," Celestia said in a quiet, confidential tone and Chrysalis shivered, surprised at how much she had longed to hear it. Damn it, and damn her!

"What?" Chrysalis replied sullenly, looking at the white coated monarch. Celestia's concerned was like a slap in the face and she turned away again, then she paused as the presence, the warmth that radiated from the Princess left her side. She found her standing at the edge of the floating garden, gazing at the ponies at their play down far below.

"You have been more help than you know, Chrissy. And being so near to Tartarus can be trying."

"Oh, no, with dragons and gryphons for neighbours, there's no shortage of companions," she sneered. Seeing the dimming of the Princess's eyes, she relented. "But I did choose it, 'Tia. In the end, I chose it."

"I know. How are Al, Meg and Tisi?" Chrysalis snorted, smiling.

"You know they hate it when you call them that?"

"And call them Flangelia, Bloodfeather and Thunderhoof?" They shared a laugh. Oh, goddess how she missed this. The warmth of her gaze, the small knowing smiles... no, stop, you have to stop! She frowned.

"And how is your dear sister these days?" Celestia's eyes dipped slightly before returning.

"She is acclimatizing admirably. There was a bit of trouble when she finally learned of Nightmare Night, but... she had help."

"I've head," Chrysalis muttered, her eyes narrowing. "In a report. Your protege, Twilight Sparkle." She had to control herself when she said 'protege.'

"I see," Celestia murmured in reply, "that your network is as strong as ever. And this is why you are on your way to Ponyville?" Chrysalis hesitated before answering.

"You felt it too, didn't you? How could you not? The resonance on the esoteric planes is still reverberating with it."

"Did you also receive a report that Twilight Sparkle was injured in some magical mishap?"

"I have heard," the Queen replied grudgingly. "She is involved, obviously."

"Perhaps, but not as you think."

"If she's dangerous, we'll do what needs to be done," she retorted, her face screwed up with the old emotions of longing, betrayal and shame.

"Wait for a moment, if you will," the Sun Princess asked, turning to face the sun as it began to set, her horn glowing brightly as she lowered the sun in safety. The sky faded quickly now, darkening from the burnt orange to softer, deeper hues of blue, purple and finally, black. Her eyes prickled. Chrysalis had always admired her this way, before the dusk came. How long she had been staring, she did not know. As the last glimmering sliver of sun fell below the horizon, Celestia turned to her. She whipped around scrubbing at her face furiously.

"'Chrissy," Celestia began gently.

"No!" she snarled, more at herself than the Guardian of the Sun, then continued in a more subdued, weary voice. "Please don't call me that anymore. I am Chrysalis, Queen of the Damned, Guardian of Tartarus, Princess of Shadow. I can be trusted. And I will serve." With that last bitter word, the Changeling Queen trotted out of Celestia's private gardens.

~.o0o.~

Celestia stared after the tall rangy figure for a moment before speaking.

"You can come out now, Lulu." The shadows near a bench seemed to darken briefly before the beautiful Moon Princess appeared, joining her glimmering sister, the white coat glowing in the twilight. She nuzzled the taller mare before they both turned to watch the Changelings emerge from the main gates below. As one, Chrysalis and the princelings leapt into the air in a perfect formation. They flew around Canterlot once to gain altitude, Chrysalis's head turned firmly away, then departed, flying south towards Ponyville.

"I," Luna paused to craft her words carefully, "I didn't think she'd still be so, so bitter, and hurt." There was a long pause.

"Our falling out was as much my fault as hers. We've all made choices, and mistakes." Celestia spoke softly in reply.

"I can't but pity her... and understand her as well." They stayed silent for a moment. "While I attempted take a nation, she created her own. Envy is a powerful thing."

"Our lot will never be easy, but perhaps..." Celestia's voice trailed off as the formation of changelings faded into the glimmering night. "Perhaps there is still hope. At least for her."

"So you think that Twilight can do it?"

"I have every confidence in my most faithful student." Luna gave a derisive snort.

Celestia did not reply, staring out into the darkened night sky. Luna turned and faced the other way, her horn flashing a bright blue tinged light and the moon slowly began to rise.