Between brush strokes to her mane, Rarity opened her copy of Feedbag magazine on the counter of her vanity, and flipped to Page 3. The large shot of Lero tucking Rainbow Dash’s feather into his ear at the Wonderbolts Derby, as Rainbow looked on in heartfelt amazement held Rarity's attention for several seconds before she began reading the article underneath it.

FOURTH TIME’S THE CHARM by Big Shot, photojournalist

Enthusiasts for off-beat herds, stand up and take note! For a fourth time running, Bellerophon Michealides (that enigmatic alien from beyond Equestria) has proven he’s got love to spare! Last Friday afternoon, the extraordinary immigrant was spotted at the 48th Wonderbolts Derby in the company of his herd of three unicorn mares: Twilight Sparkle (Princess Celestia’s celebrated pupil), Rarity (bearer of the Element of Loyalty), and Still Way Grandmaster Lyra Heartstrings, plus one extra lucky lady!

Her name is Rainbow Dash; pegasus mare, national hero, bearer of the Element of Kindness, and former runway supermodel, with a strong devotion to animal welfare and naturalism.

“So far, we are all very happy with Rainbow,” says Rarity, famed lead mare of Herd Bellerophon…

KNOCK! KNOCK! KNOCK! KNOCK! KNOCK! KNOCK! KNOCK! KNOCK! KNOCK! KNOCK! KNOCK! KNOCK! KNOCK!

“What ever could be so important?” Rarity grumbled to herself as she trotted down the stairs. She was halfway across the library’s main floor when she opened the door. “The library doesn’t open for...” she started to say.

“WHERE’S LERO?” yelped a wild-eyed Rainbow Dash, bursting into the library, flitting like a hummingbird into the kitchen, downstairs, upstairs, then back in front of Rarity. “QUICK! I have never needed a stallion so much in my LIFE!” Her hind legs twitched in midair and her buzzing wings fanned the scent of aroused mare through the room.

Rarity blinked. “...Well, this is sudden,” she said blankly. “No warning, Dashie?”

Dash shook her head. “None! Woke up this morning in the worst heat I’ve ever had. Like my body thinks I should have a stallion ready to pull out of my broom closet, and is just as mad at me for waiting as all my animals were, a couple of weeks ago. Now where’s Lero? Please! I know I’m just dating the herd, but this is an EMERGENCY!”

Rarity shook her head, snapping herself out of a haze of bemusement. “Ah, I’m terribly sorry, Dash, but Lero’s taken Twilight, Lyra, and Fluttershy off somewhere for those comedy lessons. Poor Fluttershy’s been in such need of refreshers, it’s been doing the world for her.”

“Yeah, well, right now I need the world doing ME!” the cyan pegasus very nearly howled. “Seriously, this is driving me nuts!” She shuddered in midair, and then a light bulb went off. She grabbed Rarity’s cheeks and Stared into her eyes. “YOU’RE GOING TO LOVE ME. HARD. NOW.”

Rarity gasped, her cheeks pinkening. She closed the library door with a quick glow of magic. “Dash! Friends do help out, yes, but I do know that you’re bent. I wouldn’t want to do something you’ll regret later.”

Dash pressed her nose against Rarity’s. “I. Don’t. Care. What happens in heat doesn’t COUNT. You KNOW that. Now pull the bucking cooler on and MOUNT ME.” Her eyes were boring into Rarity’s. Her will and her urgency were making Rarity’s heart race.

Rarity kissed her. Hard. Right on the lips. “In that case, present yourself. Head down, legs open, tail high, and say that again.”

Dash didn’t hesitate a heartbeat. She spun, spread, dropped her head and raised her dock. “Mount me!” she pled.

Rarity smiled brightly. “I suppose the rest of us will be in this boat in a few days as well, so far be it from me to abandon a friend in her time of need.”

Dash let out a strangled noise as Rarity’s tongue found her blue-furred cleft. Her wings snapped out to the sides so hard she flicked a feather into the wall like a knife.

“Goodness!” Rarity exclaimed, giving that projectile a glance. “Erm… I’ll dispense with the playful banter for a few minutes, if you don’t mind.” Her horn glowed as she hastily altered her plans, tugging out a cooler from where it was poking out of Dash’s saddlebags. She pulled the toy about her hips and all but jumped on top of the needy pegasus.

* * *

Females put up with a lot from their bodies, regardless of which species they are. Human women of Earth must endure the menstrual cycle. Pony mares of Equestria have a different sort of cycle to bedevil them: the estrus cycle. Which cycle is the biggest imposition is a matter for debate best left to females, since wisdom demands that males steer well clear of the discussion in mixed company.

Estrus, or more colloquially, ‘heat,’ occurs when a mare’s body becomes fertile. However, a pony mare’s fertility is not something that suggests itself meekly. It does not engage in compromise. It would never allow a mare to deny it entrance into her life and then shut the door in its face.

Estrus rams down the door and burns all defensive fortifications to the ground. It sucker-punches a mare, straps a saddle on her back, sets a bit in her mouth, then pulls the reins and rides her ragged for days on end.

Straight mares, bent mares, asexual mares, mares with truly bizarre fetishes… it doesn’t matter what a filly usually is. Under heat, the one and only thing that can quell the fire within them is phallic penetration of their marehoods, the sensation of hot liquid squirting in them, coupled with the feel of another body pressing against their own. Anything else a mare might care to try from masturbation onwards would be like attempting to extinguish the heat of tabasco sauce by drinking habañero sauce.

Some mares utterly despise their estrus. The loss of control. The descent from a civilized being into a slavering, needy animal. They face upcoming heats with a werewolf’s dread of the full moon. Other mares revel in their heats, look forward to them like a holiday, gleefully riding the carnal roller coaster to wherever it led. Spurs optional.

Either way, the heat is as indomitable and all-consuming as any Swap-induced obsession. Yet estrus, itself, is not the whole story.

Before human women experience menstruation, they first undergo a pre-menstrual phase, as their body goes through the effort of preparing for a potential child. Before entering estrus, mares go through a similar phase called proestrus. Colloquially known as ‘the calm before the storm,’ and also, ‘the hurricane warning,’ its biological function is to act as a heads-up, to alert mares to find a stallion.

‘Heed me, and mark it well, daughter of ponykind!’ Proestrus whispers in the minds of every mare it visits. ‘Very soon, in but a few days’ time, the Great Lust shall be upon you once again. The time has come to make preparations! Set your affairs in order before it is too late!”

A few mares are completely deaf to the call of proestrus, such as poor Rainbow Dash. Almost every one of her heats had ambushed her completely by surprise, ever since she began HAVING heats. Fortunately, mares in most areas came into estrus around the same time, so sometimes she had some warning. Unfortunately for her, in heat as in so many other things, even after getting she'd gotten synced on ‘Ponyville Time,’ Rainbow Dash tended to be early.

All the rest, save a few exceptionally stubborn fools, did both hear and heed proestrus’ warning. Especially because, according to experts on the heat, THIS coming heat would be an EXCEPTIONALLY powerful one. The mares, themselves, could feel in their blood, spread throughout every unicorn, pegasus, and earth pony who’d passed puberty: a latent epidemic of lust, biding its time to spring to life.

It was due to be the biggest heat wave to hit Ponyville in decades. So every mare who wasn’t a complete dunderhead did prepare themselves. And most of the dunderheaded ones, too.

For the next set of days, shoppers stormed the stores and certain items flew off the shelves. Lubricant. Chocolate. Liquor and wine of every sort. Cosmetics. Smooth jazz albums. Every copy of both the Kamare Sutra and 6,000 Spells Every Unicorn In Heat Should Know. Stamina booster potions for the stallions. Plastic Mask’s costume shop (as well as the Carousel Boutique… normally) did some of their best business these times of year. Nurse costumes, maid costumes, Celestia costumes, Celestia’s guard costumes, cop costumes, Daring Do costumes, pleather bondage fairy costumes, all the old favorites… there were even a few who got themselves ‘human costumes.’

Costumes aside, mares also took the moment to bring out their boxes of adult toys, and check whether they needed to be replenished or replaced at the Chillbox or Mattress Mambo’s Adult Toy Shop. Wealthy ponies, (including the parents of Diamond Tiara and Silver Spoon) got in touch with their travel agents and booked trips to luxury liners or tropical islands. Other ponies who either couldn’t afford such extravagances, or who were more homebodies at heart, stocked up on food as though preparing to be snowed in, (and indeed, many weren’t planning on setting hoof outside their homes.) Shy teenage colts and stallions who just weren’t up to it went quietly into hiding.

Appointments of every sort were either rescheduled or cancelled altogether. Once the heat actually hit, business, commerce, and government would be reduced to the barest of bare-bones skeleton crews in Ponyville, usually manned by the elderly, the exceptionally responsible youth, or the aforementioned disinterested stallions and shy teenage colts. Much like Christmas Day, back on Earth, but week-long.

By far, though, there were two factors in preheat preparation more important than anything else.

The first most-important factor was picking partners. Ponies already in established herds were in the clear. Those who wanted to have foals (or make a few more) would find no time more opportune than now. But for everypony else: especially for all the mares who weren’t up to pregnancy, for all the mares still not part of any herd… now was the time to find a friend. Preferably female. As wonderful as colts could be; all it took was one time to get pregnant, and during heat, you were especially vulnerable. What good were contraceptives when a mare needed to feel that squirt inside her to begin to relax?

She had to be a pretty good friend. Somepony you’d be willing to spend a few days with. Somepony you’d still feel comfortable with when she strapped a cooler to herself, mounted you, then pounded away at your most feminine area, playing the stallion, until your body had been tricked into cooling down. And then you had to go return the favor to her.

It was okay, though! Coolers were a timeless tradition, passed down through the ages, generation after generation. Culturally speaking, fillies using coolers on each other during a heat didn’t even qualify as sex. Really, all it amounted to was just two friends helping each other out. No different than them zipping the back of each others’ dresses before a party.

As long as everything was conducted cleanly, and the girls were free of disease, there was no social stigma whatsoever. Every girl had been there before; you weren’t really yourself during a heat. And there were no long-lasting commitments expected, either. The fact that a large number of ‘cooler buddies’ ended up joining in the same herd was just a nice coincidence.

The second most-important factor was getting the foals away. Someplace where the innocent young eyes of colts and fillies too young for the heat wouldn’t see their Daddies and Mommies at it like rabbits. Someplace where their delicate virgin ears wouldn’t hear moans down every street they turned. Someplace else far from where stallions and mares could get it on in peace, for heats were notoriously slow to cool down. Or, more significantly, someplace where someone could watch out for them while not being completely distracted.

So school was cancelled for the week to come. Foals lucky enough to have relatives in distant cities where estruses weren’t taking place suddenly found themselves packing their bags for a visit. Another popular option was sending the kids off to camp.

* * *

Back when Spike and Twilight lived with Celestia, and Twilight started having heats of her own, there had always been palace attendants or Celestia herself to look after him. However, once they moved to Ponyville, it’d been one of two things whenever the heat rolled by: Granny Smith as his babysitter, or camp.

Camp Mountain Peaks, specifically. A ski camp in winter. A wilderness camp every other season. This would be Spike’s third time going.

“So, Spike!” Lero was saying cheerily, “Off to wilderness camp! Are you excited?”

“Yeah! Kinda,” said Spike, who had already decided he'd be a good sport about it all. Complaining wasn’t going to help anyway.

Once again, he stood with a backpack on his back in front of two long rows of yellow-painted pony-drawn wagons. A camp counselor had been hitched to every wagon. Spike was beginning to recall some of their names, including Trail Mix and Insect Repellent. So many other foals were all around him; some had come with their entire families to see them off. Spike just had Lero and Lyra this time, which wasn’t all that bad a thing.

“We’re so thrilled for you,” Lyra chimed in. “It’ll be such an adventure, being able to get out of the house, reconnect with nature…”

“Guys,” the dragon spoke dryly. “This isn’t the first time I’ve been sent off to wilderness camp.”

Seeing their abashment was downright satisfying. As though they were two of the parents here who’d been painstakingly hush-hush and clandestine about what they did in the bedroom. As though he was one of the foals here who honestly didn’t know what this camping trip was really all about.

But they were starting to look guilty, like some of the wounds were about to be reopened, so he quickly said, “Which isn’t to say that I mind. Fact is… I’m happy for you guys, it’s good that you’ll be busy with each other while I’m gone. I mean, everyone’s going to be preoccupied… including Applejack.”

Sighing, the little dragon stared down at his toes. One of the counselors was calling for attention so he could welcome every camper, new and old, to Camp Mountain Peaks. But Spike wasn’t really listening to him, since he’d heard the speech before.

“She’s been making her own arrangements, same as Pinkie Pie, same as Fluttershy, and same as you guys,” Spike continued. “And I’m happy about that too. It’s great AJ’s gonna be taking this train ride to Canterlot, great that she’ll have something that’ll force her to stop thinking about dressmaking, even for just a while. And as much as I’m trying to be there for Applejack… I think we can all agree that there are certain things I’m just not ready to help her with. So it’s probably for the best that I go away for a little while.”

“...Yeah,” said Lyra softly.

Spike looked up Lyra. Out of all his ‘older herd-sisters,’ she’d always been easiest to get along with. “What’s it like? The ‘hurricane warning?’ How’s it feel for you, Lyra?”

It wasn’t his place to ask about the heat, itself. But perhaps she wouldn’t mind talking about the calm-before-the-storm, since it wasn’t as nasty or naughty a thing. Unless it was. Then she had every right not to answer.

“You know what it’s like, mentally, when you have a blinding flash of brilliant insight?” Lyra asked.

“You mean, like a big ‘Aha!’ moment?” said Spike, pointing a finger brightly into the air. “Yeah, I know.”

“Well, imagine that… but without any actual brilliant insight, and the ‘blinding flash’ sensation not going away.”

“That’s what proestrus feels like? Just… constant trepidation, anticipation?” asked Lero.

“Pretty much,” said Lyra. “It’s not bad, really. There are worse psychological states for a girl to be stuck in.”

At the front, they could all hear the head counselor working the foals up into a cheering frenzy; ‘I can’t hear you!’

“I understand that Rainbow Dash might be joining in... when you’re all busy,” Spike said.

This wasn’t something Spike was supposed to know… but back when Fluttershy had been Caretaker, she’d always get either Pinkie Pie or Appjeack as her cooler buddy during her heats. Whichever one it was, they’d have to come over her house, (never the other way around) because there was no way the yellow pegasus could leave her animals by themselves for as long as a heat lasted.

But Rainbow Dash had done something different. She’d put her animals in pet hotels and animal reservations for the week, and had plunked down a hefty sum of money for the privilege.

Lero and Lyra both nodded. “Yeah,” Lero said. “There’s a very good possibility of that.”

Spike let out a happy, relaxed breath.

“Guys, I know that before… this whole Starswirl thing... Dash and I weren’t as close as we could’ve been, family-wise. We got along well enough, we shared the same house, she was cool to hang out with. But that day she wore Fluttershy’s gala dress… it made me realize that I really do miss her. Not a day goes by that I don’t regret doing more with Dash when she was still part of the family. Or doing more for Dash when she needed help most.”

He felt it really was all his fault, deep down. If he had done more for Rainbow Dash when he had the chance, he could’ve prevented her from breaking Lero’s heart. If Lero’s heart hadn’t been broken, he wouldn’t have given up on Rainbow Dash. And if Lero hadn’t given up on Rainbow Dash, he wouldn’t have turned to Rarity, and they wouldn’t have…

...they wouldn’t have...

“This spell of Starswirl’s… I really, really, REALLY feel horrible when I say this, but I don’t know if Twilight’s gonna be able to fix it. We may have to live with these changes for good.”

Lyra came over and wiped at his eyes when the tears started coming. As they fell, he looked past the aqua unicorn, at Lero.

“So Lero, I… I’m counting on you. You’ve gotten so far with Rainbow Dash. This is your moment. Pull her the rest of the way back. Work your magic on her. I want my big sister back so badly! I don’t care what mark she has on her. I’ll help her with her animals. I’ll be a better little brother to her… the little brother I should’ve been!”

Sweet Celestia, he hoped he could get himself to stop crying before he got on board one of those wagons. Stop thinking about what his stupidity had cost him, what he was counting on the human to win back for him.

“I promise I will, Spike,” Lero vowed with a hand over his heart, as Lyra embraced him. “But in return, there’s something you’ve got to do for me while you’re at camp.”

“What is it?” Spike asked.

And the human pointed one of his scaleless hands at the line of camp wagons. “When you’re there at Camp Mountain Peaks, I want you to be there completely. I don’t want you going to this place and spending your whole time fretting about what’s happening to the rest of us back home. Don’t even think about me or Twilight or Rarity or Applejack or Rainbow Dash or Lyra. Put Ponyville completely out of your mind.”

He put both his hands on Spike’s smaller shoulders.

“Treat this like the vacation it’s meant to be. Climb a tree, swim in a lake, skin your knee, get a few grass stains, make new friends and poke some fun at the camp counselors. Catch a frog, do arts and crafts projects, compete in games, take some interesting rocks and leaves to bring home, pick a few wild berries and eat them if your counselors say they’re edible, build a campfire, sing the songs, tell your scariest ghost stories, roast some marshmallows…”

“...Without sending them to Celestia,” Lyra teased.

Spike sniffed and laughed. “Thanks for the idea! I might just send a few to the Princess. By accident.”

Lero laughed. “Yeah, just have fun. Just be a kid, Spike.”

“And don’t worry about whether any of it’s lame or corny. Just go with it,” Lyra encouraged. “Every problem you’re trying to fix here in Ponyville will still be there when you come back. If you obsess over it…”

“I’d be just like the Swapped, right?” How wonderful; the tears had stopped, and he could smile again. It would’ve been so embarrassing to climb aboard one of the wagons with those other kids and keep on crying.

It was all good advice. A lot of foals, especially the really spiteful ones, loved to consider themselves above-it-all when they came to this camp, or treat this place as little better than a prison, (though it didn’t help that most of the counselors tended to baby them.) But this time… yeah, he really had been through the wringer, and he could use a vacation.

“I’ll do what you say,” he told the human. “I promise. From one Equilibrium Seeker to another.”

“Equilibrium Seeker?” the human scoffed. “God, could you sound any more comic booky?”

“Hey, comic books are awesome!” Spike protested, but he saw his good friend Button Mash was getting on board the wagon, and he didn’t want to miss out on sitting next to him. With a wave back, he hustled over, and managed to land the best seat. Thank goodness. He didn’t spend enough time with Button Mash as it was.

Once every foal was aboard, the wagons started leaving in caravan formation. One last thought struck the dragon, and he turned around to shout at Lyra and Lero.

“Applejack’s still mine, though! Mine, do you hear me?! Off-limits to you! I don’t care if she howls outside your door like a dog this week! If you go near her, I’LL KNOW!” Then he smiled and waved cheerily. “Have fun with Rainbow Dash!”

“Yeah, yeah.” Lero replied, rolling his eyes.

“I can’t believe you’re still crushing on Applejack,” said Button Mash, as Spike sat back down.

“What can I say?” the dragon shrugged. “Gorgeous blondes are my weakness.”

* * *

After dropping Spike off, the remainder of the day proceeded fairly unremarkably. Rarity was there when Lero and Lyra returned home; she’d opened the windows to let some fresh air in and she’d also given herself a fresh showering. Then Twilight came home from her experiments up in the cloud house, and the four of them went out for some last-minute shopping. Tomorrow, the marketplace would be shut down except for the essentials. All the buzz between merchants and customers was on the heat due to strike them.

Then Herd Bellerophon returned home, tidied up the house and turned in for the night; each one giving the other soft goodnight kisses before tucking into their accustomed spots in the large bed they shared and drifted off.

The next morning, Lero was still asleep, face-down upon the mattress, when magic lifted him a quarter-inch off the bed. All 177 pounds of him were flipped over as effortlessly as a playing card. Then came the feel of a light-framed body settling upon his chest.

Long hair tickled the skin of his face. A large, moist, flat nose pressed against Lero’s smaller, drier, pointier one, followed shortly by a set of well-licked lips kissing his. Instinctively, he kissed back. But when he felt Twilight Sparkle’s larger tongue re-acquainting itself with his own, he woke up.

The heat was on. There was a roughness in the way Twilight Sparkle panted as she drew away from him. They’d had sex before. She’d turned lustful eyes upon him before. But when estrus struck, she looked at him like she’d spent too long under the sun and he was a box of popsicles fresh from the freezer.

“I want to feel your heart beating against mine again…” she told him, in a voice shaking with huskiness.

The whole room was swimming in the smell of the girls’ excitement; Twilight’s most strongly, but Lyra’s and Rarity’s as well. During heat, however, there was a certain something more mixed into the usual scent of the musk, ‘a pinch of pepper,’ as Lero liked to think of it. Whenever he was transformed into a pony, this perfume made them downright irresistible.

But just as Twilight Sparkle bent forward to give Lero more, she found her tail enveloped in a green aura of telekinetic magic, dragging her backward, out of the bedroom.

“No! No! NO!” she cried, all legs scrambling towards her human as she was pulled out of the room. Through the doorway, Lero saw Lyra give him the aching look an alcoholic gives a freshly poured shot of whiskey, before resolutely shutting the door on him and locking it.

“Let me through, Lyra!” the human heard Twilight beg from behind the door.

“NOT before Rarity returns with Rainbow Dash.” the Still Way grandmaster insisted. “We want him to be fresh, clean and untouched for Rainbow’s ‘first time’ with our stallion, not all sweaty, disheveled and used-up! It’s proper and respectful.”

“Just a little bit of fun!” Twilight pleaded, as Lero pulled himself from the bedsheets. “Just one eensy weensy little orgasm to tide myself over! We can clean up right afterwards!”

“No!”

“Greedy!”

“How am I being greedy?!” Lyra rebutted. “I’m not enjoying him either yet!”

“Well, who knows how long Rarity’s gonna take to bring Rainbow over?!”

“You think Rarity’s gonna drag her hooves about being with Lero? During a heat?”

Twilight had nothing to say to that.

“Everything okay in there?” Lero asked, knocking on his side of the door.

The two unicorns each gave gasps.

“W-we’re fine!” said Twilight.

“Yeah!” said Lyra. “Hey, it’d probably be best if you just didn’t come out until Rarity comes back. She’s bringing Rainbow with her… Rainbow’s having her heat, too.”

“I figured.” said Lero. “So I guess I’ll just freshen myself up, then?”

“Yeah,” said Lyra. “Go get yourself as… uh… presentable as you can.”

“How does he do it?!” Twilight sounded almost like a whiny child, or the old Pinkie Pie at this point. It was too adorable for words. “How does he manage to sound twenty times more masculine and rugged and stallion-y when it’s heat season?!”

“I don’t know!” Lyra whimpered back. “Our hormones are just playing tricks on our ears!”

“Hey, girls,” The tone of Lero’s voice was no more rugged than any other day, but he could sense them listening closer at the earnestness in his voice. “I know we’re all chompin’ at the bit to get to the good stuff, but let’s take one moment to think clearheadedly, while it’s just the three of us. Heats come and heats go… and believe me, I have every intention of making this as intense and steamy as the rest of them… but Lyra’s right.”

Twilight Sparkle gave a soft, disappointed moan at that.

“Twilight, this isn’t a dig at you, so please don’t take this the wrong way, but we have to think long-term and worst-case-scenario about this. We have to prepare for if you can’t find a cure. Now, things have been going really well with us dating Rainbow Dash so far… and I’ve just got a really good feeling about this heat! This may be just the ticket to bring Dash completely off the fence, and make her want to join our family for good! We have to put her needs first!”

“You’re right,” Twilight said, sounding more like herself. “I think we can all agree that Rarity’s been a wonderful, excellent, marvelous addition to our herd… but it’s just not the same without Rainbow Dash in it.”

“Definitely,” Lyra concurred.

“Here’s one thing I was thinking about,” Lero went on, “When Dash lets us get intimate with her, let’s not be too perfect about how we handle her body. Rarity will be watching us, and it may raise too many questions, if we know where all Dash’s sweet spots are right off the bat. According to the Swapped version of things, this’ll be my first time ever making love to a pegasus since, y’know, I’ve only done it with unicorns up until now. I think the same applies to you, Twilight.”

“To be fair, he raises a good point,” the purple unicorn noted, after a pause. “But I could always tell Rarity I ‘researched’ how to handle a pegasus in the bedroom.”

“And as for me, we’re all aware I used lived a very, uh… wanton lifestyle before I embraced the path of the Still Way.” Lyra added. “Suffice it to say that phase of my life featured a few frisky nights with some pegasus mares. So what we have are the most effective aspect of a good lie; that is, being true.”

Lero shook his head, feeling like the guy who’d drawn the short straw. “So I guess what I’m saying is once things get steamy, I’m going to deliberately fumble a little bit with Dash, especially with her wings. Because I’m the only one without a good excuse.”

Lyra sighed. “To think… even in this, we still have to uphold this mad masquerade.”

“The show must go on,” said Lero. “Anyway, that’s it. No telling how quickly Rarity will be back, so I’m going to freshen up as fast as I can. Think I should even bother putting clothes on?”

“Absolutely,” said Lyra. “After all, Rainbow’s gonna need to relearn everything she’s forgotten about how a mare undresses her human.”

When Lero got out of the shower, he found breakfast waiting for him on a dish set on the bathroom countertop. Some scrambled eggs, several pieces of jellied toast... and four large vials of stamina booster potion; passion fruit-flavored, and serviceberry-flavored.

Lero regarded the potions wryly. Once again, between the Swapped and Unswapped members of his family, he was really going to have his hands full, making sure everyone else’s needs were fulfilled. Once again, he had a long set of days ahead of him, and his loved ones were going to work him to the bone. Such was the lot of a proper herd stallion in Equestria.

So he downed the potions first before starting in on his breakfast.

* * *

“We’re home!” Lero heard Rarity call up to him from downstairs. Just as Lero had predicted, it hadn’t been that long at all, but the human had still had all the time he’d needed to get ready.

The girls were all gathered in the foyer. When four fine ladies fixed their fawning eyes upon a guy as he descended the stairs, it could be rather challenging for him to stay humble.

“You look ravishing, darling,” Rarity declared. Her tail swished vibrantly behind her.

“Well, you know me. Always dressing for the occasion.”

Actually, he hadn’t worn anything special this time. Nothing either too kinky or ‘princely.’ Such outfits might intimidate the ‘Fluttershy’ part of Rainbow Dash, and he wanted her to feel comfortable with him. So he just cleaned himself up as nice as he could, and wore his best set of everyday clothing.

“I-I’m so happy you want to be with me, Lero,” Rainbow said, stepping forward. “I can’t tell you how often I think about you when I’m alone.” Lero could still feel a trace of nervousness when they hugged, but only faintly. She was growing ever-more comfortable around him and the other girls.

“So! Uh… when we do this, will you be a human or in pony form?” Rainbow looked to Twilight, as if she’d give the answer.

“You know what, Dash?" Lero spoke. "Since this is your first time, you get first pick. I really don’t mind either way.”

The pegasus thought a bit. “I’d rather you be your real self for our first time.”

The human felt a flush of gladness for her.

“It’s still him, either way,” Lyra said. “Don’t worry. You know how long heats last… there’ll be plenty of time to enjoy both his forms.”

Dash grinned at these words.

“Well then, let’s get to it.” Lero said.

The five of them all hastened upstairs, as one. Lero almost didn’t need to look to tell who was doing what to him.

Rainbow Dash was the one at his left, nuzzling against his hand. Lyra was doing the same at his right, kissing his fingers, while pressing telekinetic hooves onto the back of his shoulders and neck. Directly behind, nudging him gently with her head was Twilight Sparkle, careful not to poke him with her horn and nipping him playfully through the thin fabric of his jeans. Of course, the one with the telekinetic fingers reaching down the front of his pants to cup and caress his manhood was Rarity.

They entered the bedroom. The huge bed had never looked more inviting.

“So how does it work?” Rainbow asked, as she climbed on top with the other girls. “Doing it with a human?”

“Well,” Rarity told her, shifting up on her back hooves to give Lero a one armed-hug, “as Lyra and Twilight and I all know, making love with a human is a very convoluted procedure. You see, when a human achieves arousal, his body reverts to a semisolid state; about the same consistency as tapioca pudding. At that stage, one of us has to pull out a calculus book and…”

“Ha ha ha ha ha,” the animal caretaker said, flatly, while Rarity let out a real laugh and Lero gave a disgusted snort.

“Forgive me! I couldn’t resist.” Gathering herself, Rarity gave Rainbow an apologetic kiss on the cheek. “He’s a mammal. It proceeds much the same way it does for all the mammals you care for, Rainbow. Unusual though his body may be, Lero’s never been THAT much of an alien. At most, he has a bit of a preference of doing it face-to-face.”

The pegasus looked between Rarity and Lero. “But… well, coolers are one thing, but this is my first time being with a real stallion, and I want to do it right.”

The white unicorn regarded her worried friend, and set a comforting hoof upon her shoulder. “Then let me be the voice of experience.”

She turned towards Lero, who was seated on the bed with his legs outstretched, kicking his socks off. “What I’m about to show you, Rainbow, is the most basic of the basics. What the peanut butter sandwich is to the culinary arts, this is to sex.”

Rather than use her teeth this time, Rarity tugged Lero’s pants and underwear down with magic. Unless something went horribly wrong today, there’d be time, later, to teach Dash how she could do pull down his zipper and buttons with her mouth.

“There it is, Rainbow,” said Rarity, her voice approaching a whisper. “That which has been hidden to so many, and witnessed by only a select trusted few. Including you, now.”

“Whoa,” said the animal caretaker.

“Do not be the least bit afraid or intimidated by it,” Lero’s lead mare told her. “This is our friend, every bit as much as all the rest of Lero is.”

“It’s so… mushroomy.”

Twilight and Lyra giggled and even Lero chuckled softly despite the awkwardness he felt at being used almost as an anatomical display. Rarity merely smiled. “Believe me, you will grow to love this shape. Now the first step to this technique is to have Lero assume this position you see him in now.”

Instead of going straight for Lero’s partially-erect penis, Rarity wrapped an arm around Lero’s shoulder, drawing him closer and kissing his lips lovingly.

“First, you kiss this part of him,” she instructed Dash, bringing her lips to his a second time. “Remind him how dearly he’s loved, before anything else. Treating him as if he’s simply here to please us is not acceptable. And when that’s done you do this…”

Graceful as a swan, her head swooped down as she took him in her mouth.

“Woike uh ohfikkul… ohwee ennfed uf twoyung tuh git ut tuh mehwult, yuh uhim uz tuh muike im wok-huhd.”

Rainbow turned her uncomprehending look towards Twilight and Lyra.

“Rarity said, ‘like an oatsicle, only instead of trying to get it to melt, your aim is to make him rock-hard,” Twilight translated.

For his part, Lero could barely register that words were being spoken. His whole world had suddenly gotten a lot smaller: Rarity’s mouth so tight and wet, her saliva building up around him the more her large tongue coiled over and around him, drawing him in further and further towards the back of her throat… Damn, it was always unbelievable how good she was at this, how fast he got close with those potions; it was a struggle to resist coming right now….

“Y’know, that’s one thing girls don’t really ever do to each other with a cooler,” Dash noted, faintly, watching her go down on him.

“Not unless they’re really committed roleplayers,” Twilight said.

“Or just odd,” said Lyra. None of them were really blinking, and their breaths were louder and faster.

Lero wouldn’t come, he wouldn’t come in her mouth again, if that was what she was trying for. He refused, even if the potions gave him a bit of a ‘hair trigger,’ he wouldn’t, not with the other girls watching… he’d done it for Rarity but never for any of them…

Rarity’s mouth came off his penis, smiling to see it jut up like a flagpole. “Perfect,” she pronounced.

Then to Rainbow Dash, she said, “Once he’s sufficiently hardened, your next step is allowing him to penetrate you. For a beginner like you, I’d recommend sitting inside Lero’s lap, with your back against his chest. Now, watch me carefully. As I’m seating myself, I’m lining myself up with him; his manhood with my marehood, steadily, steadily… ahhhhh, there we go! Now, as you can see, at this point, Lero will most likely wrap his arms around the back of you, and then you… ahhh! Both rock against…. mmmm!!! Each other until you sehh….hettle into a rhy...hythm, until…. untiiiiilll!”

Until the moment came when Lero crushed Rarity against him chest, and exploded inside her with a deep groan. Normally, he’d last longer, but the combination of the stamina potions’ initial effects making him raring to go along with Rarity’s talents made the demonstration regrettably short... though more than enough for Rarity’s immediate needs.

“Thank you, darling.” Her inner muscles gave him an extra-loving squeeze, while the rest of her relaxed utterly. “I’ve been needing that since this morning.”

“Anytime, princess.” And there’s the first one. He thought to himself. Wonder if I should keep count this time?

Once she had pulled off him, Rarity looked at Rainbow Dash. “Now it’s your turn. Just do exactly as I instructed.”

* * *

As Rainbow Dash approached him, Lero extended his legs back in the spread-out position he’d assumed for Rarity. The pegasus had an intense look in her eyes, that same heated stare he’d seen her wear back when he’d learned about estrus from her in the first place. And hadn’t that been an interesting lesson...

He was feeling a bit self-conscious. His penis was wilting after he’d come inside Rarity, all covered in a mix of her inner juices and his own semen. The stamina potions were, he hoped, effective as usual, because without those he hadn’t a hope of keeping up with the sheer biological needs of his mares. Truth be told, he was feeling a bit self-conscious about it, and was of half a mind to ask if she’d wait for him to towel himself off. He didn’t want her to find anything about him off-putting.

“I’m yours if you want me, Dash,” he told her. “Either way, you don’t have to be afraid.”

But then she swept forward, her kiss just as aggressive as it was intimate. “Afraid? Ha! Those days are over and done with, big guy. Rainbow Dash doesn’t do afraid any more!” Puffing her chest and wings out, she kissed him again… but where the first kiss held strength and a dominating bravado, this second kiss was pure soft sweetness. There was a definite delicacy to her voice when she said, “Especially not with someone as wonderfully caring as you for my stallion.”

Then she bent to take him into her mouth, and he arched with a groan.

Lero couldn’t usually say that Dash’s fellatio was fascinating on an intellectual level. Normally he was much too caught up in the simple thrill of having her agile tongue vigorously carresing along his manhood. But today was different. She kept switching gears on him. It was like the old, unswapped Fluttershy and Rainbow Dash were taking turns. One moment she was giving him the rushed rough-and-tumble style he’d always been used to, with the tips of her teeth scraping the sides of his shaft. The next, she was going for slower, gentler, and daintier, his shaft swimming in saliva as she suckled him as softly as a lollipop. The next moment after that, it was back to fast and furious, and she was just about slurping on his shaft.

It didn’t take long for him to come back to a full salute, and she pulled away to stare at the erection she’d caused.

“Whoa. You really enjoyed that, didn’t you?”

“Yeah,” he gasped, stroking her mane and face.

“I enjoyed it myself,” Lyra commented lustily.

She and Twilight sat watching them go at it longingly, mesmerised and already sweating. Lero flashed them looks of great apology. Both of them were being extremely patient and considerate of Rainbow’s bentness, shyness, and ‘unfamiliarity’ with his body. For them, this had to be like being shut out of the family banquet, until he, Rarity and Rainbow Dash had gotten first dibs on the main course. The aqua unicorn had a hoof lifted underneath herself, quietly but openly stroking between her legs.

But Lyra smiled and shook her head, signaling she was okay, while Twilight spun her arm in an impatient motion that said, ‘Just get on with it!’

“Okay, so now, I turn around, like this?” Rainbow asked, rotating herself and lifting her tail.

“Y-yeah,” said Lero. “And now I’m gonna put my hands on your hindquarters, just like this, and you’re going to lower yourself down, down… er, maybe take a half-step forward, and… ahhhh…”

“Oooooohh…” she agreed, plunging all the way down upon him.

The very first time Lero Michealides made love to Rainbow Dash the Weathermare… it was a whirlwind; two lonely spirits swirling round each other and finding a common center to unite them.

The very first time Lero made love with Rarity the Weathermare… it was like melody meeting harmony. She was just so completely attuned to him, so experienced, it was like finding the figure skating partner he never knew he had. Then again, for her, it wasn’t the first time - and Lero didn’t want to think about how much of that experience might have come from Starswirl’s spell.

Now, he was making love to Rainbow Dash the Caretaker… and she was acting like Alice getting her first eyeful of Wonderland. He entered her, and all she did was drop her jaw, make amazed gasps and stare in wonderment. In a wall mirror before them, he could see her eyes expand. It was immediately clear that she had no idea what she should even do next at this point.

He would have to do all the work for this one.

First, he lifted his arms up from her hindquarters and wrapped them around her shoulders, squeezing them tightly around her. Pressing her further back against him, he rocked against her steadily.

“Oh my gosh! This is… this is nothing like a cooler…” Rainbow Dash murmured.

And then it sunk in. He was making love to Rainbow Dash. The coarseness of her hair, the weight of her body against him, the husky pitch of her breathing and voice. How he missed it all. All those precious little nothings that made Rainbow Dash unique, irreplaceable, and nonexchangeable. Like the old saying went: absence really did make the heart grow fonder.

“...It’s warm… it’s real… it’s alive… oh yeah...”

His eyes happened to catch Rarity’s at that moment: attentive, proud, and frisky. She was not merely enjoying the show, but delighting in that unique pony sentiment of: my dear friend is sharing my coltfriend; I love them both all the more for it. This was when Lero remembered his own earlier warning to Twilight and Lyra about not handling Dash’s body too flawlessly… so he moved a hand over to a certain area along her primaries, and stroked upward, so that he was rubbing them the wrong way, going against the grain.

“Hey!” Dash exclaimed, turning around awkwardly. “Watch it! Those are delicate!”

“I’m so sorry!” he said. “Was I not supposed to touch there? I didn’t know! I’m not used to feathers, and yours are just so pretty, Dash...”

He wondered if maybe he'd gone too far. But then Dash favored him with a pleased, Fluttershy-esque smile of forgiveness. “It’s okay. I’m your first pegasus, after all, aren’t I?”

Lero smiled gratefully. “Yes, ma’am. The very first pegasus I’ve ever been intimate with.” He saw Rarity turn and lift an eyebrow at the slight giggle Twilight gave. “Can we continue? I promise to avoid touching your feathers until I'm more familiar with them.”

“Oh yes, thank you, Lero,” said Dash.

He set his hands back upon her flanks… but as his fingers trailed down towards her cutie mark, something he saw caused his brain to skip a beat.

The Butterfly Mark… was it… was it fading?

Could this be the Cure?

He grabbed the pegasus’ hindquarters with sharp force, and Rainbow Dash cried out sharply as he pistoned into her, not wasting any more time. Again and again, he kept flicking looks down at the mark. Each time, with each thrust, each push against her body, the butterflies were growing fainter, the blue of her fur underneath was clearer to see!

“Um… Lero? Darling?” Rarity asked, with a note of worry. “You need to be a bit gentler with her, sweetheart, it’s her first time… this is Rainbow Dash we’re talking about, she’s a fragile flower…”

“NO! Don’t you DARE slow down, Lero!” Rainbow suddenly shouted. Her voice had a rasp to it, a lovely, exciting wildness. To Rarity, she said, “I LOVE it this way! I love rough and fast! I’ve… Ah! I’ve ALWAYS loved it this way best!”

Always. Was Rainbow Dash remembering then? Was it starting to come back to her? Perhaps Dash’s mind couldn’t remember the way things used to be, but maybe her body, maybe her muscle memory was responding to the feel of them together, jogging OTHER memories, besides! She was even rocking back against him now, no longer playing the limp rag doll. They ground together in a primal rhythm, the pink of Fluttershy’s cutie mark giving way to pure blue! And so the human plowed into her all the fiercer: the butterflies were the gorgons he needed to slay, and sex would be his sword!

“Lero… Lero… LERO!”

He hilted himself in her and groaned loudly as his body gave one momentous shudder, and then came sweet release for them both, her juices coating his shaft, his shaft erupting and spattering her insides, until they each tapered off. Rainbow leaned back against him, breathing harshly, as he twisted to get a better look at the cutie mark.

Three transparent outlines of butterflies… rapidly filling back in with pink. UN-fading, UN-vanishing. Damn it!

Rarity trotted over and gave the breathless Rainbow Dash a quick kiss. “Congratulations, Rainbow Dash. Your thunderhead’s been well and truly bucked. Your garden’s been tilled and your… Twilight, darling, isn’t there a unicorn equivalent? Odd of me to ask, I know, but really, I am a pegasus in all but form…”

“Er, I’m probably not the one to ask.” Twilight said. “Maybe ‘your hymen has been penetrated?’”

“That’s… already happened to me... and about every other filly… back when I first started needing coolers...” Rainbow wheezed.

Lyra rolled her eyes. “Your mana pool’s had a horn dipped in it, your spell’s been cast, and your twat’s been stuffed,” the more experienced unicorn supplied. “In other words, congratulations, Rainbow Dash. You’ve had bona fide non-cooler sex, and are officially no longer a virgin.”

“Yaaaay, me…” the pegasus sighed, her maresex squelching as she withdrew off the human’s shaft.

* * *

Happier than he’d felt in weeks, Lero hugged the pegasus to him as Rarity wiped the sweat off his brow.

“So… um, Rarity’s gone, I’ve gone, whose turn is next?” Rainbow asking, looking between the aqua and purple unicorns, even as she snuggled against her human stallion.

Twilight passed Lyra a sly look. “How about all four of us at the same time?”

“Huh?” asked the pegasus, even as the rest of them all gave murmurs of approval.

“What’re you thinking, Lyra?” Twilight asked.

Lyra considered the human with a smile. “How about… Hmmm… Yes, that should work. On your back, Fingers, and spread out!” Lyra commanded, pointing her hoof downward.

So Lero lay himself on the floor, spread-eagled, face-up. As though he were about to make snow angels, or were trying to impersonate a starfish.

“Alright. Rainbow, you start by sitting down on Lero’s face,” Lyra instructed.

“Gently, if you please,” Rarity added. “Our sweet Lero’s face is flat enough as it is, don’t you think?” Lero laughed.

Slowly and with great care, Rainbow Dash obeyed. It was now impossible for Lero to see what the girls were doing with his view darkened and obstructed by the extreme closeness of Dash’s maresex. His nose was already partially up it, and she smelled of her own freshly-released fluids.

“This is so backwards,” he heard the pegasus say. “Mares topping stallions, and me sitting down for sex instead of lifting up my hindquarters."

“Day One’s still young, Rainbow. We’ll have time for traditionalism later.”

“Day One for YOU, maybe,” Dash grumbled. “I’ve been going out of MY mind for two days already!”

“In the meantime,” Lyra continued. “I’ll take the left hand, Rarity can take right.”

“And I get the seat of honor?” Twilight asked, eagerly.

Lyra must’ve nodded, for Twilight squealed in delight. This was really generous of her to let herself go last… he wondered if some kind of Still Way endurance training played into it. From underneath Dash, he heard the clopping of hooves as the girls all rearrange themselves in their assigned places, and he felt the sexes of the three unicorns settle against his left hand, right hand, and penis as they lowered their haunches.

“I think I see where this is going.” Rainbow said. “This… there’s not a stallion alive who could do something like this.” There was a fascination in her voice that sounded halfway between Rainbow Dash’s own excitement and Fluttershy’s interest in a new animal species.

“Ready, my prince?” Lero lifted his hand out from beneath Rarity, shows the thumbs-up, then slid his hand right back underneath her again. “Three, two, one, go!”

At moments like this, Lero liked to imagine he’d have been an excellent one-man band player. Pleasuring three… no, it was four mares now… at the exact same time was no trick for amateurs. On top of everything else, it was impossible to see what was happening; he had to navigate his girls’ bodies through touch and sound, alone.

Thank goodness he was no amateur. A big part of pulling off everything perfectly was knowing each of his girls well enough to tailor it to their personal preferences. For instance, as far as hands went, Lyra loved it when he ghosted his fingertips across her winking lips, adding more and more fingers as he went. Rarity, he had come to learn since the Swap, preferred having him insert one finger into her right away, then use the remaining four to explore the rest of her, especially around her clit. Both their tails wrapped as tight as ropes around either of his wrists.

And when it came to penetration, Twilight Sparkle had always preferred a slower, measured pace, especially when compared to the old Dash. Since he could feel a tail brushing his chest, he knew she had to be facing away from him this time, as her innermost folds clamped down upon him tightly. Since his entire upper body was otherwise occupied, he tried his best to clamp back with his thighs. Usually, she wouldn’t be bouncing up and down on him quite so vibrantly as this, but then again, this WAS the heat. He hoped his hipbones could take it.

And then there was Rainbow Dash. Normally, with cunnilingus, she’d always preferred he go straight to the licking. But today, he couldn’t resist kissing that part of her, a little over a dozen times. It was the sentimentalist in him. Without even any real sense of lust, he simply kissed this part of her as if these were the set of lips that could smile and say she loved him.

The pegasus responded with so much delectable squirming and wiggling, wings flapping excitedly. The noises from her throat were somewhere midway between giggles and gasps. She was responding well to it; perhaps this was the caretaker part of her.

Her lips were growing deliciously puffier, glistening with dampness, so he got to work, lapping at her cleft, exploring her labia. Pampering Rainbow Dash in all ways possible with his tongue. Swirling it around, gingerly teasing the moistening skin, massaging her from within.

Twilight came in tandem with Lero, and they were both the first. But Lero didn’t lose his stride, keeping at it with all the rest until they’d all achieved release, and their juices gushed all over him.

As he felt Rainbow Dash rise off his face, Lero’s eyes immediately went to her flank. But there wasn’t the faintest bit of faintness this time: the Butterfly Mark was as solid and opaque as any cutie mark should be. It almost felt like their earlier bit of fun had been like a vaccination of sorts… and now the Butterfly Mark was immune to further lines of attacks from that angle.

It’s probably just as well, Lero consoled himself. If sex was the Cure, I’d be honorbound to make love to Applejack, Pinkie Pie, and Fluttershy, too. That’d REALLY get awkward.

He took a long breath inward. The air in this bedroom had already taken on a muggy quality. They were all trying to regain their breaths. But long experience had taught Lero that it wasn’t over yet. The girls were still all capable of standing after all. A lot of fun work was still ahead of him. And indeed, he didn’t have to wait long at all before the flames of passion were surging up again.

* * *

“Lyra, darling, my sweet songbird, I think I really need to ask the teensy-weensiest of favors,” Rarity said, nuzzling into Lyra’s cheek.

“I’m not letting you go again before I get a turn,” Lyra said firmly.

Rarity pouted. “But it’s back again, already! This is no warm summer breeze this time, dear. This is a veritable firestorm. A tornado of need! A hurricane of heat!”

“And mine is driving me completely insane,” Lyra insisted. “I waited for all three of you to get your turns first, and I do not have the patience to keep waiting. My turn!”

Dash swallowed, watching her old friend diving head-first into a heat-fuelled argument with Ponyville’s resident Still Way Grandmaster. Sure, Rarity was a unicorn too, and Lyra had amazing control, and they were herding together so they probably argued all the time anyway, but she still felt intensely out of place watching it. She pressed herself against Twilight Sparkle’s side, more for friendly reinforcement than for any sort of physical desire.

“Lyra’s got a point,” Twilight interjected. “Round-robin scheduling is inherently fairest in these circumstances.”

“Sparkle-kitten, not now,” Rarity sweetly cooed. “Lyra, my beautiful, talented, patient, controlled sweet songbird, I really must insist.”

“Do I get a vote?” Lero asked, starting to sit back up. He was feeling the strain… or at least the start of chafing. Wet as they were, his girls were enthusiastic. The potions were helping, even easing the soreness, though they were really giving him a short fuse, so to speak.

“No,” all four mares chorused, even Rainbow Dash. Lyra and Rarity each snapped the word out, gazes narrowed at each other. Twilight and Rainbow Dash were closer to laughter in their responses, though.

Shifting to hug Rainbow Dash, Twilight turned to Lero, explaining; “Classic movie line, Lero. It’s called Herd Of Me?, and it’s about a stallion feeling unappreciated by his mares.” She kissed Rainbow Dash’s cheek, and the usually-bent pegasus found that at the moment, with such a pleasant warmth in her loins and still at least partly cooled by Lero’s efforts, she didn’t mind the kiss at all.

“Yeah, mares in heat kinda get a little… old-fashioned, shall we say,” Dash agreed. Then she smiled down at Lero. “Everypony loves you, big guy. It’s just that at the moment, we love one particular part of you a whole lot more than usual, and it’s very distracting.”

Lero laughed. “I’ll keep that in mind,” he said, and Dash leaned over so he could ruffle her mane.

Meanwhile, Lyra and Rarity had continued bickering with increasing heat while Twilight and Rainbow Dash had explained the joke to Lero. “Listen, my darling sweet talented beloved musical brilliant delightful giving generous loving understanding patient songbird,”Rarity pushed out between her teeth, her chest heaving. “You know I dislike putting matters quite this way, but I am asserting lead mare’s privilege!”

Lyra went very still. “Oh. Lead mare’s privilege, is it?”

"Glrk," Rarity said, and her eyes crossed as she fell over on her side.

Lyra gave a bright cheerful smile. "'Lead mare' goes out the window during heat," she said, trotting over the gasping white unicorn. "You don't seem to be complaining about this, so I'll just take the next turn. Don't worry, you'll stop orgasming when I’m done with Lero."

Lero saluted. “On it, your highness!”

Lyra licked her lips. “You’d better be. She might cream herself all the way out of heat if I keep this up long. Now let’s see, for our next bit, I’m thinking… turn it around.”

“You want to do that again?” Rainbow Dash questioned.

“Not what you’re thinking,” Lyra told her. “What we did before was Lero working on all of us at once. Completely different.”

“How?”

“Because we’ll be pleasuring him. With our mouths. You, Rainbow, will take Lero’s mouth again. Give him a lot of kissing and a lot of tongue.”

Dash saluted the aqua unicorn. “ Aye-aye, Cap’n Heartstrings!”

“Twilight and I will take him from below.”

“Together?” Twilight asked, incredulously. “Need I remind you that Lero’s a mammal, not a marsupial, so his penis doesn’t…”

“Us working on him,” Lyra reiterated. “Weren’t you paying attention? I’ll take his carrot, while you take his berries!”

“That I can manage!” Twilight and Lero both were grinning.

“Normally, I’d’ve assigned Rarity to take Lero’s hands, but…”

They all looked to where the white unicorn thrashed on the floor. Every time it looked like she was going to return to a stand, she’d spill a little more of herself, and flop back over again.

“I’ll… oooohh… get you for this, Heartstrings… nnnngggh…. so help me!”

Cockily, the Still Way grandmaster trotted over, swiping Rarity face with her tail; teasing and tantalizing at the same time. “I look forward to it… Fearless Leader. Places, girls!”

Lero was already assuming the spread-eagle pose as Lyra returned to him.

“Aaaaand…. begin!”

Lero absolutely loved this pose. Twilight Sparkle took his testes in her mouth and nursed on them like a foal on teats while Lyra engulfed his manhood whole. It was wet and messy, a hurried, anxious pace. The two unicorn’s faces were mashed so tightly together that sometimes their tongues accidentally slipped together as they bobbed up and down on him. He also saw them each break to clear their throats, and intentionally slide their tongues together, and it made his breath come hard.

It quickly became impossible to hold still under their ministrations, and he kept thrusting himself into their faces, but they just rolled with it. Meanwhile, with his hands free, Lero was able to reach up and behind him and cup Dash’s face in his hand as she kissed him, her tongue snaking in his mouth with her old boldness, intertwining with his.

“Ooh!” Lyra cried, lips popping off his shaft wetly. “I think he’s ready! Give me room, Twilight, I’m taking my turn!”

Twilight backed away, watching as Lyra straddled him; both his shaft and her marehood pulsating against each other, him within her. Lero’s toes curled as pressure built inside them both. At last, Lyra’s patience was rewarded as with one final quake, Lero came inside her. They screamed together, Lyra’s horn shooting sparks that fell onto the human’s damp skin and fizzled out.

“Wonderful as ever, Fingers,” Lyra said, rising off him. Her horn glowed as she turned to Rarity, who rose with a gasp, like she’d come close to drowning. A rather thick puddle had formed on the floor around where her tail had been.

“That… was… mutiny!” she groaned to Lyra.

The Still Way grandmaster was the very picture of repentance. “I’m sorry, Rarity, I just… I needed my turn. I was desperate. You understand, don’t you?”

“Please, princess…” Lero begged, hoarse-voiced. “Let’s not fight. Please?”

The white unicorn closed her eyes. They heard her groan again. “Do you have any idea how maddening it is to climax like that, again and again, and still be in such need? It felt lovely, yes, but wildly insufficient.”

“I’ll make it up to you, Rarity. I swear.” Lyra said, nuzzling her.

“I’ll hold you to that,” the white unicorn told her. Then blew out a breath. “I suppose it did help some,” she grudgingly admitted. “I’m not quite so… urgent.”

Letting his head fall backwards, Lero stared up at the ceiling in relief. It was never just raw sex when you were the stallion. You also had to juggle egos. Make sure every mare got a fair turn with you. Infighting was a scary enough prospect without the level of magic power these girls wielded.

Lero rolled his eyes towards the girls. “Could I have a drink?”

“Of course,” said Rarity. “What would you prefer? Some wine? Brandy? More stamina potions?”

“A glass of ice water, thanks.”

Rarity tended to the water herself, floating the glass up from the kitchen, then conjuring a tiny cloud right inside it that spewed both a miniature downpour and nuggets of ice.

Of course, there were days where he and his girls had sex while drunk. But this wouldn’t be one of them. He couldn’t afford any sort of alcoholic sloppiness or sleepiness. He had to be alert, he had to be on his A-game, especially because Rainbow Dash needed more.

“What next? What next?” Dash was hopping in place, even as he drank down his water tiredly.

“I... think we ought to wait,” Twilight judged, looking Lero over.

* * *

Dash kept prancing in place, her hooves thudding on the wooden floor. “What do you mean, we have to wait?”

“Well, collectively, Lero’s given us… one, two, six, nine orgasms.” The purple unicorn reminded the pegasus. “Give the poor boy a minute to breathe.”

“Twilight, please! This is the heat we’re talking about! It’s less patient than… than Angel waiting for dinner!” she pled. “Lero’s got the stamina potions, four isn’t too many, he’s doing fine, so what’s the hold-up?” She caught Twilight’s cheeks in her hooves. “If I’m not being clear enough, let me spell it out! I want him to put his penis inside me again!”

At times like this, Lero could appreciate why some herds had multiple stallions. Mares were just insatiable in this state. He’d do it, though, he’d power through, for as long as...

Twilight pressed forward and kissed the frantic blue pony. This caught Dash entirely by surprise; sure, Twilight was as much her friend already as Rarity was, and sure, she was dating the entire herd… she just hadn’t ever expected Twilight Sparkle to use that much tongue. It felt oddly nice. And did a very good job at quieting her down.

Twilight drew her head back. “Can I talk now?” Dash nodded her head, though her hooves kept drumming on the floor. “Good. Now, fantasies aside, and I promise I’m having them too, even the randiest stallion in Equestria can’t actually keep going all day all heat long. Lero is the hottest stallion in Equestria as far as we’re concerned, but he’s a long way from the horniest – and he’s just not built to keep up with us all without the stamina potions. And even with those, he needs some ‘downtime’ or we’re going to leave him hurting in a very unpleasant way. You wouldn't want that, would you?"

"N... no..." said Dash.

"And since none of us can actually trust ourselves to not pounce him, and I happen to be feeling abnormally aggressive right now due to a heavy surge of hormones, I’ve taken it upon myself to guard Lero’s rest period.”

Rarity giggled. Lyra’s efforts had indeed helped push back that incredible need. Not resolve it, not by a long shot, but push it back. “You are adorable when you’re looking stern, Sparkle-kitten. You want it so very badly, but that lovely sense of duty and self-control makes you such a little paladin when you’ve got a mission. So what is it you plan to do as Lero’s self-appointed guardian for the next… half hour or so?”

Twilight gave her lead mare an unusually toothy grin. Well, she normally showed her teeth when she smiled, but this time she seemed to be pulling her lips back more than she normally did. “I’m a very powerful unicorn, Rare-bear,” she purred. “Normally I don’t like to show off. Normally I like to study quietly. But right now, I’m feeling a very strong urge to… let loose a bit.”

Lyra’s eyes opened slightly, and her horn started to glow. Trying to counter spells with a lust-crazed Twilight Sparkle would go about as well as trying to duel her under normal conditions, but…

“Oh, relax,” Twilight scoffed, and Lyra gasped as Twilight’s lavender aura encased her horn, binding her magic as surely as any constable’s horn-wrap. “I’m not going to turn you into anything, cast any mind-altering spells, or anything like that.” Twilight’s aura surrounded Lyra the rest of the way, lifting her and bringing her over for a firm kiss of her own. “At least not yet. Right now, I’m just going to do something… complicated.”

Rainbow Dash gaped at the sight of Lyra pinned in midair in Twilight’s magic. The most dangerous mare in Ponyville, the Still Way Grandmaster… completely neutralized as easily as flicking her tail. … Dash realized her wings hurt. When exactly had they gone stiff like that again? “Uh… Twilight?” she squeaked. “You’re kind of scary like this…”

Then she swallowed. No. Got to be Awesome Dash. No being scared, no being shy. “... Please stop?”

The aura settled Lyra to the floor and vanished. Twilight turned to look at Rainbow. Twilight’s tail flicked and a smile poured across her face. Dash had her head down, but not submissively – she was actually trembling, but she was braced to charge. She looked so much like the old Rainbow Dash facing off against a threat that Twilight forgot her heat for a moment. “Okay, Rainbow,” she said. She let her magic trace along the pegasus’ wings instead, and Dash gasped. “If you want me to stop, I’ll stop.”

“W… well… not this part,” Dash gasped out, her knees shaking with arousal. Then she gasped as Twilight’s magic ran down her back and between her legs, an invisible softness stroking at her. “T… Twilight…” Her body shook, and then she moaned. “Tw… Twilight… You’re… you’re just… gonna have some fun, right?”

Twilight smiled. “Of course, Rainbow. I promise, everypony’s going to have a very good time.” She kissed Dash’s cheek, gently. “All at once. Because I can do that. And I think you’re going to like what I have in mind.” She looked into her once-and-future herdmate’s eyes. “Do you trust me?” Her magic caressed the pegasus’ wet cleft again.

Dash groaned, an aching, heartfelt sound of need. “Ah… all right. All right! If you need to do it and everypony else is okay with it!”

“Far be it from me to deny my Sparkle-kitten a chance to let out her inner tigress,” Rarity said, a sly smile curling at the edge of her lips. “I admit to being curious, in fact.”

“I’d rather let her go now instead of waiting to see her scream in frustration, catch on fire, and cast her Want-It-Need-It spell between her legs, myself,” Lyra agreed.

Dash tried to imagine that for a second. Her estrus-addled mind quickly switched to fantasizing about that spell on her own crotch instead. Visions of herself with her rear high in the air and a dazedly satisfied look on her face danced through her head, picturing every stallion in Ponyville lined up for miles…

She shook her head to clear it. Oh sweet Celestia, she could almost feel them on her. She was soaked; her fluids were dripping down her legs. “Okay! Just get started,” she moaned. “Anything to pass the time until Lero gets hrrrkk!”

A trio of steel bits slid into place, one in Rainbow Dash’s mouth, one in Rarity’s, one in Lyra’s, each surrounded by a lavender glow, attached to a bridle. The straps tightened neatly, not too hard, just enough to hold, and all three of Twilight’s herdmates floated into the air.

Twilight smiled at them. “Holding three ponies at once while neutralizing their magic is a good start. Most unicorns would be straining just with lifting one,” she happily said. A quartet of coolers floated into the air. “Then there’s this part. Four more fine-precision bits of control at the same time. This ought to be enough to keep us all occupied.”

Dash felt the wall against her back, the magic pulling her forelegs up and her hindlegs down and spread, her wings pinned flat to the wall. She moaned into the gag as the telekinetics stroked at her feathers, then gasped as the cooler’s tip flicked quickly between her spread legs. She tried to move and found she had absolutely no freedom at all. Her hooves might as well have been glued in place.

Rainbow Dash would have sworn that the idea of being tied up, or magically pinned, would be terrifying to her. Even heated, even with a trusted friend. She could therefore hardly believe how good it felt. How exciting. Then the cooler drove in, and Rainbow Dash let out a SCREAM of climax that rattled the windows.

Sitting himself back against the wall, grateful to be overlooked for once, Lero looked down at his groin and groaned. "Come on, you, this is when you're supposed to be resting..."

Twilight Sparkle licked her lips, looking below heavy-lidded eyes at her herdmates, past and present combined all at once... and all pinned to the wall, legs splayed, bodies writhing as her purple field drove coolers into all of them at once. Herself included, though she did have to be careful. If she brought herself to climax, after all, she’d be unable to keep her spells going for a while. And as powerful as she was, self-control had been a constant in her life. Even now, with seven distinct objects and three sets of magical abilities to counter, she wasn’t really exerting herself. But it felt… good to let the mana flow.

And it was for a good cause. Her stallion, of course. He needed a little break. So that he could tend to her properly. And she wasn't going to let anypony, even her beloved herdmates, get in the way. And it wasn't like they were objecting... not that they were currently capable of that, not with those bits pressed into their mouths. Sometimes, she reflected, it's GOOD to be the ubercorn.

* * *

They were all sipping from glasses of ice water now. All four of the girls, panting, enervated. Each one was a mess. Each one needed a shower, and was hungry to have some solid food in their bellies.

“Is it lunchtime or suppertime?” Lyra rasped.

“Midway between the two meals... I think,” said Rarity.

“How many calories… do you think we burned off?” asked Twilight.

“Didn’t peg you for a calorie counter, Twilight,” Rainbow Dash laughed. “Feels like ten thousand, doesn’t it? Whaddaya say we hit the showers, and…?”

“One more,” Lero said, standing up tall. “Just one more.”

“Lero, please…”

“Just one more, and then we break,” he promised, licking his lips eagerly. “I’m feeling my second wind, and I don’t want to waste it. I’ll cook lunch myself afterwards.”

The girls all looked at each other.

“Well… I’m still yearning to feel your sword in my sheath one more time, my prince,” Rarity said, standing back up, and grinning her old grin.

“You’re lucky you’re so cute when you’re horny, Fingers,” Lyra said, joining her.

“ONE more,” Twilight said, “And then I don’t think I’ll have any more in me until nightfall, at least.”

“What position’s this one gonna be?” Dash asked curiously. “Like, is there one where we’re all forming a pony pyramid while standing on our heads or something?”

“We can save the Upended Ziggurat for later,” Lero told her, “I’m thinking of something simpler. What do you say to a wild rumpus?”

“You’ll need to walk me through that position,” Rainbow Dash told him.

“There’s nothing to walk through, Rainbow, darling,” Rarity told her. “It’s not a position at all. The wild rumpus is just a free-for-all, nothing more. Watch.”

And then Rarity’s magic shoved Lero backward against the bed. She clambered on, wrapped herself against her human stallion. Just as the two of them began sliding themselves up and down each other, Lyra climbed onto the both of them at once, then Twilight, at a sideways angle. Getting the idea, Rainbow climbed on herself, joining the hodgepodge.

All rhyme and reason took a hike. They were just layered against each other, a smashed sandwich of heated bodies, desperate lips and loins sliding over, into, and against every surface and orifice open to them.

To Lero, it was just a flurry of fur, horns, tails, wings, and mouths latching and sucking and groaning, legs reaching and coiling and stroking, vaginas winking, squirting, rubbing, being rubbed, and licked, and engulfing his own manhood… all in a senseless blur of aqua and white and purple and cyan and rainbow stripes. Inevitably, amidst the wild tangle of hooved limbs, there were a few unintentional kicks and scrapes, but Lero put up with it. When you were the stallion of a herd this big, kicks and scrapes during estrus were like stings to a beekeeper. Plus, Twilight was always trusty with her healing spells.

Finally, at some point, it was done, and the five bedmates wearily disentangled themselves from each other. All their come had gone… at least for now.

Lero tilted his head to the left, and there he saw Rainbow Dash’s Butterfly Mark. It almost felt like the butterflies were staring back at him, perhaps considering the wisdom of fluttering off Dash’s flank and landing on his fingertip. Even in the face of this supremely marvelous day, a trickle of the old bitterness still leaked out through his otherwise-overwhelming bliss.

Those butterflies, which had caused Rainbow Dash to leave in the first place. Those butterflies, which kept him from just telling her the truth about everything. Those butterflies, which he’d almost been able to get to vanish, which had always been his and Dash’s enemy…

Stop already. Lero chided himself.

And stop he did. What was the point? All the energy he’d waste resenting the cutie mark would only get in the way of loving Rainbow Dash. Besides, to whatever extent the Butterfly Mark actually was his and Dash’s enemy… between the both of them, it had been completely brought to heel, as surely as every one of Dash’s animals.

Better to forgive it. Better to accept it as a natural part of who Dash the Caretaker was. Better to make peace with it… as any good victor should with the vanquished.

So Lero rolled over on his side, set both hands upon the pegasus’ flank, and kissed each of her butterflies, one by one, silently thanking them for allowing Rainbow Dash to fall back in love with him.

She came awake with a gasp. “H-how’d you do that?!”

“Do what?” he asked.

“When you kissed my cutie mark, how’d you do that?!”

“I puckered my lips and pressed them down on the pink parts of your flank,” he told her.

“Well, I felt that kiss way, way down inside me. I’m not even talking about in my body, I felt it touch... touch the core of who I am,” she breathed.

“You’ve never felt like that before when your cutie mark was touched, have you?” they both heard Twilight ask, sleepily reopening her eyes. “I’ve heard of ponies with sensitivity on their marks…”

“Well, no,” said Rainbow Dash. “When I’ve gone to the spa, I get massaged right over the cutie mark, and I don’t feel anything, usually. Lero kinda caught me by surprise… but it was wonderful,” she sighed. “That kiss made me feel loved all the way down.”

“Dash… you ARE loved all the way down.” Lero told her plainly.

Never in his life had Lero seen his sweet Rainbow Dash smile more beautifully, even as she tripped on her words, as incredulous as she was joyful. “Lero… you… you’re just so nice!” She turned around, looking at the rest of them. “All of you are all so, so, so nice to me! All the time! I feel like the luckiest girl in the world!”

“We’re the lucky ones, Rainbow,” Twilight told her.

“I only regret it took this long for us to realize how perfectly we all fit together,” Lyra said, nuzzling Rainbow’s side. “I feel like this should’ve happened years ago.”

And then came Rarity. “You’ve been a blessing, Rainbow. One of the most surprising blessings in my life since I fell in love with my prince. I’d never have thought our relationship would’ve taken this turn, but ever since it did, I’ve seen an overwhelmingly positive response from all my herdmates… even Spike! I can’t help but fall in love with you too,” the white unicorn said. “In fact, the more I come to know you, the more reason I have to fall in love with you.”

Tears of gratitude spilled from Rainbow Dash’s eyes. “I think... I’ve found my new home.”

“What?” asked Lero.

“Can I sleep in this big bed with you all tonight? Can I sleep with you all every night? I love this house and everyone in it with all my heart!” the pegasus proclaimed. “I want… I want to be a full-fledged member of Herd Bellerophon. I want to be a part of this family. I want this to be my home!”

She stopped, and then gave a twitch. Lero watched the butterflies… not quite flash, but almost. “... If… you’re… okay with pets…” she added, hesitation catching in her voice at the last.

Lero reached for Rainbow’s arm, clasping her hoof in both her hands. “Then on behalf of all of us in Herd Bellerophon, let me be first to say: welcome home, Rainbow Dash.”

Beaming with joy, Rainbow Dash hooked her arms around Lero and brought him to her chest, as Twilight and Lyra cheered.

Starswirl’s unfinished spell had seen fit to steal his love and replace her with another in some mad equivalent exchange... but he’d circumvented all that. He’d won Rainbow Dash’s love back, fair and square. She was back in his family, and not thanks to any spell or counterspell or hypnotism from Discord, but of her own free will.

And what makes this moment so unbelievably sweeter, Lero thought, as he reached out towards the white unicorn, is you, Rarity.

Dear, sweet, magnificent, marvelous, darling Rarity now cuddled lovingly against the other side of his chest. So warmhearted and wholehearted and truehearted from the very beginning, that she had become an indispensable part of Herd Bellerophon… every bit as precious and irreplaceable to all of them as Rainbow Dash, herself.

And things hadn’t come to a heart-rending ultimatum between one or the other, as he’d feared. He’d gotten both. He’d beaten the Swap at its own game, left it holding the short end of the stick, armed with nothing more than his own human ingenuity and his own human heart.

The Swap had threatened to unravel the threads of his whole family unit… but in the end, they hadn’t allowed that to happen. They had all pulled together. And now, after all they had been through, their bonds were like a muscle: stronger than ever after being torn. One member stronger, besides: six instead of five.

It didn’t even matter if Twilight found a cure or not. If the Swapped were cured, Rainbow Dash would be sure to know that he had left no part of her unloved, (no matter which way she sliced it.) If the Swapped stayed Swapped… then he could happily live out the rest of his days in the company of these fine four mares. And Spike.

Rainbow Dash might be missing her old memories, but they’d forge new ones together from the ground up. And he’d happily build further upon the rewritten memories Rarity now had; true memories they could both look back on with fondness.

As he reflected upon all these fabulous victories while Lyra and Twilight also cuddled up against him and Dash enveloped them all in her wings, Lero Michealides found himself unequivocally, unconditionally genuinely grateful that the Swap had happened... for the very first time ever. His life would’ve been so much poorer without it.

* * *

Rainbow Dash lay there. She felt… sore. Extremely sore. In some ways, even more sore than when Angel Bunny was leading her animals in tooth-and-claw attacks all over her body. Even when they’d landed a solid bite back there it hadn’t felt sore like this.

But the same time, it was a good kind of soreness. Satisfied. Worked over, relaxed. And it was actually nice, laying there in a warm pile of bodies, Lero against her on one side, somepony else cuddled up behind her.

The pony behind her felt her stir. “Good morning, my sweet hummingbird,” Rarity cooed in her ear. “Ready for more?”

Dash felt a warmth in her cheeks. Of course she knew what she had been doing. For days in a row. Coming out of heat didn’t make the memories go away. Oh, no. They were extremely vivid. She just… couldn’t imagine continuing to act that way. “Umm… I think I’m good now, if that’s okay,” she breathed.

“You’re… oh,” Rarity sighed. “Are you sure? Not one more day?”

“I definitely think I’m all out of heat now,” Dash confirmed. “I’m sorry…”

Rarity nuzzled her ear lightly. “I don’t suppose you might have had a… change of heart?”

Dash started to say no, but Rarity sounded so… hopeful, she just had to make sure. She thought about it. Even Lero hadn’t been able to bring her off as hard as Rarity did (even if Lero was waaaaaay more effective at actually cooling her down). Hugging against Rarity, kissing her, trading mountings with a cooler, using mouths… yes, it had felt wonderful. But…

“I’m sorry, Rarity,” she apologized. “I’m pretty sure I’m still bent.”

“A mare can dream, love. Do you think you might find it in yourself to help me out again, regardless?” Rarity nipped lightly at Rainbow Dash’s mane, but high atop her scalp instead of down low on her neck. “I’m quite sure my heat is some ways from breaking, and Lero needs all the rest he can get.”

Dash felt a shiver of panic run through her. Now that her head was clear, was she really going to… well, act like it wasn’t?

Rarity felt the shiver and promptly pulled back, letting go of Rainbow Dash’s sides. “Oh, I’m so sorry, darling, I’m pushing too hard on my delicate hummingbird. You don’t need to do a thing you’re not comfortable with.”

Rainbow Dash carefully worked her hoof free from where it was caught under Lero. Then she rolled herself over, ending back against Rarity, belly to belly. She hugged her this time, and moved her head in.

It wasn’t a kiss like Rarity’s kisses, strong and determined. It was delicate, dainty. But it was on the lips, and it was just as heartfelt.

“Just because I’m bent doesn’t mean I’ll leave you in need,” Dash promised. And she hugged the white unicorn tighter. Rarity gasped softly at the surprising strength in those powerful forelegs.

“I wanna be with you, Rares. All of you. Even if I don’t want to sleep with all of you, I want to be with you. I’ll be there for whatever you need me for, and for every second you need me for it. That’s the way things work in good ol’ Herd Bellerophon, right?” She smiled. “Trust me; a couple hours from now, none of you will even remember I’m bent.”

Rarity closed her eyes and laid her cheek against Rainbow Dash’s. The swelling joy in her heart beat out everything else, even the incessant demands of her body.

But only for a few heartbeats. “In that case, lover, I hate to ruin the moment, but I really, really need you to get the cooler again, please.”

Dash gave her a playful smile. “I think I remember this part. Something about head down, legs spread, tail raised, and repeating that?”

Rarity snorted quietly and nipped at Dash’s nose. “That is for you. I, on the other hoof, have grown extremely fond of Lero’s dolphin-style positioning. Now, if you wouldn’t mind?”

Dash giggled softly. And went to find the cooler.

Author's Note

I hope you all really enjoyed this one.

Please support the Divided Rainbow TV Tropes page, and help keep it updated!

And I strongly encourage every true fan of this story to check out this Divided Rainbow spin-off: Into The Hedge, strongly approved by Yours Truly.