The Memory Stone Part I

[ This memory stone was recorded by: So do I just think my name now? Right! Ok, uh- Hi, I’m Twilight Sparkle! ]

Is… it working? I’ve tried tapping it but I’m not sure if it's recording or not.

Yes Twilight, I can see and hear your thoughts. Just relax and remain focused.

Oh, wow! This is so fascinating! The applications for chronicling histories alone is an exciting prospect, and this is so much quicker-

Twilight?

-than writing with a quill, how come I’ve never heard of these memory stones before? Oh it would-

Twilight Sparkle! Focus, this is a record for the Moonlight Solace, not a forum for discussion.

Right. Sorry... Interrupt my excitement you overly pushy princess… Oh no! Uh... Strike? Remove?! Deletrius!

All of your focused thoughts and memories are permanently stored here, including your frustrations, now once more I ask you to focus Twilight.

I’m so sorry Luna! I’m just so excited about discovering a new magic tool. I’ve never seen anything like this before!

We know, Twilight Sparkle, and you are forgiven.

Well I suppose I should uh... think back to the beginning then?

That is usually wise.

[Month of Heart’s Warming, 7th day. Year 1009 A.B.]

Luna continued to look down at me after lifting my head from her warm chest. I tried to match her eyes, but they held a firmness and depth to them that made me want to avert my gaze.

“Twilight Sparkle, get yourself a special somepony, write back to Celestia, and reconnect with your friends. If you don't... I’m locking you in our pleasure dungeon for a week.”

Honestly, I had no idea how to respond to that. A pleasure dungeon? I blurted out as much and she affirmed my fears, I’m fairly certain she’s not joking. Well, buck… What do I do now?

<You have selected to skip ahead. Please wait while the next recorded memory loads>

[Month of Heart’s Warming, 15th day. Year 1009 A.B.]

This dream had been different than the ones before it. I still woke up drenched with sweat and had to... uh finish the job myself though. I don’t know why she’s taken to showing me visions like that, and how does she seem to know each and every little thing that makes me so... Ugh! At least this dream wasn’t so focused on teasing me.

Though that’s not exactly reassuring considering that instead she gave me a choice: Pleasure dungeon or become a member of the “Moonlight Solace”. When she had explained that they were a long standing order that chronicled their efforts, triumphs and even failures in bringing comfort to wayward souls, well I was intrigued. Obviously I accepted. I mean making lists and recording things is already- Wait... is that why in that one dream I had that list… and then I... with the quill… oh. Oh sweet Celestia! How did Luna know that?! Gaaaaah!

I was obviously a little confused on what to do next. Fortunately, later that same day I received a letter from Luna giving me some basic information on my duties and telling me to start slow and easy. Her suggestion was that I simply go to my friends and provide an open heart for any of their struggles. I’m the Princess of Friendship, listening to my friends won’t be an issue! Still, there was the whole “comfort” thing, but Luna assured me in the letter that not all of the duties of a member of the Moonlight Solace were sexual in nature.

Well in that case, Applejack seems like a safe first bet! She’s hardworking, honest as the day is long, and is probably the most level-headed out of all of us. I’m sure any problems she’ll want to discuss will be about apple-bucking, crop yields, and keeping the farm afloat. I’ll make sure to set aside graphing paper just in case!

And done! I’ve set up an evening with Applejack, 7PM sharp at Sweet Apple Acres. I’m sure any conversation I have with her will be short, simple, and 100% platonic!

[Memory: Applejack] (Clop Chapter)

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[Month of Heart’s Warming, 16th day. Year 1009 A.B.]

The walk to the apple farm was quick and uneventful. Despite the cooler weather my winter set of feathers had grown in, making me very thankful I was part pegasus now. I was quite surprised when I didn’t run into anypony on the way to the farm, even though I took the main path through town. Then again I probably would have made any excuse to stop and keep talking until I was too late to go see Applejack.

As usual, my internal clock was superbly accurate and I arrived just in time to knock on the beautifully-carved wooden door of the Apple residence at precisely 7PM. One thing I’ve always appreciated about Applejack was her punctuality; If she agreed to something you could be certain as her summer harvest that she would hold to it. So it was no surprise when she opened the door immediately, she was ready for me.

I stepped inside to the toasty warmth of the Apple family’s home and as every time before, I was immediately hit with the spicy scents of apple-based delectables. Applejack could see my mouth watering, so being a pony of hospitality that she is, she of course offered me a slice of homemade apple pie. I’m not ashamed of the noises I made while eating it. Ok, maybe a little ashamed.

Applejack didn’t know all the details about why I had come to see her, I had kept my original message purposely vague. Still, the farmer was nothing if not perceptive and she seemed to hit on the fact that we’d need privacy, so we ended up heading into her insulated barn. And I do mean insulated, earth pony engineering is celebrated for a reason.

As we settled into a bench near a hay bale, Applejack fixed me with a questioning look. By this point I figured it was time to come clean about why I had come to see her; After all it’s not like I could get away with fibbing in front of the Element of Honesty.

<Notation Found>

Do I really need to keep the rest? I mean it gets so-

The record should always be as complete as possible. I told Applejack as much and she agreed to the preservation of this memory.

I suppose so...

</End Notation>

“So the truth is Applejack, I’ve taken a new position under Princess Luna, she said it was a way to help me grow in my relationships while also being somepony that others could depend on for comfort and companionship.”

Applejack seemed to be impressed by that. “That’s swell Twilight! I can’t imagine there being many thangs more honest and true than standing like a rock in rough waters for other ponies!”

I gave her a genuine smile. “And that’s why I’m here Applejack. I want you to be honest with me, to open up; it would be my pleasure to listen and be here for you.”

I had not expected tears and I had most certainly not expected anger. Applejack’s face contorted before me and I was no longer facing a hardy apple pony, but instead some teary-eyed monster from the depths of the Everfree. I’m ashamed to admit that for a moment, I was afraid of my own friend.

“She bucking told you?!” Applejack’s rage seemed to grow by the second, the tears kept coming, and it was terrifying to watch as rage and anguish dueled on her face.

She pushed a hoof into me, which knocked my mind back into focus. I tried my best to answer. “Applejack, I-I’m so sorry! I don’t know what you mean, Luna said to- so I… I came here to try to practice-”

“Oh, so that’s what this is to ya? Bucking practice?!” “I had Celestia and Luna’s word, ever since I was a little apple fritter that nopony would ever know! So why the buck did she tell you?!” she began to openly weep.

It was clear then that she was not some angry timberwolf about to strike but a vulnerable and hurt pony; a hurt friend. So I did the only thing I could think of and hugged her. My wings responded too, wrapping us in a shared cocoon of warmth and feathers. She didn’t resist. I’m not sure how long we stayed like that but I was very surprised when the farm mare eventually let out a snort, followed by weak laughter.

“Twi I done gone an made a fool of mahself, haven’t I?”

I said nothing, I had no idea what to say. Instead I softly hummed and stroked her with a wing. I could finally feel her relax and the last of my own fear melted away as well. I pulled back my wings and released my hooves from Applejack’s withers. She was smiling now, and it was a wonderful thing to me. Had her freckles always been so cute? I tried to shake the thoughts from my head as I simply waited for her to open up; after all I still had no idea what was really going on.

Applejack took a moment to wipe her stained cheeks with a hoof. Her smile faded a little when she spoke to me again, “I’m sorry Twilight, I really am. I can tell now y’all were being honest with me and are probably a mite confused on why I got so angry with ya.”

I tried my best to reassure her of course. This wasn’t about any assignment or duties anymore; my friend was hurting and I wanted to help.

“Applejack, it’s alright. I didn’t mean to come here and pry anything from you or hurt you. Whatever is bothering you seems incredibly personal, you don’t need to share it, but if you do I won’t judge you, I never could.”

“Ya know what? Buck it! Apples never liked keeping secrets anyway. Ya know, underneath all the anger… Well I felt, ah guess- ah guess I felt relief... there just being somepony else who knew. Wait here, please.

I nodded my head politely. I didn’t have to wait long, Applejack rummaged around near the back of the barn for a bit and promptly returned with a small barrel and a couple of mugs. I will never not be impressed with how earth ponies manage to carry so many things so effortlessly without magic.

*thunk*

The farm mare placed a sloshing barrel of what was clearly a special brew of Apple Acres Cider down on the hay bale next to us.

Applejack then gave me a serious look. “Discussions like these here are best had over the good stuff.”

I hardly found it right to try and disagree and simply accepted a filled mug from her outstretched hoof. I was still a bit apprehensive though; I don’t often drink and Applejack’s ‘good stuff’ was strong enough to put even Rainbow Dash under the table.

Applejack gave me a knowing look. “Don’t worry Twi, I know ya don’t like to drink, this here is mostly for me.” she took a big swig from her mug before quickly refilling it. I patiently waited while she downed several more mugs worth of cider before she seemed to give a satisfied nod.

“Just figure may as well take a lesson from mah brother here and be brief." she fixed me with an intense stare before continuing. "Twi, I have a dick.”

“Oh.”

I downed my mug to buy myself time. I was running a thousand scenarios inside my mind to try to figure out how the buck I should process this information. Was Applejack actually a stallion? No, I’d seen her mare bits one too many times, I mean we don’t normally wear clothes. Changeling wouldn’t make sense, we’d all been tested after the invasion. So… that would mean... huh.

“You're a descendant of a Star-Kissed, like me, aren’t you?”

“Eeyup” Applejack said simply before gently taking my empty mug, refilling it, and returning it to my idle hooves while I was still thinking.

“I guess I didn’t realize some of their umm… traits could be passed down so far in their lineage.”

“Believe me ah didn’t realize a lot ‘o things until Luna and Celestia came and told me. Said it were a rare blessing passed down to me from Celestia herself. I tell ya Twi, being a freak ain’t no blessing.”

I tried my best to reassure her. “But being a Star-Kissed is an incredible gift! It means your family history has probably been filled with countless heroes and heroines! Applejack, you yourself have helped save Equestria at least a half-dozen times!

“But what does that have to do with having, you know, stallion bits down there? Ah mean I felt less weirded out when Celestia told me herself and a few of her descendants were the same an all, but it just ain't normal, ya understand?”

I nursed my drink for a moment. I will admit, I am not good at handling alcohol. Ok so I’m bucking terrible at it. My cheeks had already grown a bit rosy and warm, and I couldn’t help but ask the first thing that popped into my mind in that moment.

“So have you ever… you know, used it?”

“Landsakes, Twilight! No, ah never ‘used’ the darn thing, Luna enchanted mah hat back when I was a filly and I’ve used the enchantment ever since to keep it hidden. No pony but Luna, Celestia, Ma and Pa, rest their souls, and now you have ever known about it.”

“Can I see it?”

Applejack took my mug after that.

She stared at me for a moment before finally letting out a long sigh. “Guess the reaction ah got from ya just ain’t the one I was expecting. Thought there’d be more gasping and calling me a freak and such.”

I shook my head adamantly. “Never Applejack! You didn’t stop being my friend just because” -I snorted- “you had a little friend already.” I tried to bite back my laughter, I really did. Again, this is why I don’t drink.

Applejack frowned slightly before letting out a small laugh herself. “Stars above Twi, you really are terrible at holding your liquor! And it ain’t little.” the last part had come out almost as a whisper.

“What was that Applejack?”

I watched as she downed the rest of her mug and refilled it before answering me.

“I said it ain’t little. Got curious one day and compared it to Big Mac while he was sleeping. He may be my big brother an all, but I got him beat on the ‘big’ part.” despite everything she seemed to look proud of herself for that. She leaned back on the bench looking more relaxed now that she’d opened up without any rejection from me.

Seeing my opportunity I quickly snatched her refilled mug from her relaxed hooves, downing some of the burning liquid before she could protest.

“Ok, well now you have to show me! You know, for scienti-scientific observation!”

Yeah, I was getting pretty drunk by that point.

But Applejack was quickly getting there too. “Ya know what Twi, fine, mah hat was getting too hot for mah head anyway.”

With that Applejack took her well-worn stetson and gently tossed it to the side before removing her hair tie and shaking her hair loose. Her freed mane of sandy-blonde hair fell down around her flushed face, framing her bright green eyes and cute freckles in a way that made me stare. I was awestruck by how beautiful she looked right then and there.

“AJ, you look amazing! I don’t think I’ve ever really seen you up close without your hat on.” it was true, I couldn’t remember a single time she’d gone without her hat, and even the few times it was knocked from her head, she’d always replaced it immediately.

Applejack blushed a bit at my compliment. “Well shucks Twi, but you’ll see here in a moment why ah never go long without it.”

True to her word a few minutes later there was a bright flash near Applejack’s nethers. When I’d finally rubbed the after image from my eyes, my jaw fell open.

Applejack was now sporting an absolutely massive cock.

In fact if anything, that was a disservice to just how large it was. Over a month ago I'd suffered the misfortune of catching a glance of Celestia’s own stallionhood; an image that was now seared into my mind. Applejack’s was nearly as large, but it was attached to a body that was much smaller than the Princess. The sheer size was… impressive.

“Wow.” it was the simple truth, and was said with all the awe I could muster; it really was that big.

I watched in that moment as the lingering hints of fear and discomfort in Applejack’s features faded. I think she realized now that I was more impressed than disgusted by what she was showing me, and her expression changed to one of unmasked -and I will add- much deserved pride.

She snatched back her mug from my hooves and downed what was left. I didn’t try to stop her, I was too busy staring, I just really hoped she wouldn’t notice.

“Keep staring like that and I might get the wrong impression, Twi.”

Of course she'd noticed; I was practically drooling- purely from being so drunk of course!

“Can… can I touch it?”

Ok so maybe I was a little turned on too. Luna had been teasing me in my dreams for a whole week after all.

Applejack raised an eyebrow and smirked at me. “Did you really just ask if you could touch my… ya know?”

I pressed my luck. “I didn’t hear you say no.”

“I guess ah didn’t.”

Ok, she was clearly teasing me now. Touching your friend’s mare-dick is still considered within the normal bounds of a healthy friendship, right? I mean, was Luna going to quiz me on this later? Would Applejack hate me if I did?

I touched the dick. I touched it so hard.

I poked her stallionhood several times, in a way I had to reassure myself something so massive could actually have been hiding on my stalwart friend. Despite my slight drunkenness, I still quite readily shifted into observation mode. I gave the pole of flesh a harder press, marveling at the heft and sturdiness of it. The coloration was almost a ruddy brown, making it stand out nicely against her orange fur and the heat coming off of it was immense! It gently warmed my hoof as I continued the contact.

I took my hoof and slowly ran it from the thick medial ring all the way to the large head. I could feel the veins on the surface pulse with the undoubtedly liter of blood flowing through to keep the flesh turgid. And the smell, oh Celestia, the smell! It smelled like a combination of cut grass, spiced apple cider and a hint of sweat. As I leaned in closer and breathed in the wonderful scent I suddenly felt the shaft kick and buck against my hoof.

I heard Applejack suck air through clenched teeth. “Sorry ‘bout that, guess I’m a bit sensitive.”

I certainly wasn’t complaining. In fact, I had found the sensation exhilarating, knowing I had caused it myself. So I did what every good scientist does, and made sure my results could be replicated. I pressed my hoof against the warm flesh and began to stroke up and down the underside of the shaft causing Applejack to let out a few unguarded moans before she quickly bit down on a hoof.

She was trying to hide her enjoyment, but I wanted to hear it. I needed to hear it. Knowing I was the source of her pleasurable discomfort was starting to make me squirm. I guess you don’t truly know yourself until you’ve touched your marefriend’s cock.

I don’t know when I started doing it, but at some point I had slowly moved a free hoof to my own nethers and started rubbing. And if the movement hadn’t been obvious, well there was no hiding the smell.

“Hmm, something, ya smells like lilac... Kinda reminds me ah ma’s old garden. Always loved it there. Any idea wher- oh.”

Yeah, she’d caught me mashing my clit with a hoof while rubbing her dick. No, I didn’t stop. I maintained eye contact and asserted dominance… Ok, so maybe I was just too embarrassed to look away.

“Well, guess there’s no reason to pretend we ain’t at least enjoying this.” the farmer said letting out an amused snort.

I nodded my head but I still didn’t really know what to say. What would a member of the Moonlight Solace do? I thought back to the letter Luna had sent me. In it there had been six main rules and rule four had been: “Bring comfort to all who seek it.”

So there it was. All I had to do was extend the offer, so I did.

“Do you want me to help you with it?” My voice was husky, I mean by this point from the combination of self-stimulation, the smell coming from Applejack, and the sight of a nearly two and half foot long pole of girthy stallionhood attached to my friend, how could it not be?

She didn’t answer, but instead weakly nodded her affirmation. That was good enough for me, I really wanted a taste. So I dove right in.

I placed my muzzle against the shaft, and with my nose pressed deep into the flesh I inhaled. After enjoying the scent for a bit, I touched my tongue against the skin near the bottom of the head and gave it a swift lick, causing the cock to pulse and kick while Applejack let out a cute yelp of surprise. I swirled the taste around my tongue, it was earthy, salty, and definitely Applejack.

I wanted more.

By this point, Applejack seemed to have overcome her shock and was openly panting as I started giving broad licks up all along the large pole of flesh. It was so warm and salty and it smelled so wonderful! And knowing that I was enjoying this while also bringing so much pleasure to a friend, well needless to say I started panting a bit too.

As I slowly made my way down the shaft, I realized I had been neglecting the heavy testicles that hung at the bottom, begging for my attention. So of course I rectified that immediately. Soon after I had started licking her there, Applejack placed her hoof on top of my head. At first I thought she wanted me to stop, so I lifted my head to give her a questioning look. Her face definitely wasn’t saying “stop” though, so I went back to enjoying my salty treat while she gently, almost lovingly, stroked the back of my head with her hoof; It felt nice.

By this point Applejack’s stallion pride from head to balls had been completely drenched in my saliva; I had left no point untouched. But I knew that wasn’t the end of it, and I definitely didn’t want it to be. I was hungry now. I gave Applejack another permission-seeking glance and she gave me another reassuring nod.

I opened my mouth as wide as I could. I was a bit far gone for estimating volumes and circumferences, but I had the “Twilight mouth." Oh... it was in that moment I realized why dad had called it that- yeah, not going to think about that... I wonder if he’s as big- Not. Going. To. Think. About. It!

Clearing my thoughts, I placed my mouth over the top of the massive cock-head and used my tongue to swirl around the flesh, getting it extra slick. My ministrations were quickly rewarded by a large spray of warm pre into my open muzzle. And if the taste from before had been great, this made me want to suck the life out of my friend using her cock like a straw. I guess that’s what happens when your diet consists of nothing but apple-based foods.

Applejack certainly wasn’t complaining though as I eagerly began to inhale her entire cock into my mouth and throat. Of course having never done anything like this before, and the fact she was packing a shaft the size of my leg, I choked hard. Quickly releasing the cock from my mouth I coughed and hacked, pounding a hoof against my barrel.

Applejack started smirking and then let out a full belly laugh.

“hahaha- Ya'll were going at it like a hog with vittles and then - hahaha- then ya started choking like a Griffon with a chicken bone!… I won’t fault you for your lack ‘o spirit though! Haw! Oh mah stars hahahah!”

I glared at her, but the drool sliding down my muzzle probably kept me from looking intimidating as her laughter only increased.

After a minute or so her laughter finally died down and she pulled me into a half hug; her eyes still twinkling with mirth. “It don’t matter Twi, I ain’t going to make ya do anything that would hurtcha. Ah have to admit that felt pretty good, but we can stop and call it a night if you want.”

“No.” I looked firmly into her eyes and my voice had a real fire behind it, I was far too deep, -ok poor choice of words- into this to back out now.

“Yeah, but Twi it ain’t gonna fi-”

I interrupted her by pushing her off the bench and onto the hay bale next to it, knocking the nearly empty cider barrel onto the barn floor. I didn’t let her get another word in before I was straddled on top of her, her incredibly warm stallionhood was now running along the length of my barrel, twitching against my fur.

“I have other holes, we’ll make it work.” I was almost as surprised as she was that I had said that, not really sure where that came from, but I was really done with the teasing by then.

“Uh-ok, uh wow, Twi, you must want this something fierce!”

She was right, I was pretty much soaking wet down below if the dripping of slick fluids onto my hindlegs and her fur was any indication. I wanted this, she was ready for it, at that moment I probably would have made it an official friendship decree if needed. I could imagine how that would have gone over, “Yes, hello I’m Twilight Sparkle, the Princess of Friendship With Benefits.”

<Notation Found>

Bahahaha!

Oh hush! I was having a moment… or something.

</End Notation>

I looked down at Applejack keeping my gaze commanding, there would be no quarter my eyes told her. Or at least I thought they did. But then she rolled her pretty green eyes, leaned forward and kissed me. Uh, mission accomplished?

Her lips were so warm and soft and they held that same incredible taste as the rest of her seemed to, it was almost like every single atom of this wonderful mare was made of delicious apples. We held the kiss for a while, there was no struggle, no tongue, just a gentle meshing of muzzles, full of urgent need. Some more urgent than others though; if I got any wetter down below we might flood the barn.

So I guess it was time to plug the leak.

I had once read that one of the most difficult achievements ponies had managed in our long and celebrated history was the underappreciated struggle of docking two underwater submersibles together during a salvage operation¹. It was no exaggeration that in that moment I felt I was being tasked to outdo this incredible feat: I was sopping wet, I was unfocused and also a little loopy from the alcohol, and yet now I had to carefully line up and dock my small, needy marehood with this intimidating tower of twitching flesh against me.

Time to make history.

I pressed Applejack back down into the hay beneath us with a look that I hoped was seductive and reassuring. Then I began to push myself up onto my hind legs. Unfurling my large wings behind me, I tried to steady myself as I placed all my body weight onto my rear hooves. Even at this increased height, my legs only barely brought my rear above the expansive cock-head beneath me. I felt the sudden warm splatter of another burst of precum hit my twitching folds and I let out an unbidden moan.

I carefully began to bend my shaky legs, lowering myself onto the incredible expression of fertility beneath me. My folds were now liberally leaking fluids onto the pole of flesh, making it slicker and mixing the fragrance of spiced apples with the scent of lilac and lavender.

We are a go for dock.

I relaxed and released the tension in my legs... and suddenly found myself impaled by nearly a foot of throbbing horsecock.

I cried out in a mixture of intense pleasure and pain. The sudden cries caused Applejack to worriedly ask, “Twi? Oh, sugarcube, are ya ok?! I didn’t hurtcha did I?”

She clearly couldn't see the goofy grin plastered on my face. I was barely able to mumble back my condition, “mmmhmmm… sss ok… soooo goood.” yeah guess it turns out I really liked mixing pain and pleasure; one of those things you only learn with a foot of mare-cock stuffed inside you I suppose.

Despite my seemingly pleasured response Applejack, ever the supportive mare, put her hooves to my sides ensuring I wouldn’t slide down any further onto her tree trunk of a cock.

That wouldn’t do, no that wouldn’t do at all.

I grasped her hooves in mine, holding them gently. Then I firmly pushed them away before grabbing around her back and started pulling her into me; our sweaty fur matting together as we meshed. Down and down I slid, I was practically being split open as a warm but painful fire spread through my insides. At the same time an electrical storm of pleasure shot through my nerves and spinal column; the mixture of the sensations caused me to openly moan as I continued to force myself down.

After what felt like several, pleasure-filled hours of being filled by flesh, I finally bottomed out; my soaked folds pushing tightly against her warm, filled testicles. Recovering for a moment, I could hear the sounds of our heavy breathing and I felt Applejack’s powerful heartbeat pulsing deep within me. Applejack herself had given up on trying to stop me and was simply lying back now; muzzle hanging loosely as she panted and groaned.

Not being the athletic type, I nevertheless found the strength to push off with my rear legs again, causing me to slowly rise on Applejack's fifth-leg as the large head resisted by tugging on my inner walls. Another flood of pleasurable pain began to overtake me, causing me to lose my balance and bottom out again. The sudden slide back down caused us both to let out a hearty moan.

Applejack now seemed to be aware of my predicament. She placed her strong hooves back to my side, but this time it wasn’t to hold me in place, but to support me on my upward climb. Nodding happily at the helpful mare beneath, I once again pushed power into my rear legs and began the tiring, but enjoyable crawl up the shaft.

Sudden realization struck me and I gently smacked a hoof against my face, causing Applejack to raise an eyebrow. I’m the literal element of magic! All I needed to do was cast a weight-reduction spell on myself. I lit my horn, thought of the spell for a moment and quickly pushed the magic into my own body.

The repercussions became apparent immediately: Applejack was a very strong pony, and I now weighed less than a small house cat. I cried out in shock as I was suddenly launched off Applejack’s cock and landed splayed out in a nearby hay pile.

Applejack was laughing again; My life is a tragedy.

Applejack approached me slowly as I laid there praying for death. I could hear her trying to bite back more laughter. “Al-haha-alright sugarcube, ya had yer fun, why don’t we finish this the proper pony way.”

I craned my head back and I fixed her with a ravenous stare. “Don’t be gentle.” my firm voice brokered no argument.

Applejack’s mirthful smile slowly faded and she nodded, the look on her face was now serious and hungry. “Dontcha worry none, I’m going to plow you and seed ya like a fresh field.”

It was just what I wanted to hear.

All pretense over, she approached and reared up, placing her front hooves over my withers. She struggled, trying to align her throbbing pride into my marehood. I did my best to twist my rear to line us up. We both moaned as she finally connected, pushing deep inside with one powerful thrust.

Now likely understanding how hardy my alicorn biology was, Applejack didn’t hold back as she snorted and began thrusting into me with all the force of a single-acting oscillating-cylinder steam engine. Our shared moans rose in intensity as I felt Applejack suddenly double her speed while pushing deeper; shaking my body and painfully mashing my winking clit with each mighty smack of her balls against my wet rear.

Applejack was nothing if not true to her word. She wasn’t making love to me, that’s not what either of us wanted right then; instead she was well and truly plowing me and I was loving every bucking second of it!

Her thrusts were smooth and powerful, reaching all the way to my cervix as her slightly-flared head drove through my depths while a shaft that could double as a support column followed, filling me and stretching me, bringing me more of that wonderful fiery pain and pleasure.

As Applejack continued to smash into me, I let go of all the disgust I’d felt for what I’d seen and experienced over the last few weeks. If this is what my friends and the Princesses felt, then this wasn’t some depraved act; this was an act of passion, no. It was a necessity! It was as vital to one’s survival as food and water. I needed this to live! How could I not? Every inch of my insides were filled with heat, spasming pain, and radiant pleasure. I felt the farmer’s powerful heartbeat join with my own, and Applejack and I were connected in a way I’d never connected with another living thing before.

Despite my euphoric state, I still noticed when a small flash of light emanated from the top of my head. At first I thought my dopamine-addled brain had accidentally cast a spell, but when I shifted my gaze upwards I gasped when I realized I was now wearing my element: the crown of friendship! Confused I turned my head back towards Applejack straddled above me and realized something similar had happened to her; she was now wearing a gold necklace adorned with an orange apple: the element of honesty! Stranger still, I noticed that both our elements were glowing. But we had returned the elements to the tree, how could they be here now? I let out another moan as I tried to focus my mind on what was happening here.

Then something even more incredible transpired.

Slowly a buildup of energy began to bubble forth from the purple gem on my crown before condensing into a tendril that slowly crept towards Applejack. Meanwhile something similar began to happen when Applejack’s own element released a tendril of orange energy that crept its way towards my head.

Somewhere in the middle the energies swirled and twisted before tying together in a knot, suddenly exploding in a powerful flash of magic that washed over Applejack and I, causing the orange mare above me to suddenly stop. Applejack hilted inside me and paused, a look of concern spreading across her face.

“Twilight, what in tarnation was that? I felt some kind of warm wind hit me an-”

Before either of us could say anything more, a wave of pleasure shot through my form causing me to scream in a mixture of shock and euphoria. Applejack was screaming much the same, undoubtedly feeling whatever it was I was experiencing. The spike of pleasure faded slightly, or at least enough that I could think again. If anything the shot of pleasure had cleared my mind of any remaining influences of alcohol and my senses seemed to be heightened a hundred-fold. It was almost as if I could feel Applejack’s stallionhood as part of my own being, my heart beating powerfully to push blood through-

My thoughts were interrupted when Applejack suddenly said, “Twi this is gonna sound strange, but ah think, ah think I can feel- it feels like I can feel me going inside of you. Ah dunno how else to explain it.”

She was right, that’s what it was! I wasn’t just feeling Applejack’s massive cock deep within me, I was actually feeling Applejack’s stallionhood like it was a part of my own body. Perhaps that blast of magic had caused us to share sensations somehow?

<Notation Found>

Most interesting. I will speak with sister and conduct a search of the ancient archives. This is something the elements have never done before.

</End Notation>

“Twilight- can… can I keep going?” she sounded so afraid I was going to refuse.

There certainly was no chance in Tartarus of that happening! Whatever this was, was certainly strange, but far too pleasurable to stop now. Plus a new opportunity to learn! I was giddy at the prospects of a new branch of magic being uncovered.

Ok and maybe I was a little horny.

“Please Applejack, keep going and don’t stop.” my voice came out so full of need that Applejack was roused back into action.

The orange mare pulled back and began the cycle of slamming in and out again. Both of us gasped as the new sensations overtook us. I could feel my girthy stallionhood as it pierced the hot folds of tight flesh that quivered and tugged, trying to stop me as I dug deeper and deeper. At the same time I felt an incredible pressure stretch into my depths clawing its way towards my cervix as every nerve along my insides alighted with pleasure and pain.

It was another level of unstoppable, transcendent pleasure. I needed it, I needed more of it!

Magic erupted freely from my horn and began to slowly glide along Applejack’s form, seeping into her massive shaft and her heavy hanging balls. As the magic flowed into her we both gasped, marveling as we could feel the form of her already impressive tool stretch and grow further. Applejack’s stallionhood and balls were now bigger than what I had even seen on Celestia; they were probably bigger than any stallion's in Equestria now.

And I could feel it like it was my own, pulsating and bucking as the increased length and girth caused it to be squeezed painfully tight by my overstretched folds gripping around it. Applejack and I let out a simultaneous moan, as if our sensations were one in the same, I suppose now they were.

Overstimulated to a degree that we were both only a hair from tipping over the edge, I-err- Applejack still found the willpower to continue her earnest plowing into my needy depths. We wouldn’t last much longer, this was far too enjoyable.

“I’m ah-close, Twi.” Applejack was clearly having trouble speaking now. I thought about asking her to pull out, so I did the obvious thing and locked my hindlegs around her, trapping her inside me. Then I pulled her down into a deep kiss with my forehooves.

This was fine too.

Applejack, now trapped within me and likely encouraged by my kiss, suddenly pulled her hips back before smashing forward with her signature apple-bucking strength. Her momentum crashed her massive flare through my cervix and into my womb with all the gentleness of a derailed locomotive.

“YESSS!” “YAAAA!” we both let out in unison; I had felt my barrier being demolished from both perspectives and no doubt Applejack had too, it felt incredible!

Applejack held me tightly as I felt m- as I felt our stallionhood buck and tense deep within our depths. Our balls tightened up and sloshed against our barrel, eager to release their heavy load deep within us. As the tension built and built the spring finally snapped, and the flood was released.

We both cried out as an incredible double-orgasm overtook us; our length throbbing and kicking powerfully while the folds of our depths quivered and spasmed milking the shaft for all it was worth.

We could feel it as the incredible load traveled up the length of the elongated flesh, pushing aside our twitching folds as it traveled through us. Building momentum the glob of seed finally sprayed out of the tip like a cannon; gushing into our insides and quickly filling our womb with heat and life. The thick spunk was packed deeper and harder as each additional buck of our stallionhood shot another warm and creamy load into our depths. For what felt like minutes we both mewled and cooed as what must have been liters of potent seed entered into our womb. But like all good things, the emissions grew weaker and weaker until only a few remaining globs of gooey cum dripped into our depths. Our huge flare shrank down allowing our softening stallionhood to slowly withdrawal from our folds before popping out.

There was another flash of magical energy above us and that same wave of pleasure as before washed over us both causing us both to deeply moan. I was no longer able to feel Applejack’s stallionhood as my own, instead I was left with a sensation of fullness deep within my core, giving me a wonderful sense of contentment; I was full, I was happy, and I could guess Applejack was satisfied.

I turned my head back and looked up into the beautiful green eyes peering down at me with a mixture of concern and joy.

I spoke to her with a warm and gentle voice, “Applejack, promise me you’ll never be ashamed for who or what you are ever again.”

Applejack gave me a sly smile. “Only if ya’ll promise we do this again.”

I turned around and hugged the orange mare tightly and gave her a deep, passion-filled kiss as I felt her warm essence slosh within me. Applejack returned the kiss eagerly and fell into me. We both laid there locked together in post-orgasmic bliss until exhaustion finally overtook me and I gently faded into oblivion on the soft hay beneath me.

</End Memory>

Author's Notes:

¹Fun fact: This is actually taken from real history. The book, The Day We Lost the H-Bomb, details the docking of two underwater submersibles during the harrowing search for an undetonated hydrogen bomb off the coast of Spain. It was an incredible achievement and in many ways had been more difficult to pull off than the docking of two spacecraft that took place that same year during the Gemini 8 mission:

“The outer-space drama received massive news coverage: a banner headline on the front page of The New York Times, with more than two full pages of stories. Alvin and Aluminaut's deep-sea rendezvous, the first time two submersibles had ever accomplished such a feat, remained secret.” (Barbara Moran, The Day We Lost the H-Bomb).

Another interesting fact: The DSV Alvin, one of the submersibles used in the maneuver was later lost while being transported by a Navy vessel called the Lulu (Bad Luna! No cookie!).

Isn’t history fun?! *Happy book-horse noises*

The Memory Stone Part II

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Twilight Sparkle woke with a start. She quickly realized there was no fresh hay, only soft sheets surrounding her. Was it all just another dream caused by Luna? the alicorn thought to herself, dismayed that it all was another dream from Luna to tease her. That was until she started to lift herself out of bed, only to find her limbs were sore and her belly was slightly swollen.

“Good morning, Twilight Sparkle.” a cool and gentle voice suddenly said from a corner of the room.

“Gahh!” Twilight fell on her face as she was caught by surprise while still ensnared in the silken sheets. It was then that Twilight realized two important things from her spot on the floor: she wasn’t in her room, and Princess Luna was standing in front of her.

Luna let out a gentle laugh as she used her blue magic to tug the unkempt alicorn out from her tangle of sheets before setting her on her hooves.

“Forgive me for shocking you Twilight, I wished to catch you when you first woke so you would not get lost in the halls of this tower.”

Twilight looked up at Luna with no lack of confusion. “Luna, but last night I was, Applejack and I-”

“Twilight.” Luna said firmly, placing a hoof against the younger alicorn’s cheek. “do not be troubled. You did very well last night; You quelled the deep-rooted fears of a good friend and brought comfort and joy to the both of you.”

Luna let out another small laugh, her eyes filled with mystery and mirth. “I will say however that the Element of Honesty is one very possessive pony. It took us many hours before w-err, I could convince the stubborn mare to let me take you from her hooves and bring you to your chambers here.”

Upon hearing that, Twilight’s ears perked up and her large purple eyes began to scan the unfamiliar room with unmasked curiosity. After a few moments she gave up and looked back to the Lunar Princess.

“Luna, I don’t recognize this place, the layout and architecture seems so different from anything I’ve seen before in Canterlot Castle. What room is this?”

Luna stood to her full height and spread out her wings before proclaiming, “You dwell not in the castle. Twilight, be welcomed to the Tower of the Moonlight Solace!”

A few moments later Luna floated over a small box inlaid with silver until it hovered between them.

“The appurtenance of welcome is fashion and ceremony; Therefore Twilight Sparkle, we would present you with this.” she used her magic and opened the box, revealing the contents.

Twilight’s eyes sparkled as they reflected the jewelry within. Inside the box lay a finely crafted necklace. The centerpiece was a large purple jewel made to look like a window, behind it Twilight could see a representation of the moon made from a finely polished pearl. Stars, made of small, inlaid diamonds were placed around the moon, forming the image of a glittering, star-filled night beset by clouds made of blown silver strands. It was a beautiful work of jewelcraft.

“Twilight Sparkle, for completing your first task as an initiate of the Solace, and in recognizing your current titles and outstanding history of service to Equestria, I proudly award you the rank of ‘Canoness Dialogues’ of the Moonlight Solace. Please bow your head.”

Luna used her magic to gently remove the necklace from the box before placing it around Twilight’s offered neck. The purple alicorn quickly lifted her head and used a hoof to pull the piece back up so she could continue studying the intricate design. Her attention was stolen however when Luna began to speak again.

“As Cannoness Dialogues, you will be the voice of our order. Your words and deeds will carry great weight and will be backed by the full confidence of myself and all who choose to join us. Any resources you desire in the pursuit of expanding or benefiting the order will be granted to you without question.”

The Lunar Princess paused, stretching a hoof towards the door. “Now please follow me, there’s somepony I wish you to meet.”

Twilight, now entirely overwhelmed, simply nodded her head and followed.

Twilight’s head swiveled constantly as she took in every detail of the structure around them as she followed Luna down a long hallway. The entire building seemed as if it was made of opal, and every bounce of the light off the smooth walls played tricks on the eyes, making the surface seem to move and swirl, like the gasses of some star-filled nebula. Occasionally they would pass another door and even those Twilight realized were not made of wood, but instead some sort of massive, darkened crystal that had been carefully crafted into the shape of a door. Twilight was so entranced studying every detail around her that she didn’t even think to ask questions like when the place had been built, but given the timelessness of the materials used, the structure could have been thousands of years old.

Finally they came to a large open entrance, made of what appeared to be a giant sapphire that had been expertly carved into a portalway. As they walked through the center Twilight noted the lack of imperfections or tool marks in the cut that formed the hole; the craftspony must have used magic carefully over many days to cut and shape the gemstone.

After they had stepped inside Twilight stopped, awestruck at the sheer size of the room. The space was cavernous and seemed to be in a similar layout to a storage room like those used in the Canterlot archives. Thousands of pull out drawers made of what appeared to be some silvery polished metal lined the walls and each drawer was adorned with a pull-knob carved from a ruby or similar gem.

Twilight approached the closest drawer to the entrance and noticed each appeared to have a small plaque with a notation written in Equish on it. The one she was near simply read: “Memory Stone: Silver Sky, 208 B.B.”

Memory stone? Twilight couldn’t remember reading anything about those in the history books, in fact until now she’d known next to nothing about the Moonlight Solace outside of the fact that Luna had founded the order a few centuries before her banishment.

Twilight turned to ask Luna about it, but before she could open her muzzle the larger alicorn simply raised a hoof.

“I know you have many questions about this place. I pray you have patience. There is a pony here who’s very duty is to welcome you and share some of our history; I would be remiss if I didn’t let her perform said duties." Luna lifted a hoof, pointing it back toward the entryway. "Twilight Sparkle, please meet River Sparkle, Prioress of the Moonlight Solace. As you are the voice of the Solace, River is its memory and mind."

Twilight suddenly noticed the pony entering the room. River Sparkle was a shapely unicorn mare with a mane of flowing silver-grey hair. Her blueish-grey fur was mostly covered by an elaborate see-through silk robe that had crystals weaved throughout the strands, giving her body the appearance of twinkling stars set against a dark blue sky. Around her neck was the symbol of her station, a collar much like the one Luna wore, except made from what appeared to be polished onyx that was studded with diamonds. As the unicorn approached, Twilight watched as the mare’s intelligent green eyes studied her closely.

After a moment of shared silence the newcomer finally spoke. “Be welcomed. Whenever you walk these halls may you be blessed by the memories and love we have all shared. May your hoofsteps find purchase as they carry you forward to bring comfort and companionship to all those who seek it and in return may you always sleep soundly knowing the Guardian of the Night watches over us all.”

Her welcome completed, River Sparkle leaned towards the Lunar Princess and then stage-whispered, “Did I get that right, Luna?”

Luna quickly covered her muzzle with a hoof to keep from laughing. “Indeed, well done, Prioress.” she lowered her hoof and studied the two mares for a moment, still smiling. “Twilight has completed her first assignment as a member of the Moonlight Solace, please see to it that you answer any questions she may have, and then bring me a memory stone so we may prepare it for her.”

The silver-haired unicorn nodded enthusiastically before turning her head back towards Twilight, only to find the purple alicorn was practically muzzle to muzzle with her. “whaa!” River gasped, nearly falling backwards before steadying herself.

Twilight didn’t seem to notice. “Oh my gosh! I have so many questions! When was this place built? How many members did the Solace used to have? What’s a memory stone? How was all of this so intricately constructed? How many drawers are in this room? Who made my necklace? How Come-”

River was amazed the alicorn was still going and hadn’t taken a single breath so far. She tried to interrupt.

“Canoness?”

“-Star-swirl never mentioned this tower in his compendium. What’s the rank above Prioress?”

“Twilight Sparkle?”

“What do I do if I want to recruit new members? How many years did the Solace operate after Luna’s ba-”

Realizing she couldn’t stop the mare with words, River Sparkle quickly wrapped her forehooves around Twilight’s neck and pulled her into a deep kiss. Twilight’s thoughts melted into the soft lips pressed into hers, causing her to let out a moan.

After a few more seconds, River released Twilight from the kiss and stepped back. “Better?” she asked, giving the alicorn a bemused look.

Twilight nodded slowly. “Mhmmm.” it was all she could muster in response.

River Sparkle’s face lit up with a smile. “Excellent! So first let’s go get your memory stone, Luna will enchant it for you and show you how to use one, in the meantime I’ll do my best to answer a few of your questions.” she put extra emphasis on “few”.

The grey-haired unicorn quickly held up a hoof when she noticed Twilight start to open her muzzle again.

“So let me tell you some of the basic history. The rules and makeup of this order are pretty straightforward; Luna founded the order about 1,300 years ago with the goal of expanding her efforts to bring comfort to those whom she felt were forced to endure the night alone.” she paused for a moment, gesturing with a hoof for Twilight to follow her towards one of the shelf-lined walls on the far-end of the room.

“This tower was constructed early on in the Moonlight Solace’s founding by a hundred hoof-picked unicorn artisans. The order itself operated continuously with hundreds of members up until a few years after Luna’s banishment but sadly collapsed not long after.”

The unicorn turned her head back while placing a hoof to her own chest. “My rank is the second highest in the order, under only the Abbess Sanctorum, which is the rank held by Princess Luna. Your rank of Canoness places you directly under me, though the hierarchy of the Moonlight Solace is not very rigid.” River nodded happily, seeming to remember something pleasant. “so yeah, fraternizing and intimate relationships, even with Luna herself are very much encouraged.” She raised a hoof skyward and waggled her eyebrows. “I’m told the orgies were quite a sight to behold.”

Twilight blushed and her ears twitched madly as unbidden thoughts of the expansive halls turning into a steamy cacophony of mating noises filled her mind.

Eventually they reached one of the shelf-lined walls and the unicorn studied it for a bit looking for a particular drawer. She kept talking as she searched. “You’d asked about recruiting. Well joining the Moonlight Solace has no specific requirements. If you nominate someone we will likely accept them. The order has no preference on gender or species, only that they be willing to use their talents to help others and follow the rules given to them.”

Spotting the unmarked drawer she wanted, River reached up with a hoof and pulled it open. Using her magic, she plucked a smooth, almost metallic looking blue stone from the drawer and began floating it across the room towards Luna.

Twilight watched the stone sail lazily through the air, a million more questions darting through her mind. Despite wanting to voice them, she did her best to remain silent and politely followed the pretty unicorn mare as she made her way back toward Luna.

As they reached the Princess of the Night, River Sparkle gestured towards the stone now floating in the blue alicorn’s magic. “These are perhaps the most important tools of the Moonlight Solace, the memory stones.”

Luna nodded. “Indeed, River Sparkle, and thank you for answering some of our wonderful Twilight’s many burning questions.”

Luna’s horn glowed an even brighter blue as magic began to flow from it and pour into the stone in her grasp. The smaller alicorn’s purple eyes reflected the stone as it began to glow an almost bluish-orange.

After a few seconds of channeling, the spell was complete, and Luna floated the energized stone over to the order’s newest member. Twilight took the stone in her purple magic feeling the energy pulsing through it. She observed the shiny surface and noticed it was so glassy-smooth she could even see her own reflection in it.

While Twilight continued to study the stone, Luna spoke again, “These memory stones are vital for our order. They allow us to collect the very thoughts and memories of those who use them. This allows us to create a complete record of our efforts to bring comfort and companionship to others. The record also serves as a learning tool for other members, and ensures our own honesty as well as the safety of our charges." Luna coughed sharply, making sure Twilight was looking at her.

Twilight’s head suddenly snapped up, her cheeks blushing in embarrassment.

“Whenever you carry out your duties, it is imperative that you come here soon after and add the memory to this stone. Since you have recently brought Applejack comfort and solace, your memories of that shall make a fine addition to our collection.”

Twilight seemed ready to object before Luna cut her off. “Do not worry; I spoke with Applejack at length while trying to bring you back. She approved of having the memory recorded, in her words, ‘As long as it helps everypony then ah guess it’d be fine.’” Luna’s impersonation of the farm mare was eerily on point.

Luna took on a serious appearance and made a gesture with her hoof, lifting it and touching it to her forehead. “Now please, lift the stone like this and touch it to your head, then think or say ‘BEGIN’ to activate the enchantment. Every interaction within the spell can be completed with just your thoughts." Luna lowered her hoof. "since I cast the enchantment, I will be able to view the interaction as well, but be warned: there is no privacy or omission of truth here. Everything will be kept honest, so no secrets are hidden.” Luna dropped her serious look and smiled gently. “how fitting then that your first memory added will be of the Element of Honesty herself.”

Twilight nodded, touched the stone to her head like Luna had shown her and said, “BEGIN!”

***
A bright flash of light consumed her vision, and then suddenly all was darkness. Slowly, out the darkness, words and images seemed to materialize before her.

<Welcome. This stone will serve as your repository for memories related to your duties as a member of the Moonlight Solace. This stone is currently unassigned. Please inscribe your name into the record.>

[ This memory stone was recorded by: So do I just think my name now? Right! Ok, uh- Hi, I’m Twilight Sparkle! ]

Is… it working? I’ve tried tapping it but I’m not sure if it's recording or not.

Yes Twilight, I can see and hear your thoughts. Just relax and remain focused.

[Memory: Rarity Part I]

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[Month of Heart’s Warming, 18th day. Year 1009 A.B.]

“Come on, shake it, Thunder Thighs!” a nearby mare yelled as she happily threw bits at a dark grey pegasus that was enthusiastically gyrating on the pole above her while fast music pumped into the room.

Yeah, this place was definitely not family friendly, but then again neither was what I wanted to discuss.

I let out a sigh. “Tell me again why I let Rainbow pick the meeting place?”

“Simpl… mphmm…” Rainbow tried to speak as she mashed what looked like an entire plate of nachos into her face.

Oh how I envied that mare’s metabolism.

I waited as she chewed a bit. “Simple. This place has great food, great dancers” -she pointed a hoof towards the oddly familiar looking pegasus on stage- “and in place like this, nopony cares what you talk about, perfect for privacy!”

I rolled my eyes and was about to argue when Rarity suddenly chimed in. “While I would, and will be the first to point out how unrefined a den like this is, Rainbow does have a point, what you say here will likely never leave these walls.”

Rarity then gave me a look that screamed “spill the beans.”

So I decided to cut the small talk. “Well girls, I called you here for two reasons. Firstly I’ve taken up a new position under Princess Luna, I’m now a leading member of an order called the ‘Moonlight Solace’. Aside from my duties as the Princess of Friendship, I have been tasked with finding and helping wayward ponies in need of comfort or companionship.”

Rarity sighed dreamily. “My, what a wonderfully generous sounding undertaking! Bravo, darling!”

She raised a glass of some rich looking wine to me, Applejack and Rainbow joined her by clinking their mugs with a shared, “Hear! Hear!”

Well so far so good, but now came the harder part. I gave an appreciative nod to my friends before continuing. “Thank you girls. But there is something else I wish to share- well actually it's more something Applejack wishes to share with us.”

I looked at the orange earth pony and placed a reassuring hoof over one of hers. “Remember Applejack, this is only if you're comfortable with sharing. There’s no pressure, and we’re your friends, we won’t judge you.”

Applejack gave me a dismissive wave with her free hoof and smiled. “Believe me sugarcube, the remainder of my shame was whatever ah had to clean off the ceiling after we were done.”

The orange mare took a swig of her likely very alcoholic drink and turned her head toward the middle of the table. “So y’all. I’ve got a cock.”

Well that’s one way to break it I suppose. I sipped my own fruity concoction as I carefully studied the reactions of my other friends.

Rarity had gone still and appeared to be in shock, no surprise there. Fluttershy had turned bright red and was doing her best to slide under the table, again not unreasonable. Rainbow Dash seemed to be… pouting? Her forehooves were crossed and she seemed unhappy. Finally there was Pinkie Pie. She was, well...

Pinkie Pie was practically vibrating in place, a massive smile had split her muzzle and she stared at Applejack with wide, sparkling blue eyes. After a few more seconds of staring she excitedly jumped onto the table before pressing her face into Applejacks.

I pulled my mug out of the way just in time, and took a swig, I figured I’d need it for whatever was happening next. I was still unprepared.

After a moment of uncomfortable staring Pinkie Pie suddenly yelled, “Dick mares represent, yo!” she then used a pink hoof to pull up one of Applejack’s before smacking it.

I spit out my drink. “Wait, what?! Does that mean?”

Pinkie Pie started nodding excitedly. “Yeperroni with extra cheese! I’ve got a baby-batter blaster, a donut glazer, a clam smasher; you know how it goes!” She returned to the middle of the table and sat on her haunches, beaming proudly. “so glad to know I’m not the only one in town with the salami surprise.” Both her front hooves suddenly shot upward. “Oh! Oh! I know, Futa party! Futa party!”

This was my life now.

I slowly rearranged my thoughts and asked a question I certainly wish I hadn’t. “Well then, how do you keep it hidden, Applejack’s got an encha-”

I didn’t get to finish.

Pinkie Pie quickly spun around and backed her oversized rear into my face until my eyes were engulfed by her generous flanks. My eyes went even wider when I realized her puffy ponut was currently stuffed with a large, sparkling-blue butt-plug. Because of course it was!

<Notation Found>

Do I even want to ask?

Please don’t. But yes, I had to do the enchanting.

</End Notation>

Pinkie Pie then pulled her enormous rear out of my face and practically somersaulted back into her seat, giggling the whole way.

Now slightly annoyed I finished off my drink before asking. “Well now that we’ve aired that out, does anypony else want to admit to having ‘a special surprise’?” I used my hooves to air quote the last few words and waited for my friends to respond.

Rarity continued to look aghast and confused, Rainbow remained unusually quiet but seemed to be eyeballing Applejack, while Fluttershy… well Fluttershy was holding up a hoof… uh, ok.

“Uh, yes Fluttershy? This isn’t a classroom; we're your friends, just speak up.” I tried not to sound too annoyed, but I noticed Fluttershy still winced a little.

After what seemed like several minutes, she finally found her voice. “Well it's just umm… you asked… and well… ihaveadicktoo.”

The last part came out in a quiet and jumbled whisper, so I asked her to speak up. “Sorry Fluttershy, I didn’t catch that last part.”

“I HAVE A GIANT HORSE DICK!” Fluttershy quickly covered her mouth with a wing and attempted to immolate herself on the spot. I don’t think she’d meant to shout it that loud and we were definitely getting a few looks from others in the club now.

Rainbow Dash finally broke the silence. “Oh COME OOONNN! This is so unfair!”

I glanced at Rainbow and raised an eyebrow, but held my tongue.

The cerulean pegasus downed whatever was left in her mug and smashed it back onto the table with a loud clatter before pointing an angry hoof at Applejack. “How come everytime we fooled around you made us use a strap-on, huh?!”

I facehooved. Really? That’s what this was about?

Applejack gave Rainbow a smug grin. “Dash, you could barely handle ‘ol faithful’, if ah’d used ‘bigger mac’ here on ya, you’d probably be dead.”

The pegasus flew across the table and pressed her face into Applejack’s “That a challenge?” she barked out, her intense cerise eyes drilling into Applejack’s sparkling green ones.

Applejack’s smirk grew even larger. “Donno, why dontcha ask Twi over there, she’s gotcha beat.”

Rainbow turned and looked at me with wide, awe-struck eyes, her mouth flapping as she tried to say something.

Now my forehead had a bruise. I tried my best to calmly place my hooves back on the table and regain control over this insanity-inducing excuse for a discussion.

“Girls. Let’s just all take a moment here. A lot of very personal information was just shared, and I think we all could use a minute to collect our thoughts, I mean just look at poor Rarity over here.”

Or maybe don’t, was she drooling now?

Upon hearing her name, the fashionista was shaken out of her stupor. Using a hoof to correct a strand of hair that had sprang from her mane, she daintily sipped some of her vintage wine before clearing her throat.

“Well then, I can’t say this conversation and the direction it has taken was at all expected. But I do applaud all of you for having the bravery and confidence to open up to your friends like this.” She shot Rainbow a nasty look. “Even if some of us are processing it… differently.”

Rainbow Dash balked at that but thankfully hovered back to her seat and resumed her quiet sulking.

“Right, thank you Rarity.” I paused trying to figure out how best to continue. “So I would just like to add that as both your friend, and a newly appointed member of the Moonlight Solace, I would be happy to listen to any of your concerns or discuss this with you in private or otherwise. Any questions?”

Pinkie Pie raised a hoof excitedly.

“Pinkie, once again not a classroom, what’s your question?”

Pinkie Pie’s neck seemed to stretch abnormally long as she leaned her head towards me before asking all too loudly, “Did Applejacker knock you up?!”

My hoof and my face were steadfast friends now.

Her question did give me pause though. I mean, I’d never read of a female descendant of a “Star-Kissed Daughter” having children that way, but maybe they were secretive about it? Or perhaps it wasn’t possible? It was definitely something worth pondering...

I absentmindedly stroked my belly with a hoof as I thought of a response for the pink mare. “Well Pinkie Pie, I’m not really sure, nothing like that has ever been recorded before, but that doesn’t mean it isn’t possible.”

Applejack was now looking at me, her emerald-green eyes filled with love and concern. “Well whatever happens Sugarcube, you’re an Apple now as sure as I’m honest, and I’d be happy to welcome another one into the family if it comes to that.”

Fluttershy and Rarity let out a simultaneous “D’awww!”

<Notation Found>

Do you think… I mean…

Truthfully we-err, I do not know. Given the strange reaction from the Elements, expect anything. Would you regret it if it is so?

Not for a moment.

</End Notation>

My thoughts wandered as I rubbed my belly with a smile on my lips. Finally snapping back I cleared my throat. “Well, I guess that’s about it then. Why don’t we all call it a day and if anyone wants to talk to me in private, I’ll meet up with you later.”

The mares all nodded and started to get up from their seats. Rainbow grabbed another hoof-full of nachos and munched on them happily while Rarity generously picked up the tab for the group. I’d tried to offer my own bits, -I mean technically I could write it off as a business expense-, but the white unicorn could be more stubborn than Rainbow and Applejack combined sometimes.

“Nonsense darling, it’s my pleasure to pay for such a fine opportunity for your friends to share their hearts with us. However, I would like to ask if you’d meet with me in private after so we could discuss something.”

Pinkie Pie and Rainbow Dash let out a foalish “ooooo!” as they both grinned stupidly towards us. Pinkie Pie then began miming making out with somepony.

Again, this is what I have to put up with every day.

“Oh hush you two!” Rarity let out adding a tisk. “I simply wish to ask Twilight here for some advice and counselling, given her new position and all.”

“Or several new positions!” Rainbow called out.

I rolled my eyes but quickly nodded my head happily, trying my best to ignore the catcalling mares. “Of course Rarity, why don’t we all head out now and I’ll follow you back to the Carousel Boutique?”

<Please wait while the next recorded memory loads>

Bonus Chapter: Rainbow Want Sum Fuk

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The girls stepped into the mid-afternoon sun, their eyes quickly tried to adjust to the harsh light compared to the dim dance club they’d just walked out of. As they began to head further into town, Rainbow Dash suddenly stopped and let out a whine of frustration.

“It’s not fair Twilight. Everyone around me seems to either be packing meat or has gotten stuffed by some. Why can’t I find a real good pounding? Heck now I even find out half the girls here have got the goods?” she pointed a hoof accusingly towards Applejack.

The farmer gave a sheepish smile and rubbed one forehoof against the other in embarrassment.

Rainbow Dash sighed and rolled her eyes before turning back toward Twilight. “You said you’re part of some snazzy order that helps ponies out with this kind of thing, right? So help me smash Twi, you’re my only hope!”

Twilight’s eyes sparkled and she grew giddy with excitement. After shared looks of worry between her friends she started belting out, “Now, Rainbow, my dear, I cannot express my delight! It's abundantly clear that somewhere round here, is a dick that will suit you just right!

An annoyed looking Rarity leaned over to Applejack and whispered, “Tell me she’s not-”

Applejack nodded with an equally annoyed look on her face. “She is.”

Rainbow’s eyes shimmered with hope, her excitement causing her wings to flitter, lifting her off the ground a bit as she sang back. “I can't wait to get started! But first let’s set a few rules. It's of utmost importance the dick that I get is attached to somepony that’s awesome and cool!

Twilight nodded in understanding. “Awesome, cool, got it! I spy so many wonderful choices, just wait, you will see.”

Rainbow Dash quickly lifted a hoof adding, “I need something that can pound like a bullet to satisfy me.”

Twilight flew off real quick before returning with a lithe pegasus stallion. The slightly frightened looking stallion was unceremoniously dropped in front of Rainbow before Twilight continued. “Sure! How about this buddy? His dick is cutesy and wootsie and pegasi are as quick as can be!”

Rainbow Dash scoffed. “Cutesy? Wootsie? Have you even met me?”

Twilight put down the shivering pegasus before flying closer to Dash. “Rainbow have faith! See the Solace will bet you, somewhere around here is a dick that will wet you! Come with me the sky’s the limit!”

Rainbow Dash nodded enthusiastically. “Sky is good, I’d like somepony that can fly.”

Twilight landed again and galloped into a nearby café, slowly dragging an annoyed looking unicorn stallion away from his tea before hovering into the air to present him to Rainbow.

“Really? Because I think this handsome unicorn stallion has your name written all over him.” she maneuvered him with her magic, pressing his annoyed face into Rainbow’s uninterested one.

“Oh look, he likes you!”

“Ma’am I’m pretty sure this is sexual assault.” the annoyed stallion blurted out, causing Twilight to drop him a few feet to the ground.

“Pass.” Rainbow said dismissively before gliding higher into the air.

“Twilight pal, this won’t cut it, I need a real dick to satisfy me. Something awesome! Something massive! With hardness that defies gravityyyyy!” she finished soaring up into the air with arms outstretched.

Twilight caught on. “I’m sensing you want a stallion that’s hung?”

Rainbow gave Twilight a deadpan look. “Ya think?”

Twilight suddenly wrapped her hoof around Rainbow’s neck pulling her along as she continued singing. “This town has plenty of ponies with huge dicks to catch your eye!” she directed Rainbow’s gaze to a nearby shop, “like that sweet stallion shop owner or that pegasi delivery guy!”

Rainbow Dash threw up her hooves, “better, but bigger!”

Twilight nodded. “I see. How about that pony with a scowl, or that boss, or this dude with a spray-tan, there’s plenty of dicks the likes of that!”

She pointed to her left, “There’s Fluttershy” -the yellow pegasi ducked her red face behind a wing- “and this guard pony, they are both quite substantial!”

Twilight paused, sweeping her hoof to her right towards a bench. “But perhaps what you need is a dark and mysterious batpony!”

Said batpony looked confused before yelling, “Hey! That’s racist!”

Rainbow ignored him. “Now you’re talking!” after a moment her limbs drooped slightly as she came to a realization. “well now instead of just one big dick, now that’s too many! So many choices and such penises aplenty!”

Twilight raised an eyebrow and blew a lock of her multihued hair from her eyes. “Doesn’t sound like a bad problem to have if you ask me.”

Rainbow darted closer to the batpony on the ground. “That batpony would be awesome, but Fluttershy I’m digging too." She pointed at his mane. "do you have something in a yellow-striped batpony?”

Now the batpony was scowling. “Oh come on!”

Twilight shook her head while pointing down towards an earthpony. “No, but I’ve got a hot pink pony here just dying to buck you.” Pinkie Pie smiled and waved at Rainbow.

Now Rainbow seemed troubled. “Oh what to do? What to do?!”

Sudden realization dawned on her fuzzy blue face and she pulled Twilight into a hug. “A prize, that’s it! There’s really just one way, to find out which pony bucks best!”

She hugged tighter. “We’ll hold a contest of speed, agility and spunk” -Rainbow let go and began to corkscrew through the air- “that will put each dick to the teeest!”

Twilight caught up and eagerly shook Rainbow. “Don’t forget technique, that should be considered!”

Rainbow nodded excitedly. “Yeah, then we’ll know for sure who’s the best of the buckers!”

Twilight threw Rainbow into a twirl before singing. “The one who’s awesome and cool-”

Rainbow finished, “Just like me!” she quickly landed on the ground with Twilight right behind her.

“I won’t cum for less ‘cause I’m the best.”

Twilight joined in once more and they finished in a duet, “so a contest we will see, who’s got the perfectest dick in the world for meeee!” they both raised their forehooves into the air. "may the bucking begiiinnnn, and may the best cock win!”

A few hours later

The afternoon sun was just now peaking on its journey through the crisp winter sky. Underneath a large tree near the center of town sat several stallions, including one frazzled-looking bat pony; All wore satisfied smiles as they gently cradled their well-worn crotches and passed around a tobacco pipe.

Meanwhile, a happily chatting group of mares began to walk towards the other side of Ponyville.

“I just can’t believe that Pinkie won so readily.” Twilight said to the traveling group as they made their way through town. Rarity rolled her eyes and did her best to forget the sweaty display she’d witnessed.

Applejack spoke up next, “Believe it Twi, if there’s one thang you should know by now, it's that an earth pony can pound y'all into next week.” she lifted a hoof, having it quickly met by Pinkie Pie with a satisfying *clop*.

“Yeah Twilight, no one’s left standing once they witness the firepower of my fully armed and operational party cannon!”

Twilight smacked a hoof against her already bruised face. “Of course you named it ‘party cannon.’”

Pinkie Pie stood next to Twilight now, nodding sagely. “It was either that or Pinkie Pie Jr. and that just seemed… weird.”

Further back a dejected looking pegasus followed the group of happy mares, her head hung low to the ground. A smaller blue pegasus started to slow down (a rare sight indeed) until she was matching the yellow one’s slow trot.

“Hey Shy, what’s got you down so low?” Rainbow Dash asked the sad looking pegasi, before gently wrapping her into a hug with a blue wing.

Fluttershy was doing her best not to cry as she looked towards Rainbow Dash while they walked. “I just- I just wanted you to be proud of me Rainbow!”

The butter-yellow pegasus came to a sudden stop and started bawling into Rainbow’s chest. Rainbow didn’t resist, she just nodded slowly in understanding and held her oldest friend tight to her barrel.

After a few minutes of letting Fluttershy vent, she used a hoof to lift Fluttershy’s face. “Fluttershy, you have no idea how proud I am of you!”

Fluttershy’s eyes twinkled with a small spark of hope. “You- you’re proud of-of me?”

Rainbow Dash nodded gently before giving her friend a warm smile. “Of course! Think about it, not only did you tell everypony about your secret stallion parts today, which I might add are hooves-down the largest in town! But in front of total strangers you were willing to try to buck me raw!”

Fluttershy’s eyes welled up as the dam threatened to break again. “But-but we didn’t even… well you know…”

Rainbow blew some of her frazzled mane out of her eyes. “I know, and it’s ok. Honestly you probably would have won if you hadn’t been so concerned with hurting me. You don’t need to worry about injuring me.” she paused for a moment, puffing out her chest floof. “ ‘Cause I’m just that awesome!”

She released her friend from the hug. “Really Flutters, you go practice a bit, and you’ll be the most desirable buck in town!”

“But-but I don’t want anypony, I just want to be your most desirable… uh, buck… Rainbow....” Fluttershy whispered.

Rainbow Dash frowned for a moment before leaning close to Fluttershy. “Alright Flutters, I’m going to let you in on a little secret, you ready?”

Fluttershy let out a small “eep” nodding her head.

“Good.”

Rainbow leaned in so her muzzle was almost touching the bottom of Fluttershy’s ear. “I hate all the soft, cutesy and wootsie things with a passion, I’m too cool for all that kinda stuff, ya know?”

Fluttershy nodded sadly before Rainbow continued.

“That is with one exception. It’s something I love and cherish more than anything else in the whole world, even more than the wonderbolts.” She paused, letting her words sink deep. “it’s you, Fluttershy.” she finished by leaning up to the taller pegasus, planting a gentle kiss on her cheek before quickly trotting off to catch up to the rest of the group.

Meanwhile Fluttershy collapsed into a happy puddle on the ground, blushing deeply with one front hoof draped over the other she sighed and smiled happily as she watched the energetic pegasus trot away.

“I love you too, Rainbow Dash…”

[Memory: Rarity Part II] (Lite Clop Chapter)

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The door chimed as we entered Carousel Boutique, Rarity’s home and place of work. We were greeted by a very upset looking Opalescence who hissed, likely a warning to Rarity telling of the consequences of waiting much longer to feed her.

Rarity quickly locked the entrance, apologized for her cat's cold reception and darted into the kitchen. I heard the sounds of food being poured into a dish and watched as Opalescence flicked her tail before following after the unicorn.

A few moments later Rarity called out, “Coffee or tea darling?”

Well I definitely wanted a pick-me-up after whatever today had been so far. “Coffee. Thanks, Rarity.”

I took a seat on the comfortable sofa in the foyer while I waited. The room was immaculately clean and welcoming, no doubt to keep her numerous clients happy while Rarity coaxed design details out of them. Not that she had much trouble getting info out of anypony after she batted her eyelashes; she was quite the looker...

In fact, after the whole thing with Applejack, I’d noticed my friends were… well suddenly attractive in a way I hadn’t really noticed before.

Rarity stepped back into the room with two warm cups of dark roast.

She floated a steaming cup over to me while smiling. “Oh darling, don’t let me keep you from whatever salacious thoughts you were having!” her purple curls bobbed as she let out a dainty giggle.

I grabbed the cup in my magic and quickly sat it down on a nearby table stand. How did she know what I was feeling? Well, this was Rarity, I suppose her entire craft revolved around knowing what a pony really wanted. Like that time when she designed the dresses for our first Grand Galloping Gala, despite us thinking we knew better ourselves.

I couldn’t help but let out a small laugh. “I guess you caught me Rarity. I was just thinking how my friendships with you all could change or deepen after-”

“Applejack?” Rarity asked, gently coaxing me to continue.

I nodded. “Yeah. It was really something special.” I couldn’t help but let a goofy grin spread across my face.

Rarity gave me a naughty look. “Care to see if lighting can strike twice, darling?”

I shook my head, my eyes suddenly wide. “Uh, wow, that’s pretty forward of you, Rarity.”

My unicorn friend raised a hoof and flicked it dismissively. “Oh pish-posh.” her predatory grin grew wider. “I believe I’ve known Applejack for longer than you have and she’s never had a romantic encounter in all these years. Those looks she gave you back in that club when you weren’t watching... Oh Twilight! I think you’ve both found your first special somepony!”

I quickly found a furry white cheek rubbing against me, causing me to shudder in delight at the unexpected touch.

“Darling, if I could have but a small taste of that wonderful love you two shared!” She looked up at me with her head on my chest, giving me her best puppy dog eyes. “It’s been so long since I’ve had a proper romantic encounter. You see, I seem to intimidate or scare away most ponies I come on to.”

She suddenly put a forehoof to her head and fell back into the couch dramatically.

As I watched Rarity swoon, I began to think about what my relationship with Applejack meant for the rest of my friends. Were Applejack and I a couple, and did Applejack want it that way? What if my other friends like Rarity here decided they wanted a more intimate relationship? I was immersed in my thoughts for a while when I suddenly remembered a quote from a famous unicorn painter; “It is good to love many things, for therein lies the true strength... and what is done in love is well done.”

A gentle touch from Rarity brought my focus back.

I titled my head and smiled. “Rarity, as a member of the Moonlight Solace and as your good friend, I would be happy to share this love with you.” I lifted a hoof. “on two important conditions.”

Rarity sat up and nodded, “Name them, darling.”

“Firstly, the soonest opportunity we discuss this with all of our friends; I want to make sure this is all ok with Applejack. And secondly, if we want to be serious about this, then we formally announce a herding.”

My smile faltered slightly after telling her my herding idea. It was so old-fashioned, would she be offended? Thankfully my fears were unfounded as I watched Rarity’s eyes begin to sparkle.

“A herding? Oh how marvelous! I haven’t seen one of those in ages.”

She was right, herding had largely gone out of style several decades after Nightmare Moon’s banishment, it was now mostly taboo, though not illegal.

<Notation Found>

Indeed. I was saddened to discover herding had fallen out of favor during my banishment. I was never able to have foals… and herding was a way to be a surrogate mother to many wonderful colts and fillies... I’ve worked tirelessly since my return to revive the custom.

</End Notation>

Rarity leaned into me, giving me a look filled with mischievousness and something more.

“Darling, your terms are more than acceptable. Now, please follow me.”

She got up off the couch and I began to follow her down a nearby hallway. Rarity had taken everything she heard today so well, and now she already was wanting to get intimate?

I voiced my surprise. “Wow Rarity, you really do know what you want, don’t you?”

The mare turned her head back, brushing her curls away as she gave me a small smile. “Never let it be said otherwise.”

The alabaster unicorn stopped at a locked door, floating a hidden key out of a panel with her blue magic. After fiddling for a moment she used it to unlock the door before opening it with a forehoof.

“Huh, never been back here before.” I said out loud. In fact in the many years I’d know Rarity and the many hours I’d spent in this shop, I’d never even noticed this room before.

Rarity pushed the door open wider, and I immediately understood why; The room was lined wall to wall with sex toys!

Rarity sighed and gave me an understanding look. “Yes I know, I know. You wouldn’t believe how many self-proclaimed ‘tough stallions’ went screaming out of this room at the mere sighting of ball-clamps.” Rarity’s glance turned naughty as she lidded her eyes. “but I think Applejack would be anything but a gentle lover. No. Twilight Sparkle, something tells me you yourself like to get rough and dirty.”

I couldn’t respond. My nervousness was starting to show a bit as I was put on the spot in front of my friend. Worse still, I couldn’t fully deny what she was saying. The pain I’d experienced being torn open by Applejack had awoken some deep-seated need inside myself that I still didn’t quite understand.

Well as they say, “when you need to peer-review an experiment for verification, bring friends!” Ok, so maybe that’s just something I say…

I did my best to return her sultry gaze, causing Rarity to laugh. “Oh please, darling, you’re so obviously a bottom that it isn’t even funny, now please get on the table here while I write us up a contract.”

My ears perked up at that. “A...a contract?”

The mare stopped and turned, a quizzical look on her face. “Oh my, quite new to all this I see.” she tapped a hoof to her chin. “alright, a short lesson before we get serious then.”

*Ding!*

A chime came from the front door as it was unexpectedly opened. Rarity and I looked at each other for a moment, and I noticed a bead of sweat rolling down the unicorn’s forehead. A very familiar voice floated down the hall...

“That’s strange... I suppose she forgot to lock it back up before she left.”

The now clearly not-Rarity let out a frustrated humph before a wave of green fire washed over her, revealing an annoyed Queen Chrysalis.

She quickly walked out of the -well lets be honest here- the sex dungeon before saying, “Dammit Rarity, you told me you wouldn’t be back home till tomorrow night! I’ve only gotten scraps of love today from a handful of clients and I was just about to have a wonderful time, you…you cock-blocking unicorn!”

“Well it's hardly my fault that you're so overbearing that half the clients you’ve ever tried to entertain ran away crying. We only agreed to this because Celestia asked me to help quash that temper of yours and you said you would watch the store when I traveled. Now then, what poor soul did you leave locked up in there?”

I watched the doorway as the real Rarity trotted in, her bravado shattering the moment she saw me. “Well buck me sideways. Uh hello, Twilight.”

I let my head fall into the cushioned table with an audible *oof*.

<Notation Found>
I’m truly sorry, Twilight. Celestia will speak with Chrysalis on this, I’m sure she will be properly punished.
</End Notation>

Chrysalis decided to not let this go so easily.

“So yeah, purple-smart here wants your pussy badly and as an expert mind-reader I’m wholly convinced she’s into some very dirty stuff.” she laughed for a moment. “though she did say she wanted to start a herd with you. Very commendable; we changelings do appreciate the idea of strength in numbers after all. And believe me, you soft ponies could use all the strengthening you can get.”

I felt a smack to my rear and yelped, quickly sitting up, only to see Chrysalis giving me a smug grin.

My frown was now a sneer and I practically growled out, “What could you possibly know about fashion or anything that would even remotely qualify you to help Rarity?!”

Much to my surprise Chrysalis didn’t snap back at me but instead slumped down onto the far end of the table, fixing me with an obliging glance. She slowly tapped one of her chitinous hooves down on the cushion next to her, so I cautiously sat back down while making sure to keep my distance for obvious reasons; Like the fact that she was stupid and I hated her.

I noticed Rarity relax into a chair off to the side and quietly observe us.

After a moment of awkward silence, Chrysalis spoke, her voice was soft, and her gaze was locked forward. “Twilight, you may have gotten the impression that I’m some sort of vain, short-sighted, love-draining monster. Well, I won’t say all of it is entirely untrue…” her ears fell and her voice grew even quieter. “understand that my species only means of sustenance has been tricking others into adoring or loving them. You can imagine we quickly became adept at just about everything in a society that would bring us love and adoration; art and theater, fashion, cooking, love-making... if we didn’t excel at these things, we would die.”

The sad look faded, and her expression transformed into a piercing stare as she faced me.

“So what are my qualifications, Twilight Sparkle?” she stood up from the table.

“I am Chrysalis, Hive Queen of the Chrysalian swarm. I have birthed and led thousands of my children through countless struggles, I have infiltrated innumerable kingdoms and tasted the thoughts and secrets of every being that has crossed my path. I am a changeling, if something needs to be done, I adapt and I accomplish it.”

She sighed and rubbed a hoof against the back of her head.

“Also, Celestia asked me to work with Rarity, and I may have owed sunbutt one after the whole ‘tricking her into fathering my future offspring’ back in the Crystal Empire.”

She studied me for a moment, curling a lock of her matted green hair around an idle hoof.

“So... we cool?”

I really need to find a response that doesn’t involve violently smacking my face; I think if I face-hooved any more I’d probably end up with drain bramage. I removed my hoof from my forehead before fixing Chrysalis with nasty look.

“No! No! No! How could we ever possibly be good?”

I stepped to my hooves, moving closer to the Queen.

“You tried to trick me into giving you love by pretending to be Rarity, which means you learned an important secret from my friends that was only meant to be shared with them-”

Chrysalis interrupted me. “Twilight, my entire species is hermaphrodite, I really couldn’t give a shi-”

“There’s more you disgusting insect!” I shouted, cutting her off. “you tricked Celestia, who’s like a second mother to me, into impregnating you, and before that you ruined my BBBF’s wedding, oh and let’s not forget the invasion of Canterlot and the whole war crimes thing!”

By this point I was practically steaming, my ears splayed back against my head, and my fur was standing on end as I hovered on the knife-edge of launching offensive magic at this love-sucking mosquito.

Rarity was absolutely enthralled now, bright blue eyes darting between us.

Chrysalis closed her eyes and grimaced.

“My children were dying, Twilight. The invasion of Canterlot- well, it was a last-ditch effort… We never meant harm to any ponies. After all, what good would a dead pony be in providing love?” She let out an annoyed huff, opening her eyes and looking at me. “And while I’m not exactly thrilled in the direction Thorax has led my hive as of late…” she quickly held up a chitinous hoof. “I am beginning to understand that it may have been the best decision for my swarm.”

After a moment Chrysalis lowered her hoof. She put her face closer to mine and gave me what I can only describe as the most shit-eating grin I’ve ever seen.

“Besides, book-butt, I was cleared by the Council of the Two Sisters, I’m war-crime free!”

I was truly livid now, so I didn’t hold back my ire. “Yeah? Well it was only because Celestia accidently fucked a foal into you! What was she going to do, lock up a new mother in the Canterlot dungeons for thirty years?!”

Rarity covered her mouth with a hoof, “Twilight, darling!”

Now Chrysalis was looking almost as angry as I felt. She shouted, “You take that back you purple pushover! The only reason you were ever made a ‘Princess’ of anything was because of nepotism. I literally built the civilization I became the queen of!”

We pressed in close, until we were muzzle to muzzle.

“Harridan!”

“Putrid little know-it-all!”

“Bug-breath!”

“Bitchy little book-snob!”

Chrysalis suddenly wrapped a hoof around my neck before asking in a husky tone. “Are you as turned on as I am right now?”

I slapped her hoof away screaming, “How could you think I was turned on?! What in Tartarus is wrong with you?!”

She at least had the good sense to look ashamed at that. “Sorry, it’s just that after Celestia and I argue we usually get so horny-”

I didn’t let her finish.

“NOPE! Go! Get!” I shouted before floating over a spray bottle for what I hoped (but doubted) was used for watering plants and threatened to spray the bug in her dumb face.

The changeling hissed and slowly backed away down the hall towards the front door. Without breaking eye contact she unlocked and opened the door deftly with a rear hoof, gave me a wink and slipped out just a hair before the half-filled spray bottle flew true and smashed into the spot her face had been.

Rarity let out a long sigh, standing up from her seat before approaching me. “I’m so sorry about all that Twilight, she was just supposed to watch the shop for a few days and ‘entertain’ some regulars and such.”

I felt Rarity gently place a hoof against the back of my neck making me lift my head to look at her; she was smiling down at me.“But is- is it true, Twilight? Would you really consider bringing back such an old custom... and herd me?”

I sat up and hugged Rarity, tears streamed down my cheeks. I was happy, I was angry, I was terrified... I was so many things all at once and I just held onto her soft fur for a moment.

After a short while I recomposed myself enough that we could talk and I did my best to catch Rarity up on everything that had happened today. Despite how much I hated that stupid bug, I had to admit, Chrysalis had more or less predicted Rarity’s reactions and mannerisms perfectly.

Once we’d finished, she was wiping away a few tears of her own, smiling softly at me she said, “Well it sounds like you and Applejack really found something special. I’m certainly proud of the both of you!”

Rarity suddenly seemed to realize where we were as she lifted her head and looked around the room for a moment.

“So I see Chrysalis brought you in here, but undoubtedly she would have done nothing but take out her frustrations on you, she still doesn’t understand the real point of all of this.”

I looked at her curiously. “She’d mentioned a contract?”

Rarity let out a gentle laugh. “Of course she did, really that was just to encourage her to reign in her sadism with the clients, not sure how well it worked to be honest.”

Rarity turned towards me, her expression serious now. “Speaking of honesty, let’s be honest with each other then. I’ve had a very long and boring business trip and Sweetie Belle is in Canterlot with my parents. Would you like to stay the night and entertain me?”

I raised an eyebrow. “What would that entail?”

Rarity waggled hers in return. “That’s what we need the whole night for.” she motioned for me to lay on the table and I did so. Slowly the white unicorn started to pace the room.

“You see Chrysalis only liked to focus on the aspect of inflicting pain. She never understood the why of doing so, or that there was so much more to all of this.”

Slowly she levitated a pair of hoofcuffs from the wall, floating them between us.

“Do you trust me, Twilight Sparkle?”

“With my life, Rarity, but what does that-”

“Trust is everything, dear, and that’s what Chrysalis didn’t understand; It’s what Celestia wanted me to help her learn. That changeling only focuses on the power of control, not realizing that the only way for two ponies to enjoy something like this is a shared trust and mutual understanding.”

She slowly placed the hoofcuffs onto my forehooves. I didn’t move.

“Trust and communication are why I can completely take every aspect of your being into my hooves, turn you into a quivering mess, and you will thank me for it when I’m done.”

She locked the hoofcuffs in place before looping them into a chain, securing them to the table. I didn’t resist.

“Your mind is an amazing thing Twilight... but I doubt it very often gets to let go.”

I heard her walk back to the wall, still speaking from somewhere behind me now. “That’s why you enjoyed your time so much with Applejack, I think. You desire somepony that can break and dominate you so thoroughly, that all the worries and fears that plague your mind melt away leaving nothing but surrender... and pleasure.”

She returned to my side, floating a faux-leather crop into view. “Well darling, it just so happens I’m open for business. Care to be my client this evening?”

The day had been frustrating so far, but that frustration inside me had built into a need for release that seemed to ignite my loins. I simply nodded my head quickly afraid that if I spoke, I might say no.

“Good.” I heard Rarity say as she circled back towards my rear, giving it a quick, but not painful smack with her crop.

“Wa!” I shouted at the unexpected contact.

“No.” Rarity said simply before smacking my rear again, harder this time.

“The client only speaks when asked a question and given permission. Does the client understand? She may answer.”

“Uh-” I thought about what to say for a moment. My brain seemed to already be filling with lewd thoughts making it hard to concentrate. “Yes, the client understands, Rarity.”

“Wonderful, Darling.” she began to circle me again, now stepping into the edge of my vision near my right.

“You see, as a business mare, it is my job- no, my privilege to make sure I understand the needs of my clients so that they leave well satisfied.”

Rarity moved so she was standing in front of me now.

“If for some reason, we go beyond those bounds, and the client does not enjoy themselves, they may simply say ‘green’, and the service will end. Does the client accept this arrangement? She may answer.”

I’m embarrassed to say that this entire ordeal was getting me incredibly wet down below. I did my best to gasp out my answer, my face now resting in the table cushion.

“Mhmm, I-the client understands, Rarity.”

“Excellent! Let us begin.”

She started, oddly enough with a lovely back massage, her skilled tailor-trained hooves gently digging into the coiled and stressed muscles of my back and wing joints. Soon however the game became apparent as every time I let out an appreciative coo or moan I was struck hard on the flank by her crop, eliciting a cry of pain and pleasure from my lips. The slipped cries led to further strikes to my raw rear until I didn’t respond verbally.

I found a strange enjoyment in trying to sneak out my moans, thinking perhaps this one would get by Rarity’s notice, but I was always inevitably caught, making me tense up just before the snap as the crop struck my sensitive rear and I did my best to hold back my moan.

The juxtaposition of the soothing massage on my aching muscles mixed with the stinging pain each time I let a sound slip was stimulating me in a way I didn’t really understand, but I certainly enjoyed. Occasionally Rarity would stop, walk in front of me, seeming to study my face for a moment before giving a satisfied smile and returning to her ministrations. This cycle continued for twenty minutes or so, and my rear was painfully sore, but my back and wings were becoming so incredibly relaxed.

Well at least until she grabbed my wings and pulled hard.

I let out a yelp, earning me another strike to my rear and a ‘tsking’ sound from the alabaster mare. I couldn’t help the noises though. Applejack had been the first pony I had ever been intimate with and we’d never so much as played with my wings. Yet now Rarity was yanking my painfully erect wings like she was trying to unstick a cart from the mud. Lancing pleasure and pain shot through my wings’ ultra-sensitive nerve clusters as I did my best to keep from crying out.

“Ah, there we go.” Rarity said in a very satisfied sounding voice. “I was hoping these would work just the same as a regular pegasus. Let’s see what we can do with them.”

She walked a way for a moment and I heard her rummaging around behind me before stepping up to my left side. I felt as cold metal wrapped around my left wing before snapping in place, sending a shuddering sensation through my aroused wing. I did my best not to yelp at the contact. Rarity then moved to my opposite side and did the same, locking both my wings into some metal contraption I couldn’t see.

Rarity soon stepped into my vision again, leaning down so her face was near mine. “These are quite special, imported from the Gryphon Empire you see.”

She barely brushed a hoof along one of my wingtips, but the sensation felt so intense and wonderful I had to bite my tongue to stop from moaning.

“These wonderful tools magnify the sensations felt by the wings tenfold, while also keeping them from being able to move. Most pegasi are terrified of having their wings bound. Does this worry the client? She may answer.”

She brushed another hoof along my wing as I tried to squeak out a response. “OOhhh- no, the client- oh stars, please… keep going, Rarity.”

Rarity dipped her head down until we were eye-level with each other. “Very good then; I will continue to provide for the client.”

I heard the clop of her hooves against the stone floor as she returned to somewhere behind me.

“Alright, darling, I will now be giving the client some tasks to complete. Every time the client fails their task, I will pull a feather and place it on this scale behind me. As the scale moves, the bindings on the wings will be pulled tighter. If this scale tips entirely, the client will be severely punished. The client may nod her head if she understands.”

I did my best to nod with the heavy restraints on my wings pressing me down into the table.

“Very well, let’s begin. The client’s first task is to recite every animal name they can think of that starts with a ‘c’. Any pauses, lapses or hesitations will be counted as a mistake. Go!”

Telling me not to hesitate immediately made me do so, “Uh-

“No, last time I checked, ‘uh’ was neither spelled with a ‘C’ nor was it the name of an animal.”

Rarity snorted, “The client's inability to follow even the most basic of instructions will cost two feathers, I’m afraid.”

Rarity reached over me and roughly pulled a feather from each of my wings, the magical constraints magnified the sensation to that of having my wings ripped off. I screamed and writhed, the agony and pain more than even I could get enjoyment from.

Rarity must have noticed this because I felt a magical spell wash over my wings, numbing the pain significantly. Soon after I heard Rarity whisper behind me, “Sorry, Darling, I forgot you’ve probably never experienced sensations like this with your wings before, I’ve reduced the intensity of the restraints.”

*Snap*

I shuddered and bit down a moan as my rear was savagely struck by Rarity’s riding crop.

“Did I say the client could stop? No? Then they should continue before I grow tired of their incompetence.”

My mind was racing now as I began to list off animals while doing my best to be clear and concise:

“C-a-at”

“A C-a-at.” Rarity said mockingly “is not an animal.”

I felt a sharp pain as another feather was ripped from my wing. After several seconds I heard the jingling of chains and the binds on my wings tightened, pulling them upward as the scale started to move. The sensation on my wing muscles was incredibly powerful, like a burning cramp and deep tissue massage all rolled into one. My mind wasn’t sure whether to have me cry out in pain or moan in pleasure, so instead I did my best to turn my thoughts back towards my assignment.

“Chicken”
“Cockatrice”
“Chickaree”
“Cicada”
“Caribou”
“Cynocephalus”

Rarity interrupted me, “Cyno-what-now?”

I couldn’t stop my inner nerdiness from escaping. “The cynocephalus is a now extinct evolutionary ancestor of the modern Equestrian Diamond Dog, based on historical records and recovered tools, they are believed to have been more intelligent than Diamond Dogs, but because they reproduced rapidly and warred with their neighbors, eventually-”

*snap!*

“Ow!” I exclaimed, not expecting to get smacked so hard for answering. This of course led to a few further strikes before I remembered to bite my tongue.

“I’m taking four feathers for that one, you show off.”

I braced myself as the scale tipped further and the contraptions on my wings pulled tighter, I was now being lifted by my wings, putting a continuous pressure on my sensitive nerves, which was magnified by the enchantment in the metal touching my feathers. It was incredibly painful, and so incredibly hot!

My clit began to wink anxiously as my burning need became readily apparent; dripping into the table beneath me. I did my best to continue.

“Cow”
“Crocodile”
“Chimera”
“Camel”
“Common buzzar-”

“The client thinks they can cheat me?”

Rarity suddenly moved on top of me, roughly pressing me into the table. Her weight was centered near the base of my wings causing pain and pleasure to lace through my spine.

“Does the client take me for some fool? Or perhaps they’re such a pea-brained dullard that even the most basic of tasks is outside their realm of understanding.”

Why? Why would she call me that? She pressed harder.

“I was told my client was a highly-intelligent mare, but all I see under me is a worthless has-been. Tartarus, no wonder my client couldn’t find a special somepony, they’re so inept they probably couldn’t remove water from a cup if asked.”

My eyes began brimming with tears as my ears splayed back at the hurtful words. “Rarity, why...?” I choked out between quiet sobs, my libido all but gone.

I heard Rarity gasp, and the pressure on my back suddenly vanished. A few moments the unicorn entered my blurry vision, looking at me with a smile that radiated an unexpected warmth as she reached out a hoof and gently rubbed my tear-stained cheek.

“Don’t look so glum, darling, let’s call this done for now.”

I watched her horn ignite with magic as she floated over a key and unlocked the cuffs and wing restraints before levitating a bottle of lotion over.

Rarity hummed sweetly as she removed the cuffs from my hoofs and the restraints from my wings while gently applying the lotion to the marks they’d left. After thoroughly rubbing lotion into my chafed skin, she stopped humming and offered me a hoof to step off the table.

As I steadied myself, she used a hoof and gently wiped the moisture from my cheeks before saying, “This was all about exploration and discovery of yourself.” she used a hoof to tilt my chin up until I was looking into her lovely blue eyes. “Sessions like these are to find what you are comfortable with and they give me the exciting challenge of finding a balance between pushing your limits and keeping you happy.”

The white unicorn floated over a bottle of water, taking a dainty sip before offering it to me. I drank greedily, soothing my parched throat while I listened to her continue.

“You see despite just the one short session we’ve already learned so much!” she turned her head back to me, smiling proudly. “For instance, I know that you enjoy mixing a little pain into your play, you most definitely enjoy being ordered and led. And your biggest turn off so far is being debased or insulted.”

I covered my embarrassed face with a hoof. “I’m still so sorry Rarity! I just-”

Rarity quickly waved me off. “Twilight, it was I who was leading the session, therefore it was my responsibility to keep watch over our safety and pick up on any signs of your discomfort. Well unpleasurable discomfort at least.” she gave me a wink.

“And it’s so much fun to learn new things about others, especially when they're your friends!”

She moved her muzzle and caught me in a short kiss before pulling back. “Or should I say herdmates?” her bright eyes searched mine before she took one of my forehooves in hers and began leading me out of the room.

“Now come darling it's time for the cooldown before we heat things up again.”

I stopped following pulling Rarity to a halt. “Wait... what do you mean ‘heat things up again’?” I asked, unable to hide the concern in my voice.

The unicorn turned her head back and gave me a sultry stare. “Twilight… this was just a quick session to discover some of your fun quirks.” she waved a finely-manicured hoof forward. “Now we’re going to clean up and relax with a nice shared soak, and then I’m going to take you to my room and buck your brains out until we either collapse or Celestia’s rising sun interrupts our fun.”

She tightened her hold on my hoof before pulling. “Now, come-come darling, we’re burning moonlight!”

[Memory: Rarity Part III] (Clop Chapter)

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Rarity undoubtedly had the largest tub I had ever seen. If I hadn’t carefully measured the inside and outside of the bathroom with my own eyes, then I probably would have thought it was some sort of non-euclidean space- I mean, how else could it fit in there? I was absolutely certain all the princesses, myself included, could comfortably lay in this tub… relaxed, naked, wet… NOPE! Not imagining Celestia and my sister in that way!

Still it was hard not to have some dirty thoughts when Rarity sauntered past, swaying her shapely but well-toned hips in a way that left nothing to my imagination. She called me forward with her hooves in a “come-hither” motion as she lowered herself into the filled tub, groaning in pleasure as she settled in.

I slowly stepped into the massive tub, enjoying the warmth as it passed through my aching forehooves. As I meekly lowered myself into the water, I heard Rarity let out an unlady-like bark of laughter.

“Twilight, quit being so shy. But ten minutes ago I had you strapped to a table and at my mercy. Now please, come lay next to me and enjoy the warm water.”

I smiled sheepishly and scooted across, leaning into Rarity as we both sighed and simply melted into the tub. As the minutes ticked by and the warm, mineral-saturated water soaked into my fur, my remaining worries were carried away and I shut my eyes…

Only for them to snap open when I felt something pressing against the outer folds of my marehood.

I looked to Rarity but noticed she was completely relaxed beside me, eyes closed; her lips curled into a satisfied smile. It had to be water jets in the tub or something, right?

That theory didn’t hold up to further scrutiny though as I realized there were no bubbles or foam being stirred up in the calm water.

I turned back to Rarity to ask her about it when she suddenly grabbed me and pulled me into a deep kiss, pressing her warm tongue into my mouth and entangling it with mine. At the same moment whatever I had felt pressing into me before returned, but this time it didn’t let up, pushing past my folds and traveling deep inside me, causing me to moan into Rarity’s soft lips.

I opened my eyes while still trapped in the wonderful kiss and realized Rarity’s horn was glowing. The glow flashed and grew brighter, and whatever had entered me tripled in size; radiating magical power and heat deep inside me. I squirmed and writhed trying to break the kiss so I could cry out in pleasure, but Rarity held me tight and didn’t stop there. Not long after the first intruder I felt something pressing against my tailhole, slowly forcing its way inside me as I did my best not to shout into Rarity’s mouth.

Once both my holes had been filled by the spell, the white unicorn finally released me from the kiss. I could feel the energy heating my insides in a pleasing way, while what felt like small vibrations pulsed out from the spell, teasing my walls and sending satisfying shivers through me.

Rarity simply watched for a moment, a pleased smile on her face as I quietly squirmed and moaned next to her.

“So here’s how this will work, darling.” she started, “this spell was carefully designed to bring the target to the very peak of an intense orgasm. However, until I power it fully, you will not be able to find release, no matter how hard you try.”

I gave her a begging look, I needed her to increase the intensity, this small teasing wasn’t enough!

Seeming to understand my need, Rarity let a little more magic trickle into the spell increasing its potency slightly as I happily moaned. Only for her to cut it back to almost nothing!

Rarity let out a tsk. “As you might now understand, I wasn’t finished.” her smile was sly and predatory. “Each time you make a noise I deem unbecoming of a lady, I will reset the spell back to the lowest intensity. Every minute you cooperate, I will increase the intensity, at full power, the spell will be complete and you will have your desired release.”

Without warning she pushed power into the spell, increasing its potency so much that I screamed out from the almost painful stimulation that had overtaken me, I wanted to cum right there, but I couldn’t, the spell was lowered back to almost nothing and I simply whimpered.

Tartarus, this was going to be rough!

Rarity licked her lips. “Oh darling we are going to have so much fun together.”

It had been fifteen minutes, or was it twenty-five now? My internal clock, normally so reliable, had short-circuited along with the rest of my brain as every ounce of willpower and concentration were being spent on Rarity’s sisyphean task.

Sweat poured off my brow as I fixed the unicorn with another pleading look, only to have her return it with one of feigned disinterest. She’d floated over a fashion magazine and started slowly hoofing through it, occasionally turning her head and shushing me before returning to her reading.

Magic pulsed and swirled hitting me with heat and vibrations from both sides as my depths found no relief from the constant waxing and waning stimulation.

So many times now, I had let a loud moan escape from me, causing Rarity to set down her magazine before looking at me and simply saying, “Try again, darling.” and then the spell would start over- it made me want to cry out in anguish and dissatisfaction.

This was literal torture... I was dying! I was in heaven! I was somewhere the light of hope would never find me. And controlling my suffering was this alabaster unicorn with a glowing blue horn, smiling smugly as she read her fashion magazine.

The worst part of all? I absolutely loved it.

It was like the ultimate test of my mind as I fought to control every inch of myself, tightening and releasing muscles at just the right moment so the wrong move wouldn’t cause me to let out a verbal cry. In those minutes I had learned more about my body than I probably had in all the hours spent playing with those toys under my bed at home. Even so, I needed release, and no matter how hard I tried, no matter how bravely I climbed, I just couldn’t seem to reach that final step before I was tossed back down the mountain.

After what felt like an hour, Rarity let out a disappointed sigh, lowering the intensity of her spell until the light from her horn winked out. She got back to her hooves and slowly waded out of the tub.

I’d been had!

“Hey, that’s not fair, I was doing so good that time!” I said, my voice dripping with frustration.

Rarity giggled and offered me a hoof out of the tub before giving me a short peck on the cheek.

“Twilight, nopony ‘beats’ that spell because it doesn’t really work that way. You could have orgasmed any time you wanted, but by me telling you that’s how it worked, you let your own mind trap you.”

Rarity was openly laughing now, pulling me into a hug as I did my best to slug her shoulder.

“You-you monster! That’s, that’s… You know I have guards and a castle... Rarity, don’t make me add a dungeon!”

Rarity dried herself with a towel as she fixed me with a sultry glare. “And don’t threaten me with a good time, darling.”

And with that I found myself being toweled off and dragged along by light-blue magic as we moved to Rarity's plush-looking bed. The unicorn pushed me into the silky-soft sheets before climbing up behind me. Before I could even move I was forced down and felt the sensations from before as Rarity reignited her spell from earlier.

My cry of pleasure was cut off as the unicorn quickly wrapped a forehoof around my throat, pulling me into her as she leaned back into the sheets, causing me to fall against her barrel so that she was hugging me from behind. We both lay in that position for a few minutes, Rarity keeping me locked in a tight hold while I attempted to squirm into her as the vibrations pulsed through my nethers.

Eventually Rarity moved the hoof around my throat to under my chin, forcing my head up as she eagerly connected our muzzles, probing her long tongue deep into my mouth. I moaned into her as she ran her broad tongue across mine, dominating it completely like she had with everything else today.

But honestly? I didn’t care. Here in this moment with Rarity, I wasn’t a princess, a Canoness, or even a AAA-certified Equestrian Librarian- I was simply her plaything and it felt wonderful to just let go.

Probably thinking I was getting a bit too relaxed, Rarity upped the flow to her spell, causing a magnified burst of heat to run through. I whimpered into Rarity’s mouth just before she pulled out of the kiss, looking down at me with lidded. She slowly began to lower the intensity of her magic before cancelling it completely.

I wanted to cry out and complain but before I could the mare leaned forward, rubbing against my cheek and whispering into my ear, “Darling have you ever tried a unicorn circuit before?”

I shook my head. “No... but I remember Lyra and Moondancer once tried it back in school. They told me all about it so I know how it works, but-but I chickened out when they asked me to join them...”

I could feel Rarity's smile as she kept pressed against me. “I’ll be your first, then?”

I didn't get a chance to answer as Rarity used her deceptively strong hooves to spin me around so that I was now lying on my back. I whined at the lack of warm fur against me as I tried to reach out and pull the fashionista down into me.

But instead of warm chest fluff I suddenly found myself being consumed by Rarity’s plump rear as she sat on my face, causing me to let out a muffled cry.

I could hear Rarity trying not to snicker above me.

“Now, now, I know my ‘le cul’ can be quite the shocking experience, but if we want to make a complete circuit, we have to line up everything just so.” she let out a small laugh. “Do feel free to get acquainted with ‘Rearity’ while you’re down there though.”

Snorting in annoyance and still upset about her stopping her spell, I decided to get a little revenge. So I used my tongue and quickly pressed it into Rarity’s tight tail-hole.

Rarity squealed before letting out a long moan. “Oh, darling, I didn’t think I’d trained you to do that yet- you kinky mare!”

So of course she was into that!

I simply rolled my eyes and did my best to tongue her as she wiggled into position on top of me. I was actually enjoying this feeling of being completely engulfed by Rarity’s generous- hehe, generous rear… I would had thought something like this would have been gross but Rarity was so clean and smelled so wonderful -like almonds and vanilla from a slow burning candle- that I realized there was probably no such thing as dirty when it came to this unicorn, other than her filthy mind of course.

My gentle probing of Rarity’s oven-hot hole came to a sudden stop when I felt her own soft tongue give my marehood a rough lick, causing me to pull free and moan in delight.

After a few more wet licks, Rarity paused before saying, “Alright darling, if you know how this works, then please go ahead and pick an entrance. Remember, as they say, ‘top to trot, bottom if you don’t want to walk.’ so perhaps since this is your first time we should start with the tail-hole?”

Rarity pulled herself forward slightly, allowing me just enough space to tilt my head forward and gently press the tip of my horn against her back-door.

You only needed the barest of contact, but the deeper you went the more intense it would be, or so I had heard. The entire process worked just like passing an electrical current: Unicorns, due to their mana stores, naturally produce a controllable, electrical energy that flows upward through their horn, which itself is an alicornium-infused bone that is highly conductive. I believe it was the unicorn physicist Neighaday, that first proposed the idea that two unicorns could cond-

“OH CELESTIA!”

I screamed, as my entire body, from anus to horn-tip was suddenly struck by a rapid current of pleasure and heat. I began to convulse, my muscles contracted and released without any command from my brain, which was being overloaded with magical-induced ecstasy.

My clit winked erratically as my folds began to flow with lubrication; twitching and pulsating as the lightning ran through me. My anus above it quivered and gripped against Rarity’s horn as what felt like pure energy was pushed into my depths. My entire body was engulfed- fire and pleasure scorched me, exiting my horn and pouring into Rarity, completing our unicorn circuit.

Despite everything, my ears could still pick up Rarity above as she screamed through her own throes of an unending orgasm while an onslaught of energy connected our bodies. I could see the magic sparking off my horn as it pressed into her, causing her anus and pussy lips to quiver and twitch as the powerful spell passed between us. We both writhed against each other, every rub of our electrified fur sending out additional shocks of pleasure.

“OH! Stars above!” I cried out as my inner walls contracted from yet another orgasm; every second seemed to push me past the brink again and again. My eyelids twitched uncontrollably and my tongue hung loosely from my mouth as every muscle in my body was outside my own control; clenching and releasing in an endless dance of electrical stimulation.

On and on it burned. I could see my horn was now red-hot from the intensity of the spell pouring through it. I must have squirted several times as my every inch was subjected to an endless parade of sensations. Everything was burning heat, deafening noise, and painful pleasure- it was incredible!

After minutes, or possibly days, one of us removed our horn long enough that the circuit broke and the all-consuming magic running through us slowly faded. Rarity fell against me and I was engulfed in a warm, fluffy pillow of white fur.

As both of us came down from the incredible orgasms, we could do nothing but pant and moan. Occasionally one of my rear legs would twitch of its own accord and my clit continued to wink madly, thanks to my now hormone-soaked brain.

After a few more minutes broken only by the occasional cough or whimper, Rarity finally wheezed out, “And tha-that, Darling is how... you complete... a unicorn circuit.”

I felt her turn on top of me and could see her face as she gave me a sly wink. “Let me know if you want to try the other hole next…”

I wasn’t so sure, I mean it had felt amazing. But if that was the least intense of the two options... What would happen if we touched horns to our marehood? Would my clit explode?! Despite my reservations I was quite tempted to say yes if for no other reason than to find out.

Before I could answer, I found myself mewling as a completely unexpected sensation hit me. While waiting for my response Rarity had gently popped one of my teats into her mouth and was now suckling on it like a newborn foal. Even in my own private sessions I’d never tried anything with my sensitive teats. Rarity’s suckling felt weird, but in an oddly pleasant sort of way.

I let out an appreciative sigh and leaned my head back into the bed as I relaxed and enjoyed the feeling of having my teats licked and sucked by this crazy and wonderful unicorn. After several more minutes I had nearly fallen asleep, but drifted back awake when Rarity let one of my teats out of her mouth with an audible *pop* before clearing her throat.

I opened my eyes and could see that she’d turned back to face me again. Once she knew she had my attention the unicorn asked, “So... relaxed and ready for round two now?”

I nodded hesitantly.

Rarity gave me a reassuring smile before positioning herself against me and I let out a small moan as her still warm horn pressed up against my sensitive folds. She was in place first, letting me be the one to kick off the session this time.

Still, there was no way I could have truly been prepared for what happened next. I slowly titled my head forward, inching my horn toward Rarity's slick marehood. As my horn touched Rarity’s delicate folds there was a brief flash, but nothing else seemed to happen...

And then our world exploded.

Rarity and I joined in a single loud cry of pleasure as the spell practically merged our bodies. I felt a sudden weight on my head and I knew without looking that we were wearing our elements.

Purple and blue tendrils of energy started to swirl between us tickling my barrel as it touched against my fur. The energy condensed near my belly before flowing into me, filling my insides with a radiating warmth that reached my very core. My every sense became heightened and focused. I could feel Rarity’s rapid heartbeat above me, her heavy breathing and passionate moans floated into my ears like the notes of a beautiful melody. I tasted copper on my tongue no doubt from the numerous small cuts where I’d bit my lip. Every nerve in my body tingled and burned, the sensation growing more pleasurable and intense by the second.

The condensed ball of energy flowed outward from my core, my hooves tingled and twitched as it spread through me. Eventually my entire body was filled with this thrumming energy. My eyelids began twitching and my vision began to narrow. Worry and doubt leapt forth in my mind for a moment and I tried to pull my horn free from Rarity- but I found I couldn’t move!

I gasped as my inner walls began to tremble and pulse as the energy that had entered me began to near my clit. After a moment more, the wave hit my sensitive nub with all the gentleness of a raging hurricane.

My entire body locked up as the most powerful orgasm I had ever experienced ignited every muscle and nerve at once. I was exploding- every piece of me breaking away into oblivion. I opened my mouth and found myself unable to scream, the sensations were so overwhelmingly that my vocal cords seized and I simply sputtered. I could feel Rarity shaking with me, her own silent scream no doubt pouring from her lips.

My clit was struck again and again by fire, pushing me over the crest, breaking my body before building me back up and striking me again. The mattress beneath us had become completely soaked as we both squirted steaming marcum into the purple sheets. We had no control or shame, we were nothing but a ship breaking the waves as we climbed and crashed together on an ever-expanding ocean of pleasure.

It almost felt as if we really were floating… I blinked in sudden realization. We were nearly a meter above the bed now!

I could see magical winds racing around us, the sheer intensity buoying us against the pull of gravity. I gripped Rarity tighter, as if her white fur was a life preserve keeping me aloft. Even with the incredible pleasure coursing through me, I did my best to focus my mind and body on pulling my horn away from Rarity’s quivering folds.

I felt energy build in my horn, we were likely hitting the limits of sharing mana. If we didn’t break the circuit a powerful mana feedback could burst through us, causing untold damage to our horns and minds.

My forehead began to sweat as the effort of trying to focus took its toll, but my focus was interrupted when I noticed a figure in the room, it was fuzzy and indistinct, likely a hallucination from the overwhelming mana streaming through me, but I swore I could see large antlers atop a large face with glowing eyes; Whatever it was, it simply nodded and just as suddenly vanished.

The magic suspending us ceased and we both plummeted back to the bed.

My vocal cords cooperated this time and my scream rang out throughout the bedroom as we fell, the plush mattress absorbing our combined weight as we crashed into it. I kept screaming as the energy that had been building released all at once.

I came and squirted so forcefully that I worried briefly that I may have bruised Rarity’s face. At the same time Rarity’s nethers gushed onto my horn and muzzle, soaking me with her juices. I coughed and sputtered before finally giving in and drinking the sweet nectar down, relishing the taste as the smooth liquid heated my throat.

I laid there, soaked in warm fluid, muscles sore from the strain of everything, yet I still managed a content smile.

“Rarity…?” I croaked out, but I received no response from the alabaster mare above me. I gently tried shaking her with a hoof as I felt her chest rise and fall against my barrel, but she wouldn’t so much as stir.

After a few more failed attempts to rouse the unconscious mare, I simply sighed and resigned myself to laying under the admittedly comfortable body pressing into me thinking about everything that had happened so far as my tired mind slowly drifted away.

<Notation Found>

I can tell most assuredly that this power is connected to the elements. Twice now this has occurred. This is most intriguing...

I know it has Celestia upset. Do...do you think whatever is happening is… malicious?

I have lived many eons, Twilight. Rarely has such love and passion carried with it the machinations of evil. It is far more likely we simply do not understand what Harmony seeks to accomplish here…

</End Notation>

</End Memory>

The Memory Stone Part III

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Twilight quickly caught her balance, shaking the nausea from her head. She often used teleportation to move around but this spell was far more powerful and was still taking some getting used to. Even with the threat of lingering nausea, Twilight had been more than happy to make the trip to this ancient site. If nothing else, she figured the scenery would be breathtaking.

The lavender alicorn crested the hill she’d teleported near and discovered she was very much correct.

She saw the large tower before her, standing like an ancient sentinel in the stillness of the cold night air. The tower sat on an island out in a lake that was framed from behind by mountains rising like giants off the far shore. Bright moonlight streamed down from the clear sky above, reflecting off the mirror stillness of the water. The reflected light from the lake joined with the direct moonlight as it struck the tower, making its polished-stone surface shine like quicksilver.

Twilight’s eyes traced down to the base of the stone tower, where she saw a large bridge that ran for hundreds of meters to the shoreline. The bridge was broad and brightly lit every dozen feet or so by what looked like glowing crystals; afterall it was not some obstacle to slow or bottleneck invaders, but a pathway to guide visitors.

As the last of her headache faded, the young alicorn decided it was time to head inside. She lit her horn and teleported to the grassy field just in front of the bridge stopping for a moment to press her hooves into the soft ground, enjoying the feel of the damp grass beneath her. As she got closer, she marveled at the placement of the stones used to construct the huge pathway. Each seemed to be a large block of limestone, carefully cut and placed, leaving almost no gaps. As the lake got deeper near to the base of the tower, the bridge must have extended downwards dozens of meters or so with many of these massive blocks carefully stacked on one another. Even after waterlogged centuries of providing passage, everything appeared solid and well preserved.

Twilight confidently walked along the limestone bridge, grinning ear to ear as she soaked in the history around her. Now only a few meters from the entrance, the alicorn noted that these massive doors were the only parts of the tower -inside or outside- that she’d observed so far that had been made of wood. Despite their imposing size, the wood doors were carved with heart-warming scenes of dancing foals and families under a bright moon that did nothing but welcome and reassure the observer. Looking up, the alicorn noticed a large silver plaque above the doors that read in ancient Equish, “Lunae lumen docebit vos”

As she pushed her forehooves against the two doors, she was astonished at how easily they opened despite their size.

Twilight trotted forward, the massive doors smoothly shutting behind her with only the faintest of clicks. Soon she found herself in a large arched room, only to be greeted by the unexpected sight of Celestia talking with Luna.

Upon seeing the Solar Princess, all the dirty things Twilight had witnessed Celestia do over the last few months came rushing into her mind, but much to her surprise, neither Princess was doing anything untoward at the moment. In fact, if anything it almost looked like Celestia was incredibly upset, but Twilight only caught the end of what was being said as Celestia’s head hung in sadness before she hugged her sister.

“I’m so sorry Lulu, I… the Sun Celebration ceremony has never failed before, you should have been showing signs by now… are you certain it didn’t work?”

The Sun Celebration? Twilight thought to herself for a moment. Right! That’s what Luna and Celestia had been doing a few months back.

The Sun Celebration was an ancient ritual in which Celestia would use tremendous amounts of magic to impregnate a mare, gifting them with a special filly, known as a ‘Star-Kissed Daughter’.

“We are certain… And I do not blame you sister, you tried to bless me with a foal, but it is obvious that even the power of the ceremony was not enough to overcome my barnessness.”

Luna gingerly rubbed Celestia’s mane with a hoof as they continued to hug.

“No matter what, we will always be grateful you loved us enough to try and gift us something so precious.” Luna pulled out of the hug before giving Celestia a small kiss on her nose.

Both alicorns then turned to face Twilight, and the purple alicorn noticed Celestia’s smile was forced.

After a moment Luna’s voice filled the large room. “Be welcomed Cannoss Dialogues!

Twilight was too busy looking at Luna and failed to notice Celestia roll her eyes upon hearing the title.

“Have you brought new memories to share with the order?”

Before she could answer, Celestia spoke, her voice devoid of its usual warmth and luster. “Yes, be welcomed, my faithful student.” her emphasis on the word made Twilight slightly uncomfortable.

She raised a hoof towards the Lunar Princess without taking her eyes off the young mare. “My sister and I were just discussing the situation with the Elements of Harmony.”

Twilight’s look grew concerned and her burning questions about the Sun Celebration faded. “Situation?”

“Indeed.” Luna said, stepping forward. “I assume something happened with the Element of Generosity like with Honesty before her?” she now had a playful smile on her face while her elder sister began to frown.

Celestia turned to face her sister. “This is no time for pleasantries I’m afraid.” her head swung towards the lavender alicorn. “Twilight, whatever is happening, we believe the Elements of Harmony are being weakened in some way.”

The Solar Diarch began nervously pacing back and forth, deep in thought. As she paced her hair fell to one side, flowing down her withers and revealing that it was no longer aloft in the ethereal winds that always seemed to carry it.

She suddenly paused and turned back to Twilight, her features softer. “Twilight, please show Luna your memories of what happened with Rarity. We need to understand what is happening and we need to understand soon.”

Twilight nodded before racing off to find the drawer with her memory stone. She hadn’t been in this part of the tower yet, but she remembered the room seemed to be centrally located and had a hard to miss door made from a massive gemstone.

The alicorn suddenly skidded to a halt just as she galloped past a familiar face. She backtracked slightly and grabbed River Sparkle by the shoulders.

“River!” she shouted before remembering her manners. “Sorry, I mean Prioress, I need your help!”

The silver-haired unicorn nodded happily. “Of course, Twilight, it’s what I’m here for after all. Oh, and don’t worry you can just call me River. Remember, like I said before, lax hierarchy!”

River’s happy tone calmed Twilight, but only a little.

“River, can you please take me to the memory stones? I need to record something, it’s urgent.”

River smiled warmly gesturing with a hoof. “Of course Twilight, I forgot that last time you were here you used your amulet to teleport out.” she started walking down the hall towards the center of the tower, Twilight quickly following behind her.

“At some point we’re going to need to give you a full tour of this place, there’s so many amazing rooms and Luna told me you’d love the library i-”

She didn’t get to finish, Twilight had grabbed her shoulders and was about to demand to be shown the books before coming to her senses and mumbling, “Focus, Twilight, focus.”

River’s smile dropped as she became concerned for the frazzled alicorn. After no further outbursts, the unicorn shrugged and started walking again.

“So the room where we keep the memory stones is called the ‘Hall of Memories’ she rolled her eyes, I know, I know, not exactly original but- hmm... I guess it would be original given how old it is… right? Well, anway it’s in the central part of the tower on the second highest floor, each hall ends in a set of staircases that lead up or down, so just follow any hall, take the stairs up, and yo-”

Twilight had practically flown away from the slow walking unicorn, racing down the hall towards the first set of stairs.

River called out after her, “Well that wasn’t very nice. I could give you a bad employee review you know!” the echo of her voice followed by silence was the only response. “Ok, so I can’t really do that, but I won’t snuggle with you later!”

Later, in the Hall of Memories

“Exit!” Twilight said, and there was a flash of blue light. For her it had felt like an entire day had passed as she relived her memories from the last twenty four hours all over again. In actuality it had only been ten or so minutes since she’d first touched the stone to her head. As she shook away the remnants of the spells effects she noticed Celestia and Luna were standing a few meters away.

Before Twilight could speak, Celestia started, “I saw the memories too, I’m very disappointed in what Chrysalis tried to do with you. I will speak with her about this.” she shook her head sadly before turning to Luna. “This memory of the Element of Generosity is most concerning and the timing of the event matches what I observed with the Tree of Harmony earlier.”

Celestia took several strides forward, now towering over the lavender alicorn. “Twilight Sparkle, while I don’t think you’re intending to do this, I must ask that you practice caution when around your friends, at least until we know more about what’s happening between you girls and the elements.”

Twilight looked genuinely hurt. “Princess Celestia, are-are you saying I should stay away from my friends?”

Celestia knew how important this group of friends had become to one another, perhaps even closer than friends given the memories showing Twilight was considering herding, so she did her best to try and smile warmly.

“Not at all, like I said, just be careful. If something happened to you or the elements…” her smile faded completely. “Twilight, just please be careful, it’s all I ask.”

She gave Luna a brief nod. “I will return to Canterlot and continue observing the Tree of Harmony with a scrying spell while I perform my other duties. Stay safe, both of you.”

With that Celestia pulled a red gemstone from behind her golden necklace, taking it in her magic she poured energy into it until it glowed brightly, enveloping her in a cocoon of light that just as suddenly vanished with an audible *pop* as she teleported away.

Twilight did her best to remain calm after Celestia left. Experiencing everything twice in one day and having somepony she viewed as a mother watch such intimate moments of her life; she was going to need a while to recover.

Luna sensed this and pulled Twilight into a gentle hug with one of her large, midnight-blue wings.

Giving the mare a moment to relax, she eventually stepped back saying, “Twilight, be not concerned. Your beloved Celestia is not upset with you…” Luna’s serious face scrunched up cutely as she tried to find the words. “The elements… they’re very important to us Twilight, very important, and very old. We still don’t understand everything about them despite the fact we... found them those many centuries ago.”

Luna then softly poked Twilight in the chest with a forehoof. “Let’s not forget how important you and your friends are to us as well! As my sister has said, please just be careful Twilight and know we will both continue doing our best to love and protect you all.”

Luna stepped away from the smaller alicorn and jerked her head in a motion beckoning Twilight to follow. “Come with me, Twilight, perhaps you would enjoy seeing my personal library, it’s just down this hall on the righ-”

Twilight was already galloping away, her mind filled with the promise of unstudied parchments and tomes just waiting for her to read.

Luna shook her head. “Well, that was most rude indeed!”

[Memory: Pinkie Pie Part I]

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I met with the girls the following morning at Sugarcube corner, I’d made sure not to leave the choice to Rainbow this time- I’d had quite my fill of strip-clubs and sex-dungeons for the month.

As always the bakery was comfortable and smelled delightful, the cakes were no doubt prepping something delicious and seasonal as Hearth's Warming loomed ever closer. Absorbed in the welcoming atmosphere, I still found myself contemplative and nervous; focusing on what had been told to me about the Elements and what my future held for myself and my friends.

The rest of the girls were lively though, even Fluttershy found herself laughing while Applejack gestured wildly, sharing some tale about her faithful dog, Winona, being chased around the farm by a small but pernicious chicken.

Pinkie Pie, ever the sentry against downturned faces must have zeroed in on my frown.

Despite being in a well-lit and crowded bakery, no pony I asked later could tell me how a bright-pink earth pony had managed to get behind me without being seen moving from her seat.

I bayed like a frightened donkey as two pink hooves suddenly gripped my shoulders. Coming to my senses I quickly admonished the now laughing Pinkie as she fell to the floor behind my seat, rolling in laughter at my distress.

“Hahaha-snort-haha! OH MY GOSH TWILIGHT! Hahaha-haha! You sounded like Cranky Doodle that one time I poured ice water down his back! Hahahah!”

My friends joined in the laughter, Applejack hawing as she tried to catch her breath, Rarity giggled, wiping tears of laughter from her eyes, while Rainbow slammed a blue hoof into the table cackling madly. Even Fluttershy couldn’t hold back, laughter rolling from her like jingling bells.

My grumpy frown slowly morphed into a small smile as the infectious laughter borrowed its way in.

“Alright, alright... Fine, Pinkie got me good there.”

“Got ya good? Twi, ah thought you was going to teleport straight home for a second there!” she put a hoof to her orange chest, catching her breath as the rest of the group calmed down to giggles and smiles.

Pinkie stood back up behind me and leaned into my ear, asking me, “So Twi, why the frowny biscuit this morning? Is my delicious pink donut not to your liking?”

I looked down, noticing a bright-pink donut on my plate that certainly had not been there before.

I heard Rainbow snigger at the implied innuendo and I rolled my eyes at her immaturity before tilting my head sideways to ask Pinkie about the donut- only to find she’d somehow returned to her seat.

How does she do that?!

I shook my head in a combination of amusement and confusion before settling back down and mentally preparing myself for the conversation I was about to have.

“So… Not exactly sure why it keeps working out this way, but I have a few things I’d like to share with you all.”

Not taking any chances, I lit my horn and cast a quick spell over my friends, nodding with satisfaction when none of them transformed into “Queen Bitchalis”.

Rarity no doubt sensed what I’d cast, giving me an understanding look while the rest of the girls simply eyeballed me with varying levels of concern.

I raised a hoof to my friends. “It’ll make more sense in a minute.”

I decided to start with the disturbing news about the Elements of Harmony. I explained how they’d seemingly been weakened and that we might be connected to it. A few questions came up as we discussed the possible implications and what it meant for us as friends. In the end we all decided that no matter what, we wouldn't let the elements affect our relationships; we were far more important to each other than some magical relics could ever be.

≮N̸o̶t̴a̷t̷i̵o̵n̵ ̸f̶a̸i̷l̸e̴d̵ ̵t̵o̴ ̷l̸o̷a̸d̶>̷

Of course wanting to discuss what had happened with the Element of Generosity and wanting to start a heard meant having to go into more details. I gave Rarity a permission-seeking look and she nodded; we both knew we'd eventually have to discuss what had happened with our friends.

I had their complete attention as I filled them in on the last day or so, discussing everything from Chrysalis to Rarity treating me to some kinky fun; I left very little out. Even the normally bouncy Pinkie Pie was completely absorbed, saying nothing as I spoke.

After twenty minutes or so, I wrapped everything up, expecting shocked reactions to the revelations that their dress-maker friend was moonlighting as a BDSM-queen.

Instead I received mostly nonchalant looks from my friends; almost like this had been expected.

“Wait, why are none of you even questioning the fact that Rarity has an honest-to-Celestia sex dungeon in her home?”

Applejack shrugged. “I mean ah figure somepony as prissy as her has ta get their frustrations out somehow.”

Rarity crossed her hooves in disdain at the declaration that she was “prissy”.

“Most mares and stallions in the fashion industry know about Rarity’s... Umm… side business.” Fluttershy blushed deeply before hiding her face behind her flowing, pink mane.

Rainbow raised an eyebrow and added. “You mean you didn’t know? she pointed a fuzzy hoof towards me. “heck, didn’t your old home in the Treebrary have a some sort of sex-lab?”

I gave her a confused look. “Uh... No. Just a lab, you know, a ‘for scientific experiments lab’ lab?”

Rainbow’s eyes grew wide. “Oh… uh, oops… Kind of always thought that was like a euphoriaism or something. Guess that explains why those glass bottles didn’t quite fit when I tried to-”

I cut her off while rapidly shaking my head. “Euphemism. And nope, nu-uh, I don’t want to hear the horrible things you’ve done to my beloved scientific instruments!”

After I was finished admonishing Rainbow, I calmed myself before giving Applejack an apologetic look. While I had thoroughly enjoyed what Rarity and I had done, even if some of it got weird, guilt still gnawed at me for not having talked to Applejack first.

“Applejack I know we got a little off topic, but I just want to tell you how sorry I am. I didn’t discuss all this with you before Rarity and I… well... I just wasn’t sure what kind of relationship you and I had, but that didn’t make doing something like this right, at least without talking to you first. Can you forgive me?”

The orange earth pony blushed and scuffed a forehoof on the table as she was suddenly made the center of attention. “Well I hope ya will in the future, Twi. But I ain’t bothered much and there’s nothing ta forgive; I’m an Apple and our family’s been herdin for generations. Don’t see no problem with multiple partners as long we’re all open and honest with each other.”

She was open to the idea of a herd!

“That’s good to hear Applejack, because I do want to start a herd.”

“That’s grand Twi! Be good to bring back some old Apple traditions. In fact, it was my ma and pa, rest their souls, that broke the streak.” she leaned back into her seat with a happy smile on her face. “Jus think, a Princess of all ponies herdin with the Apple clan…”

I was smiling now too, this was going great!

Then Rainbow Dash spoke up again. “Pass.” she waved a dismissive hoof towards me.

The look of rejection on my face must have made her realize how she’d come off, because she quickly added, “Sorry, Twilight I didn’t mean it like that! You’re awesome and my friend and…” she twirled a hoof trying to find the words. “I’m just not one for settling and families and all that baggage...”

She paused and wiggled her eyebrows at me. “You ever want to spice up the bedroom though, feel free to tag me in!”

I tried not to smack my face again, I really did.

Rarity reached across and put a comforting hoof over the one I still had on the table. I lowered the other hoof from my bruised muzzle as I glanced up at the fashionista.

“Darling, I think you know where I stand on the whole thing. I’d be honored to join in a herd with you.” she turned to look at the orange-furred farmer. “That is if you’d have me, Applejack.”

I watched as Applejack smiled, putting a hoof to her chin and humming as if thinking real hard about the decision.

“Hmmm… I dunno about this Rarity feller, she’s a real complainer…”

Rarity let out a mock gasp.

After a moment Applejack dropped the act, her green eyes sparkling with joy. “Rarity, I’d be plum honored. As much as I get on ya for being all frou-frou, the truth is you’re hard-working, ah smart businessmare, and prettier than an apple tree in spring.”

“So the tough farmer thinks moi is pretty?” Rarity battered her eyelashes and leaned towards the orange mare.

The earth pony choked on a piece of apple fritter she’d started chewing. “Mmmph! -now don’t y’all let it go to yer head, ya hear?” she crossed her forehooves and frowned, only making her freckled face all the more adorable.

I giggled at the exchange and reached for a cup of water when Pinkie's muzzle suddenly slid into my peripheral.

“Wowee, so much so quick! I was like will they or won’t they, and they will! It’s like a soap opera… Hey! Why do they call it a soap opera if there’s no soap singing?”

The excitable mare was now lying in my lap looking up at me, her sky-blue eyes stared longingly as she waited for a response to her bizarre question.

How do you even answer a question like that?

“Uh I don’t know Pinkie.” I mumbled out. “So… uh what are your thoughts on my herd idea?”

Pinkie shot out of my lap and was standing on our table, supporting herself on just her hind legs. Her hair seemed to be straight and slicked back, and she was now somehow clothed in a grey sweater. The lights in the bakery dimmed, while the light above our table grew brighter, giving our corner of the bakery the appearance of a lit stage.

Somewhere behind me I heard Mr. Cake give a sigh before saying, “Honey, Pinkie’s doing that thing again…”

I didn’t get much time to ponder what that meant before Pinkie broke out into a soft song.

“When there’s nothing left but making cakes,
and the whole bakery is on my case,
I would still offer you my loving embrace,
if only to see you smile.”

Pinkie tilted her head looking towards the window with a longing gaze as it suddenly seemed to get dark outside.

“And when the bakery closes and the stars appear,
And there’s no one left to dine or cheer.
I would hold you for a million years,
Just to see you smile.”

Pinkie laid across the table giving my cheek a small peck with her puffy lips.

“I know you haven’t made your mind up yet,
Just know I’d never do you wrong.
Twilight, I knew from moment that we met,
Not a doubt in my mind we both belonged.”

She smiled warmly at me before getting back to her hooves.

“I’d go hungry, I’d be quiet and still,
I’d do anything just to stay with you.
No, there’s nothing that I wouldn’t do,
If only to see you smile.”

A dapper grey mare on the other end of the bakery suddenly began to play a swelling melody on a cello as Pinkie nodded along, swaying in place on the table.

“There’s darkness raging in the future I see,
And along the branches of harmony.
The winds of change are blowing powerfully,
We ain’t seen nothing like this yet.”

“But I’ll make you happy, make your dreams come true.
Twilight, there’s nothing I wouldn’t do,
Go to the ends of Equestria for you,
Just to see you smile….
Just to see you... smile…”

She gave a short bow and the bakery erupted with the sounds of clopping hooves and loud cheering. After everything began to settle down, the lights returned to normal and I was simply left in shock; this silly mare had somehow ripped out every worry in my mind and squashed them with a gentle melody.

Pinkie may be random, but she certainly did know how to make me smile. Holding back tears I looked up at the pink mare, who was now smiling down at me with twinkling blue eyes.

“Pinkie Pie, I’d be honored to have you in our herd.”

The earth pony jumped off the table towards me, wrapping me in a tight hug that shoved my face into her re-fluffed mane, filling my nostrils with the scents of vanilla and flour.

Through the pink curls of hair I could see Rarity and Applejack both nodding in approval at my decision.

“Shucks, Pinkie, you an I may as well be related with how hard ya work for those ya care about, welcome aboard.”

“And your generosity towards others in planning your celebrations so meticulously has always had my respect and adoration. Herding with you would be an endless delight!”

Pinkie pulled out of the hug and scooted back to her seat beside me, beaming happily at the group’s decision.

Being that I get snacky when I’m excited, I quickly dug into the pink donut on the plate in front of me. As I happily munched on the delicious baked treat, Rainbow Dash started laughing.

I raised an eyebrow and shot the blue mare a glance.

The prismatic-maned pegasus did her best to talk in between bursts of laughter. “You- bahaha! Oh man, you just ate Pinkie’s pink ponut! Bahaha!” a few loose feathers flew up as she fell from her seat, now laughing beneath the table.

Before I could give Rainbow a piece of my mind, Pinkie began to use her strong earth pony hooves to pull me from my own seat.

“Yipp yipp! And now that we’re herding it's time to consummate, let’s go!”

“Pinkie Pie.” I said exasperatedly trying to hold my spot, “we’re not married, and besides” - I pointed a hoof towards Fluttershy- “what about Fluttershy, I haven’t even given her a chance t-”

Pinkie quickly cut me off. “Don’t worry, Flutters only has the hots for one pony and she’s not in ATRP.”

“What in the hay does atom transfer radical polymerization have to do with anything?”

Pinkie giggle-snorted at my response. “No purple smartie, ATRP: AppleTwiRariPie!”

Yep… should have expected that.

I sighed, and gave one last look towards Fluttershy, only to notice the butter-yellow pegasus blush as her eyes darted between Rainbow and I. Realization struck and I suddenly understood why Fluttershy behaved the way she did around her childhood friend all the years I’d known her.

I gave the shy mare an understanding smile. “Fluttershy, don’t wait too long to let that pony know, you’re a very special mare to all of us, and I know they’d feel the same way too.”

Apparently my “Moonlight Solace” duties were completed, as I was wrenched from my seat and dragged away from the table by a very insistent Pinkie. The last thing I saw while being forcefully pulled up the stairs was Applejack giving me a toothy grin and Rarity blowing me a kiss.

So I guess I was on my own then.

I met with the girls the following morning at Sugarcube corner...
I met with the girls the following morning at Sugarcube corner...
I met pernicious sigh Mr. Moonlight longing gaze Harmony...

<Possible Memory Corruption Detected. Please contact the nearest archivist immediately>

<Please wait while the next recorded memory loads>

Star-Kissed: The Moonlight Solace

by bronyheat

The Memory Stone Part I

[Memory: Applejack] (Clop Chapter)

The Memory Stone Part II

[Memory: Rarity Part I]

Bonus Chapter: Rainbow Want Sum Fuk

[Memory: Rarity Part II] (Lite Clop Chapter)

[Memory: Rarity Part III] (Clop Chapter)

The Memory Stone Part III

[Memory: Pinkie Pie Part I]