This acceptance, verbal and otherwise oral, was apparently enough for Rarity, who all but instantly replaced leaning in close with complete lip-based interstate commerce. Pinkie lifted her trade embargoes in response, and they embargwent at one another, throwing aside social customs officers, extending feelers into each other’s free trade zones, and, uh, something about whatever a tariff was. Liquid capital flowed freely between ports in a municipally incestuous tryst between a boston tea party and a boston marriage. Ambassadors mounted expeditions to ambasscheeks, and Pinkie developed diplopia at Rarity’s diplomatting of her hair. In short, they made out.

Pinkie Pie shivered at the gliding touch of Rarity’s hand sliding down her back before closing over her butt. Too much booty to hide, like she’d said, but that didn’t mean the attempt didn’t feel totally awesome. Rarity’s nails were clipped to just the right length to be noticeable but not actually painful, and the feeling of them teasingly squeezing at Pinkie’s butt was enough to send her soft moans tripping into Rarity’s mouth.

Not to be outdone so quickly, Pinkie reached down and under the hemline on Rarity’s short dress. The dress was just too tight for her to explore beneath, so she pushed it up in back, exposing Rarity’s own backside to the elements and also Pinkie’s fingers. There she discovered a pair of what felt to be ridiculously lacy panties, and stroked Rarity’s skin through them, taking pleasure in bunching up the lace and giggling at Rarity’s sudden discomfort.

But Rarity was not one to leave them on equal footing. Her other hand closed over one of Pinkie’s breasts again and squeezed, and the milk within—having seen comparatively little action that day since flavoring Pinkie’s orange juice—bubbled to life. Rarity pressed her sequiny self against Pinkie rather than let a single drop of pink milk spill to the floor, and Pinkie’s blushing berry blitz once more soaked into the top of Rarity’s dress and the tasteful cleavage descending into it.

Pinkie only shivered happily and poured herself further into kissing Rarity, happy with where they were and not quite feeling the need to escalate things any farther. Her tits needed the release, and Rarity’s blackberry lipstick was no less delicious this second time around than it had the last time she’d been ambushed by it. Together they stood pressed against one another in endless embrace, bathing in a milky pink filling, not exactly motionless, with hands full of skin and lips full of each other. Pinkie tapdanced on Rarity’s upper lip with her tongue, only stopping when Rarity gave her a playful spank on her rear end and she squeaked in surprise.

“Owie!” Pinkie made to pout, even sticking one finger into her mouth to emphasize her supposed displeasure, but Rarity only laughed. It was a gay, delighted sort of laugh—a sign that Rarity had shed the formal personality she’d created for herself and was there with Pinkie Pie in the moment—and Pinkie smiled at her gratefully.

Rarity smiled too. “You’re a wonder.”

“Thanks! You’re not so bad yourself!” Pinkie looked around them for a moment, and wasn’t quite surprised to see the racks of clothes had all moved several feet away to give them both some room. “Do you maybe want to find a bed or someth—yowwp!”

The yowwp! had come as a sofa, deep pink as a girly chess machine and soft as a snake oil soap commercial, barreled into Pinkie’s legs from behind and sent her sprawling on top of it. By the time she’d put her various limbs into their proper order, Rarity was descending toward her. Pinkie lay flat on the sofa, magical boobs resting atop her chest and spilling out in every direction, and Rarity knelt down beside the sofa and took one nipple—already pink and shining with milk—between her lips.

Pinkie exhaled and succumbed to the quiet bliss of being nursed from. By then every part of her body had noticed it was in hot demand, and so her pussy slowly rippled to build up a sticky puddle on the sofa’s front, though the majority of her liquid insides were at work sending her milky reserves into her breast and out through her nipple for Rarity’s enjoyment. Each time it happened, Pinkie got a little more familiar with the sensation of feeding another person—of directing her ensorcelled insides to another girl’s lips—but a little detail like familiarity didn’t stop it from feeling amazing.

With one hand Pinkie reached to hold Rarity’s drinking head, to cup her chin and stroke her face and play with her hair, though she kept a safe distance from that unpredictably powerful horn. She knew she was already responding to Rarity’s attentions, by filling her soft cheeks with berry-flavored liquid goodness, but that felt so passive, and she really wanted to prove she was still paying attention. Her other hand strayed to her own free breast, the one not capped off by Rarity’s strong lips and beautiful features, and massaged it carefully. There too milk was flowing to the surface, though less of it, and Pinkie cupped some in her hand before it could be absorbed back into her breasts through that bizarre branch of her magic.

She brought her cupped hand back to her lips and drank from it, and her eyes widened. That was a new sensation! Sure, Pinkie had drunk her own milk before in the time since Twilight’s return, more than she’d properly like to admit, but never at the same time somebody else was actively nursing from her! It was an incredible feeling. She immediately went back for more, and more again, fetching each handful of milk to drink in a sort of frenzy. With no more than her own hand as a medium she was drinking from herself, a closed cycle, and yet Rarity was drinking from her too, and so surely that had to be some sort of cycle too! She felt united with Rarity—united in her nursing, united in her lust, and united in their bodies. But really only a little bit of Rarity was actually touching her, and her lust demanded more than that.

Taking back control for a moment, Pinkie reached down and pulled Rarity into the air with a mighty heave. Rarity squeaked, but quickly smiled again as she found herself lying on top of Pinkie, their faces inches from each other, her front half held aloft by Pinkie’s tit mountains.

Pinkie grinned at her. “Hiya! I missed you.”

“Missed me?!” Rarity managed to raise one eyebrow, but her half-crazed smile betrayed her. “Dearie, I was doing a passable impression of last night’s pompoms.”

“Mmmhmm. But that was just to my boobies, and I got all jealous of them!”

“Goodness, we can’t have that!” said Rarity, and then they were kissing again, the remaining blackberry flavor of her lips now quite thoroughly merged with the milky strawberry that had been filling her for the past several minutes. They writhed together in joyous unison, Pinkie’s butt pushing one way and another across the sofa and Rarity squirming on top of Pinkie’s naked body. Rarity groped at any part of Pinkie that came to hand, breasts, butt, front, sides, whatever, squeezing and flicking as she went, and Pinkie repaid the favors as best she could with Rarity’s dress still in the way.

Rarity kissed with a sort of frantic urgency, like all the excitement and freaking out she’d worked so hard to repress was being funneled through her lips and right into every last tingling inch of Pinkie’s body beneath her. Their every constant touch felt electric, and Pinkie did her all in return, cradling Rarity’s lips in her own and bestowing on them any trick she could think to use. Their tongues made love passionately, grazed by teeth enough to excite but not to injure, and Rarity filled Pinkie’s senses like a dolphin nuzzling a periscope.

Working blindly, Pinkie managed to hike Rarity’s dress up far enough to grab at her lacy panties and pull them away. Rarity’s only response was a moan and a stretching apart of her legs, which Pinkie took as all the invitation anyone could ask for. She pressed one hand against Rarity’s subterranean subtlety and was not in the least surprised to find a quite thoroughly flooded basement. Deftly she stroked from slit to clit, and Rarity screamed.

“Oh, darling! Ohhh, oh, yeeeeeeeeesss!” Rarity arched upright, responding to the fingering almost as powerfully as Flower Child the night before. Pinkie sucked in air, suddenly noticing how long it’d been since she’d had a proper chance to breathe, and redoubled her efforts, with the effect of producing several longer and louder screams. She dug two fingers deep inside of Rarity’s aquarium and explored, reveling in the feeling of new pussy linings to discover, though she rather suspected Rarity was reveling in the feeling a whole lot more.

“Yes, oh yes!” Rarity gasped as her hair bounced wildly about her head. “No, aaaah, not like that, darling! Eat me, darling, please, I want to feel, to feel your darling tongue inside me!”

Pinkie left off her spelunking to smirk upwards. After some of that frantic kissing, it felt kinda nice to have Rarity begging for Pinkie to perform specific sex acts. Maybe Rarity wasn’t the only one who got off on control from time to time. “You’re opening a lobster shack in central harbor, hmmm?”

Rarity stared at her wild-eyed. “Darling, I haven’t a clue what you’re talking about! Will you please just eat me out before I lose my mind?”

Maybe it was time to abandon the seafood metaphor altogether. Analogy? Whichever. Relenting, Pinkie Pie reached up to ensnare Rarity about the waist and pull her forwards, providing her first good look at Rarity’s hidden palace zone. Her midnight-purple pubic hairs were the mark of a true perfectionist, cut all to equal lengths and in the shape of a flawless diamond. Sweat glistened on her skin like the sequins on her dress, but Pinkie’s gaze slipped downwards to that other source of liquids. Rarity’s pussy lips flared invitingly before her, spread open by Rarity’s knees and legs on either side of Pinkie Pie’s torso, lips with not so much as a hint of sag or wear about them. The effect was not sexy so much as beautiful, like Rarity’s pussy had been designed by someone who didn’t know exactly how sex worked yet had a top-tier sense for how to make a pretty picture. It was like if the golden rectangle from geometry class had been reshaped into some sort of splashy sex slit for a stubbornly stygian sepulcher. The sight—helped by Rarity’s plaintive noises above—was new and inviting.

Pinkie brought her face to meet Rarity’s jewel and began her work, kissing up and down and sometimes darting her tongue inside for almost predatory assaults on that cavern of wetness. Rarity was reduced to a smell and taste that intoxicated and bombarded her senses, more unfamiliar and exotic than a local girl had any right to feel, almost deliriously good. Pinkie buried her face between Rarity’s legs, returning their kisses from earlier to a rather spicier part of her friend’s anatomy.

“Oh! Yes, darling, yes!” Rarity cried her pleasure to the heavens as she straddled and fucked Pinkie’s face, grinding her crotch up and down in a sensual rhythm that Pinkie did her best to match. Pinkie still encircled Rarity by the waist with one arm, but reached her other hand up to squeeze her milk-tinted boobies through her hiked-up dress. The dress was too tight and stiff for Rarity’s boobies to bounce much as she rode Pinkie’s face on the train ride to orgasm, and likewise too stiff to make for the most pleasant squeezing, but darn it, Pinkie Pie had a reputation to maintain as a devoted breasts girl.

But then Rarity leaned far enough over to stick her fingers into Pinkie’s own pussy, and for a moment Pinkie felt herself all but lose consciousness. That deeply confident, professional touch Rarity had fingered her with in the sports tent was back, but now possessed by a mad energy that did nothing to lessen its skill. Two spurts of milk leapt forth from Pinkie’s tits to be lost in Rarity’s endless purple curls, and she left off eating out Rarity’s pussy for a moment to squeal blindly into it.

Rarity’s fingers swept in and out of Pinkie like a piston, while still displaying a healthy respect for her outer lips and all-organic joy buzzer. Milk was flowing freely down Pinkie’s front, too fast to be absorbed, collecting against Rarity’s butt or else dripping to the equally pink sofa beneath them. Rarity herself, panties by then fully discarded, sat happily on Pinkie’s face with her dress pulled up to her waist and her hair a frenzied, milk-splattered mess. Pinkie could see little but Rarity: Rarity’s gorgeous pussy, home to Pinkie’s lips and tongue and all the care and passion they could administer; Rarity’s stomach, or at least a little of it, flat as a stovepipe; Rarity’s boobs, or at least their undersides, still unfairly tented in shining blue sequins; and Rarity’s face, still beautiful for all its closed-eyed abandon as she cried ‘darling!’ to the world.

Pinkie drew from that energy to increase her efforts on Rarity’s sweet nectarine. She pulled Rarity closer to her, sliding her arm beneath the hiked-up dress to feel as much of her friend’s gloriously alabaster skin as she could, and frenched Rarity’s pussy in a sort of cunnilingua franca. Spicy sex juices had begun to spill onto her face, but she decided not to bother licking them up, since that felt sexier. They were wet everywhere, wet with sex and sweat and ever-leaking strawberry milk, and it felt like Rarity was very close to making things wetter still. Her breathing, as best as Pinkie could hear, was turning ragged between cries, and the heat emanating from her pussy was all but overpowering.

And yet, one particularly piercing cry of “oh darling!” was accompanied by Rarity thrusting her cum-coated fingers deeper inside Pinkie than ever, and so Pinkie shrieked and, quite by accident, came first. Her body shook under Rarity’s riding, and Pinkie Pie’s twin Old Faithfuls sprang into action with geyseral gusto. What must have been gallons of milk flew into the air and drenched Rarity on their way back down, turning her purple and white friend quite uniformly pink. Or so she figured out after the fact, at least, once her body had finished shaking with unrestrained bliss and she was able to see and process images again.

Rarity stared down at her in disbelief. Milk dripped from her every surface, producing a really very sexy wet hair effect, but she had eyes only for Pinkie Pie. “Merciful heavens,” she said. “Do you… is it always like that?”

“It varies!” Pinkie was ready to say more, but stopped as several large drops of pink milk fell into her open mouth from above. Mmmm! She swirled her tasty products around for a few happy seconds before swallowing. “Sometimes my boobs end up making more or less than that, but I think this time they were kinda built-up and impatient because I hadn’t had any orgasms too recently!”

A dark cloud crossed over Rarity’s features. “I hear you there! But hold on, wasn’t the half-time show… just last night?”

“Yeah, and then me and Fluttershy had an orgy with a bunch of her friends. But that was like, I dunno, twelve hours ago?”

For several seconds it looked like something in Rarity’s brain had broken, for her eyes lost focus and she couldn’t seem to think of anything to say. At last she shook her head in clear wonderment. “I… see. Um, I know you’ve already come and all, but I don’t suppose you’d want to keep going, at least until I…?”

It was adorable how suddenly timid she was, like Pinkie’s orgasms—or their frequency?—were a fact she simply wasn’t equipped to handle. Pinkie smiled peacefully at her. “Of course! I’m not gonna leave one of my best gal pals hanging in the middle of a dry spell. Just let’s go a teensy bit slower, okay? I’m a little bit worn out from all that milk and we were fucking awfully fast for a while there.”

Rarity tilted her head in demure acceptance, and Pinkie struggled upward to sit on the sofa on her knees. Rarity did the same, facing her, and they embraced each other, leaning into one another’s necks and sprinkling each other with gentle kisses. Rarity was drenched in lactal orgasm, and Pinkie was happy to drink her milk back off her friend, kissing and licking shoulders, neck, ears, cheeks, nose, eyes, lips. After the second or third loop around she noticed that Rarity’s ears were especially sensitive and dug in deep, licking in and all around her left ear until Rarity giggleshrieked for her to stop.

Rarity’s hands were full of Pinkie’s massive breasts, which she plumped like sagging pillows after their explosive draining. Pale fuchsia acres’ worth of breast rolled and dimpled in her grasp, and milk dribbled from erect nipples onto and between long white fingers, slower than before after having gone through an orgasm but still delicious and with plenty more left in reserve. Pinkie knew she was supposed to be the one pleasuring Rarity at that point, but Rarity’s hands on her tits just felt waaaay too good, and she purred into Rarity’s kiss-dotted eyelid.

Still, she didn’t want to be accused of not playing her part, so Pinkie extracted one hand from around Rarity’s waist and bent it to a lower task, pressing her knuckles against Rarity’s juicy portal and its crowning seedling. Rarity grunted wordlessly and ground herself on Pinkie’s fist, soaking the knuckles in some unknown smoothie of milk and pussy juices. It felt divine, and Pinkie raised her index finger into Rarity’s rayless recesses even while she continued to pepper her face with the quickest of kisses.

“Mmm… oh, yes!” Rarity’s words of pleasure sounded less frenzied than before, yet no less happy or sincere. Without warning she buried her face into the valley between Pinkie’s tits. Rolls and rolls of pink breast sides pressed against her cheeks, helped along by Rarity as she groped at Pinkie and squeezed tremendous tits together around her face. Somehow she contrived to dart out her tongue to lick at the base of one of Pinkie’s breasts, and Pinkie yelped at being licked in a sensitive area she hadn’t even known she had.

Although, she thought as Rarity murmured indistinct joys and explored her breasts and fucked herself on Pinkie’s knuckles and finger, it did kinda make sense. Her boobies had been sensitive even before they were magic, and she’d seen with both Twilight and Fluttershy just how erotic they found anyone touching the base of their wings. Well, wings were pegasus people’s magic parts, and tits were hers, so why shouldn’t they be sensitive at their bases as well? And good gosh but it did feel amazing when Rarity did that! She extended a second finger into Rarity’s pussy to show her appreciation, plumbing her long and deep in the twin names of gratitude and desire.

Then memories of her conversation with Twilight that morning sprang unbidden to mind, specifically a fantasy she’d had a lot of trouble steering herself away from. Pegasus people had wings. Milkmaids had tits. And Rarity and Sunset and Twilight had horns, and Rarity’s horn was right there in front of her while Rarity’s head remained embedded in her cleavage. Should she? Did she dare?

Any fully rational mulling over of the question was denied her by the feeling of Rarity ever so gently nibbling at her breast. A burning wave of erotic elation shot through her upper torso, punctuated by two quick jets of milk christening Rarity’s shoulders, and Pinkie Pie made up her mind. She had to know how Rarity’s horn worked! Science demanded an answer. Sex demanded an answer! And a little part of her mind that remembered wishing Green Cycle was a girl with a dick wanted an answer too, in hopes that unicorn horns might be the answer she’d been looking for.

Pinkie cast aside any timidity, leant fractionally forwards, and extended her tongue to lick the very tip of Rarity’s magic horn. Inexplicably it had taken on a taste of its own, a foreign musky taste not totally different from the rivulets from Rarity’s underworld, a taste that left Pinkie wanting more. It was harder than Green Cycle’s dick, or the Captain’s… well, no, harder wasn’t the right word for it, since they hadn’t had any problems with erection or stuff like that. It was, uh, simpler. There was no loose skin, no ripples, just one long solid shaft that tapered to one shiny point. Sure, there was a thin groove line spiralling up Rarity’s horn from base to tip, but otherwise her horn was starkly featureless, a near-perfect white pyramid arising from among milk-stained purple curls. And thankfully, licking it didn’t seem to do anything bad to Pinkie Pie.

The lick’s effect was more interesting on Rarity. A shudder ran down her entire body, so smoothly that Pinkie would have suspected magic if only there’d been glowing or sparkling or something going on, and Rarity pulled her head from Pinkie’s tits to smile deliriously. Pinkie curiously reduced her knuckles’ pressure on Rarity’s pussy, reasoning that she’d never get to hear how that lick had felt if she kept Rarity hot and bothered from then until orgasm. And the horn had tasted good enough that she wanted to lick it again, so if Rarity hadn’t liked it for some reason, she had better find that out right away.

It took about ten seconds for Rarity to come to her senses, and Pinkie spent the time in passive exploration of her lower regions, massaging the insides of her thighs and tracing the little streams of cum down her legs. Pinkie was excited to see what would happen when Rarity did hit her climax… she kinda felt like a squirter, but on the other hand she’d lost a good bit of liquid already just to the sex they’d already had. Hopefully whatever did happen wouldn’t be too anticlimactic, especially if Rarity hadn’t managed any orgasms in as long as she’d been suggesting!

When she finally did speak, Rarity kept it brief: “Do that again.”

“Lick your horn?”

“Lick it, touch it, suck it, do anything you can think of!” Rarity had still not let go of Pinkie’s breasts while she recovered, and she squeezed one for emphasis, causing Pinkie to yelp and blast some milk straight between Rarity’s shoulderblades. Rarity, though, paid it no mind. “Open those blasted lips of yours and fellate my magic horn!”

Pinkie did, and her last half-abandoned thoughts of maybe getting back together with Green Cycle sometime fell away. Giving Rarity’s horn a blowjob felt amazing! She had worried for a moment that it would be sharp and it would stab her in the throat and she’d slowly bleed to death, but that wasn’t the case at all, or if it was, the bleeding was much too slow for her to notice. Instead the horn was just blunt enough to be safe for exactly this purpose, and she moved her head up and down its length without any pain at all.

Dicks did have the advantage of being less pyramid-shaped—Green Cycle would have been able to fill more of the back of her mouth at once—but the longer she sucked at it, the more the magic in Rarity’s horn seemed to notice her and even respond to her needs. A sort of energy field began to build up around the body of the horn, feeling deliciously alive and still not remotely painful, and that energy field not only did the work of filing Pinkie’s mouth but also infected her with all sorts of exciting feelings. The electric background energy that Pinkie had been feeling almost the whole time she’d been in the boutique was stronger now, infinitely more direct and approachable, and as she sucked the horn it spread from the horn’s tip into her lips and head and so on down from there. The very atoms in her body felt like they’d flipped directions somehow and were receiving signals from a new section of the universe, or not even a section, since it felt connected to anything and everything around her. She’d heard bad things about people who suddenly turned into antimatter—explosive things, mostly!—but compared to sucking Rarity to climax, nothing she’d done had ever antimattered more…

Nearby a paper shifted and fell off a shelf and Rarity’s horn felt it happen, and an instant later so did Pinkie Pie. Tingles spread through her, the same tingles she’d felt in her breasts when Twilght Sparkle returned but no longer so isolated. If the horn was supposed to be a dick, then this electric tingling field had to be pre-cum. Magic pre-cum. What in the world would they think of next?!

Meanwhile Rarity had regained control over her body, even while Pinkie fellated her from above, though she still emitted an ‘ooh’’ or ‘yes!’ or ‘darling!’ every couple seconds, ranging from squeaks to full out Rarity-brand screams. She kept her head mostly level, leaving Pinkie to do the work of raising and lowering herself along the height of her horn, but continued her obsessive inspection of Pinkie’s tits. Whenever she could spare a moment from the magic pre-cum and the impossible senses and sensations it filled her with, Pinkie felt the milk draining down her front from Rarity’s ministrations, now an unstopping pair of low-intensity waterfalls. It alternated randomly between warm and cold—or perhaps that was the magic at work confusing her senses—but both temperatures felt amazing coursing up through her body and through her nipples and finally down her front to the sofa below.

Or sometimes to the sofa, at least, because other times the sofa was blocked by Rarity’s other hand as she worked Pinkie’s pussy like a ten-inch lollipop. Her fingers were coated with more cum than the milk could wash off, but she paid this no mind, and Pinkie paid her in a million silent thank yous and a renewed attention to Rarity’s pussy with her own hand. The two girls knelt before each other in moaning, gasping supplication and filled their hands and mouths with the most private parts of one another’s bodies. Milk dripped from both of them, the milk on Pinkie Pie being fresh and new and that on Rarity being left over from Pinkie’s last orgasm, yet no less smooth and gleaming for its few minutes of age.

“Oh, oh, oh, yessssss!” Rarity choked on the last word, and the sides of Pinkie’s mouth curved into a smile around the ivory tower. Through it all she kept up her motions, rising and falling in utmost loving concentration. At some point she’d developed the presence of mind to use her tongue as well, and so she drew fabulous paintings up and down Rarity’s horn while she sucked it, teasing a little here, a little there, not wanting to leave that fabulous sex object alone, no, not ever. Magic seeped into her eyelids, magic smoother and colder than ice cream yet not a cold that caused her any pain, and suddenly she could feel every picometer of her eyelashes and every tiny motion of the air around them and every infinitely small contact between her and the air felt as good as someone caressing her thighs or licking her ear or nuzzling her breasts.

But on top of that all Rarity was still pumping away at her shuddering pussy, probably running on automatic for how constantly she was panting and shaking, and her pussy felt impossibly good and better than a hundred thousand eyelashes. The line between normal and climax had fallen away from reality with even the smallest sensation pushing her farther than she should have been able to go, and milk was gushing from her tits, gushing over Rarity, who screamed in happiness and Pinkie did everything she could to her, every pussy trick she had learned over the years, until Rarity finally found her orgasm and a blinding white light swept out from her body and through Pinkie and through the room and through the whole world. Rarity’s face was purest bliss and her horn shuddered within Pinkie’s mouth and Pinkie made several very basic logical connections much too late to do anything in response to any of them.

When the light finally cleared, Pinkie was flat on her back, and Rarity lay on top of her in a sticky mess. They were kissing, though Pinkie couldn’t remember when that had started, and Rarity’s eyes looked happier than they had in years. She was crying and laughing and kissing Pinkie Pie all at the same time, and Pinkie’s arms and lips were around her and everything was wonderful and there was a warm humming in the back of her brain.

“The best, darling,” Rarity was saying, “the best I’ve ever, ever had. Thank you, thank you so much!”

Pinkie couldn’t help but giggle a little at that. If Rarity lighting up like a sun and exploding with magic somehow hadn’t been her high point in orgasms, then life would have been decidedly different over the last few years. But Pinkie remembered that time not too long ago, when Twilight Sparkle had made her feel just the same way… if, maybe, with not quite so much power involved in her own first magical climax.

“Not me,” she managed to say between kisses. “Uh, not really. You. Your horn. And Twilight I guess too!”

“How do you mean?” Rarity still sounded somewhere between elated and exhausted, but there was respect in her voice too, respect like when Pinkie was beating her socks off at Tic-Tac-Toe.

“Well, it was Twilight who made us all like this, right?” She tried to gesture vaguely but only succeeded in massaging Rarity’s naked butt, which she decided was good enough. “Your horn, my tits, Flutters and Dashie’s wings. They’re part of us and also they’re not, so when you touch where they meet with the rests of our bodies, it feels really powerful! But they need to be stimulated, or we can’t get fully aroused… and then when we do orgasm, we lose control.” She gasped for air. “My tits throw milk all over the place. Fluttershy’s wings flap like crazy. You shoot magic everywhere… or, uh, into my mouth, anyway.”

“And Twilight Sparkle?”

“Dunno exactly! I’ve got a theory, but I can’t really test the details, y’know?”

“Mmm.” Rarity stared off into space for a moment. “Pinkie, I’ve been having troubles getting myself off lately, ever since, well, Twilight’s reappearance. You’re saying I’ll need to, uh, give myself handjobs too from now on?”

“Probably!”

“Well, if it means feeling like that again, I suppose it’s worth it!” Rarity looked completely at peace with this prospect, and Pinkie smiled at the sight. “But goodness, we are a mess, aren’t we? I doubt I’ve been this wet since the day I was born!”

“No problemo, there’s a towel over there...” Pinkie concentrated for a moment, and a decadently fluffy towel flew over to them from some obscure corner of the boutique, its white color hidden by a familiar sparkling blue glow.

They both stared at it for a long time.

“Pinkie, love, how did you do that?”

“I have no idea!”

“Well… what else can you do?”

They spent the next fifteen or so minutes doing naked science and figuring out that Pinkie Pie could do quite a lot. The warm humming in the back of her brain responded to her focused thoughts and seemed to be able to move anything that Pinkie knew about, as well as inform her about a lot of stuff she wouldn’t have thought she did know about. Not until Pinkie was successfully juggling eight different items at once, a sewing machine and one of Rarity’s sister’s dresses among them, without actually touching any of the eight, did Rarity appear to be satisfied. “Telekinesis,” she said.

“Gesundheit!”

Rarity laughed. “No, it just means moving things around by magic. That’s what I’m best at!” She wiped her forehead with a napkin to demonstrate, leaving her hands at her sides the whole time. “Between that and your telekinesis glowing the same blue mine does, I think you managed to get some of my magic in you!”

“Oh, yeah, that makes sense!” Pinkie gazed contentedly at her makeshift juggling balls as they flew in circles around her. “You had all sorts of magic going on when I was sucking you off and it was making me really sensitive to like absolutely everything, and that was the pre-cum. So then when you did get to orgasm and all, you came proper magic in me, like full on semen except made of glowing blue lights and stuff.”

“Did I now?” Rarity lowered her eyelids to truly dangerous depths. “So I guess now we know whether Pinkie Pie spits or swallows!”

“Hey!” Pinkie put a hand to her chest in a pretense of indignation, and her juggling objects sped up in response. “What was I supposed to do, toss your big glob of magic right back in your face? Hello, eww!”

“I beg your pardon, Pinkie; my magic is hardly a glob! I prefer more elegant language, like a net or maybe a tapestry.”

“Missy, you came in my mouth without warning me, I get to call it whatever I like.”

“I hardly knew I would… oh, heeheehee!” Rarity had been struggling to keep a straight face throughout the conversation, and her eyes squeezed shut as she descended into mirth. Pinkie joined her, and Rarity was only able to get back to talking several seconds later. “Pinkie,” she said, “this is the most ridiculous conversation.”

Pinkie grinned from ear to ear. “I know! Isn’t it awesome?”

“It is pretty awesome. So… do you think your latest power is permanent?”

“I dunno… probably not, right? My milk takes time to regenerate and all, so I assume your magic does too and it’s not like you blasted me full of an infinite supply.”

“Mmm, yes. In the meantime, though, would you care to join me in a few more experiments?”

Something in the way Rarity had said that last word made even Pinkie’s hair stand up a little straighter. “You mean experiments or, uh”—she waggled her eyebrows suggestively—“experiments?”

Rarity’s eyebrows waggled so distractingly that Pinkie let every one of her juggling objects drop at once. “Experiments. With toys.”

“Ooooooooh!” Pinkie made her way toward Rarity slowly, gently petting one of her not-quite-spent breasts as she moved. “I could be interested in toys! But you know, we really really need to finally get you out of that dress.”

Rarity looked down at herself and laughed. “Oh my heavens, yes, we do! I don’t think all these milk stains will ever come out. All right, here’s the trick: say my name, loudly and clearly, followed by the word ‘undress.’”

Pinkie blinked once. “Uh… sure! Rarity: undress.”

For a moment Rarity’s torso was surrounded in a blue glow and several unhooking noises, then her dress simply fell away from her body in two separate pieces, leaving her finally and completely naked underneath. Pinkie’s pussy pulsed appreciatively.

Rarity had an incredibly statuesque beauty, which was to say, she looked like she could have been a statue. Her muscles were toned to perfection, her waist slender without becoming thin, her hips wide without becoming substantial, her shoulders defined without becoming sharp. Lint would never so much as dare develop in her navel, or between her toes, or anything like that. Not a freckle, scar, bruise, or stretch mark appeared anywhere on her flawless skin. She was a living ghost-white doll save for her purple pubes, the inviting pink line beneath them, and the topography of milk and discharge that they’d managed to smear on her over the course of the visit. She could have been a beautiful glacier in an ad campaign warning against pollution, except ad campaigns probably weren’t allowed to show full frontal nudity, especially not of really pretty girls like Rarity.

Pinkie remembered fantasizing about Rarity’s nipples as being diamond-shaped, and that wasn’t quite true, but there were the slightest hints of hard corners about her spectacularly colored areolas. Her nipples were curled and pudgy, the only moments of irregularity on her perfectly-sized breasts, which hung perfectly without a hint of sag from her perfect body. And yet, as Pinkie had heard was often the case, it was those same imperfect nipples, too large and too curiously shaped, that made her friend truly beautiful. Rarity’s deep purple hair flowed down her back and curled around her arms, boosted just a little by some magic breeze, and Pinkie took a long moment to drink in this entire vision that had somehow been granted to her.

“Rarity, you’re the most beautiful girl I’ve ever seen.” She was struck as she said it by how un-Pinkie her voice sounded. There was no joke, no laughter, no hidden messages, not even any desperate vulnerability… they were just words that needed to be said.

Rarity’s face turned a deep scarlet. “Thank you.”

“No, I mean it! Like, who was that dude with the statue? And the statue was really beautiful and she came to life, and they totally boned a whole bunch?”

“Uh… Lyra Heartstrings?”

“No, some old guy, from history or something. You’re like that!”

“Oh? Then I guess we’d best totally bone a whole bunch, hadn’t we? If you’ll follow me upstairs?” Rarity’s voice was so playful, so happy, that Pinkie almost missed for a moment how little she’d struggled to say those words. Dirty Rarity was a pretty fun Rarity!

“Hey,” said Pinkie, “right now I’d follow you anywhere.”

They went upstairs in a sort of gleeful trot, leaving all the evidence of their previous sexcapades behind them. Presumably Rarity’s tellykeywhoozitz would be able to clean it up somehow… just thinking about the problem, Pinkie started to get a sense for how she might be able to clean it up herself, using only her borrowed magic, and if it would be that easy for her then she guessed it would be at least a billion times easier for Rarity. So that was all right!

“You know,” Rarity said to her almost conversationally, “I’ve never been so glad my little sister isn’t visiting me today. Come on, past that window, right through here, this is my bedroom!”

Rarity’s bedroom was predictably extravagant, at its center one of those big beds with the four posts around them… four-posters? Yep, that sounded like the word. There were also a whole bunch of grayish mannequins standing around waiting for clothes to be put on them, and desks covered in notes, and rolls of fabric in even more colors than Rarity had tried out on Pinkie earlier, and all sorts of other stuff. She even caught a feeling of several dirty cups and dishes being hurriedly shoved out of sight through Rarity’s magic, another reminder of the overwhelmable girl behind all this amazingness and decadence and stuff.

“So… toys?”

“Toys!” Rarity winked at her. “Use my magic, my dear. You should be able to find them...”

Rarity’s face was just inscrutable enough that Pinkie couldn’t tell what was expected of her. Did Rarity really believe that finding her toys would be easy, or was she giving Pinkie a chance to impress her? Either way, she guessed it was worth a try. Slowly she calmed her excited body and focused on the magic that was still simmering away inside her brain, sending slow, exploratory tendrils into the room around them. The tendrils wrapped around the fabrics, the mannequins, the bed, everything, and each time they found something new, Pinkie shivered as a feeling of meaning seeped into her head.

Everything in the room, Rarity had a long history with, and now her magic was filling Pinkie in on that history. She could feel the long nights that had ended with Rarity falling asleep at that desk, sometimes in tears, and for a moment Pinkie even noticed her own eyes becoming heavy. She could feel a thousand different outfits covering and uncovering those mannequins over the years, and she even felt a brief memory of a kiss shared with one of those same mannequins, a memory coated with unexpected sensations of shame. Feelings, too many feelings, feelings of joy and defeat and success and despair from too many past designs to count filled Pinkie’s mind, and she was on the verge of giving up out of sheer terror when the magic finally lighted on what she was looking for.

It was outside her vision, hidden away in a closet within another closet, but she knew it was right. There were extremely vivid memories associated with that crate—images that made Pinkie blush at the very magically-summoned thoughts—plus an understandable mixture of delight and guilt. She pulled at the feelings through the magic and a large black crate slid into the room, featureless but for a garish pink heart on the top and a silver padlock she had no trouble in unfastening.

“Well done,” came Rarity’s voice, low in a purr, and Pinkie whipped around. While she’d been so busy looking for that black crate, Rarity had made her way to the bed, where she lay seductively with the sheerest of camisoles draped around her. It offered her absolutely no cover. It wasn’t even fastened at the front. But something about the way it hugged her hillocks and stressed her sides was enough to drive Pinkie to her, climbing up into the bed to be with her, and then she was in Rarity’s arms before she’d quite noticed she’d gotten there and they were lost in each other’s lips again.

Rarity pulled Pinkie down onto her in a smoosh of tits and their hands were all over each other, lust somehow increased by the time they’d spent talking and making their way up to the bed. Pinkie had experienced a whole lot of Rarity’s life with her borrowed magic, maybe more than Rarity had meant for her to see, and all that experience only made her the more eager to bathe Rarity’s magnificent figure in love and warmth and acceptance.

Then the first of Rarity’s toys made its appearance and Pinkie squealed, that poorly disguised switch in her mind toggling over from complicated emotions to sex. Or, given her tits, ‘from sappiness to soppiness.’ Anyway, goosebumps erupted up the length of Pinkie’s back from a strangely pleasant tickling sensation, and she rolled over to find out what was going on. Four round pink brushes, connected to one another by plastic crossbeams and spinning like a slow helicopter, hovered above her in the light of Rarity’s magic and failed to look remotely innocent.

“The Quadbrusher!” said Rarity into her ear. “My own invention!”

Pinkie spread her arms out in welcome. “Brushie brushie!”

Then the quadbrusher was on Pinkie again, this time on her front, tickling and tantalizing her boobs and belly and even occasionally her chin. Long magenta bristles slid across and around her nipples, teasing them unfairly and drawing her milk out in regularly punctuated spurts, and Pinkie panted incoherently. There were only four brushes, only four, consciously she knew this, but four brushes shouldn’t have been able to capture so much of her body and bathe it in such loving attention.

But they did. Pinkie had just enough understanding of spirituality to know that various people believed in circles of energy or magic or something like that drawn all over their bodies, and just little enough understanding to assume that the quadbrusher’s affections were proof positive they were right. The brushes felt divine spinning across her personal Winkel-III projections, especially when teasing her icecaps, but it was really great to have them also brushing over other large swaths of her body and for that to feel terrific and erotic too. They were masters of foreplay, and heck, she was all for play.

“Oh, oooooh, Rarity, mmm!” Rarity herself was licking Pinkie’s neck, even more delicately than her brushes, and she had one hand down between Pinkie’s legs and was treating her pussy to a gentle ride on the cyclowhirl. Her mind was reeling at the effort of keeping track of how many different parts of her body were being pleasured at any given time, yet still she wanted more. “Mmmm, I can’t wait to find out what else you’ve got in there!”

“Find out, darling!” The quadbrusher slowed its divine assault, lessening the pleasure visited all across and around her boobs, and Pinkie felt like she might cry until she realized that it meant she could focus enough to magic something out of the box herself. Pinkie concentrated, ignoring for a moment the feelings of Rarity’s fingers and tongue caressing her, and drew out a tube of cherry lipstick. She blinked.

“Isn’t this lipstick?”

“Mmmhmmm.”

“But… it’s in your toybox? What, am I supposed to use it as the world’s smallest dildo or something?”

“No, no!” The gayness in Rarity’s voice was undermined a bit by her arousal. “I’ve been doing a ridiculous amount of magic experimenting since I got my horn back. Try it on, you’ll see!”

Dubiously, or as dubiously as she could manage with the quadbrusher still making fine-bristled love to her tits and Rarity still on safari within her pubic jungle, Pinkie drew the opened tube across her lips. For a moment nothing happened, then there was a familiar blue flash and an exact copy of Pinkie’s lips appeared in the air, curved in a circle of surprise to match Pinkie’s own.

The surprise only lasted a moment, though, before the magic lips sped toward Rarity and fastened themselves around one of her nipples. Rarity squeaked, and Pinkie’s eyes went huge, because she could taste Rarity! The lips attached to Rarity’s elegant breast and sucking at her nipple were not really Pinkie’s, but she could feel them just as if they were her own, and she could feel and taste Rarity between them.

“Oh my gosh,” she said, somehow able to talk and suck Rarity’s breast at the same time. “Oh my gosh!” Rarity’s nipple was still slightly soft, or maybe permanently that way, just enough to give deliciously beneath Pinkie’s magically-aided attentions. Pinkie held a thought and the lips responded, moving half an inch farther up to begin layering the rest of Rarity’s breast with loving, sparkling kisses.

“Mmmmmmm, ahh, darling!” Suddenly the quadbrusher was back in action again, and Pinkie squeaked to match any of Rarity’s. The plastic beams connecting the brushes had somehow expanded, and thus so too had the radius of their circle of attention, the bristles running wonderfully across her cheeks and sides and the even very tippy-top of her grateful pussy. Pinkie moaned and pawed at her own tits, squeezing her nipples in time with the sweeps of the brushes and the kisses on Rarity’s white breast.

Pinkie found the lipstick again and rubbed it across herself a second time, and a second pair of lips appeared, and a third, and more and more. They flocked around Rarity’s supine sexiness and covered her with love, kissing her fingers, her eyes, her clitty and titties, all at once and with Pinkie feeling every one of them. Pinkie choked grateful non-words into the air as the brushes continued to tickle her entire front, mouth happily open, but felt her lips close on and around a dozen parts of Rarity ready and open for loving. It was too much for any girl to keep track of, and she didn’t even try, happy to revel in more sources of sexual delight magic or otherwise than should have been physically possible.

As though mocking her inability to count, strips of translucent black cloth floated into the air before her and formed themselves into pieces of underwear, somehow even slinkier and sheerer than the camisole still improbably attached to select bits of Rarity. The underwear attached itself to Pinkie and accentuated her folds and curves while not doing the slightest to censor her, with long black stockings underpinning crotchless panties and a lacy bra with holes cut out where her nipples valiantly accompanied the mad goings-on with an undercurrent of pink milk ready to soak everything.

“Ooh, pretty—!” said Pinkie, only to break off as her new shear underthings began to vibrate. It wasn’t the most intense vibration in the world, but it was impossible to deny: a background tremor that covered her everywhere except where she was most sensitive, stopping teasingly short of stimulating her too far or too fast. She worked her breasts harder in response, flicking and squeezing yet more milky goodness from her engorged tips, and moaned as the quadbrusher took up a renewed interest in her burning pussy.

“Oh fuck,” she said intelligently, “yes, the brushes in my Babylon, and all the vibrating, yes, this is so good, Rarity, so good…!”

“Yes, yes!”

“Oooooh, yes…”

A random beam of light arced from Rarity’s horn, no doubt a sign of further beams to come—well, cumming further beams—and Pinkie’s bra tightened for a moment around her massive tits, vibrating a little more intensely in the bargain, and she came quite unintentionally. The orgasm filled her body, not beginning from anywhere in particular but from all over, born of a touch here and a tease there and a vibration in-between until her whole body was on fire and then milk burst from her teapot domes and flooded them both. She shook and shook, but then it was done and the brushes were still excavating her lower regions and she saw no reason to stop, not when there was so much they could still do.

Rarity was covered in milk, and Pinkie’s dozen mouths were quick to account for this, kissing her from head to toe and drinking up the liquids and filling Pinkie’s taste buds with strawberries even as Rarity moaned beneath her. She discovered that Rarity’s right elbow was a particular pleasure point and directed one mouth there, teasing the curve and point until Rarity cried out for girlish mercy and Pinkie sat back to examine her magically-mediated partner.

Working from the afterglow of her latest orgasm, Pinkie was just detached enough to notice that Rarity was being comparatively underpleasured—still just those magic lips, next to the brushes and vibrating underwear still covering Pinkie’s body with erotic delights—and decide to do something about that. But maybe not from the toybox this time? She was Pinkie Pie, after all, master of the improvisational arts, so she should really be able to piece together something fun and sexy just from what was around her.

Inspiration struck just as Pinkie’s bra coordinated itself into delivering a series of gurgling tremors from one end of her tits to the other. Only partially deterred, she reached out through the magic into the recesses of Rarity’s bedroom until she found what she was looking for: silken scarves, as many and rainbow-hued as if they’d sprung from a magician’s sleeve, and every one as delicate to the touch and semi-transparent to the eye as an excuse for missing homework.

Delicately—or as delicately as she could manage with Rarity still finding ways to explore her from tip to toe while continuing to lie on the bed and be ravished by lips—Pinkie separated the scarves from one another and set them to work. Scarves surrounded Rarity in a whirlwind of color, sliding in and out and along her body and no doubt leaving trails of excited goosebumps wherever they went. Pinkie remembered her treatment by the measuring tape earlier and maneuvered one light blue scarf into and between Rarity’s pussy lips, filling and obscuring her like the world’s tightest, slimmest thong.

“Oh! Oh, Pinkie, you absolute minx, please don’t stop…”

The pussy scarf was probably turning rather a darker blue, but Pinkie had other plans to pull out of motion. Led by her thoughts and borrowed magic, other scarves descended onto Rarity to wrap around her various body parts and pin her limbs closer to her. An orange scarf ensnared her ankles and bound them together, mirrored by two red and white scarves enshrining her knees. Other colors, as many as Rarity’s bedroom had to offer, hugged her wrists and arms and stroked her shining cheeks. For the crowning touch, Pinkie bound whatever scarves she had left into two multicolored ropes that stretched around Rarity’s torso above and below her model boobs and forced them upward and outward like Starshine’s corset.

For a moment Pinkie worried some of the bindings might have been too tight, but the open-mouthed smile on Rarity’s face—punctuated, naturally, by noises like ‘darling!’ and ‘ooh, yes!’ and ‘darling!’ again—reassured her. Pinkie’s magic lipstick mouths were still thronging among the many colored silk restraints, focusing mostly on drenching Rarity’s obscenely-bound breasts with their kisses, and Rarity sighed and stretched herself beneath them.

“Gee, Rarity, you look all pretty and gift-wrapped!”

“Aaaah! Why, thank you darling.” There was sweat on Rarity’s forehead now, trickling down around her horn, and Pinkie’s mouths were quick to suck it up before it could get into her eyes. “Yes, mmm, thank you! But don’t you think this is still rather static?”

Pinkie took the hint and concentrated. The scarves wrapped around Rarity’s body started spinning again, sticking to their assigned binding spots but rotating around Rarity’s wrists and ankles and torso and so on, pressing erotically against her as they flew. The twin ropes binding Rarity’s breasts spun in opposite directions and gave her chest a bouncing motion that caught Pinkie’s eye immediately. Her mouth would have watered at the sight even if she hadn’t been kissing those same boobs in six or seven locations already, but as it was, she had to swallow down a reasonable impression of her own boobs’ liquid output.

Meanwhile the quadbrusher and the vibrating underwear were getting less intrusive, which Pinkie supposed probably meant Rarity was closer to orgasm and less able to focus herself on pleasuring Pinkie Pie. That was kinda sad if she was feeling selfish, but it did mean Pinkie was able to put more work into pleasuring Rarity in return, and she did have a nice pretty package to unwrap and have fun with…

“Hey!” The scarf that had been binding Rarity’s pussy flew away, quite thoroughly stained, and Rarity pouted. “I liked that one!”

“I know, but it was in the way!”

“In the way? What do you… aaaaaaah! Yes, yes, okay, yesssss, objection withdrawwwwwwwwwn!”

Pinkie had pressed her face to Rarity’s unprotected crotch and begun to lick, swinging her tongue like a carousel pony navigating Rarity’s silver ring. Rarity’s pubic diamond, dark as the night and matted with milk and cum, tickled her forehead, but she had a mission to produce emissions and thus no time for giggling. The exotic musk of Rarity’s pussy was stronger now than on her first encounter with it, strengthened by constant arousal and sexual playfulness since then, and Pinkie drank it in like a beaver chopping down a tree. Which was a funny way of putting it, since traditionally it was Rarity who had the beaver in that particular arrangement, but she guessed sex didn’t always need to make sense?

Rarity’s mobility was rather limited by the colorful silk binding her at various junctures, but she still managed to wiggle herself around beneath Pinkie’s ministrations, making the path of Pinkie’s tongue along her velveteen racetrack rather more bumpy and unpredictable. Not that there was anything wrong with that! Sex was all about exploration, and so the more her tongue got to explore Rarity’s pussy, the happier they both were. She gave Rarity’s clit a quick kiss and forced her partner to draw her breath in sharply.

Perhaps prompted by her kiss, perhaps not, Rarity gave up all pretenses with the quadbrusher and directed it between Pinkie’s legs. The traitorous underwear pushed and pulled at her thighs to open her pussy wide, and the four brushes spun around against her like she was an exhibitionist giant pleasuring herself on a ferris wheel. “Fuck,” she breathed, “aaah, fuck, Rarity, I, aaaah!”’

“That’s—mmmm!—that’s just what I like to hear, darling. Oooh!”

“Ooh, you like that, huh? Well—yeep!—take this.”

Pinkie left off her oil drilling project between Rarity’s thighs just long enough to bring her thoughts together and concentrate them into magic. The scarves binding Rarity’s beautiful breasts tightened around them in response, squeezing them farther away from her chest and making her nipples stand tall like amateur semaphore artists, and Rarity screamed. Pinkie looked up in alarm, almost too distracted by the sight of those white, scarf-bound breasts bouncing in front of her to remember what she was going to say.

“Are you okay, Rarity? That’s not too tight?”

“Aaaaaaah! No, no tighter than I deserve after those pompoms. Heaven help me, Pinkie, I’m getting close, so close…!”

Pinkie drew herself upwards, passing by Rarity’s breasts—noting with pleasure as she did they were still speckled by her magically duplicated mouths—on her way to Rarity’s sweating, rapturous face, where she captured her friend in one last kiss, deep and tonguey and probably tasting strongly of Rarity’s pussy. Her left hand she left behind there, finger-fucking like an electric bull, while her right tended to her own breasts for lack of any better ideas.

When the kiss broke, Rarity’s eyes were barely focused on her. “My horn,” she said, pleading, “help me finish, my horn, do something, do anything…”

Oh, right! They’d decided she needed attention to her horn to reach orgasm, hadn’t they? And she was awfully close, because Pinkie could barely feel the underwear vibrating on her anymore, and the quadbrusher had stopped sometime while she wasn’t paying attention to it. It was just Rarity now, Rarity bound and beautiful and in desperate need of release, and Pinkie was going to give it to her… and hopefully not gain any new magic powers in the process, not unless they were really great ones like making lots of money. But right then, even Rarity was less interested in business acumen and more interested in its being her business a-cummin’.

Pinkie buried herself in Rarity’s neck, giving it a far gentler treatment with her tongue than she was giving to Rarity’s overfloweth-ing cup, and grabbed Rarity’s horn with her right hand. It felt alive. Vibrating was far too simple a word. Rarity’s horn was shaking with power that begged for release, all but leaking through its ridges in excitement, and Pinkie pumped it with her every ounce of sympathy and curiosity at work within her wrists. The air around them was bright and colorful and smelled like laughter and sounded like love, and Rarity was screaming and Pinkie’s magic mouths burned to dust as the world turned into magic. A blast of telekinetic force flew from Rarity, just missing Pinkie as she stayed hidden by her friend’s neck, and passed out the big double-paned window on the other side of the room.

Well, ‘passed through,’ really.

Well, no, ‘demolished.’

Frozen in place with Pinkie’s hand still stroking Rarity’s pussy lips—and inheriting a new role as the recipients of a satisfyingly squirty amount of discharge—and Rarity still clutching her scarf-encumbered boobs, they stared at the wreckage for several wordless seconds. “Whoops,” said Pinkie at last.

“Did, uh… was anybody hurt by the falling glass?”

Pinkie disentangled herself and ran to where the window had been, her breasts bouncing merrily and wetly as she went. She peaked downward, exposing herself to anyone who might have been walking by, and was glad to see not a speck of broken glass below.

“Nope! I guess it was all, you know, completely vaporized.”

“Oh good! Come to bed, then, dear; nothing to worry about.”

An excited tremor ran through Pinkie, beginning with her breasts, though she supposed that might have been the underwear’s fault. “Well, okay! If you don’t mind losing your window and all.”

Rarity was all smiles, stretched across the bed in a puddle of milk and cum like the whole world was perfect and she was prepared to enjoy it. “I can buy another one. Besides, I’ve been wanting some more fresh air in here!”

Pinkie flashed her most rakish grin. “I thought that’s what I was for!”

“You, sweetness, are the freshest breath of air I could have asked for. Fuck me again?”

Pinkie stumbled fractionally on her way back to the bed. In theory she had other things to do today, but hey, they were all just homework. She looked appraisingly down at herself. Her breasts weren’t spent yet, so she guessed she could manage another time if Rarity could! And gosh, maybe they had gotten an inch or two bigger after all! That elastic in her new wardrobe would have to prove itself pretty quickly.

Shrugging, she joined Rarity in the puddle of aftersex and kissed her, tongues meeting together like a loaf of braided bread bathed in the sexiest, saltiest of frostings. She cupped Rarity’s cheeks with both hands, enjoying her friend’s hot—still somewhat ragged—breath in her mouth and her hands sliding down her back.

“Mmmmm.” They parted, and Rarity’s eyes glittered in the newly direct light of the bedroom. “You still have some of my magic, right?”

Blue magic dragged the quadbrusher down Rarity’s front, and Pinkie followed it with her eyes as every bristle made its journey across Rarity’s breasts from top to bottom, first one pair of brushes and then the other, leaving just the briefest of pink lines along that perfect white body. Rarity’s eyes fastened shut, her mouth agape, and Pinkie giggled at the sight. “Yep yep, looks it!”

“Ahhhh… eeeeeeh… excellent.” Rarity squeezed Pinkie’s butt, not demurely at all, and Pinkie yelped. “So I’ve had an idea, and I think I’ll need to teach you a new spell. Are you in?”

“You sure? Last time you had an idea, we maybe kinda sorta destroyed your window a little.”

“Well, I don’t have any more windows to destroy, so we should be all right, shouldn’t we?”

That was exactly the kind of logic Pinkie was most delighted to agree with. “Sounds good to me!”

“Splendid! First, if you could roll over… not that you aren’t perfectly delightful to look at, but I need you to be able to see things besides my face.”

“Actually I was planning on creeping on your boobs.”

“You can do that on your own time.” Rarity slapped her, too lightly for Pinkie to take offense, and Pinkie rolled over and nestled against Rarity’s side. Rarity slipped an arm around her and rested her hand comfortably on one of Pinkie’s breasts, which felt perfectly natural.

Rarity’s horn glowed again, the simple glow from her normal levitating magic instead of her big window-destroying orgasm magic, and a mask floated into view. It was kind of butterfly-shaped, mostly gold but covered in purple gemstones, and bordered by what Pinkie guessed was a bright yellow firestorm or something. Lavender ribbons trailed from the mask’s corners, and every inch of it shone or glittered in the light of Rarity’s levitation.

“In case you ever decide to throw a masquerade ball,” Rarity explained. “Now, Pinkie, you can’t see my face right now, correct?”

“Right! Because we were totally smoochy smoochy, but you were all ‘I have a new way to make orgasms!’ and I was all ‘boobs!’ and you hit me and now I’m looking at a mask instead.”

“Exactly!” Rarity patted her breast fondly. “Couldn’t have put it better myself. So what I want you to do is look at me without moving your head. You’re going to use the mask’s eyes instead of your own, all right?”

Pinkie blinked. “It doesn’t have any eyes!”

“Well, noooooo, not exactly, and therein I suspect lies the difference between magic and science. But if you can apply lipstick and use it to thoroughly molest me at a distance, surely you can see using an eyeless mask?”

“Umm…” Pinkie wasn’t quite sure about that, but she was hardly going to let Rarity out-questionable-logic her. And Rarity did seem totally confident in the stuff she was saying, so that had to count for something, especially since she’d never been much of a prankster. So Pinkie shrugged and reached out with the magic, adding a second blue glow around the mask, which soon became the only one as Rarity’s glow faded away and Pinkie was left to hold it on her own.

The mask was light, which made sense because masks tended to sit on your nose and it’d be kinda painful if they were too heavy. The gems looked really pretty inside the magic glow, and Pinkie pushed and rotated the mask in various directions to watch them sparkle, which also made the ribbons float merrily around after it. She was having fun, and was wondering if she could find some other masks hidden somewhere and make them have a party together, but she didn’t seem to be making any progress seeing with its eyeholes.

“How do the ribbons feel?” asked Rarity without warning, and Pinkie jumped a little.

“Huh? I dunno, they’re probably soft, right? And they give the mask a Jenny Sequin or something?”

There was a brief noise that sounded like a smothered giggle. “Face.”

“What?”

“Face.” Rarity’s words were soft again now, just loud enough for Pinkie to understand the words without getting too distracted by them or their speaker. “It’s not a mask, Pinkie Pie. It’s a face.”

Pinkie squinted upwards. Hmmm, it was certainly supposed to be a face, even if it was a little bit two-dimensional and stuff. But maybe that was the secret of magic? The Supposed To? There was something awfully, well, right-feeling about Rarity having all this levitatious magic nowadays, like she’d been Supposed To have it all along. And Dashie’s wings made a lot of sense with her sports, and Twilight had felt a lot more complete once she sprouted her own magic body parts. And if all that was right, that would mean Pinkie had been Supposed To have awesome tits since forever, rather than those stupid tiny ones she’d been stuck with for most of her life, and heck, that sounded like a pretty good deal! So okay, say that the mask was Supposed To be a face. Then what?

“It’s not a mask.”

Then the pointy bit in the middle wasn’t just a pointy bit, she supposed, but a nose. She wondered what it would be like to have a pointy nose like that. Would smells be, uh, sharper? That would certainly make sense. She sniffed, and the musky/milky aroma surrounding them did seem stronger for one little moment, and if it wasn’t her imagination, maybe the nose on the mask-face moved just a little?

“How do the ribbons feel?”

Pinkie had stopped moving the mask around, so the ribbons hung lifelessly against its edges. No, that was the literal answer—not the interesting one, not the imaginative one, not the magic one! They were hanging against cheeks. Her cheeks. Her cheeks were pointier than she was used to, like her nose, but that did nothing to lessen the feeling of the lavender ribbons resting against her. And yeah, they were soft, but there was a bit of rigidity to them too so they’d tend to look kinda vertical…

“Feel your hair.”

The yellow firestorm wasn’t a firestorm at all, of course, but her hairline. She was naturally short-haired, but what hair she did have was brash and spiky and nearly the only part of her not covered in purple gems. Hair so light and short meant she barely felt it at all, like it was weightless, like it didn’t capture any heat or sweat and just left her forehead exposed to the cool air. She was elegant and free. She had a sharp sense of smell, and pretty ribbons resting against her pointed cheeks, and a bright hairdo that was more striking than imposing, and there was still something missing, but what?

“Can you see?”

And just like that she could see. There was a light blue tint coating everything, but she could see two naked girls—well, one doing some scarf bondage and the other wearing some truly obscene underwear, but both of them pretty close to naked—lying side-by-side in a pinkish mess of milk and cum. The scarf-bound girl’s skin was uncannily white and she seemed to have draped herself over the other girl, whispering sweet nothings into her ear while massaging her breast. Which made sense, because the other girl had some spectacular boobs! Huge, endless, implausibly smooth, stadium-sized tits with big nipples that leaked pink milk even while she watched. Those were the kinds of tits that made a girl want to drop everything and just start masturbating then and there. She’d have found the sight incredibly arousing, if only she’d had a body to arouse…

Wait, that wasn’t right. Of course she had a body. Hadn’t she always had a body? What kind of total weirdo didn’t have a body?! She remembered having a body, but that body was round and soft and pink, and she was sharp and hard and yellow, wasn’t she?

“That’s you too,” she heard, and the white-skinned girl’s lips moved to match the words. The white girl had made her, she realized, crafted her from jewels and felt and cardboard and… but she also hadn’t made her! The white girl was her friend. They organized parties together! They made clothes for each other! And hadn’t they just boned a whole bunch? The memories were so powerful, so recent, so vivid…

“You’re the mask,” said the white girl. “You’re the pink girl with the breasts. You’re both. You can coexist.”

She stared at the pink girl. Pink… Pinkie. Pinkie Pie. Yes, that was her, wasn’t it? She knew that name. She was big and playful and as of recently had awesome tits. But the white gi—Rarity—said she could be both. She was light and sharp and made of cardboard. She could see herself from below. She could see herself from above.

“Pinkie?” Rarity suddenly sounded worried. “Are you all right, dear? Talk to me.”

She tried, but she didn’t have a mouth.

“Use your other head. The pink one.”

“Hi!” she said, and then couldn’t stop talking. “Oh gosh, Rarity, this is so cool! It’s like I’m down there with you, but I’m up here too, and did you know you’re really pretty at this angle? Ooh, and did you know how mind-blowing my mammaries are? Although I look funky, like I’m all backwards and flipped, no, wait, I guess that’s just because I’m used to seeing myself in mirrors instead. Whoa, I think I could get used to being a mask! I feel so light, y’know? And those ribbons look really pretty on me, like I’ve got earrings! Do you think I should get my ears pierced? How am I wearing those ribbons, anyway? I’m a little too far away for me to see me. Are those paperclips or something? Rarity, did you put paperclips on my ears?!”

Rarity burst out laughing and squeezed Pinkie’s nipple to make her shut up. “Haha! Yes, those might be paperclips. My, ah, apologies? But you seem to have the basics down! It helps that it’s a mask, you see. You can convince yourself that it’s human, and from there it’s just a quick step from levitation to a sort of possession. I discovered how one day when I was early for first period Biology and paying a little too much attention to the classroom skeleton.”

Pinkie Pie blinked, using her body that had eyes and eyelids to blink with, and blinked again at how accustomed she was already to having two sets of senses and how possible it was to separate them. She felt cold and hot, but she could tell that was because the air was cooler up by her mask self and her real self was still sweaty from so much sex. “So you possessed the skeleton’s head?”

“No, the entire thing. Then Mr. Doodle showed up a few minutes later, saw ‘me’ dancing, and canceled class that day on account of his having a nervous breakdown.” Rarity shifted, and Pinkie could see the uncomfortable expression on her face through the eyeholes in the mask. “He got over it, poor man, but I’ve been more careful since then. Only now I think we’re going to take it a little farther than simply dancing!”

Pinkie’s body broke out in goosebumps again. “Yeah?”

“Absolutely.” Without warning a second mask appeared, this one blue and rounded with fine purple eyebrows and a bright golden crown. It too was detailed with gems, though only on the crown and cheeks, and there was a light blue latticework sort of pattern all over its surface. Mask Rarity winked at mask Pinkie… somehow. “Follow me,” said human Rarity, and mask Rarity floated off toward another part of the room.

“How?”

“You’re still levitating yourself, aren’t you? You can steer too!”

Oh, right, that was her magic keeping herself in the air. Well, Rarity’s magic, but her copy of it, for as long as that lasted. Ack, so confusing! Maybe she was trying a wee bit too hard to keep her two selves distinct in her mind, since magic seemed like such an intuitive thing overall and keeping herselves separate was actually a lot of mental work. After all, it wasn’t like she had to put any special effort in to keep track of her two arms or two legs… they were just parts of her whole. Why couldn’t another part of her whole be a cardboard mask that was physically separate from the rest of her, which she moved using borrowed levitation magic instead of muscles and things?

Pinkie gave the magic a push, and both versions of herself passed out of each other’s visions as she followed Rarity while continuing to rest wrapped in her arms. Together they floated toward a pair of featureless gray mannequins, and Pinkie watched Rarity attach herself to one of their heads. There was a worrying pause, and then the mannequin began to move around beneath the mask like someone stretching after standing in place for a long time.

“Aaaaah… oh, heavens, I’m sore!” Rarity‘s voice came from her body on the bed, though that body didn’t seem sore at all, still draped around Pinkie and petting her breast. Rarity’s other hand had even found its way to Pinkie’s pussy at some point when she wasn’t paying attention, and was playing with it languidly and showing no signs of soreness at all. Pinkie whimpered a little as those delicate fingers brushed her clit, and watched Rarity continue to stretch her mannequin body.

“You too,” said Rarity. “I actually used that other mannequin only yesterday for some design practice, so he should be relatively limber.”

Reasoning that Rarity hadn’t led her wrong so far, Pinkie carefully turned around and fastened herself to the other mannequin’s head and waited while her senses readjusted themselves. She was more than Pinkie Pie and also a floating mask now. She had two separate bodies with two separate heads, one of them pink and female and the other gray and—she supposed—male. Pinkie rotated her elbows, fruitlessly expecting to hear them pop, and then was amazed to discover she had toes. Toes! Ten individual toes, each of which could wiggle independently, even though rationally she was sure whatever the mannequin body was made of should never have allowed such a thing.

Tentatively Pinkie took a step forwards, stumbled, and was quickly caught and helped back up by Rarity. Her friend’s gray mannequin fingers were somewhat thicker than normal fingers, but not nearly as cold or hard as she would have expected. Either Rarity had some really weird suppliers for her boutique, or else the possession magic was extra-powerful when they were possessing stuff that was so close to being human already. Or maybe both!

“Ready?” asked Rarity.

“Sure! Um, ready for what?”

The black toybox opened one final time, and the sparkling blue glow surrounding its prizes was too bright for Pinkie to tell what was going on until she looked down from her mannequin head and found herself and Rarity both wearing strap-on dildos. Well, at least until the suggestive force of the possession took over and they didn’t feel like strap-ons anymore, but real live cocks, which just so happened to be purple and featureless and permanently erect. (But permanently erect in a sort of bouncy way, since she discovered she could swing her hips back and forth and her new cock would whip around with her to an extent that she suspected might be a tad impossible or painful for an actual guy with an actual protein bar attached.)

“Whoa,” she said after a moment. “It’s like I’ve got a penis and a vagina.”

“Malkovich,” said Rarity intelligently.

Her two bodies felt complete now, but complete in very different ways. Her girl body was still on the bed staring uselessly at the ceiling and getting molested by Rarity. Well, that was boring! She rolled over and started returning the favor, licking her friend on the horn and playing with her boobs. Rarity’s nipples were still soft to the touch, soft and pudgy, and the noises Rarity made when she flicked them were too cute to ignore.

Meanwhile her boy body was still getting used to moving around, and almost unconsciously she reached down to grab her cock and stroke it up and down. Was this really how guys felt having those things between their legs? How did they avoid grabbing them and jacking one out at every spare moment? Although she supposed maybe they did do that when she wasn’t looking at them, and besides, she probably wasn’t the best reference point for how often people randomly started playing with themselves, encocked or otherwise.

But even thinking of them as her girl body and her boy body was a lot more conscious thought than she really needed! She was Pinkie Pie, and right then Pinkie Pie happened to be part pudgy pink flesh and part firm gray mannequin and part tits and part mask and part tent and part tentpole. She felt whole. She felt awesome!

“I ask again,” said Rarity, “are you ready?”

Pinkie’s eyes sparkled and she curled one hand delightedly around Rarity’s right breast. “Are we gonna have a slap fight with our dicks?!”

“…no.” Rarity left off tending to Pinkie’s pussy to frown at her, but Pinkie only giggled at her expression. “I was thinking we could play a rousing game of inserting Tab A into Slot B!”

The details of Rarity’s plan finally clicked in Pinkie’s mind, and she took a deep breath. “Oh fuck yes.”

The girls pulled themselves up to their knees, facing one another with boobs all mashed together into a pangean supercushion and nipples battling for dominance within their respective bounce castles. Pinkie’s hands were at Rarity’s thighs, rolling them back and forth and massaging them from outside to inside without quite touching anything lewd, and Rarity was settling for pressing their boobs even closer together and lifting and rolling them all around. From time to time her fingers would brush against the base of Pinkie’s tits, recently discovered to be her magically sensitive spots, and Pinkie would whimper and knead Rarity’s legs deep and hard.

The distance imposed between them by Pinkie’s bosomy bounty and Rarity’s own respectable rack made kissing difficult but not impossible, and so Pinkie recommitted herself to a full exploration of her friend’s lips and tongue. The blackberry lipstick was long gone by then, though, and Pinkie soon found her attention wandering instead to Rarity’s nose, and her chin, and her cheeks, and so on, and Rarity matched her kiss for kiss, the girls close as their boobs would let them and smothering each other with unlabeled affection.

The boys approached, purple cocks standing out proud and ready from their gray crotches. Pinkie found her boy parts had ended up on the same side of the bed as her girl parts, and so advanced on herself. Her back, or what she could see of it behind her masses of hair, was long and arched so as to meet Rarity in front of her, but it was her generous butt, resting lightly on her legs, that really called out to her. The butt, anyhow, and particularly that thoroughly lubricated grotto that she knew lurked behind its cheeks. Pinkie climbed onto the bed behind herself and lifted herself up to her full kneeling height, and in front of her Rarity did the same. The girls maintained their closeness, though Pinkie’s hands began trending a little more explicitly toward Rarity’s labia, but their pussies were now fully available for their purple cocks behind them.

Rarity lowered her eyelashes. “Well, lovey, this is it.”

“Yep! Do you think our boy bodies could hold hands while we fuck ourselves, or would that be too gay?”

Rarity laughed, and the tremors from her shaking body carried blissfully over into Pinkie’s boobs. “Gay? Heavens, if what we’re doing isn’t bisexual then I don’t know what is.”

“My crotch is bi,” said Pinkie, trying to keep her voice conversational but having trouble because of the weightiness of the subject and also because she was seriously horny. “But the rest of me isn’t, I think. Could we talk about that later and you can tell me what you think?”

“Sure! But first… on three, shall we?”

They counted down, and then Pinkie abruptly stopped paying attention to Rarity because she was sliding her own dick into her own pussy and she could feel everything. She was slurping down around herself like the wettest of finger traps, but she was also filling herself up like, uh, maybe a finger trap again? Really she was a little too distracted to keep coming up with sufficiently bizarre yet accurate comparisons. The magic had created nerves in her dick, or at least persuaded her that they existed, and she could feel the contact between its tip and the darkest recesses of her grotto in exquisite detail. She slid herself out for the second thrust, and moaned quietly into space as a fair bit of leftover girl cum splashed out along with her.

Pinkie was still pawing at Rarity, fingering her clit to complement the feelings Rarity filling her own pussy with her Guything Dutchman. Rarity’s hips and thighs were a playground for her fingers, her friend’s figure just hourglassy enough to create a hollow-fired cervical pyramid of kneads, but she had another pair of hands to worry about too, and those she rewarded with her butt. She had a dim sense that maybe guys liked to hold on to girls’ asses while fucking them, and she supposed it did offer some feeling of control, little as that was really necessary when she was already controlling both bodies. But hey, it felt good to have a butt to squeeze anyway.

“Mmmm…” She sighed contentedly as she lowered herself onto her cock another time, since that seemed more fun than making her boy parts do all the thrusting work on their own. This way they got to meet in the middle, lowering down meeting with thrusting in, all in perfect sync because she was fucking herself and couldn’t mess things up! Although she was taking things pretty slow, at least at first… no sense in going too fast with a whole new world of sexual options to scope out, right?

“Aaaah!” Rarity’s legs were spread wide apart to allow herself the greatest access, and Pinkie was fascinated by the way her purple cock lunged into her and caused her pussy to alternately bulge or squirt juices with each incoming or outgoing thrust. With each passing minute it got a little easier to forget their cocks were just lifeless toys, and she rather thought Rarity might have forgotten that already. Her mannequin’s hands were at her tits, squeezing and rolling them around between the long ropes of scarves that still bound her there, though Rarity’s girl hands had descended to Pinkie’s pussy where one danced dexterously across her hard clit and the other tickled sinisterly at her pounding purple pecker.

And hot damn, what a pecker it was! It wasn’t the thickest or longest in the world, and heck, it probably wasn’t as big as Green Cycle’s, but it was hers. Her very own dick! All that and she had a hole for it too, the Slot B from Rarity’s rather amateurish analogy, and good golly they were making some beautiful music together. Hot, tight, wet, strawberry-scented music! She’d never stopped to think too much about the size of her pussy lips specifically, but that all changed with the intoxicating feeling of them opening just wide enough to let her dick in with each thrust then sticking wetly to its surface the whole way through. The only thing missing was a bit of texture, since her dick was still about as artificial as a condom, but she’d need to find a guy infertile as Sweet Leaf to make up for that and in the meantime it wasn’t too big a deal.

“Ohhhh… Pinkie?” Rarity’s voice was clipped, but hadn’t yet reached the full desperation Pinkie had heard in it earlier, and not just because neither of them had started pleasuring her horn yet. They both had some time left to go, and that time was going to be awesome. If she worked her butt enough she could pull her pussy open a little wider, which felt great to her girl parts, but then when she let go she would snap back around her dick and all sorts of great naughty feelings would flow into her boy parts. Her thumb did a merry waltz along Rarity’s clit, assuming that by waltz she meant a series of movements with no real rhythm or planning whatsoever.

“Yeah, Rarity?” Most of the scarves on Rarity’s body had fallen off or been torn away by then, but at least the ones binding her boobies and forcing them forwards were still there, and Rarity’s gray hands on her white boobs, pushing them together and rolling her nipples provocatively, were a sight to see. She shuddered happily at the vision, passing the vibration into her boy body pressed against her back, and spurted out a couple sips of milk to join their obscene morass.

“Mmm… this is wonderful.” Rarity thrust into herself particularly hard, and for a moment couldn’t continue, and Pinkie teased her clit mercilessly while she recovered. “Aaah! Yes, damn you, you’re good at that. But could I interest you in, mmm, changing partners?”

The possibilities that flooded Pinkie’s mind in the first instant were enough to get her to agree. She eased her dick, now shining and leaving a trail of sticky strawberry juice behind it, back out into the open, and all but pouted at how empty she suddenly felt without constantly sticking it to herself. Rarity looked similarly disappointed at her gray hands disentangling themselves from her boobs, and Pinkie flung herself across the gap to join Rarity in an embrace and deep kiss that knocked them both over into the milky muddle from their past experiments.

Pinkie and her mask eyes watched the two girls, wet from top to bottom and panting, clutch at each other and all but drown in one another’s mouths. She could feel, but not see, the dancing interplay of their tongues between and against their lips, but she could see Rarity marveling at Pinkie’s tits and catching one nipple between two long fingers, and she could see Pinkie cradling Rarity to her and running her hands all up and down Rarity’s luscious back, and the sight would have made her dick stand a couple inches taller if it’d been real enough. As it was she was still permanently erect, but the sight of Rarity’s beguiling slit between her legs still spurred her forwards, narrowly avoiding collision with the other mannequin body as he/she/it made for its pink prize.

Pinkie yelped at Rarity pinching her nipple especially hard, and a jet of milk shot out with unusual force and ended up flying over Rarity’s shoulder, where Pinkie caught it and began smearing it all over her friend’s back. Her milk was quite warm by then, both from the heat of their activities and from being drawn from her reserves, given how much milk she’d already lost over the course of the day. She was on what, her second orgasm so far, with a third to cum? Plus maybe a little one on the way to Rarity’s, even more accidental than the other two, and general leakage… she was going to need another huge meal afterwards, that was for sure.

Then Rarity grabbed her from behind, large gray hands sliding easily across her to grab onto rolls of pink skin and pull her onto her back, and all thoughts of future meals were forgotten in an instant. Rarity loomed over her, gray and masculine but for the blue mask on her empty face, but it was the purple cock heading toward her—still sticky-looking from Rarity’s own pussy—that really caught her attention.

“Be gentle?” she asked, quiet in the face of imminent dicking.

“For you, darling.”

Soon the gray Rarity body was lying atop her, hands pressed against her sides like she was a basket to carry to market, and her friend was fucking her and life was good. Gray skin flattened her boobs to her and she ran trembling hands along the smooth chest, but mostly her sensate world revolved around her burning pussy and the smooth dick filling it with joy. Her nether lips rippled and blossomed reverently, and her innermost depths leapt forth to meet their missionary visitor and close their walls around him. Rarity’s dick was long enough to poke against her pussy’s backside, even with her being gentle as requested, and Pinkie’s thighs bucked merrily against the assault.

Rarity adjusted herself upward a little, giving herself a better angle to fuck Pinkie from more quickly, and Pinkie sighed in relief as her tits were able to breathe again. They also felt a lot more interesting than the featurelessness of a mannequin body, so she resorted to feeling herself up while the delicious fucking continued. Each time Rarity thrust forwards, her boobs jiggled wildly, and she reveled in the effort of holding onto her boobs as they rocked from Rarity rocking her world. From time to time a jet of milk even ended up landing on her face, and she licked it up as eagerly as any of her assorted lovers.

“Darling?”

“Ooooohh… yeah, Rarity?”

“Don’t you think you’re forgetting something here?”

Though Rarity’s tone was icy, Pinkie found her face flushing fire-hot at the words. Right right right, this was supposed to be a mutual endeavor! Blearily, her mind distorted by the wonderfully relentless cannon fire she was getting below decks, Pinkie rediscovered her own mannequin body and the senses attached to it. She could see Rarity on the bed before her, kneeling with her legs wide apart as she ground her pussy against her knuckles, dangerously inviting and yet the picture of beauty. Her eyes were on Pinkie, half-closed in a come hither look only somewhat marred by her aroused agitation, and Pinkie came thither in a jiffy.

Boning Rarity from her front was kinda tempting, since she’d get to watch her boobies bounce as best they could with the scarves around them, but Pinkie had gotten used to backsides while plotting her own autovaginarium. She climbed onto the bed and stood there behind Rarity—careful not to slip in the cum and milk still staining the blankets—and lifted her friend up, spread her legs apart a little wider, and drove her purple dick upwards deep into Rarity’s waiting cavern. They screamed in unison, Pinkie’s mixed with a delighted laugh and Rarity’s the sort that could have broken windows except, yeah, no chance of that happening.

Pinkie’s normal body was decidedly horizontal, and Rarity and Pinkie behind her were quite vertical, but they managed to synchronize themselves nevertheless. Each time Rarity thrust her weight into Pinkie, filling her with happiness and also cock, Pinkie thrust up into Rarity, sharing the favor and making sure her friend was just as excited as she was. She reached around Rarity’s front to grab her boobs, thrilled at the prospect of handling no fewer than four different breasts at once, and fondled them while Rarity braced herself against Pinkie and panted incoherently.

Screwing herself had been awesome, with the complete experience available to her from every angle, but there was an added exoticness to screwing Rarity instead and getting the favor returned at the same time. She still had herself filled and unfilled at regular intervals by wonderful smooth purple cock, and she still enjoyed shuttling all her sexual momentum into a pretty girl’s pussy and making her beg for more, but she couldn’t know instinctually or instantaneously how Rarity was feeling at any given moment like she had with herself. Instead she needed to pay attention to her friend and how she was reacting, and that all felt like a pretty good thing to have to do.

And at that point, life was full of good things to do. She plunged herself up inside Rarity again and again, perfectly timed with Rarity’s own assaults, and bathed in the warmth and juices radiating from their points of contact. Rarity’s body shook in her arms as she banged her, accompanied by cries of ‘darling’ and various panting noises, and Pinkie did her best to support her while still fondling her lovely chest. She’d never screwed someone quite so directly before, rising up and down and filling them tip to tail with her own personal dick, and it was a whole lot of fun.

But the awesome part about getting screwed at the same time was how being screwed, being the one with the pussy delightfully aching at the seams, being the one with the leaking from above and below, reminded her where the real joy was. Banging Rarity was something she was doing to make Rarity happy, just like Rarity was making her happy, and that was just super great.

Abruptly Rarity’s boy half grabbed her by the waist and rolled her over and Pinkie gave a yelp of surprise. Now what was she in for? Before she could find out she saw Rarity proper in front of her, girl Rarity with all her nifty sexy bits, and that sight was enough to send her crawling across the bed and climbing up to greet her. Pinkie was still fucking Rarity vigorously from behind, and her body shook from the treatment, but Pinkie braced them both with a hand on her stomach and pulled her into a kiss.

Rarity responded with an intensity that even Flower Child might have hesitated at, and for a moment Pinkie’s head reeled from force and tongue. She quickly rallied, though, and treated Rarity to her best oral arguments for keeping tongues firmly in other people’s cheeks. The air all but caught on fire between them as Rarity took every ounce of sexual power Pinkie was thrusting into her pussy and thrust it right out again into Pinkie’s mouth. It was an unsustainable kiss and they both knew it, but Pinkie could think of far worse hills to die on than a mouth-melting kiss with a beautiful woman she was simultaneously ramming from behind.

Fortunately no one had to die, as Rarity came at her again and drove her bullet train hard into Pinkie’s station, and Pinkie choked and had to fall back from the kiss to let her other pair of lips take some pounding instead. She was on her hands and knees, tits swinging wildly beneath her, and Rarity had found that blessed hole beneath her butt and was imparting it with wisdom of the naughtiest gods imaginable. Her pussy ached with pleasure as that shining purple rod stuffed it again and again, rocking her back and forth, and she moaned voicelessly and did her best to repay the favor with her own dick too.

She could still see Rarity in front of her, or at least Rarity’s pussy, nearly at eye level with her as it rode Pinkie’s cock to infinity. The sight was irresistible. She crawled weakly forwards, with Rarity’s boy body following her as she went and helpfully plowing her fields, and planted her face at Rarity’s crotch and began to lick. Only the very frontmost parts of her pussy were really available, since the rest was rather busy getting plugged by Pinkie’s package, but Pinkie had eaten out enough pussies while also fingering them that doing so while dickfucking one didn’t seem like much of a stretch. Well, there was certainly some stretching going on, amazing glorious stretching that made her eyes keep sliding out of focus and her breath get all ragged, but not in that other sense.

“Ohhhhh… oh, darling, yes, yes!” Rarity responded instantly to Pinkie’s double-bodied attentions to her hanging gardens by grabbing Pinkie’s head and forcing it further against her crotch, where Pinkie was happy to continue sucking on her as best she could. She was surrounded by Rarity on either side: Rarity screwed her from behind, making her pussy feel like a warm and wet party with only the very best guest invited, and Rarity pushed her head forwards and played with her hair, and Rarity was in front of her getting eaten out as much as was humanly possible.

Of course, Rarity was surrounded by Pinkie too. She still held Rarity’s girl body upright while she banged her, the altruism of keeping her from falling marred only a little by groping her obscenely the whole time. There was something endlessly attractive about Rarity’s chubby nipples, even from behind, that kept her attention long after she should have been lost to mindless lust. And Rarity was not in the least complaining, if her various whimpering noises and occasional little screams were anything to go by. “Darling!” she yelped, and Pinkie smirked all the way around her glistening nub.

Rarity was getting closer, she could tell. Her body was almost hot to the touch—Pinkie blamed magic for that one—and even her grip on Pinkie’s head was getting less steady. Pinkie was in much the same state, with her tits gurgling and preparing themselves for one final ejaculation, which threatened to fall unnoticed into the bedcovers unless they had another position change. But as wonderful as she felt with Rarity still thrusting into her without a hint of delicacy, hands firmly clasped to Pinkie’s sides, Pinkie suspected there was still a wall between her and sweet, orgasmic release…

“My boobs,” she managed, forcing her head back away from Rarity’s pussy to speak more clearly. “Rarity, you need to play with my boobs!”

“I’m—aaaaaaah!—a little preoccupied right now, darling…”

“No, no, you need to! Or I can’t cum! Remember, that’s where the magic is, and we need to do something with your horn again too!”

“Oh! Oh… yes, hmm. Ooh, mmmmmm! Yes.” Rarity’s voice was thoughtful, or what passed for thoughtful under the circumstances. “All right, I have an idea! Here’s how we’re going to do this.”

A moment later Rarity’s boy body stopped moving, its purple package still halfway embedded between Pinkie’s mail flaps, and Pinkie felt herself almost ready to cry from the unfairness. “You stopped banging me!” she shrieked, and Rarity apologized and began to guide them into their next positions.

Reluctantly, but working at Rarity’s instruction, Pinkie pulled out of Rarity and stood mutely, spicy girl cum still dripping off her cock, while the girls rearranged themselves on the bed. Pinkie lay face-up in the puddle, her hair floating around her and getting even wetter and messier than before, and Rarity climbed on top of her, boobs hanging mesmerizingly from her chest while she leaned forwards. Soon they were face to face, Rarity’s entire weight supported on Pinkie’s body and their breasts all smooshed together with milk pouring into Rarity’s tits. It looked like Rarity had more explanations, but Pinkie was too excited to be right up against her face again and words were quickly replaced with kissing.

Pinkie stared in awe from her boy body at the girls before her. Rarity’s lean form and shapely ass on top protruded invitingly, but what really caught her eye were their pussies, one on top of the other, both shining with juice and opened provocatively toward her. They rubbed together as the girls oozed along one another’s bodies, hands touching and investigating everywhere, lithe and wet and endlessly erotic, and Pinkie sprang forwards.

Beside her, Rarity’s mannequin body collapsed lifelessly to the floor, and Pinkie stopped herself long enough to watch as a familiar blue glow surrounded the purple strap-on still fastened to its crotch. The dildo came unstrapped and hovered uncertainly—jittering in its flight whenever Pinkie squeezed Rarity anyplace especially inappropriate—toward Pinkie, and Pinkie spread her arms out in joyous acceptance. The black strap fastened around her with a click, and one bit of magic later, Pinkie was the proud owner of two separate cocks with two very inviting destinations laid out before her.

Pinkie pulled out of the kiss to smile beguilingly at her latest lover. “Ready?” she echoed from earlier.

“I hope so!”

“Then let’s do this!!!”

Fucking herself had been awesome, and fucking Rarity had been great too, but doing both at once was beyond words. The very moment her two dicks entered her and Rarity’s welcoming pussies, milk gushed from her tits, and she knew she’d have to take it easy if she wanted any chance of matching Rarity in timing. She restrained herself to slower motions than the rapid thrusting in and out of before, but no less pleasurable, as the two tunnels of love slurped open around her cocks and bathed her in warmth and more literal liquids. One pussy was a little tighter than the other, one wetter, and so on, but details like that fell away in the incredible sensations surrounding both her cocks at once and firing every nerve her magic had provided her with.

Meanwhile her girl side felt equally ecstatic. There was a nice shiny dick filling her up, forcing her inner walls apart in the nicest way possible and sending waves of excitement running through her flesh with each slow thrust, and she had a beautiful girl in her arms who meant a lot to her and whose body she was most thoroughly violating. She stroked Rarity’s butt, caressed Rarity’s cheeks, ran her hands along Rarity’s back, fluffled Rarity’s hair, and felt up Rarity’s boobs with affectionate perversion. Rarity returned her attentions in every respect, sometimes cradling Pinkie’s face in both hands as they continued to kiss with lips sliding back and forth across each other in their sweaty dance.

She had no idea how long they lay like that with sexual excitement gradually rebuilding as Pinkie drove her identical dicks again and again deep within their waiting folds. Whenever she felt herself pull out too far she would clamp down with her pussy and draw herself back in, and Rarity did the same. There were fires in her loins, slow-burning fires but fires nonetheless, and every wonderful sensation in her pussy was only increased by the knowledge that she was helping Rarity feel the exact same way. She lay so close on top of Pinkie that Pinkie could all but feel her cocks rubbing together with only the slickest of barriers keeping them apart.

Carefully she began to increase her speed, heaving her weight in and out of herself and her partner with heightening abandon, and Pinkie found herself gibbering nonsensically from her own input. Her body was shaking from pent-up milk and the force of her dick sliding into her over and over, and she and Rarity couldn’t easily maintain their long kiss. Pinkie gasped for air as they parted, gasped again from exhilaration, and turned her attention to Rarity’s horn instead. She pushed Rarity’s hair away for better access and went to town on her horn, licking all along its edge and base while stroking it carefully from the back, and Rarity took panting advantage of their change in positions to bury herself in Pinkie’s neck and cover it with little kisses.

“Mmm… ooooh, yes, yes, Rarity!” She coughed the words into Rarity’s horn, which already had little balls of light flickering up its surface from forehead to tip, though not ones that seemed to cause her any harm when she kissed the horn through them. “Ahhh, yes, remember my tits, they need love too—!”

Rarity broke from her neck just long enough to retort that she wouldn’t forget Pinkie Pie’s breasts in a long time, then threw herself back into the task with lustful abandon. She found Pinkie’s boobs squished between them and began rubbing them all over, her artist’s fingers sinking deep into Pinkie’s milky expanses and causing no end of whimpering.

“Better?”

“Ahhhhahah, yes, sooo much better, don’t stop, Rarity, don’t stop…!”

“I won’t, I won’t! Faster, Pinkie, faster, I’m close again, let’s do this, let’s do this together!”

Pinkie could feel both herself and Rarity tightening around her, bodies tensing on the verge of magnificent release, and she thrust herself in again and again as hard and fast as she could, even with her control seemingly fading away with every forward motion. Her joints were getting stiffer, her senses less sharp, even the glorious sight of Rarity nude and prone and heaving on top of Pinkie was fading away. Her borrowed magic was clearly running out, but she was determined to make it last just a little longer and threw all her energy into her dicks. Her vision dimmed, her toes lost their senses, but still she fucked them over and over, determined to finish the job and to capture that wonderful feeling of two pussies clamped around her as long as she could.

“Rarity, I, I’m almost, almost, I…” Words failed her and she gave herself over to loving Rarity’s horn, bathing it in long licks that passed through three or four spiraling points of magic at a time. They were icy and invigorating to the touch, but she didn’t feel like she was in any danger, not as long as she kept herself off the horn’s very tip where all the magic was supposed to erupt. She kept as close to the base as possible, one hand still lost in Rarity’s coiffure and the other in her derriere and neither being half so polite as that language. She squeezed Rarity’s rear mercilessly and would have giggled, if she’d not been so distracted, at how Rarity’s butt shook from Pinkie’s upper dick forcing itself into her pussy with unflagging precision.

“Almost there, darling, thank you, thank you! I love you so much, darling, darling, love you, yes…” Rarity’s kisses had descended as far as Pinkie’s shoulders, but she was no longer capable even of that. Her hands were as full of Pinkie’s tits as hands could be, both thoroughly drenched in the last dribbles of pink milk before the real explosion hit, and she squeezed Pinkie’s dick as tightly as she possibly could. Her hair flew about her body in waves, some strands stuck with sweat and cum to her back and shoulders and others leaping into the air with each bounce of her head.

Pinkie could feel herself only seconds away, and gave Rarity’s horn one last kiss at the base and leaned her head back into the bed’s welcoming covers. Her orgasm took her at last, bigger and better than all her others that day, and Rarity was buffeted up an inch or two by the twin riot hoses exploding their final reserves of milk against her chest. Pinkie’s mannequin body slipped into final unconsciousness, both dicks still firmly embedded deep within her lovers, and Pinkie rode herself as best she still could with body shaking and milk pouring from her in waves.

“Aaaaaaaaahh!!!” Rarity’s horn came alive, so bright that even the light from the open window seemed dark in comparison, and magic streamed from its tip in the glowing shapes of riders triumphant on horseback, dancing partygoers, dolphins rising from the ocean, and too many other images for Pinkie to possibly process. They were images of victory and excitement, mirroring their producer’s body as she climaxed between Pinkie’s cock within her and Pinkie’s milk arching her body upwards. Nothing was destroyed this time, nobody imbued with unexpected powers, just a long series of exuberant magic images while she slowly returned to herself and nestled herself firmly into Pinkie’s soaked cleavage.

It was several minutes before Pinkie trusted herself to speak again, and she spent most of that time getting her breath back and petting Rarity’s back. The scarves around her boobs had finally come off, their simultaneous orgasms too much for their thin surfaces and hasty knots, and Pinkie was enjoying every inch of her friend’s nudity at a much more relaxed pace than before. She avoided their pussies, still resting around the two strap-ons, instead focused on displaying her affection without trying to spur either of them back into sexual excitement.

Sex with Rarity had turned out to be an emotional experience, far more so than random fuck sessions between classes with Fluttershy and/or Sweet Leaf. Not that she didn’t have an awesome time with those, and she had to admit they were more experienced partners, but random sex didn’t have quite the impact of restoring a friendship she’d kinda broken while also comforting a friend in need of recognition and release. She could feel her boobs growing again, just a little, sorting themselves out into new sizes while resting comfortably and exhaustedly underneath Rarity and her quiet cooing.

“Now what?” she asked at last.

Rarity smiled at her. “We could cuddle!”

“What’s that?”

“Seriously? Um, you know… cuddling! We’ve just had sex, so now we lie around for a while with our arms around each other and enjoy each other’s company.”

Pinkie nodded. “So exactly what we’re already doing.”

“Precisely!” Rarity leaned in and kissed her for several long seconds, a gentle kiss with no pressure to become anything more. “And because we’re tired and happy and in an emotionally open state, it’s a perfect time to talk about your issues, if you’re still up for that.”

Pinkie shifted her weight, leaving Rarity lying at her side instead of on top of her, though she made sure to put both her arms firmly around Rarity in case she was thinking of going anywhere. This meant slipping wetly off the strap-ons, but she guessed it was time to relax anyway, and those didn’t really help with that for all they felt awfully nice.

“Are you sure?” she asked after a moment. “Like, before we went all bonobo we were talking about you and how you’re feeling repressed lately, and if there’s other stuff you need to solve, I don’t wanna steal all your attention…”

Rarity’s eyes sparkled dangerously. “Oh? As it happens, dearest, I do have a thorny predicament on my hands! I’ve been given an order of a dozen cotton skirts, but the price of cotton is a little high at the moment, and wool would be much cheaper. However, I can’t get wool in quite the right color the customer wants! Now, darling, dye does work to an extent, but if I consider the prospective cost of both the wools and the dyes together, then—“

“Okay you win you win! We can talk about my problems instead.”

Rarity laughed for several happy seconds, and Pinkie couldn’t help but join in. She knew nothing about real fashion design and Rarity knew that and that was okay and they could joke about it together. That was the way life was supposed to work.

“Speaking of clothes,” she said, “that thing where I said ‘Rarity: undress’ and all your clothes fell off, am I gonna have to worry about that? Like if me and Flutters are in the same class and she gets bored, is English suddenly turning into Anatomy 101?”

Rarity chuckled, though at what part of the question Pinkie couldn’t tell. “Not at all, unless of course you specifically request that. I’ve only applied that enchantment to some of my own outfits, and one specific order the other week… but I should respect their privacy, and I’m sure I don’t want to know the salacious details either.” Her eyes turned dreamy. “Although they’re sure to be awfully salacious…! Why, just the age difference alone!”

Pinkie cut her off. “I’ll think about it! And, um… okay, this is going to be super awkward, sorry.”

“We’re naked and cuddling in an ocean of aftersex, dear. I’ll forgive a little awkwardness.”

“Well… right. So, like, you keep calling me ‘dear’ and ‘darling’ and saying you love me, and I just thought I should check… like, it’s not that you’re not really pretty and a great friend, but I’m honestly in the tank for someone else right now, and—”

“Oh!” Rarity squeezed her shoulder gently. “No, I’m sorry, I didn’t mean to confuse you. Don’t worry about it. I get affectionate when I’m horny, but I don’t have the time for a relationship right now, no matter how busty and adorable you are. This… this was really good, though, thank you again. I’d love to get some more casual sex in my life, so long as it doesn’t interfere with my image too much…”

Pinkie breathed a sigh of relief. She’d assumed that was probably the case, because it wasn’t like Rarity wasn’t forever calling people `dearest` anyway, but it would have really sucked if she’d been wrong and Rarity was in love with her. Sure, her relationship with Fluttershy was ridiculously open, but that was more of just a sexual thing...

“Awesome!” she said. “And hey, I’ve met this girl who I’m pretty sure knows everything there is to know about the hookup scene at Canterlot High, gay or straight or anywhere in the middle, and I’d be happy to introduce you!”

“Would you?!” Rarity gazed into the distance for a moment, her mouth curling up at the edges with possibility. “Or, of course, I do know quite a lot of our classmates already, so that might not be necessary.”

“You probably wouldn’t know her… I think she makes all her own clothes.”

“What, one of my old fashionista gang?”

“No, an eco kid. Sweet Leaf.”

“Oh.” Rarity’s mouth flickered into a frown. “Oh, I see. Well… well, I suppose I can brave even reprehensible fashion choices in the name of a more fulfilling sex life. Sign me up!”

“Will do!”

“Although I notice we’re still talking about me.”

“Oh.” Pinkie blushed and tried to think of something else to talk about. It didn’t help she was still feeling really good after all the sex, and that made any of her issues seem a lot less big a deal than they did when she was miserable. So Applejack was unhappy with her? Pff, not a problem, she’d just go over to Applejack’s place and they’d screw each other until everything was forgiven! And Rainbow Dash too, and she’d even figure out what the heck Sunset Shimmer thought of her nowadays and maybe they’d all have one huge friendship orgy! What was the use of her huge magic boobies if they couldn’t be used to solve any and all possible disagreements through gratuitous lesbian sex?

Well… she guessed sometimes it was her boobies that were the problem. “I, um, I told you about my trip here, right?”

“You dropped a few hints, yes.”

“Yeah. I was naked, obviously, and most people weren’t. And I have these huge tits and all and everyone was staring at me and wanting to fuck me and it was just really really uncomfortable.”

Rarity kissed her gently on the forehead. “And you didn’t want them to want that?”

“Yes! I mean, no! Well…” She hesitated. “I mean, wanting is one thing, isn’t it? I mean, I would love to bang Sunset, what with those tits of hers, and that ass, and her legs, and… mmmmm!” She shivered. “But that doesn’t mean we can’t be friends, right?”

“I hear you there! Heavens, did you see her on Wednesday? It shouldn’t have been humanly possible to fit into those clothes.”

“I know, it was like I was being tortured in paradise just staring at her! Her tits looked amazing, and I swear I could see the outline of her pussy right through those shorts…” Pinkie noticed her own pussy becoming warm again just at the thought, and she squeezed one of Rarity’s boobs.

“Oh, I know, I know!” Rarity’s hand slipped discreetly downwards, ever so subtly running a finger through the cum-soaked mess of her pubic hairs. “But as it happens, we had a lovely conversation about forms of government, and segued somehow into a discussion of magical theory, and… well! This is going to sound awful, but it can be easy to forget that she’s really rather brilliant, at least until you mention something she’s actually interested in and then it’s as though she was a mile ahead of you before you even started talking.”

“And you didn’t spend the whole time wishing you were banging her six ways from Sunday?”

“Ah… maybe a little when I looked down. But it definitely wasn’t in the forefront of my mind. Like you said, we’re friends.”

“Right! And that’d be rude! Sure, Fluttershy digs it when you check out her tits, but most people most of the time are just going about their lives and want to talk about sports and apples and things. And you and I, we just had a lot of sex and it was great and I’m sure we’ll do it again, but I don’t want us to do nothing but screw every time we meet…”

“Not if we have parties to organize!” Rarity high-fived her. “No, I see what you’re saying. All those people you passed on your way here weren’t treating you like a stranger or potential friend or anything; they simply took your nudity as an open invitation to leer at you.”

“Yes!” Everything was making sense, like when she’d been staring at a homework problem for hours and someone said something that made it all click together in her head. “There’s nothing wrong with wanting to fuck me! Heck, I’d want to fuck me! Heck, I guess I just did.” They high-fived again. “But you don’t need to make a big deal of it, especially if we don’t know each other and I’m not doing anything to tell you I want to fuck you too. Sex is something you do together!”

“So it seems. But, ah… what’s the solution here? I hope you’re not proposing worldwide nudity, because I can’t support you in something that would utterly jeopardize my business…”

“No, no, I just… I dunno.” She sighed as the feeling of having all the answers slipped away from her. “It’s not like I was never naked or screwing people or anything at school before, and people mostly just laughed and said ‘oh, that wacky Pinkie Pie!’ and moved on. But Twilight gave me these magic tits by accident, and suddenly I get horny a lot more easily and everyone notices me all the time!”

“In our defense, you haven’t been wearing much above the waist as late, so your new wardrobe should help you there!”

“Yeah… but maybe that wasn’t the right idea either. Not that you didn’t do a great job!” she added as Rarity started to look affronted. “But the idea of dressing up to look normal is kinda eh. Wouldn’t it be easier if ‘normal’ just included me the way I already am, tits and orgies and all?”

“I suppose? Do you want me to make some more alterations, then?”

“No, no, they’re all awesome! How much do I owe you, anyhoo?”

“…I beg your pardon?”

Pinkie blinked at her, then blushed again as the alternate interpretation of her question suggested itself. “No, I didn’t mean like that! I meant for the clothes! How much?”

“Oh.” Rarity still didn’t sound pleased with the question. “Pinkie, you can’t expect me to charge you after all that!”

“Of course I can!” Pinkie waved a hand around the room, her other still comfortably wrapped around one of Rarity’s breasts. “Making people clothes is how you make a living, and, like, if I didn’t pay you just because we had a bunch of sex, that’d mean the sex was your payment, but it’s not! We’re friends, remember, and you’re hot and I’m hot and neither of us are straight and we both needed some cheering up. Sex just happens sometimes!”

Rarity smiled at the last sentiment. “Ah. I… you make an excellent point. I’m sorry, I hadn’t meant to imply you were a prostitute.”

“Aww, that’s all right!” Pinkie gave her breast a quick squeeze. “I mean, I figure I kind of am after last night with the half-time show, y’know?”

“I think I’ll defer to your judgment on that one. Anyway, your new wardrobe… I don’t know, I’d have to calculate the numbers downstairs. There’s nothing too complicated about the designs besides the elastic, however, minus the no-stain enchantments which I’m happy to write off as learning experiences, so it should all be affordable.”

“Neato!” Then because she wasn’t sure what else to say, Pinkie shifted forwards and kissed Rarity some more, soft and slow and gentle. They lay that way for a couple minutes with their eyes closed, feeling each other up but not trying to start anything they didn’t have the energy to finish, and with her blackberry lipstick gone Rarity tasted like warmth and love and generosity and maybe a bit of salt. Pinkie was just seriously considering the prospect of falling asleep in her arms when she remembered another worry, one she’d actually been trying to repress.

“Rarity?”

“Mmmm?”

“Uh… so, what if you had something that made you super happy, but maybe not for all the right reasons? Like there was some other stuff you discovered that you really wanted that it wasn’t giving you, and it wasn’t anyone’s fault that you weren’t getting it, because you just didn’t express yourself right or something, but you were still getting a lot of other stuff that was all really great. And there was another thing out there that you thought might be able to give you everything, but you couldn’t be sure, and you’d have to throw away the first thing if you even wanted to try?”

Rarity stared at her for a while. “You’re asking about giving up short-term happiness for the uncertain possibility of greater long-term happiness?”

“I… guess?”

“Well, if you’re asking me what I’d do personally? I’d probably stick with the short-term happiness… but I don’t think I’d be proud of myself for doing so.”

“Oh.” Pinkie chewed at her lip. “Yeah, me too, I think. Maybe. I don’t know.”

“…Pinkie Pie, if there’s ever anything that—“

Rarity’s next words, though, were forever lost. “Rarity!” shouted another voice, feminine and strangely familiar. “Rarity, are you all right? Do you need me to call the police? What happ—oh. Oh, um, oh my!”

Pinkie rolled over to face the window and found herself staring at Fluttershy, who stood outlined against the open windowframe in a strangely combative pose. She had no shoes on below her loose-fitting black pants, and her chest swelled dangerously behind a tight pink sports bra that Pinkie guessed was a concession to decency that still let her fly. She waved. “Hi, beautiful!”

“Um, hi sexy.” Fluttershy stood more upright, her legs pressed a little closer together than was probably necessary, and blushed. “Um, Rarity, I saw your window had been broken, and I heard screaming, so I flew up here…”

“Screaming?” Rarity shifted up to a sitting position, her breast sliding unfairly out of Pinkie’s hand, and made no effort to cover herself. “Oh! I suppose I did scream a bit when we, ah, orgasmed, but that must have been at least ten minutes ago!”

“…I was frightened.” Fluttershy looked down at the ground. “But I guess you two seem fine?”

“Better than fine!” said Pinkie. “We’re friends again!”

Rarity smirked down at her for a moment. “Yes, we kissed and made out, as it were. How are you, Fluttershy? I don’t suppose you’d care to join us?”

Fluttershy’s bra was off before Pinkie could so much as blink and her immense breasts spilled back into the air and Pinkie’s heart. She pushed herself upwards just in time to receive Fluttershy in her arms, caressing and petting, their enormous bosoms bonding together and making a more beautiful music of the spheres than any stuffy old philosopher could ever dream of. She giggled, and Fluttershy smiled at whatever it was that was making her girlfriend laugh.

Fluttershy’s pants were almost on the bed beside them when Rarity cut them off with a delicate cough. “Not that this doesn’t promise to be absolutely delightful, Fluttershy dear, but I think Pinkie and I are rather tired out… you couldn’t order two pizzas for us first, while you’re up?”

“Ooh, yes!” said Pinkie. “Two for me too!” They laughed.

“Sure!” Fluttershy reached around in her pockets for her cellphone. “Um, I guess one of us should probably get dressed, then, if someone will be coming by to deliver them? I can do that if you like, it’s okay…”

Rarity ran a slow hand down Pinkie’s back and left it resting tantalizingly just above her butt. “Oh, I don’t know about that! I think it’d be rather amusing if we all answered the door together like this, don’t you? And we could give the driver a thirty percent tip or something for the trouble.”

Fluttershy nodded, pretending to look thoughtful while slipping one finger into Pinkie’s tired pussy. “That sounds fun! Oh, but I guess I should finish taking my pants off, shouldn’t I, for symmetry?”

Rarity patted Pinkie’s butt. “Definitely lose the pants.”

Pinkie Pie sighed good-naturedly. She had a definite feeling she wouldn’t be getting any homework done that day, and yet somehow she didn’t mind at all.

Author's Notes:

(Appendix: Rarity's ashamed memory of kissing one of her mannequins comes from the EQG novelization. Pinkie's mask comes from one of the Rainbow Rocks prequel shorts. Rarity's mask comes from the "masquerade" line of toys that introduced Sunset Shimmer in the first place. Fluttershy comes from people staring at her with her shirt off.)