Login

Elements Of War [OLD]

by Pinkamena666

Chapter 2: 102 - "Elements Of War (Part 2)"

Previous Chapter Next Chapter

Previously on Elements Of War...

Fluttershy was sitting on the couch with her hands on her lap as she looked around the room, too shy to make eye contact with the black mare.

Midnight punched the punching bag repeatedly with grunts as the bag moved a lot, showing how hard she could punch.

Fluttershy let out a small "eep" and then looked at Midnight, watching her punch the punching bag, getting a little nervous as she saw how strong this mare was.

Midnight noticed Shy was looking at her and stopped. "Something wrong?"

The shy mare shook her head slowly, looking away slightly. "N-No... Y-You just reminded me of someone," she spoke timidly.

"Oh? Who?"

"A-Applejack... She a-always trained by punching on an old oak tree on her farm," Shy replied softly.

"I see..." said Midnight, slowly walking towards Fluttershy.

Shy turned her head slightly and hid her face halfway behind her mane, looking up at Midnight.

The mare smiled and sat down next to her. "Don't be afraid, Shy... I can be gentle, too," she said, running a finger through Shy's mane.


Episode 102 - "Elements Of War (Part 2)"
Created by: Pinkamena666
Starring: Pinkamena666 ,Creepy_Pie, and SuperSeriousSoul

The timid mare twitched slightly and nodded slowly. "O-Okay."

"You know, you're... a very pretty mare, Fluttershy," said Midnight, briefly looking her over.

Shy squeaked cutely at this and blushed. "U-Um... Th-Thank you..." she mumbled softly.

Midnight smiled. "And cute, too..." she said as she placed a hand on Shy's right knee.

Fluttershy gasped softly and blushed harder as she felt the mare's hand on her knee.

Midnight rubbed gently. "Ever had a coltfriend?"

Fluttershy's face went crimson red and she shook her head meekly. "N-N-No," she whispered, embarrassed.

"Marefriend?"

"Wh-What!?" Shy let out a high pitched squeal at this and her heart began to race wildly as she gulped, looking away from Midnight.

The black mare placed a hand on the cheek furthest from her. "I think it's cute you haven't been with anyone yet, Shy," she said, gently rubbing the mare's cheek.

The shy mare said nothing as she slowly shifted her eyes toward the black mare, looking at her through her mane. Midnight smiled at her as she kept rubbing Shy's cheek. Fluttershy slowly leaned her head into Midnight's hand, relaxing somewhat as she raised her left hand and placed it on the black mare's hand that was stroking her cheek, still blushing hard. Midnight placed her left hand on Shy's other cheek and slowly leaned in. Fluttershy's eyes widened as she eyed the mare's lips that were slowly inching closer. She got more and more nervous but didn't move, not knowing what to do.

Midnight moved in further, her lips just barely touching Shy's. The timid yellow mare squeaked cutely as she felt the mare's soft lips brush against hers, making her pull her head back slightly at first. She then, hesitantly, leaned back in and softly pressed her velvety soft lips to Midnight's. Midnight put her right hand on the left side of Shy's waist as she pressed more into the kiss. Fluttershy let out a small and cute moan, matching her timid kind as she slowly reached her right hand up and placed it on Midnight's cheek, her eyes closed softly.

The black mare let out a moan as she moved her right hand to Shy's right shoulder.

Shy moved both her hands to Midnight's neck, softly starting to stroke it as she started to relax more and more, enjoying her first kiss.

Midnight then quickly grabbed Shy's butt as she rolled her into her lap.

Fluttershy shrieked and broke the kiss, startled at the sudden action of the black mare. "O-Oh my!" she muttured meekly.

Midnight smiled up at her as she placed her hands on the yellow mare's back. "Everything okay, Shy?" she asked.

Shy nodded slowly, blushing. "Y-You... j-just startled me," she replied, timidly, and gave Midnight the cutest little smile.

The black mare smiled back. "You are so cute..."

The shy mare hid her face behind her bright pink mane again as she blushed harder at the compliment. "Th-Thanks," she muttered.

Midnight placed her hand on Shy's cheek and rubbed gently.

"I... I never... f-felt so good before," Shy mumbled softly with a smile as she leaned into Midnight's hand, letting out a small coo and closing her eyes.

"Wanna feel even better, Shy?"

"How?" the timid mare asked softly as she opened her eyes again, looking into Midnight's green eyes.

The black mare moved her hand down Shy's side as she gently stroked the top of her left breast with her thumb.

Shy blushed at the touch on her left breast. "O-Oh..." she moaned softly.

Midnight kept rubbing as she began looking over Shy's breasts.

The timid mare noticed Midnight's look and eeped cutely. "I... I know... th-they're... kind of... b-b-big," she mumbled ashamed.

"No, don't worry, I... I like 'em."

"Th-They're not... too big?" Fluttershy asked, sounding relieved.

"Not to me, they aren't."

Shy smiled softly and hugged Midnight, mashing her huge, soft boobs into the black mare's chest.

Midnight hugged back. "If it's not to much to ask... may I see them?"

"Wh-What?" Shy gasped softly, and trembled slightly as she bit her lower lip, thinking. "O-Okay..." she replied shyly.

Midnight smiled and leaned in, kissing her on the lips before leaning back against the couch.

Fluttershy kissed back and moaned softly. Slowly, she reached her hands up, pulling her top up as she did so, her huge tits now just covered by a light pink bra.

Midnight eyed them as she looked back up at Shy.

"It's okay, Shy..." said Midnight, an unusual amount of kindness in her voice for someone with her background.

Fluttershy smiled and took a deep breathe as she snapped her bra open, letting it drop, her well shaped, soft D-cup tits springing free.

"Mmm..." moaned Midnight. "They look so good..."

"I-It... feels weird... t-to show them off like that..." Shy stated shyly.

"Well... would you like to see mine? Would that make it less weird?"

"I-I don't know... m-maybe."

Midnight smiled and slowly pulled her top off, revealing her nice, b-cup size breasts. (note that she doesn't appear ripped though if you felt her arms and legs, you can feel her strong muscles)

Shy blushed, looking down at Midnight's breasts and slowly poking the left one with her index finger. "Th-They're soft..." she muttured, seemingly relaxing again.

"So are yours..." said Midnight as she felt the tops of Shy's big breasts. "So... are you surprised by how gentle I can be, Shy?"

Shy nodded. "Y-Yes... a-at first, I... I felt afraid... back when you sat next to me in the bar," she said shyly.

"Yeah... I bet... And just now when you were watching me with that punching bag... Well, I thought it was about time I showed you, if anyone, my gentle side. I hope you like it."

"I do," Fluttershy replied and smiled warmly.

Midnight smiled and slid her hand down Shy's back to her butt and gently gripped it. "You have amazing curves..."

"Th-Thanks... and... you have r-really hard muscles," Shy said and blushed as she ran her hands over Midnight's arms. Though, she didn't look overly muscular at all, Shy still could feel her strong muscles beneath her black skin.

"Which makes it even more surprising how I can be so gentle..." she said and rubbed Shy's butt. "Mind if I see more of you, cutie?"

"C-Cutie?" Fluttershy asked shyly, blushing at the nickname.

"Well, you are," said the black mare.

Fluttershy smiled with a deep blush on her cheeks as she leaned in, nuzzling Midnight's cheek softly. "Y-You are... so kind and gentle to me," she whispered happily.

"Well, you're a very kind and gentle mare, yourself..." said Midnight, rubbing Shy's back.

"Y-You can see more of m-my body... i-if you still want to, that is," Shy mumbled softly into the black mare's ear.

"Mmm... I'd love to..." said Midnight sensually.

Fluttershy nodded and smiled softly as she got up and hesitantly pulled her skirt down.

Midnight watched as Shy's breasts dangled. "You have such a hot body."

The timid mare blushed even harder as her skirt fell down to her ankles, revealing her light pink and white striped panties. "I-I'm not... u-used to... getting so much compliments," she muttered, feeling a little ashamed as she covered her breasts with her arms.

Midnight reached out and gently rubbed Shy's left hip. "I can stop if you want..."

Fluttershy slowly lowered her arms and shook her head slowly. "N-No, i-it's alright... It f-feels kinda nice," she replied shyly, smiling.

Midnight smiled back, running her thumb across the rim of the panties.

"M-My p-panties, too?" Shy asked quietly as she began trembling in nervousness.

"Up to you... and at your own pace."

"I-I'll... k-keep them on for a little longer... i-if you don't mind," Fluttershy mumbled and slowly sat down next to Midnight, looking up at her.

Midnight smiled. "My turn?"

The shy mare squeaked slightly and shifted her eyes from side to side, thinking. "U-Um... o-only if y-you want to..."

The black mare nodded and stood up, facing Fluttershy. She then slowly slid her shorts down, now standing in her black panties. She gave Shy another warm smile before pulling them off, too.

Fluttershy gasped and quickly covered her eyes with her hands. "O-Oh my!"

Midnight giggled and leaned in, gently placing her hands on Fluttershy's.

Shy slowled lowered her hands a bit, looking up at the black mare's face. "S-Sorry."

"Don't apologize, sweetie. I understand. First time, right?"

The timid mare nodded slowly, whimpering. Midnight smiled and leaned in, giving her a light kiss on the lips before pulling a few centimeters away. The shy, yellow mare smiled and relaxed somewhat at the kiss. She took a deep breath and lowered her hands completely, looking down to Midnight's exposed marehood with an crimson red face.

The black mare smiled and stood up. "Well?" she asked, doing a slow 360-degree spin. "What do ya think?"

Fluttershy looked the nude black mare over and gulped, feeling a certain heat rush into her abdomen. "Y-You... l-look... s-s-sexy," she stammered cutely.

Midnight smiled and sat down beside her. "Feels good to be nude."

"I-It does?" Shy asked, sounding as if she wasn't believing the mare at all.

Midnight spread her legs and put her arms out on the back of the couch, leaning her head back. "Mmm... Yeah..."

The yellow mare couldn't help but stare at Midnight's exposed marehood. She even could see a hint of that squishy, soft and warm inner flesh that was hidden behind the outer lips of the mare.

Midnight eyed her and smiled, stroking her hair with her left hand. "Go on... Touch it."

"T-Touch it? B-But... i-it's such a... private area of your body..." Fluttershy stammered nervously, switching between looking up at Midnight and down to her nethers.

"Not private to you," said the black mare, rubbing the back of Shy's neck. "Not anymore."

"Wh-What do you mean?" Shy asked curiously as she slowly placed her hands on Midnight's right thigh, rubbing it slightly.

"Well, since we're... you know... I'd say none of my body is off limits to you."

"O-Oh... S-So... y-you really w-would be okay... i-if I..." she asked and eyed Midnight's marehood again.

The black mare nodded with a warm smile. Fluttershy gulped and slowly reached her right hand out, touching her fingers lightly to the black mare's outer lips. A light blush appeared on Midnight's face as she let out a sensual gasp of pleasure.

The shy mare rubbed her fingers lightly up and down on Midnight's pussy, before looking down to her own, still covered one. "Th-This... i-isn't fair, I guess," she mumbled as she stood up and grabbed her panties. Taking a deep breath, she slowly slid them down her legs, bending over as she did so and causing her huge breasts to dangle.

Midnight reached out with a smiled gentle rubbed Shy's left breast up and down.

Fluttershy gasped softly at the touch on her tit and her nipples hardened as she stepped out of her panties, getting back onto the couch. "I-It... r-really does feel good to be... nude," she mumbled, smiling softly as she reached her hand out and began to rub Midnight's left breast slowly.

Midnight smiled. "Now, come here," she said, holding out her arms. "Let's be nude together."

Shy smiled and gently hugged Midnight, snuggling up to her as she squished her huge, soft tits to the mare's two soft mounds. Shy shuddered and cooed at the feeling of their two naked bodies touching each other's and the body warmth of Midnight. "Mmm... feels good." she muttured softly.

Midnight smiled and hugged Shy as she laid back on the couch, with the Shy mare on top.

Fluttershy let out a small giggle and nuzzled Midnight softly as she enjoyed the embrace. "I... never felt so close to anyone..." she mumbled, her voice sounding different from what Midnight had heard up to now.

Shy was sounding really relaxed and happy, seemingly not caring about them being nude, or having her body touched.

The black mare smiled. "You know, uh... you're my first, too..." she said, rubbing Shy's left cheek.

Fluttershy looked at her and smiled warmly. "I am?" she asked softly as she kissed Midnight's cheek gently.

Midnight smiled. "You heard what my life was like. I didn't have time for... this. Now, shall we take this further?"

"Further? What do you mean?" Shy asked curiously, smiling.

"Sit up for me, sweetie."

"Okay," Fluttershy did as she was told and sat up.

Midnight slid her left leg out from under Shy and put it over her right leg. "Now, slid closer until we touch."

Shy blushed as she did so, looking down to their pussies. When their soft outer lips touched, she let out a small, cute gasp, blushing even deeper. "O-Oh my... s-so warm."

Midnight reached around and gripped her butt lightly before moving her hips and moaning. "Oh, yes..."

Shy gasped and let out a small moan. "W-Wow... Wh-What is this? I-It feels amazing," she moaned again and began to grind her slowly moistening outer lips against Midnight's, their clit's rubbing together.

The black mare held Fluttershy's hips as she rocked her own. "Oh, my... Oh, shit..." she moaned. "This feels great..."

The shy mare moaned and squeaked in pleasure, seemingly losing her shyness in the waves of pleasure as she rocked her hips harder. "Oh, my! S-So good!"

"I can feel... my climax rising!" moaned Midnight.

Fluttershy moaned louder and louder as she felt a tightening feeling inside her abdomen. "I... I feel something... is about to... happen." she gasped loudly.

Midnight moaned loudly. "Fluttershy, I'm... I'm gonna..."

"M-MIDNIGHT!" Fluttershy squealed and arched her back as she felt her orgasm wash over her, her body shaking in pure bliss as her tongue hung out. A few small squirts of her juice sprayed onto Midnight's pussy as she came.

Midnight moaned loudly, too as she squirted her own juices before panting. "Wow..."

Both mares were too busy to notice the front door opening.

Twilight simply stared in awe at the two naked mares, her face crimson red as she stood in the door. "F-Fluttershy!?"

Fluttershy was still shaking from her orgasm that slowly faded as she gasped and looked in horror at the door. "T-TWILIGHT?!" she squeaked, embarrassed to the bone, her face crimson red as well as she panted.

Midnight placed her hand on Fluttershy's cheek.

Dash stared at Fluttershy, her cyan face now red. "Sh-Shy?"

Shy squeaked again and quickly covered her breasts with her left arm, while using her right hand to try and cover her soaking marehood. "D-Dashie! I... u-Um..." she muttered as Twilight slowly turned to Rainbow Dash, still staring at Fluttershy who was still panting in her afterglow.

"Y-You t-two... can k-keep going... We will... leave you alone. Sorry that we interrupted you," the purple mare said in a shock- like voice as she pulled Dash out of the house by her wrist. "Come, Dashe."

"We're actually... done!" she called before looking at Shy. She reached down to the floor and picked up Shy's bra and shirt. "Here," she said, handing both to the mare.

Shy quickly took them and held the clothes up to her tits to cover them. "I... I..." she stammered, looking at Midnight and then back to Twilight and Rainbow that had stopped at Midnight's remark. Fluttershy let out a embarrassed whimper and quickly got up, not knowing what to do.

Midnight got up as well and took Fluttershy's shirt. "Forget the bra for now," she said gently. "Arms up."

The shy mare just whimpered again as tears appeared in her eyes, raising her arms slowly as she looked miserably up at Midnight.

Midnight slipped her shirt on before holding her cheeks in her hands. "We're all mares here, sweetie. Nothing to be ashamed of." She then bent down and picked up Shy's panties. "Now, sit down and put these on, okay, sweetie?"

Shy nodded slowly as she took her panties and sat down on the couch, slowly putting them on, not saying a word. Twilight slowly turned around, still blushing hard. "We're sorry, Midnight... Fluttershy... We didn't know you were... well... at it." the purple mare said apologetically, knowing how bad the shy mare was probably feeling now.

Midnight was still standing fully nude between Twi and Shy as she gently stroked the shy mare's hair. "Not your fault. I should've known better than to do it... out here."

Fluttershy whimpered and whined in shame when she finally had her panties on. She quickly hugged Midnight and began to sob softly. Twilight sighed and rubbed the back of her head, trying to not look at the nude black mare, which she found hard not to do since she found Midnight had a really nice body.

Dash eyed Twilight and then Midnight. "Could you put some clothes on?"

The black mare hesitated before smiling. "I would... but I can't reach them right now," she said, eyeing Fluttershy.

Dash sighed. "Twilight... could you levitate her clothes to her?"

"U-Um, sure." Twilight raised her hand and grabbed Midnight's clothes with her magic, letting them float over to the black mare, taking another small glimpse on Midnight's behind before finally ripping her eyes off the naked mare's body.

Midnight took her shirt and slipped it on before putting her legs into her pants and pulling them up.

Twilight chuckled awkwardly at the situation. "Well uhh..." she stammered, not really sure what to say.

Midnight gently broke out of Shy's hold and sat beside her, putting an arm around her. "Just give her time girls," she said, rubbing her shoulder. "She's in good hands."

Fluttershy laid her arms around Midnight's upper body, hugging her as she sniffled. She didn't even dare to look at Dash or Twilight.

The purple mare smiled and nodded. "I see, well... I'm glad you two found each other," she said warmly, laying her arms around RD.

Dash gave a smile and nuzzled Twi's cheek. "Let's head downstairs and you can get to know the weapons better, kay?"

Twilight smiled and nodded as she gave Rainbow a small kiss on the lips. "Okay," she said softly.

Dash smiled and headed to the basement door as Midnight placed her right hand on Shy's left cheek. "Calm down, sweetie... I'm here."

Twilight followed her downstairs as Fluttershy kept hugging Midnight, calming down slowly.


Pinks stood outside AJ's room with a tray of food, hesitating to enter due to their last conversation. She then opened the door to AJ's room with a smile. "Hey. I have, uh... breakfast."

Applejack was sitting in her bed, working her red hair band into her mane. "Ah, shucks, right on time. Ah'm starvin'," she said and smiled at the pink mare.

Pinks smiled and went over beside her. "Here," she said lowering it. "Eggs and... milk..."

"Mighty thanks, Pinkie. That looks really great," AJ said and dove right in, eating as if she haven't had any food in weeks.

Pinks sat in the chair beside the bed and waited for her to finish.

The farm mare quickly finished her meal, gulping down the milk and sighing afterwards. "Hoo-whee... That was delicious," she said and smiled. "Hey, Pinks?" she asked as she turned to her.

The pink mare took the tray away. "Yeah?"

On Applejack's lips formed a smirk as she just looked the pink mare into the eyes, as if to tease the mare.

Pinks stared back before looking away slightly, down at the floor. "What is it?"

Applejack chuckled. "Yer really cute, Pinks... Ah wanted to ask yeh again, why did ya leave only ma hand able teh unlock the bridge? And don'tcha dare leave again." she asked and turned to the pink mare, putting her feet to the ground next to the bed.

Pinks looked down at AJ's feet and then up to her face. She then sighed and looked away. "I suppose I... always hoped you'd... visit, ya know?"

"Sugarcube... now I know that yer teasin' yesterday and... what ya did to me in the bathroom... meant more to yeh then yeh said it did," Applejack said and groaned slightly as she got up, standing in just her panties as she approached the pink mare. "Ah missed ya, Pinks. and... if Ah had known it earlier... 'course Ah'd have visited ya... but, ya made very clear, back when you left, that yeh didn't want teh see any of us," AJ explained and reached her right hand up, placing it on Pinkie's cheek.

Pinks looked up at her. "Well, I... didn't want you guys to... try and get me to come back... Also, the bathroom... I-I really only did that to... help..."

"Ya didn't, sugarcube... Ah'm maybe a bad lair, but right now, yer even worse at lying," Applejack said and smiled. "It was just partially to help me, right?"

"Well, I... I'd be lying if... I said I didn't enjoy it..."

"Don't'cha go worryin' yer cute lil' head 'bout it. Ah ain't mad at ya," AJ said and gave Pinkie a small smile before slowly sitting back down on the bed with a few small grunts.

"You're... You're not?"

"Nah. Back when ya left the room yesterday, all shy and embarrassed... Ah thought yeh were so cute... and yeh still are... Even if ya try to be tough, ya still have the soft and funny side and ya can't deny that. Ya'd just be lyin' teh yerself," the farm mare said and chuckled.

Pinks smiled. "Soft, yeah... Only for you, AJ..."

The farm mare smiled and blushed lightly. "Ah never thought ya'd feel like that fer mem" she stated.

"Yeah... I didn't think so, either..." said Pinks with a smile as she eyed AJ through her long hair.

"Hey, Pinkie?" AJ asked softly, dropping onto the bed on her back as she stared at the ceiling.

"Yeah, AJ?" asked Pinks with a slight blush.

"Do ya have a punchin' bag or somethin' Ah could use? Ah need to blow off some frustration and stress," the farm mare asked and smiled at the pink mare.

"Do you feel up to it?" asked Pinks. "How's your stomach?"

"Still hurtin', but Ah can handle it and Ah need to stick to mah trainin'... Besides, Ah asked fer a punchin' bag... Think about it," AJ replied and chuckled.

"You still need to twist your body to punch, AJ."

"Ah know. It's just a lil' trainin'. What's the harm in that? Ah promise that Ah'll stop as soon as the pain becomes too strong, okay, Sugarcube?"

Pinks hesitated before nodding. "Sure..." She then stood up. "Need help?"

Applejack smiled and held her hand out. "Thanks, Pinkie."

The pink mare nodded and helped her up.

"Could ya get me... dressed, maybe?" Applejack asked sheepishly.

Pinks hesitated before smiling. "You wanna punch a punching bag and you can't dress yourself," she said, reaching down and picking up AJ's shirt. "You impress me."

"Hehe... Yeah, well... Fer me, it's like... restin'... Ah feel usually much better after Ah trained fer a lil' bit," Applejack replied, smiling sheepishly.

Pinks nodded as she positioned AJ's shirt behind her. "Right arm out, please..."

AJ raised her right arm to the side as she was asked.

Pinks slipped it on and brought the other side of the shirt around. "Now, slip your left in."

The farm mare, again, did as she was told, smiling. "Yer really carin', Pinks."

The pink mare smiled as she eyed AJ's breasts before looking up at her eyes. "Only to you," she said as she began tying the shirt closed.

AJ chuckled as she noticed the pink mare looking at her two, prized apples. "Ya really like 'em, huh?" she asked, teasingly.

Pinks chuckled. "Maybe..."

"Tell ya what, Sugarcube? After Ah'm through with mah trainin'... maybe Ah'll let ya play with 'em fer a bit," Applejack said teasingly, her eyes half-lidded.

The pink mare smiled. "Oh, will you, now?"

"After the trainin', Sugarcube," she replied with a small and seductive wink.

"Need help with your pants or are your panties okay?"

"Why ya askin'? Wanna watch mah bum while Ah hit the bag?" AJ asked teasingly as she flicked her tail.

"Um... Just askin'..."

The farm mare smiled. "Ah don't think Ah'll need them."

Pinkamena nodded. "Follow me, then," she said, heading slowly towards the door. "And hang onto me if you need to."

"It's fine, thanks," Applejack said and smiled, following the mare.

Pinks led her down the stairs and into the kitchen. She then went behind the table in which she was sitting when the Mane 5 arrived and head to a door. Upon opening it, she headed down into the basement. "My training room's down here."

AJ kept following her slowly, hissing slightly in pain as she stepped down the stairs, holding her stomach. "Never thought... Ah'd hate stairs this much." she mumbled.

Pinks chuckled as they reached the bottom. The room had a punching bag in the center and a gun rack to the side with pistols and a gun holster.

Applejack sighed as she reached the bottom, herself. "Nice trainin' room ya have here, Pinks," she said as she went over to the guns, looking around.

"This is what you're after, yeah?" asked Pinks, rubbing the punching bag.

Applejack turned around and nodded. "Yeah, it sure is. Ah hope ya have some spare punching bags," she said and chuckled as she approached the punching bag, placing her right hand on it.

Pinks smiled. "And this room is good for a bomb shelter, too, ya know."

"Shoot, yer thinkin' of everthin', huh?" Applejack asked with a small chuckle and took a step back, raising her arms. She then swung her right arm and hit the punching bag hard, making it swing hard as she grunted and grabbed her stomach from the pain. "Oof... Darn it."

"Too much?"

"Nah... Ah'm fine. Just gimme a sec," Applejack replied and groaned, laying her hands on the punching bag.

Pinks got ready to help her if she needed it.

The farm mare took a deep breath and stood straight again, raising her fists. She began to repeatedly punch the bag with just half of her full power, still making the bag swing around quite a lot. She let out a grunt with each punch. "Ah'll... try teh... just ignore the pain..." she huffed out through gritted teeth, starting to sweat slowly.

Pinks nodded. "Another useful technique."

"Useful... but... dangerous," the farm mare replied and kept hitting the punching bag.

"Not if you do it right. You can't completely ignore. Just don't let it slow you down."

"Ya... forget... 'bout... one thing..." AJ replied between grunts, sweating more as she raised her right fist next to her head and laid all her weight into the last punch. With a heavy grunt, she sent the punching bag flying through the room and she dropped onto her knees, panting heavily.

Pinks knelt beside her. "What's that?" she asked, rubbing the mare's back.

"If... yer injured... and ya ignore the pain as... good as ya can... yeh could... ruin yer body due to the strain... Maybe the wound won't heal properly and then... yer handicapped fer the rest of yer life... Know what ah mean?" AJ explained between grunts and heavy breaths.

"Not if you acknowledge the pain and treat it afterwards. That's how I keep going."

AJ let out a breathless chuckle and coughed. "Ugh... Ah think... Ah'm finished with mah trainin'..." she stated, her panting slowing down slowly.

Pinks smiled. "You did good. But you still need time."

"Yeah, Ah think Ah really should... just concentrate on restin'... It's no use to train in such a condition," the farm mare replied and grunted as she pushed herself up, standing shakily and stumbling forward, laying her arm around Pinkie. "Whoops... sorry, Sugarcube."

The pink mare smiled and stood up, helping AJ up with her. "No problem at all, AJ."

AJ smiled and gave Pinkie's cheek a soft peck, chuckling. Pinks looked at her and smiled at the peck.

"Maybe ya'd like teh do some trainin'?" Applejack asked and smiled.

"What kind of training?"

AJ raised her eyebrow at this. "What are ya thinkin' Ah meant, Sugarcube?" she asked as a small grin formed on her lips.

"A-Ah didn't... I mean... I didn't... mean anything... by it..."

"Hehe... Yer such a bad lair, Pinkie... It's okay. Just be honest with me," Applejack said, smiling warmly at the pink mare.

"I honestly didn't know what you meant by training. What did you think I meant?"

"Ah thought ya were implyin' to... ya know," Applejack replied and blushed. "But, Ah actually meant, why don'tcha show me yer trainin'? Ah could watch ya." she stated.

Pinks smiled and pressed her Cheek to AJ's, their lips extremely close. "You really wanna see me in action, sugarcube?"

The farm mare blushed slightly deeper and nodded slowly. "Ah'd love that."

Pinks nodded as she sat AJ down against the wall and dragged her punching bag back to where it was hanging. "Special hook, AJ. Instead of breaking, it just lets go." She then raised it and it snapped back into place. "Gotta love technology." She then began punching it, moving the bag a surpassing amount for someone of her size.

Applejack smiled and watched Pinkie's punches. "Ya'll mighty strong yerself... And yer leg work's fancy, too," she stated.

Pinks smiled as she kept punching. "I don't have the... power punch like you, though."

"But yer much faster... Ah trained only fer strength... Yeh'd probably be able teh become just as strong as me, but ya'd lose yer agility and speed to do so," the farm mare replied and chuckled.

"That's why I also jog."

"Joggin' huh? Well, maybe Ah should try this, too, sometime," Applejack stated as she kept watching the pink mare.

Pinks then began delivering kicks to the punching bag with light grunts. "Maybe we can... jog together some time," she said between kicks.

The farm mare smiled. "Ah'd love that."

Pinks smiled and kicked and punched the bag a few more times before stopping and wiping her forehead. "I do love a good workout."

"Me, too. Ah love the feelin' after a nice and hard workout... Totally exhausted, but ya still feel really darn good," AJ said and chuckled.

The pink mare smiled and rested her right hand on the bag, looking at AJ. "So... What now?"

"Ah dunno... What would ya like teh do, Sugarcube?" Applejack asked as she slowly stood up.

Pinks sighed and went over to her, sitting down beside her. "No clue. Your stomach feel any better?"

"Nope. Well, not much," AJ replied, looking down at Pinkie.

The pink mare nodded. "It will soon... I hope..."

"Me, too... Ah just hope the others are doin' good without me," the farm mare said, and leaned her back to the wall, sighing.


Midnight swung her sword and Twilight blocked it. The black mare smiled and lowered her sword. "Good job, Twilight. I think it's time we call it for the night. Got a big day tomorrow."

Twilight smiled, lightly panting as she wiped her forehead. "Okay. Thank you again, Midnight.... you know, for showing me."

The mare nodded. "I'm just... gonna go check on Fluttershy. Pick any of the guest rooms on the second floor. Third floor's mine."

"Thanks, Midnight. Good night. See you tomorrow," Twilight said and smiled as she put the training sword away and headed upstairs. "Rainbow?" she called out, wondering where the cyan mare was.

"I'm here," said the cyan mare who was sitting on the stairs, watching. Rarity stood beside beside her. "You're doing absolutely marvelous, darling."

The purple mare blushed slightly at the compliment. "Thanks, Rarity." She got over to Rainbow Dash and bent down, giving her a small kiss on the lips. "Midnight said we should pick one of the guest rooms and stay for the night."

The cyan mare nodded. "All right, then," she said, standing up. "Let's head."

Twilight smiled and nodded, laying her arm around Rainbow as she followed her upstairs. Fluttershy was sitting on the couch, looking shyly at them, still somewhat ashamed for what happened earlier that day.

Midnight followed Rarity up and headed towards the couch. The fashionista kept going to the stairs, briefly glancing back at Shy. "Hey..." said Midnight gently as she sat down beside Fluttershy. "How ya feeling?"

Shy leaned in to Midnight, nuzzling her chest as she laid her arms around the black mare. "B-Better..." she mumbled.

Midnight smiled and stroked hr hair. "Sorry that happened. I should've known better..."

"I-It's okay... it was just... another embarrassing moment in my life," the shy mare mumbled and sighed.

Midnight smiled. "Maybe it doesn't have to be."

Fluttershy tilted her head. "What do you mean?"

"Well, if you got over this fear, then maybe it won't embarrass you again."

"But, how?" the shy mare asked curiously and looked up at Midnight.

"A nude sleepover," said Midnight with a smile.

Fluttershy squeaked and went crimson red at this. "N-N-Nude... s-s-sleepover?"

"Yeah. That way we'd all be used to seeing each other naked. Plus, we're all girls, yeah? So, it's not like we don't have an idea what they look like nude anyways."

"B-B-But... I-I don't think I c-c-could do this..." Shy mumbled, hiding her face behind her mane.

"I'll be right there with you... and all the others would be naked, too."

"B-But... th-that's the problem... W-We would all be naked... Oh, my..." Fluttershy was trembling slightly at the thought of seeing all her friends naked.

"But, do you think it's possible that it would help you?"

"I... I don't know... M-M-Maybe." Fluttershy replied timidly. "B-But... d-do you th-think... th-the others w-would... d-do something like that?"

"Not sure. They're your friends."

"I... I don't know," Fluttershy sighed.

"Want me to... ask?"

Shy whimpered slightly and nodded slowly. "Y-Yes."

Midnight nodded. "Wait here, sweetie," she said, giving Shy a kiss before getting off the couch and heading towards the stairs.

Once on the second floor, she stood in the hallway. "Who's still up?" she called.

Twilight opened the door of the guest room she and Dash had picked. "We are. Is something wrong, Midnight?" the mare asked.

Rarity opened hers, too.

Midnight looked at them. "I have an... odd request... but it might help Fluttershy with her fear of... being seen naked by another mare. I already asked her about it and she wants me to ask you."

The purple mare tilted her head and stepped out of the guest room, wearing a very long, night blue t-shirt. "Oookay, what would that be?" she asked curiously.

"Nude sleepover."

Twilight shook her head, thinking she was hearing things. "Um, sorry, come again?"

"Nude sleepover. Fluttershy needs to feel comfortable around other mares, yeah? I was just with her and... it makes me sad to see her like that," she said, sounding sympathetic.

"Oh, um... w-well..." Twilight blushed and hesitated, turning around as she looked at Rainbow Dash who was sitting on the bed. "Wh-What do you think, Dashie?"

"Nude sleepover?" she asked, thinking about it. "I... suppose it'd be okay... Like you said, we're all girls..."

"Okay..." the purple mare nodded and turned back to Midnight. "Well, I guess we will join," she said and smiled. "It's for helping Fluttershy, after all."

Midnight smiled and nodded, looking over at Rarity. "You?"

The white mare nodded. "For Fluttershy... anything."

Midnight looked at Twilight. "And who knows? This may even become a thing we do..."

Twilight blushed a little deeper and nodded, smiling. "Yeah. Who knows?" she replied and chuckled.

"Well, I'll bring Shy up and we can start... if you wanna do it now..."

"Sure. Why not?" the purple mare replied and looked at Dash, smiling. "Shall we, then?" she asked and grabbed the bottom of her long shirt.

Dash smiled and gripped her own. "Sure."

Rarity smiled. "Of course."

Midnight gave a nod. "I'll go get her and we can all meet in my room. It's the biggest." She then made her way back downstairs.

Twilight giggled as she pulled her shirt up and off over her head and throwing it aside, standing fully nude. "Okay, we will wait there," she said to Midnight.

When she got back downstairs she saw that Shy was no longer on the couch. In fact, she was nowhere to be seen. "Fluttershy?" she called. "Sweetie?"

"I-I'm h-here," Fluttershy's meek voice came from behind the couch as the shy mare slowly poked her head out from behind it.

Midnight smiled. "Come on. They said yes and are waiting in my room for us."

Shy whimpered and slowly sank back down behind the couch, before sighing. "O-Okay..." she mumbled and slowly got up and went over to Midnight, hugging her.

The black mare hugged back. "Come on," she said, leading her to the stairs.

Fluttershy followed her quietly and looked to the ground, her heart beating fast in nervousness.

Midnight led her upstairs to the third floor and stopped at her door. "Okay... You wait here and I'll make sure they're ready, okay?"

Fluttershy nodded slowly. "O-Okay..."

Midnight kissed her before opening the door and slipping inside. "Ready, girls?" she asked.

Twilight was sitting on the bed, along with the other two mares, completely nude and blushing slightly. "Yes, we are." she replied, smiling.

Midnight nodded and took off her bra and panties, tossing them aside before heading over to the bed. "Now, we all know how she's gonna react... What I'm gonna do is my best to calm her down and get her to relax."

"This will be hard for her. To be honest? I was quite surprised that she agreed to this... I mean, even I feel a little uncomfortable right now," Twilight stated, blushing deeper as she looked Midnight over, before tearing her eyes back to the mare's face.

Midnight smiled. "Then, maybe you need this experience, too." She then headed to the door and slipped back out. "Shy? Still here?"

The shy mare gasped softly and turned around, blushing as she saw Midnight standing there, completely nude. "Y-Yes..." she mumbled shyly.

"Now, you already know that they're naked inside, yeah? So, I want you to picture them naked in your mind right now. It'll make the scene a lot less shocking, okay?"

Fluttershy nodded slowly and whimpered. She began to blush hard as she imagined all her friends being naked. "O-Oh my."

Midnight rubbed her back. "Let me know when you feel comfortable enough."

The shy mare nodded and took a deep breath. "I... I think... w-we c-can.... t-try now," she mumbled nervously.

Midnight smiled and opened the door. "Here we go," she said, leading Fluttershy inside.

Fluttershy slowly stepped inside. She was still wearing her shirt and panties. The shy mare kept her stare at the ground, not yet daring to look at her friends.

Midnight closed the door and stood behind Shy, rubbing her shoulders. "Have a seat if you'd like."

Shy nodded and slowly looked up. She let out a high-pitched squeak and quickly got behind the black mare as she saw the three naked mares on the bed. "O-O-Oh, my..."

Midnight patted Shy's right arm and turned to face her. "Shy... listen... You're not the only one feeling uneasy about this..."

"I-It's just... it feels... wrong," Shy mumbled ashamed, her face crimson red as she timidly looked over Midnight's shoulder at her friends.

Twilight smiled warmly, blushing lightly herself. "Come on, Fluttershy, relax."

"Yeah, even Twilight's a little uncomfortable, aren't ya, Twi?"

"Yes, I know how you feel Fluttershy, but we are all girls. Come here. Sit with us," Twilight said warmly, smiling at the butter mare as she patted the spot next to her on the bed.

The shy mare whimpered and slowly got around Midnight and approached the bed as she looked her friends over.

Rarity smiled at her. "It's okay, darling. Nothing to be scared about." Midnight followed Fluttershy and whispered, "When you're ready, you can take your clothes off, too. But, only when you're ready."

Fluttershy climbed onto the bed and nodded. She pulled her legs close to her body and hugged them, hiding her face slightly behind her knees and mane.

Midnight got on the bed on her knees beside Shy. "So, let's give Shy some time to relax while we discuss what we're gonna do tomorrow, kay?"

Twilight nodded in agreement. "Sure, and I even got an idea what we could do tomorrow," she replied and smiled, gently rubbing Fluttershy's back.

"Oh?" asked Midnight. "What is it?"

"I think we should check on Applejack. Maybe she won't be in perfect shape, but I think she would be happy about a small visit from her friends. Besides, Midnight could meet Applejack and Pinkie." Twilight explained, scooting a little closer to Rainbow Dash and laying her arm around the cyan mare, smiling.

Fluttershy just nodded quietly and slowly reached down to the bottom of her shirt, not yet pulling it up.

Midnight smiled, seeing Fluttershy start to loosen up. "I'd love to meet them. And, then afterwards, if this... AJ is feeling better, the seven of us can go on the attack."

Twilight sighed and hung her head. "Six. Pinkie won't come with us," she said in a slightly sad tone.

Midnight sighed. "Oh... Some kind of... fallout between you, or somethin'?"

"I wouldn't call it that. It's just... one day she left us, saying something about she'd be better off without us and that we were just slowing her down. We visited her two days ago and talked to her... Well... AJ challenged her and lost, so she stayed with Pinkie," the purple mare explained, smiling weakly.

"They had a bet? And it was if AJ lost, she'd have to stay with Pinkie?"

"No, sorry, my mistake. She stayed with Pinkie because she was hurt by her. The bet was about whether or not Pinkie comes back into our group," Twi explained to Midnight.

"I see... And this Pinkie is helping her get better?"

"Yes... Well, I think so," Twilight replied and thought. "I don't think she would let Applejack do anything stupid again, you know? That mare is quite stubborn," she stated and chuckled.

Fluttershy was listening the mares talk and act as if nothing had changed, even as they were naked. She bit her lower lip and closed her eyes, slowly pulling her shirt up and off over her head, her huge breasts slapping to her chest as she did so.

Dash eyed Shy and smiled before looking at Twilight and the others. "Yeah, I bet Pinks is taking good care of her. I mean, she now considers us friends again and... we all know how Pinkie treats her friends."

Twilight smiled and nodded. "Yeah, she's actually a really good friend... That's why it's such a shame she left us," she stated and she noticed Fluttershy had taken off her top. She blushed hard as she saw the mare's big breasts. "W-Wow... Shy, they're... gorgeous," Twi said, making Shy squeak and cover her breasts with her arms.

Midnight eyed Shy and then looked at her, smiling. "It's okay, Shy. Show off your gorgeous breasts," she said, leaning in and kissing her cheek.

Twilight blushed and sighed. "Sorry, girls. I should've known that it would scare her, but... I just couldn't resist," she said and chuckled sheepishly. "Sorry, Fluttershy."

The yellow mare looked up and shook her head slowly, letting go off her breasts and showing them off. "I-It's okay, Twilight... I... I mean... y-you all a-are just doing this for me. I-I'm sorry," Shy replied softly, still blushing hard as slowly grabbed her panties and pulled them down too, throwing them aside.

Midnight smiled. "You're doing great, Shy. Really. So, tell us how you feel right now."

Fluttershy took a deep breath and looked at her friends, one by one. "I... I think... it's n-not too bad," she said timidly, hiding her face behind her mane.

Midnight leaned in and rested her cheek on Shy's shoulder. "So, tomorrow we set off o our journey. First, to Pinkie's house and then to the Forbidden Zone."

"Right. I think that's a good plan," Twilight said and smiled, hugging Rainbow Dash softly.

Dash put an arm around her as Midnight nodded. "Anyone wanna add anything else?" Rarity hesitated before shaking her head.

Fluttershy shook her head, too. "Well, it's settled then. Tomorrow is a big day, girls. We should get some rest," Twilight said in an eager tone.

"How do we get there?" Dash suddenly asked. "Hmm?" asked Midnight, her head still resting on Shy's shoulder. "It's the other side of the world, yeah?" Midnight smiled. "Let ME worry about that."

Fluttershy snuggled up to Midnight a little more, laying her arms around her gently. "Well, if Midnight says she knows a way into the Forbidden Zone, everything's fine, right?" Twi asked with a smile.

Dash and Rarity nodded. The cyan mare let out a yawn. "I think it's time we got to bed. Big day ahead of us."

"Right. We all should rest now," Twilight said and got up next to the bed, holding out her hand to Dash. "We'll see you tomorrow girls."

Midnight smiled. "See ya. You girls look great, by the way." Rarity and Dash blushed slightly.

Twilight blushed deep at this and chuckled sheepishly. "Thanks. You look awesome yourself, Midnight," she replied and went over to the door. "Good night, girls."

"Night," said Midnight as Rarity followed Twilight. "Good night, Fluttershy," said Rarity.

"G-Good night... g-girls," Fluttershy mumbled as Twilight exited the room, heading for her and Dash's room.

Rarity made her way to her own room after shutting the door behind her. Midnight then rubbed Shy's back. "You did really good, sweetie. Feel better?"

Fluttershy was blushing deeply as she looked up at Midnight, smiling warmly and nodding. "Y-Yes... I feel much better," she mumbled softly.

Midnight then laid on her back on the bed and held out her arms. "Come here, sweetie." The yellow mare quickly snuggled up to Midnight, nuzzling her cheek and cooing softly. Midnight closed her eyes and smiled as she wrapped her arms around Shy. "I love you," she whispered.

Fluttershy gasped softly at this. She never heard someone say this to her. She smiled broadly and tears of happiness filled her eyes. "I... I love you too, Midnight."


Pinks helped AJ back onto her bed. "Need help with your boots? Or do you think you can do it now?"

"Ah think ya'll have to do it," Applejack replied and sighed. "Sorry."

"It's okay," said Pinks heading over to AJ and pulling off her boots, setting them beside the bed. "Shirt, too?"

Applejack nodded and smiled up at her. "Thanks, Pinkie."

The pink mare nodded and began undoing the mare's shirt.

The farm mare smiled and leaned in and hugged Pinkie while she was undoing her shirt, stopping her with this action as she rested her chin on the pink mare's left shoulder. "Would ya like teh keep me company tonight, sugarcube?" she asked with a soft whisper.

Pinks gasped softly as she blushed. "You want me to... sleep with you tonight?"

AJ chuckled softly. "Yes, Ah'd like teh have ya sleep in here with me," she said and slowly broke the hug, pulling back and looking into Pinkie's eyes.

Pinks still held onto her shirt as she just stared at AJ. She then let a small smile creep onto her face. "Okay, AJ..."

AJ smiled at the pink mare and leaned back. "Better git me undressed then, Sugarcube," the farm mare said and smirked.

Pinks pulled AJ's shirt off the rest of the way and set it aside. "You know, I... like to sleep naked..."

Applejack blushed slightly. "Well... Ah'm usually sleepin' in just mah panties, but, Ah could try it all in the nude as well... if yeh'd like me to..." AJ leaned in a bit and rubbed Pinkie's cheek with her right palm affectionately.

Pinks' blush reddened. "Only if... you want to..."

The farm mare nodded with a warm smile. "Ah sure do wanna try it, Sugarcube."

The pink mare smiled and gently gripped AJ's panties. "Okay, then," she said pulling them down and off.

"It's not like ya didn't see me all naked anyways..." the farm mare said with a seductive grin. "But Ah'm mighty curious what you look like all naked," she added, her blush deepening.

Pinks smiled and dropped AJ's panties onto her shirt. She then got up and went around to the other side of the bed and sat down, her back to AJ as she pulled off her shorts and top. She was now completely naked as she looked over her shoulder at AJ. "Need help lying down, or you good?"

"Nah, Ah can do that without help," Applejack stated and smiled as she got her legs onto the bed and slowly laid down on her back. She then rolled onto her side slowly, facing the pink mare. Pinkamena smiled as she turned, sliding her legs up and under the covers, her breasts now in plain view as she lied down. The bed sheets now covered most of her breasts.

"Yeh hidin' somethin'?" the farm mare asked and grinned. She reached her right arm behind her head and pulled her blonde mane to the front to undo her hairband.

"No, this is how I normally sleep. Why?"

AJ chuckled as her mane was now free. She threw her hairband aside over her shoulder and raised the covers, flicking her tail up to undo the other hairband as well. "Nothin'. Ah just kinda hoped Ah could get teh see yer nice body," she replied.

The pink mare smiled. "Oh... Okay..." she said, sliding the sheets down and revealing her beasts.

AJ whistled, impressed as she saw Pinkie's exposed upper body and smiled. "There are only few mare's that Ah think are sexy... and yer certainly one of 'em, Sugarcube," she said as she eyed her breasts.

Pinks blushed and smiled. "Thank you..." The pink mare was now acting completely different from earlier. Before, she seemed hardcore and badass. Now, she seems sweet, innocent, and caring.

"Ah love to see that Pinkie Pie fer a change," said the farm mare softly, running her right index finger throughout the pink, straight mane of the mare, caressing her neck gently with her fingertips.

"What do you mean?"

"Ya know what Ah mean... The soft Pinkie. That Pinkie we all like the most... That Pinkie..." AJ stopped as she leaned in close, their lips almost touching. "That Ah like the most," she whispered in a very soft tone.

The pink mare let out a small gasp. "AJ, I..."

Applejack kept her face close to Pinkie's as a soft smile spread on her lips. "What are ya waitin' fer? Do ya think Ah'm this close teh yeh 'cause Ah think it's funny?" the mare asked, seductively.

Pinks hesitated before leaning in, gently kissing AJ. The blonde farm girl let out a small moan, closing her eyes as she savoured the kiss. Pinks closed her own eyes and leaned a little further in. AJ reached her right arm around the pink mare, gently rubbing her lower back as her left hand gently grasped Pinkie's right hand, interlocking their fingers as she kept kissing her. She then slowly slipped her tongue into Pinkie's mouth. Pinks suddenly seemed to instantly get more into it the moment they held hand. She pressed her lips more against AJ's and let out a soft moan. Applejack let out a muffled giggle and hold Pinkie's hand tightly as her other hand slid down to her butt, grabbing her left ass cheek roughly but not too rough. Pinks did the same, gently rubbing AJ's butt as she slipped her tongue into Pinks' mouth. AJ slowly broke the kiss, just to trail soft pecks down on Pinkie Pie's face and to her jaw, then down her neck, her shoulder, and then collar bone.

"Oh, Applejack..." Pinks gasped softly.

"Ya know, Ah sure hope yer okay with me bein' the one on top... 'cause Ah don't like to be bossed around much." Applejack said in a soft and low moan as she gave the pink mare's neck a few love nibbles.

Pinks grinned. "You'll be... surprised."

"Oh, will Ah be? How so?" Applejack asked with a smirk as she licked Pinkie's left ear, blowing hot air into it as she moaned.

The pink mare gripped AJ's wrists and rolled on top of her. "Like this." She then began gently licking AJ's left cheek, letting out soft moans.

AJ grunted slightly, but kept smiling. "Oh, ya would regret this if Ah was in better shape, Sugarcube. But, maybe Ah'll let yeh be on top... fer now..." the farm girl said and chuckled at the licking.

Pinks gently rubbed AJ's side. "I see you're getting better, AJ. Otherwise that should've hurt more." She then leaned in and kissed her neck.


It was a bright day as the group left Midnight's home and headed towards Pinkamena's.

Midnight had her arm around Fluttershy as she looked at Twilight. "Don't forget your sword training, Twi, kay?"

Twilight smiled and nodded. "Of course not. Rainbow Dash will help me with that, right, Dashie?" she asked softly, her arm around Rainbow Dash's hip.

Dash smiled and nodded. "Of course." Midnight nodded. "Good."

"I certainly hope Applejack is alright..." Rarity said.

"I'm quite certain that everything's all right," Twilight said to help comfort Rarity somewhat.

"Well, if she had gotten some rest, she should feel better now," Fluttershy mumbled to the two mares, smiling.

The group continued on until they arrived at Pinkamena's house. "Here we are," said Dash. She stepped up to the hand scanner and placed her hand on it.

"Error," said a computerized voice.

She pulled her hand away. "Huh?"

"Error? How is that possible?" Twilight asked, curious yet slightly alarmed. "Wasn't it working fine a few days back?"

Dash tried again and still nothing. "What's going on?"

Suddenly, the drawbridge lowered, revealing Pinkamena holding two guns. "Oh... It's you girls... and someone new..."

Shy squeaked and quickly hid behind Midnight as she heard Pinkie's tone, intimdating her a little. "P-Pinkie..." she mumbled.

"Pinkie, we're here to check up on you and Applejack. Are you two okay?" Twilight asked.

"It would be dreadful if anything was wrong with any of us. One can never be too sure." Rarity added

Pinkie holstered her left gun as she took a few steps forward, pointing her gun at Midnight. "Who the hell is this?"

Midnight patted Shy's arm. "I'm a friend."

"A friend, huh?" asked Pinks.

Fluttershy gasped as Pinkie pointed the gun at Midnight. "D-Don't sh-shoot her, Pinkie, please," she mumbled, afraid and shaking slightly.

"Pinkie, I don't think you want to pull that trigger." Twi says seriously, calmly looking right at her friend while Rarity tried her best to not start panicking.

The pink mare eyed the others. "And you all... trust her?" she asked.

The shy mare hugged the black mare from behind and nodded slowly.

"Yes. I know I do." Twilight says, nodding.

"And I as well," Rarity adds

Pinks eyed them and then Midnight before sighing, lowering her gun. "All right, then. Come inside, girls. I'll let AJ know you're here," she said before turning and heading back inside.

Fluttershy sighed, relieved, and her tight hug around Midnight's waist loosened a bit. "Oh, goodness," she mumbled softly.

"Thank you, Pinkie, for being trusting of our friend." Rarity said as she and Twilight followed the pink mare, anxious to see how their other friend was doing

Midnight put her arm around Shy and followed Rainbow Dash inside.

Once inside, Pinks made her way to the stairs. "Wait in the living room. I'll go get her." She then headed up the stairs.

Dash nodded and headed into the living room, followed by Midnight and Shy.

Applejack yawned as she got out of bed, stretching her arms out. "Ah feel pretty good today. The pain in mah stomach gets weaker every day," she mumbled to herself with a smile.

Twi and Rares nodded as well, each finding a spot to stand or sit and wait

Just then Pinks entered the bedroom. "Get dressed AJ. Your friends..." She hesitated and sighed. "Our friends are here."

AJ looked at Pinkie. "They're here? Okay, tell 'em Ah'm comin'," the farm mare said happily and slowly bent down, only slightly grunting as she picked up her shirt and panties.

She slipped her legs into her panties and pulled them up. Pinks smiled and left the room, heading downstairs.

She then made her way into the living room. "She'll be down shortly."

"Thank you." Twilight said, smiling at Pinks.

Pinks nodded and sat down in an arm chair by the living room entrance, looking at the group. She was wearing her leather outfit again that covered all but her head. She also had on her back leather gloves and boots. Around her waist was her gun holsters.

Soon, the group could hear soft footsteps coming down the stairs. Applejack was now dressed, up to her cowboy boots and hairbands. "Hey, there, girls. Mighty nice of ya'll to come and look fer me," she greeted, smiling.

"Nice? Why, I daresay it's our job as friends to look out for one another. Am I right, girls?" Rarity asked, looking at each of her friends

Dash smiled and nodded. "Of course. We're worried about you. How ya feeling?"

Applejack stepped into the room and smiled. "Ah'm feelin' pretty good, thanks to Pinkie, here..." she said and then noticed the black mare that was standing in the room with Fluttershy. "Who's that?" she asked curiously.

"Name's Midnight," said the black mare. "Nice to meet you, AJ."

"Well, nice teh meet ya too, Midnight. Are ya a new friend of ours?" the farm mare asked and approached her, holding out her hand with a smile.

"Yes. She has yet to do anything that warrants suspicion, so we don't mind calling her a friend." Twi explained, smiling at Midnight.

The black mare held out her hand and shook AJ's. "And I'm... sorta in a relationship with one of your friends," she said, leaning back and putting an arm around Fluttershy.

Applejack looked at Fluttershy, then back at Midnight. "Well, slap mah knee and call me Skippy. I'm happy fer ya two. Especially for you, Shy." the farm mare said and smiled warmly.

Fluttershy blushed deep red and smiled back. "Th-Thanks, Applejack," she mumbled shyly.

"I, for one, was quite shocked when it turned out that Fluttershy found a special someone, but of course I was very happy for her." Rarity says. Twilight looks at AJ and simply smiles at her, looking relieved

"So, are you fit for travel, AJ?" asked Midnight.

Applejack shrugged. "Ah dunno. Up to now Ah feel pretty good. Only slight pain," the farm mare replied. "Ah think Ah'm good to go."

"Are you sure? We don't want to seem as though we're forcing you to do anything if you can't." Twi explains

AJ chuckled at this. "Haha. Good one, Twi. Nah... Ah feel really good. Like Ah can handle anythin'," she said with a broad smile and then looked around. "Um, Ah just dunno where Ah put mah ax." she mumbled, smiling sheepishly as she rubbed the back of her head.

Pinks stood up and went over to the stairs. She soon returned, dragging the ax by the handle near the blade so as not to scrape her floor. She also seemed to be straining as she brought it into the room. "Here."

"Ah, shucks, Pinks. Ya just could've said where it was. No need teh strain yerself so much," Applejack said and smiled. Out of reflex she placed a soft peck on the pink mare's cheek as she grabbed her ax as if it was a soft and light pillow. "Oh bollocks..." she mumbled as she realized she just had kissed Pinkie in front of the group.

Twilight, upon seeing the kiss, blushed and cleared her throat while Rarity giggled a little, a huge smile on her face.

Applejack quickly buckled the heavy ax to her back and turned to the group, sweating slightly in nervousness. "Ah, um... I-It's not what it looked like... It was just a... a..." The farm mare sighed, defeated, knowing she was a bad lair. "Okay, it was a kiss," she admitted, bushing.

Pinks blushed a little. "Yeah..." She tried to not let it ruin her look of total bad-assery but the blush showed her soft side.

"I think I speak for all of us when I say that it makes no difference to us. We don't think of anyone any different for who they're with." Twi says in an attempt to put AJ and Pinks at ease

Applejack chuckled awkwardly. "Um, hehe... Anyways, thanks fer lettin' me stay, Pinks," she said and turned to Twilight. "What have ya'll planned now?"

Twilight blushed a little, embarrassed. "Well, to be honest, I haven't thought that far ahead yet. I've been doing my best to keep up with the here and now..."

Midnight smiled. "I don't hide my relationship with Shy, do I? In fact, I show it off." She then kissed Shy on the cheek.

Shy blushed, deep red but smiled. "I... I love you, Midnight," she mumbled softly as she nuzzled the black mare's neck.

"I love you, too."

Not quite knowing what to say or do, Twilight absentmindedly stared down at the ceiling, waiting patiently

AJ smiled. "Well, are we good teh go now, or not?" she asked, kind of eager to see if she was able to wield her ax again.

Dash smiled and stood up. "If you're ready, AJ."

"Ya bet Ah am, Sugarcube," the farm mare replied. "Just lemme git mah boots and mah hairbands," she said and quickly headed up the stairs.

Fluttershy smiled. "I'm glad that she feels better."

"I know I am surely relieved," Rarity said, smiling at Shy

Pinks smiled. "Well... You girls better get going if you wanna get there before night."

Twilight nodded. "Yes. Shall we, girls?" she asked, anxious to get moving

Dash smiled. "Let's go." Midnight stood up. "You know, I was so into our walk I almost forgot about transportation."

AJ looked at Midnight and crooked her eyebrow as she came down the stairs, putting her hair in her traditional ponytail. "Transportation?" she asked, sounding a little confused.

"What kind of transportation?" Twi asked curiously

Midnight smiled and pulled a rectangular device. "Yes," she said, pushing a button. "Transportation."

Fluttershy looked at the device and tilted her head. "What is that, Midnight?" she asked curiously.

"How does that assist us? Does it transform into some kind of vehicle?" Twilight asked

"If you'll follow me outside," said Midnight, heading for the front door and opening it. Pinks was eying her the whole time.

Fluttershy followed the balck mare closely. "Well, what are we waitin' fer?" AJ stated as she headed outside as well.

Midnight headed out into the field and just stood there. Twilight and Rares followed, both quite curious

"Well... Now, what?" The farm mare asked, looking around and wondering why they stopped on the fields.

"Wait for it," sang Midnight as a low humming noise was heard, coming closer.

Twi cocked her head to the side, straining her ears in hopes of finding out what it was quickly Just then four, shiny, silver Hover Bikes shot over the grass and parked in front of Midnight.

She then turned to the others. "Transportation. Bikes built for 2."

Applejack just stared in awe. "Whoa, nelly."

"Amazing... I don't recall ever hearing anything about something like this..." Twi said as she approached one of the bikes, looking at it all over. "They ARE quite clean. And a bit stylish as well. They'd be even better with more colors..." Rarity said to herself as she looked at the same one as Twilight

AJ approached one of the bikes as well. "Who cares 'bout them bein' clean? They're just supposed to take us from point A to point B," she said and rolled her eyes at the fashionista's remark.

"So, the six of us will fit on three of them," said Midnight, running her hand across one of them. "I'll leave one with Pinkie in case she decides to join us."

"Perfect. Rarity, you're with me, okay?" Twi asked, to which Rares nodded. "You can drive, darling. I don't want my clothes to get any dirtier than they need to get." she added, sticking her nose up in the air. Twilight rolled her eyes and got on the bike. "Fine, fine. Come on then."

"Perfect. Dash, you're with me, okay? Rarity, do you mind going with AJ?" Twi asked.

Applejack looked at Rarity. "Well, as long as our princess here doesn't start complainin' about any dirt from the road, or because of the wind that's ruining her mane, Ah'll let her drive with me." she stated.

Midnight smiled and mount done of them. "Come on, Shy, sweetie."

Fluttershy nodded and slowly mounted the bike Midnight was sitting on, hugging the black mare tightly from behind. "D-Drive slow, okay?" she asked a little nervous.

Applejack quickly swung onto a bike herself. "Yeehaw, let's get goin'!" she exclaimed eagerly and chuckled. "C'mon Rares," she added as she looked at the white mare.

Rarity quickly and carefully got on the bike, wrapping her arms securely around AJ's midsection. "I trust you'll at least keep us alive, no?" she joked, giggling a little while Twilight waited on Dash. "Dash, you coming?"

Dash hopped on the back of the bike. "Ready, girls?" asked Midnight?

"Ya bet!" AJ replied and grinned.

"You sure you don't wanna drive, Rainbow?" Twi asked, knowing the cyan mare's desire for high speeds.

"Really? You'd let me drive?" asked DAsh with a smile and a hint of exaggeration.

"Ha... ha..." Twi said sarcastically, rolling her eyes. "But, yes. Here," she added, getting off the bike to let Dash scoot forward.

Dash smiled and moved to the driver's seat. "So badass."

Twi smiled and got on, wrapping her arms around Dash's abdomen. "Try to not get us killed, okay?" she teased.

Dash giggled. "I'll try." Midnight smiled. "Right pedal is gas and the right is the brake. Now, shall we go?" Pinks walked up to AJ. "Be careful, huh?"

AJ smiled and blushed lightly as she leaned in to Pinkie. "'Course Ah'll be careful. Ah need teh come back safe and sound teh show ya who's the boss in bed," she whispered seductively and gave her a kiss on the lips.

Rarity giggled, overhearing the little talk. "My, my..." she teased AJ.

Applejack gasped and pulled back from the kiss, blushing hard. "R-Rarity... Ya didn't hear that, did ya?" she asked, embarrassed.

"Worry not. I won't say a word," Rares said, but the large grin on her face said otherwise.

"Rarity! Ah dare ya!" AJ growled and glared at her.

Pinkamena put her hand on AJ's cheek.

Rarity then looked serious. "You have my word." she said, nodding once at the workmare.

"Good, sugarcube." the farm mare said and looked back at Pinkie. "Love ya," she mouthed with a smile.

Pinks gave her a quick kiss on the lips. "Love ya, too," she mouthed before taking a few steps back.

Midnight smiled. "All right, then. Let's go," she said, stepping on the gas and taking off.

"Let's do this!" Dash shouted excitedly before stomping on the gas, taking off fast with a terrified Twilight hanging on for her life.

Applejack took off as well, following the others.

The bikes made a low humming noise and were surprisingly quiet.

"I kinda expected these things to be louder. I wanna hear the engine scream when I gun it!" Dash complained audibly, despite the high speeds she was travelling at.

"You girls don't know much about Hover Bikes, huh?"

"Ah just know 'bout choppers," AJ threw in.

Fluttershy hugged Midnight as tight as she could. "I-I just know... th-they're fast," she 'meep'd out.

"Not really, no. But I'd love to know more about them!" Twi said, smiling at the thought of new knowledge.

Midnight grinned. "They run on air. It gets sucked in and pushed out the bottom at high-speeds. We could probably go across short stretches of water if we had to."

"Well, that explains why they're not as loud as the normal bikes," Applejack stated, impressed by what the black mare just had told them.

"Amazing... I'm going to see if they have books about these things!" Twi said, grinning

Midnight chuckled. "Look around you girls. Enjoy seeing life at 300-miles-per-hour."

The shy mare clamped even tighter around Midnight's waist. "G-Go... slower, please..." she said with her feared, timid voice which was barely loud enough to reach the black mare's ears..

Midnight looked over her shoulder. "We still have a ways to go, but... do you really want me to slow down?"

"It's just too fast," Shy replied, raising her voice slightly more.

Midnight nodded. "Alright." She looked around. "You girls continue straight ahead until you see the canyon. I'll hang back with Shy."

Twilight and Rarity nodded, ready to tell each driver what to do in case they didn't hear.

Applejack sighed, a little annoyed at Fluttershy's behavior. But, knowing the timid mare that she was, she nodded. "Okay, We'll meet there. Watch out, you two," she said and followed Twilight and Rainbow Dash.

Dash nodded and kept her speed as Midnight slowed down to 100 miles-per-hour.

"I-I'm sorry, Midnight... I don't want to slow you down, but it was just too fast for me," Fluttershy timidly stated, whining slightly as she felt bad for being a bother.

Midnight smiled. "It's okay. Anything for you, Shy."

Shy hung her head slightly. "I-I'm always slowing everyone down," she mumbled, still feeling bad.

Midnight reached her hand back and rubbed her side. "Don't worry about it, sweetie..."

Dash and the others continued on at 300mph. "How far do you think the canyon is?"

"No idea. All I heard was to keep going straight. No indication of when we might get there." Twi said

"Ah hope we'll git there soon. Ah think mah butt needs a small resting. After all, Ah'm not used to sitting on a bike fer so long," Applejack stated as she looked around, admiring the landscape.

Dash chuckled. "Calm down, AJ. I'm sure we'll get there in no time going at his speed!" One hour later. "How much further?!" complained Dash.

"I wish I knew. I really wish I had more information... like an estimated time of arrival!" Twilight complained, looking annoyed

Applejack groaned and shifted slightly on her bike. "If we took this long teh git here, how long will Fluttershy and Midnight need?"

Dash squinted her eyes and pointed. "There! The canyon." She then just stared as the canyon got nearer. It didn't look natural but rather made from the impact of a large meteor. "Holy shit," she gasped.

"Oh my gosh..." Twi mouthed, looking over Dash's shoulder at the canyon. "Thank goodness! It's about time!" Rarity whined, anxious to get off the bike

Dash pulled up to the canyon's edge and parked it.

Applejack parked a few feet away from the canyon, her butt now giving her too much pain to keep going.

She quickly jumped off and rubbed her behind. "Oh mah stars, mah bum is all numb." she complained and groaned.

"Oh, I'm sure it is..." Rarity whispered to AJ suggestively before giggling to herself while Twilight and Dash got off the bike and the purple mare stretched. Twilight then peered over the edge of the canyon.

Applejack tilted her head at Rarity's remark. After a minute, she got what the fashionista meant and glared. "Rares! We weren't doin' that at all yesterday night, so stop that!" she braked at her.

The cyan mare eyed the two but said nothing. Rarity knew when enough was enough, leaving AJ alone and simply began wandering around curiously while Twilight observed the canyon.

AJ blushed slightly as she slowly made her way over to the canyon, kneeling down and looking down into it. "Sure is deep, that canyon," she mumbled and sighed.

Dash kicked a rock into it. "It's big."

"Yes. It appears to be quite large. If I had to guess, it may very well be one of the largest I've seen in all the research I've done on Geography," Twi says in nerd mode again.

"Shucks, ya even did yer fancy studyin' about canyons an' stuff?" Applejack asked, not really surprised by this but trying to sound as interested as possible... which wasn't that much at all.

Dash chuckled. "Twilight knows a lot about a lot."

"Rainbow is right. Besides, It's very important to know about how the land is formed. Take this canyon for example. They're usually created when two large plates of the planet move and..." Twilight started explaining, completely bookworming out.

Applejack groaned and rolled her eyes as she got up. "Rainbow? She's startin' again... and Ah don't understand nothin' of what she's talkin' 'bout," she complained.

"Doesn't matter, does it? This canyon in particular... doesn't look natural. Canyons I've seen in her books... aren't almost perfectly rounded..."

"... and on the opposite end of the spectrum, if a fissure isn't created..." Twi kept spewing information.

The farm mare just shook her head and slowly walked along the edge of the canyon. "And she just keeps mumblin' nonsens," she groaned.

Dash put a hand on Twi's shoulder. "Twilight... You know I find your nerdiness sexy, but we've been driving for over an hour. Let's rest."

Twilight blinked and closed her mouth. "Huh? I did it again, huh?" she asked, blushing lightly and grinning sheepishly at Dash

"Yeah... You did."

Applejack had walked quite a bit, standing a few yards away from them as she turned around, her ears swiveling. "Did she stop?" she asked, shouting slightly to be heard by the two mares.

"Sorry..." the nerd said to Rainbow.

"All clear, Applejack!"

Just then they all heard the faint hum of a Hover Bike.

AJ slowly trotted back to the group as she heard the faint humming. "Ya'll hear that? Ah think that's our Flutters and Midnight," she stated.

"Well, I dread to know who else it might be if it's not them." Rarity said.

The Hover Bike came into the view on the horizon and was approaching quickly. Before they knew it, the two mares pulled up and Midnight parked it. "Made it."

Applejack sighed. "Finally."

As Fluttershy heard that, she whimpered. "S-Sorry girls... It's my fault," she mumbled ashamed.

"It's quite allright dearie. We aren't upset with you." Rarity said, smiling at Shy

Midnight got off the Bike and inhaled. "And we're here," she said as she exhaled, heading tot he edge of the canyon.

Applejack got next to Midnight. "Yeah, we are, but what now? Do ya want us to jump down into the canyon, or what?" she asked curiously.

"The Skrawl are camped out at the far end of this canyon. They're getting closer and closer to New Manehattan every day. It'll take us about 10 minutes to walk there from here. You all ready?"

Twilight nodded confidently. "I am."

"Ya bet Ah am. Can't wait to finally swing mah ax again," AJ replied eagerly.

Midnight smiled as she pulled out her sword. "Canyon walls aren't that steep. Follow me." She then jumped off the edge and hit the slope, sliding down. Dash watched her. "Damn."

"Jeez, girls... Where'd ya'll find that crazy mare?" Applejack asked with a chuckle as she grabbed her ax and jumped over the edge, slowing her fall by slamming the blade of her ax into the stony canyon wall.

Twi looked at Dash. "You first."

Dash chuckled and jumped after AJ, following the mare's move with her swords.

Fluttershy took a few steps back, whimpering. "W-We... r-really have to use that way?" she asked, afraid.

Twilight looked around, then spotted a mostly-smooth rock that was round. Using a bit of magic, she lifted it up and inspected it. "Hey Fluttershy? I was going to just elevator myself down on this. I don't care to have a broken leg. You want to hop on to? I think there's just enough room."

"O-Okay. B-But d-don't drop us, okay?" the shy mare mumbled as she shakily got over to Twilight, waiting for the purple mare to step onto the rock with her.

Twi nodded and got on the oddly-shaped rock as Fluttershy hugged her close. "Don't move around if you can help it. We both can barely fit on this." She looked down at the rock. "Okay... Here goes..." she said, focusing hard to lift the rock with herself and Shy on it before slowly and carefully lowering them down into the canyon

Midnight looked up. "There you are."

Soon, the rock floated only inches off the ground. "Okay. Down you go, Fluttershy."

Fluttershy hopped off and sighed, relieved. "Thank you, Twilight," she said in a grateful tone, smiling softly.

Midnight headed over to Fluttershy. "I almost forgot. What's your weapon of choice?"

"Oh, um... I use throwing knives," Shy replied softly, smiling.

"Mmm... Nice. And Rarity?"

"I've got my marvelous bow, of course." Rare says

"Yes, I think I remember hearing something about arrows. Well, if you're all ready... Follow me," she said, turning and walking towards the other end of the crater.

Applejack heaved her ax onto her shoulder and started walking after the black mare as Fluttershy stayed close to Midnight. Twilight followed the others after she magically teleported her razor-sharp sword right next to her before grabbing it

Dash trotted beside Twilight and put her arm around her. "So... we're going up more Skrawl than before... How confident are you in your sword-fighting abilities?"

Twi sighed. "To be honest... not too much. Maybe enough to protect myself. You know I'm not nearly as physical as you." she said, frowning a bit.

"That's okay. Just don't get reckless and I'll do what I can to protect you, kay?"

Twi smiled at Rainbow. "Thank you. I'll do my best to not slow you down too much."

"Don't worry about it."

Midnight walked beside Fluttershy. "How ya feeling?"

Fluttershy looked up at her, hiding her face halfway behind her mane again. "I... I'm kind of nervous and... s-scared," she mumbled timidly.

Rarity caught up to AJ, looking at the impressive ax. "How heavy is that thing? It must weigh a ton!" she said, a little curious.

AJ chuckled at this. "Well it is mighty heavy, but Ah never really weighed it. Ah guess it's around 200 lbs," the workmare replied and smiled at the fashionista.

Rarity's jaw dropped. Sure, she knew her friend was strong, but this just proved she severely underestimated AJ.

"Hehe, Ya should see yer face, Rarity. What did ya think Ah trained so hard fer?" Applejack asked and placed her free hand on Rarity's shoulder, smiling.

Midnight put her arm around Shy. "Can I tell you a secret, sweetie?" // Dash looked at AJ. "Just don't strain yourself. You know how Pinkie would feel."

Shy looked up at Midnight and nodded. "Sure," Applejack sighed. "Yer right, but Ah know how much Ah can strain mah body and yeh guys need me," she replied to the cyan mare.

"If anything happens, Applejack, you know we won't hesitate to assist you." Twilight assured the work mare, smiling at her

"Thanks, Twi. And Ah won't hesitate either teh help ya'll," AJ replied with an big smile.

Midnight leaned in close to Shy and whispered, "Whatever happens... promise me you'll always love," she said softly, stroking the mare's hair.

The shy mare gasped and looked at her. "W-What do you mean, Midnight?" she asked, slightly confused.

"Well, I've never been up against this many at once... I just wanna know... that you'll always love me."

Fluttershy hugged Midnight quickly and nodded with a sniffle. "Of course, but don't make it sound like you won't survive," she said in a sad tone.

Midnight kissed her cheek. "I may be tough but I'm not afraid to admit when something is gonna be hard... I love you, too."

"I love you, too, Midnight. So much... And I will do anything to to protect you," Fluttershy said cutely as she sniffled more, smiling up at the black mare.

Midnight smiled back

"And you..." Twi said, pointing at Dash, "Try not to do anything too crazy, okay? I... I don't think I'd be okay if you got a little too careless."

Dash smiled. "Of course, Twi."

Applejack sighed as she heard the couples talk. She would be a lot happier and a lot less nervous about the upcoming fight if the Pink mare was there as well.

Dash looked over at her, noticing she had a look. "AJ? What's wrong?" She paused, thinking for a second. "It's Pinkie, isn't it?"

AJ turned her head away from the blue mare to avoid her seeing her facial expression. "A-Ah dunno whatcha talkin' 'bout, sugarcube," she replied, slightly shakily as a small sniffle escaped her.

Dash sighed. "She made her choice, AJ. And once we're done here you can see her again."

"We'll make it through this together. We've always had each other's backs." Twi adds encouragingly.

"Ah know... it's just... Ah... Ah hoped she'd change her mind... after what happened between us," the farm mare said in a slightly sad tone, hanging her head a bit.

"Pinks seemed to care about you... from what I saw," said Dash. "But, she made it quite clear that she'd rather work solo."

"Dash! There's no need to be so blunt about it... She feels bad enough," Twi fussed, lightly slapping Dash's arm.

Dash flinched slightly. "Hey... I'm just saying she shouldn't feel bad about something that's out of her control."

"It's okay... Ah understand what she means, Twi," Applejack threw in, smiling softly at them as everyone could still see her slightly sad expression.

Midnight suddenly ran over to a line of large rocks and hid behind them. "Quick," she urged.

Fluttershy "meep"d and quickly went over to Midnight.

"What?" Applejack asked confused.

A second later she understood and hid behind the rocks as well. Twilight and Rarity quickly made their way behind the cover as well, both staying quiet

Dash followed Twilight as Midnight peeked around the edge. "There they are," said the black mare. "The last of the Skrawl," she said. A group of them were a ways away but they were getting closer. "You girls ready?" she asked as she spotted something shiny passed the creatures. She then pulled out a sword and a gun.

Applejack grabbed her ax with both hands and nodded. "Ah'm ready," she said quietly.

Rarity knocked an arrow into her beautiful bow while Twi's hands faintly glowed with ready magic. "Ready," they both whispered

Dash eyed Twilight and held out a blade. "Ready for one? Or you gonna stick to magic?"

"Magic is my forte. Sorry. Rainbow, but I don't feel confident enough just yet," she explained kindly.

Dash nodded. "They're getting close," said Midnight. "Let's get 'em."

AJ nodded along with Fluttershy, tightening her grip on the handle of her heavy two-handed ax. Twilight focused and Rarity's arrows, as well as Fluttershy's knives. glowed a faint purple, Twi's magic altering them to make them much more effective against their enemies.

The Skrawl got closer and then Midnight dove from their cover, firing her gun at the Skrawl. They all hissed as three went right and three went left as the remaining four spread out. "Come on," said Midnight, holding her sword out by her side. Dash ran to the left with her swords at the ready.

Applejack jumped onto one of the rocks they were hiding behind and then jumped onto the closest, swinging her ax downwards and sinking the heavy blade of it deep into its body as blood sprayed out of the wound. Fluttershy ran passed the rocks and reached into her mane. Pulling out the enchanted knives, she threw them and looked surprised at how fast and forceful they flew towards their target.

"Wow..." she mumbled, before returning her concentration on the enemy, pulling out more knives.

While Twilight kept herself hidden, yet allowed herself to keep an eye on her friends, Rarity pulled the arrow back and took aim before letting it fly. As it sped toward one of the creatures, it let out a light whistle while spinning. Not only did the arrow hit its mark, but it even drilled its way through the thing completely, leaving a gaping hole. Rarity was impressed, but kept her focus as Twilight magically enhanced the next arrow, as well as Shy's knives.

A Skrawl then whipped it's tail at Rarity, hitting her in the stomach. Dash dodged a wing attack from another and sliced the wing off. The creature hissed in pain as blood leaked form the wound.

Applejack was trying to keep standing on the Skrawl she had jammed her ax into. She moved her weapon back and forth, trying to free it from the wound as it seemed to be stuck between in a bone that it had cut through.

"Darn thing! Ah don't have time fer this! Come on!" she grunted as she pulled harder.

The Skrawl beneath her bucked wildly and hissed and snarled, trying to get the mare off its back with its tail. Fluttershy noticed that AJ had trouble and concentrated her aim on that Skrawl, throwing her knives at its legs to not hit her friend by accident and to make the creature immobile. A few of her knives hit their mark, sending the Skrawl to the ground as its right leg gave way beneath it due to the wounds on it.

Thinking fast, Twilight noticed a medium-sized boulder. She grunted in focus as she lifted it, then hurled it at the Skrawl that hit Rarity. With a satisfying crunch, the large rock hit the thing right on the side of its body, leaving it writhing on the ground

Midnight aimed her gun at the writhing Skrawl and shot it in the head before swinging her sword, cutting off an attacking Skrawl's hand.

Applejack finally ripped her ax out of the Skrawl's back and quickly swung it again, jamming the blade into its neck with a loud growl. She then yanked her ax back out and jumped off the beast, about to cut its head off as another Skrawl lunged at her from behind. The farm mare turned her head just in time to see the blow of its tail coming.

"SHIT!" she yelped as she was thrown away a few yards, landing on her back. She felt one of her ribs crack, making her grunt in pain. "Not good." she mumbled to herself through gritted teeth.

Seeing AJ get hit, Twilight stood up. "Applejack!" she shouted right before one of the creatures took her by surprise and hit her right across her back, knocking the wind out of her.

Before she fell, she quickly levitated the damn thing and threw it quite a ways. Right after, she fell to her knees, struggling to suck in fresh air. This left her extremely vulnerable. Another one sneaked up behind her and pulled its arm back before Midnight shot it in the head multiple times.

Applejack was laying on her back, groaning in pain as she tried to get up but failed. She then let go of her ax and tried to scoot backwards as the Skrawl approached her slowly, snarling and hissing at her.

"Oh damn..." she mumbled her eyes widening.

Twilight gasped as she saw AJ get hit. Levitating a nearby, decent-sized boulder, she threw it at the creature, knocking it away from her friend. Unfortunately, she left herself wide open and a Skrawl took the chance to hit Twi hard across the back, knocking the wind out of her. She dropped to her knees, reeling from the blow, leaving her open for another hit.

Twilight struggled to get on her feet but failed, still trying to get fresh oxygen. Seeing Twi down and AJ in a bad spot, Rarity got another arrow ready, and aimed at the one near AJ before letting the arrow go. It didn't kill the creature, but only stuck in its side. The thing screeched and turned it's attention to Rares, quickly moving toward her instead

Midnight ducked under a swipe from an attacking Skrawl and drove her sword into its head before she looked over at the Skrawl AJ was attacking. It was bleeding out and writhing pain as Midnight raised her gun and put a bullet in its head.

Fluttershy gasped and quickly ran over to Twilight. "Twilight, are you alright?" she asked as she stood defensively next to her, looking at the Skrawl that had attacked her friend. She pulled her knives and began to threw them at it, keeping it at a distance.

The Skrawl ran at her, screeching loudly as it held its wings out by its side.

Twi took a deep, shaky breath before turning to face the bastard that attacked her. She magically wrapped its legs up, then pushed, sending the thing face-first into the ground. "I'm... okay," she coughed at Fluttershy

Dash swung her sword as the Skrawl dodge to the side, impaling itself on Midnight's sword. She then placed her gun to its head and blew its brains out. "Dumbass."

Applejack groaned and rolled onto side to get up, slowly. She managed to get up, her legs shaking and her face contorted in pain. "F-Fuck... Ah... Ah need help," she grunted out as she saw another Skrawl approach her.

Dash gasped and ran over to her, getting between her and the creature. The other three were coming towards her as she looked around. "Girls!"

Midnight eyed them and ran to join Dash.

"S-Sorry, A-Ah messed it up... RD," The farm mare groaned, grabbing her chest beneath her right breast, right on the broken rib, shielding it from further attacks as she looked around.

Rarity soon joined the others, an arrow ready in her bow as she grimaced from the earlier stomach blow. Gently, Fluttershy helped Twilight hobble over, still taking deep breaths. "This... doesn't look... good," she managed to say

One of the Skrawl reared up and Hissed, ready to stomp the cyan mare when, out of nowhere, a sword flew the air and impaled the creature int he heart. It kissed loudly and fell to the floor, dead. Midnight looked at her sword she was holding.

Applejack looked confused. "W-Who threw that?" she asked weakly, looking around.

Twilight raised her hands, ready to fend off another one if need be. "Where did that come from?"

Applejack then spotted the owner of the blade and her eyes went wide in happiness. "P-Pinkie!" she exclaimed weakly, and smiled.

The pink mare ran towards them before pulling out her guns and fired at two of the Skrawls. They tried blocking with their wings but the bullets ripped through and hit them in the head. The last one hissed and the pink mare leapt it. It grabbed her in the air as she aimed her gun and shot it in the head. It dropped her before she walked passed her friends and pulled her sword form the other dead creature. She then went back to the recently murdered Skrawl and cut its head off. She then slid her sword back into the sheath on her back before looking at the others.

"Perfect timing. We appreciate the help," Twi said, relaxing and turning to face Pinkie.

The pink mare smiled slightly, looking her friends.

Applejack stumbled towards the pink mare. "Pinkie... what are yeh doin' here?" she asked, groaning as another jolt of pain rushed through her body.

Pinks caught her and lowered her. "Shit, AJ..." she said, sounding very concerned. "What the hell happened to you?"

The farm mare chuckled and coughed. "One of 'em beasts caught me off guard... Ah heard a crack so... Ah'm sure Ah broke somethin'," she replied. "But, Ah'm so damn happy yer here, Pinks."

The pink mare hugged her gently. "I should've been here... I'm sorry, AJ..."

"It's not your fault dearie. We all should have been more careful. But we're all fairly okay, and that's all that matters," Rarity said to help reassure Pinks.

The pink mare smiled and then looked at AJ. "You know... girls... I never told you why I left in the first place..."

Applejack looked Pinkie into the eyes. "Well, will ya tell us the real reason then, please?" she asked her softly, smiling warmly at her.

Pinks sighed. "You remember the fight with that Kryo? When we were almost killed? It was then that I realized... that I didn't wanna stick around and... watch you girls get yourself killed. I care about you all too much. Only now... I see that my absence almost got the mare I care for the most killed..."

AJ's eyes widened and tears welled up in them. "P-Pinke..." she mumbled softly and hugged her.

Pinks hugged back, closing her eyes.

"I want you to know that I don't blame you at all," Twi said to Pinkie, to which Rarity nodded in agreement.

Applejack slowly pulled back from the hug. "Yeh silly filly... Leavin' us 'cause of somethin' like that. Why didn't ya tell us? We would've been there fer ya," she said with tears in her eyes, chuckling softly.

"Pride. You should know all about that, AJ," said Pinks with a smile.

"We all should have attempted to get you to come with us, be we didn't want to upset you," Twilight said, nodding in understanding at the pink mare.

The pink mare nodded and looked around. "Where's Midnight?"

AJ spotted the black mare. "She's over there," the farm mare said and pointed into the direction.

Pinks looked. "What's she doing over there?" she asked. The black mare knelt down, looking at something on the ground.

"I simply have no idea. Maybe she found something?" Rarity said, shrugging.

AJ grunted and groaned as she slowly got up to her feet. "Why don't we... find out then?" she asked.

The pink mare nodded. "Yeah... Just take it easy."

"Ah need teh get mah ax. Ah can't let it lay here on the ground like that," the workmare stated, panting and sweating from the pain her chest was giving her.

"Leave it for now, please."

"Need me to carry it? Granted, I can't hold it for too long..." Twilight offers AJ kindly.

AJ sighed and nodded. "Okay. Thank ya, Twi," she said and then looked at Pinkie. "Could ya maybe support me?" she asked and smiled sheepishly.

"Of course," said Pinkamena as she put her arm under Aj's left and over her right shoulder.

Twi gave a little grunt as she magically lifted up the large ax, careful to not let it drag the ground, while trying to not lift it too high. She didn't want to tire herself out too fast. "Don't worry, I've got it."

"Just put it down if it's gettin' too much fer ya, sugarcube," the farm mare said and chuckled.

"No, no. I won't allow your prized ax to get any more dirtied because I'm lazy. It's the least I can do to help," she said, keeping the large weapon very well balanced, a short distance off the ground.

Applejack chuckled. "It's not 'cause it could get dirty. Ah'm not Rarity... No, it's just Ah don't want to leave it here, or even forget about it."

"And we won't forget it," said Pinks. "So, if it gets too heave just set it down."

"I know, Applejack. It's just... you know how I am. And I appreciate the offer," she said to AJ, then Pinkie.

The group got closer to Midnight as the black mare then stood up, her back to them as she seemed to be holding something that was glowing.

"Ya'll right, Midnight? Did yeh find somethin'?" Applejack asked curiously as they approached the black mare.

The black mare chuckled. "Yes... Something I've wanted for a while, too."

"What exactly is it?" Rarity asked, walking up behind Midnight, but giving her plenty of space.

Midnight turned around and in her hands was a glowing meteorite fragment. "This."

Fluttershy got next to the black mare and eyed the glowing fragment. "Wow, it looks pretty. What is it?" she asked softly.

"The fragment of one of the meteors that impacted our world. And now I have it... And I have you girls to thank for it."

"But, what do ya want it fer?" the farm mare asked, not understanding what was so great about this small rock.

"Does it hold something special inside of it? Does it power something? What's it used for?" Twilight asked, each question one after the other.

Midnight smiled. "Do you girls... really wanna see what it does?"

"Of course. I believe we're all quite curious," Rarity said, nodding.

Midnight smiled and held the fragment in her left hand as she raised her right at the girls.

Applejack eyed the black mare, panting lightly as her rib gave her another small jolt of pain. "Wh-What now?" she asked curiously.

Twilight and Rarity both raised an eyebrow at the rock, confused and waiting.

Just then Midnight's hand began to glow red. "You girls are so gullible."

Fluttershy tilted her head, confused at Midnight's remark. "Wh-What do you mean?" she asked timidly, afraid as she heard the black mare's tone.

Twilight's expression suddenly turned serious, and she lifted AJ's ax up in front of herself, suddenly on edge.

Midnight's eyes flash red as she chuckled. "I've been after this fragment for so long... but those stupid Skrawl wouldn't let me near it. I thought I'd never get it... and then I met you girls... Oh, you made it so easy. And, now I have the power... to take my revenge."

Fluttershy looked worried as she got close to Midnight. "Wh-What do you mean? M-Midnight, what is going on?"

Midnight looked at her. "Sorry, sweetie," she said, putting an arm around her. "I really do love you... but, this is something I have to do. Something I've wanted for a long time. Now, I leave you a choice... You can either come with me... or stay with your friends."

The shy mare gasped, her eyes widening. "B-But... I... I..." she stammered, looking to her friends as tears welled up in her eyes. "Why?" she asked as she looked back at the black mare.

"Because... this world took everything from me. It's only fair I return the favor."

"What do you mean? What are you going to do?" Shy asked and trembled as the tears rolled down her face.

"Why us? What have we done to deserve this kind of treatment?" Twi asked, trying to get some answers.

"The world took EVERYTHING from me... so I'm gonna take EVERYTHING from the world. Ya follow, bookworm?"

"You... mean to kill everything on the planet? That's absurd!"

"Absurd, maybe... but, seeing as how half the world is already destroyed... not as absurd as you'd think."

"And here Ah thought Ah could trust her... Shoot... Yer crazy. If yeh destroy the world, where will yeh live? Ya'll die too!" Applejack said and glared at the black mare. "If Ah wasn't hurt, Ah'd beat ya up, sugarcube, that's fer sure."

"Haven't you heard of all those colonies on the other planets? Ever since space travel, others have made homes on other planets. I'm sure Twilight's read all about that."

"But... that doesn't make sense! Why destroy this planet, then head to another? Surely you don't plan to go from planet to planet, wiping out all life in the galaxy. If you do, what will happen when you eventually die? Then there'll be no way for anything to reproduce. Are you really so selfish to deny life a chance just for your revenge?"

"I'm only interested in this planet," said Midnight. "And Luna. That bitch... She never helped me... Only made me think about the past. Said it helps to let it all out. Well, I am... and I'm still PISSED. SHE NEVER HELPED ME AND NEITHER DID ANYONE ELSE!!!" She then fired a powerful magic blast at the girls.

Applejack was sent flying back and yelped in pain as she landed on her back, hard, making her rib send a searing pain through her body, knocking the air out of her lungs.

Rarity dove out the way, barely in time, and hit the ground, letting out a little grunt. Twilight knew what was about to happen, and stood her ground, using magic to keep her footing as she grit her teeth even as the blast pushed her back a bit. Pinks and Dash flew back and hit a rock formation, falling to the ground with a grunt.

Fluttershy gasped and quickly hugged Midnight. "NOO! STOP! PLEASE!" she begged loudly.

Midnight grinned before looking at Shy, her expression softening. "Sorry, Sweetie, but I have to go now. Your friends will get up soon and I wanna be out of here by then."

Fluttershy began to sob and looked at her friends. "Y-You... Y-You hurt my friends... Why? I... I thought you loved me?" she sobbed out, glaring at the black mare, before quickly heading towards her friends to help them.

Midnight sighed before heading towards Applejack.

The farm mare was wheezing and coughing. When she spotted Midnight she weakly glared up at her. "Y-Yeh'll... pay fer... that," she grunted out, coughing again.

"Enough. Don't take another step toward her," Twi threatened the mare as beads of sweat appeared on her forehead from the magical strain of lifting the heavy ax. "I'm not Applejack, but I can still swing this," she said, although it was easy to see that if she could, she was almost at her limit from carrying the large weapon

Midnight stopped and looked over at her. "You really don't wanna stop me right now... Trust me."

Fluttershy was still sobbing as she got over to Rainbow Dash and Pinkie. "Are you two okay?" she asked between sniffles.

Dash groaned as Pinkie coughed. "Yeah..." groaned the pink mare. "You?"

Fluttershy nodded. "Y-Yes... I-I'm fine," she mumbled as she wiped her face with her arm, sniffling more.

Applejack wheezed again and rolled onto her side and scooted closer to Midnight, grabbing her ankle tightly with her last power. "T-Twiligt... n-now!" she grunted out, gritting her teeth from the pain.

"Trust you? After you attacked us and threatened this planet's life? I'm sorry, but I don't think so." Twi said, then gave a loud grunt as she magically swung the ax, intending on cleaving the crazy mare in half. But due to being tired, the ax wasn't very fast as it moved toward Midnight

The black mare's hand lit up as she grabbed Aj's ax out of the air. It was now surrounded in a red aura which meant Midnight was using her newfound abilities on it. "Gotta love levitation," she said, examining the ax. "Impressive that AJ can lift this without magic.

Applejack coughed again, groaning and wheezing in pain as her hand let go of the black mare's ankle, too weak to move anymore.

Twilight felt it the second her magic failed her, and Midnight yanked the ax away from her with no problem. "I... I'm tapped... No more..." she panted, her magic reserves exhausted as Rares knelt down beside her friends, looking up at the now-traitorous mare.

Midnight rested the ax on her shoulder as she knelt down beside Applejack. "One last gift to you, AJ... for being friends with Fluttershy and with me for a short while." She rolled AJ onto her back and placed her hand on her chest. The farm mare felt a surge of energy and pain as her broken rib mended itself.

"Argh!" AJ hissed in pain and then panted as the pain slowly faded. She looked up at the black mare before quickly rolling away from her and getting up, patting her ribs. "Y-Ya healed me?" she asked confused.

Midnight stood with her. "Like I said... only because you were my friend. Now, if you'll excuse me," she said, stepping back. She held out her hand with the shard in it and then lit up her right. She then clapped her hands together, absorbing the shard into her as her body emitted an eerie red aura. "Oh, the power..."

AJ lunged at the black mare, reaching out for her ax with her left hand, while attemting to land a blow with her right fist on the mare's head, laying all her strength into the punch with an loud grunt. "Not so fast!" She yelled.

"Applejack, no!" Twi shouted, too weak to move fast, not wanting the work mare to injure herself any more.

Midnight stepped to the side and swung her arm at AJ's neck.

The farm mare dodged the arm and brought her right fist to Midnight's stomach, grabbing the handle of her ax tightly. "Got'cha, missy," she said and smiled.

Midnight let out a groan. "Oh, you... stupid bitch..." she said before chuckling, holding her waist before she thrusted her hand towards AJ, sending out a huge concussion blast.

Applejack kept tight hold onto her ax as she flew backwards, yanking the ax with her. She landed on her back and did a few backward rolls from the momentum of the blast, finally coming to a halt on her stomach, her face in the dirt.

Midnight smiled and walked towards her. "You shoulda just let me go... Now, I think I'll break your whole body!"

As quickly as they could, Twilight and Rarity stood between Midnight and AJ. "You'll have to go through us first." They both said, standing their ground.

Midnight grinned and pulled out her swords. She held them out by her sides as they were engulfed in a red aura. The swords now looked longer and slightly bigger.

Applejack chuckled and slowly got up. "Ah just wanted mah ax back," she said as she grabbed it with both hands.

Midnight glared at them before chuckling. "Fine... I guess I can postpone your deaths till a later date." She then made her swords stop glowing as they returned to normal. She then slid them back in their sheaths. "Till next time," she said, turning and walking away.

"Ya won't leave now. Come back, ya coward!" AJ yelled as she was about to charge at the black mare.

"AJ, no. Leave her. I doubt we could get anything accomplished by trying to keep her here." Twilight said, knowing that at the moment, they all were no match for the much more powerful mare

Dash nodded. "Twilight's right. "We need to find a way to fight back. Right now, we wouldn't stand a chance. I mean... she was as skilled as Pinkie if not more before... and now, with the meteor fragment..."

AJ gritted her teeth in frustration. "Fine... But, next time Ah see her, she'll pay fer everythin'," she growled.

Dash patted AJ's shoulder before heading over to Fluttershy. "Um... Fluttershy? Are you okay?"

Fluttershy was sitting on the ground, sobbing and sniffling. She nodded slowly. "I-I'm fine... I... J-Just give me a second... okay?" she mumbled out between sobs.

One could clearly say she wasn't all right at all. Dash knelt down and put an arm around her to give her comfort. Rarity made her way over to Shy and sat down next to her before gently hugging her, patting her back, letting her cry on her shoulder.

"Thanks Rainbow." she mouthed silently to her friend, smiling.

Dash smiled and nodded, rubbing Shy's back before getting up and heading over to Twilight. "I never thought I'd say this... but we need to read those history books of yours."

Fluttershy began to openly weep as she hugged Rarity. "I... I l-loved... loved her!" she wailed out.

"I know, darling... I know..." Rares gently whispered to Fluttershy as Twi looked at Dash. "Huh? My history books?"

"Yeah. We need to find out more about these meteors. Perhaps there's more around and we can use them like Midnight did."

"Did ya'll see how strong she became with that darn rock? She took mah punch like it was nothin'..." Applejack growled in frustration, kicking a small stone.

"Don't worry, AJ," said Pinkie. "We'll find a way." She then turned to Dash. "And what did you mean by her being 'as skilled as me if not more'? Did you see me? I took four out in..."

"...ten seconds flat!" both her and Dash said together before chuckling and giving each other a high-five.

Twilight facepalmed, rolling her eyes at the two friends.

AJ just shook her head with an smile. "Well, Ah'm mighty happy the old group's back." she said.

Pinkie smiled. "Yeah... Being tough is now fun without someone else to show off to."

Fluttershy began to calm down, sniffling. "I... I'm happy, too..." she mumbled softly, wiping her face with her arms.

Twi then spoke up. "So, when do we depart?"

Pinkie looked around. "Well... if we're gonna find these meteors... I say we head back home. Twilight can then get her stuff together and we'll regroup tomorrow."

"Well, we all should head back, then. We need to prepare fer the fight," AJ said and buckled her ax to her back.

Rarity rubbed Fluttershy's hair softly. "Do you think you're ready to go?" she asked kindly.

The shy mare nodded and smiled weakly. "Y-Yes... I think," she muttured.

Dssh smiled. "Then, if we're all set, I think we should go. I just hope Midnight left our bikes."

"I agree. If not, it's gunna be a long walk back..." Twi said, looking a little worried as she headed back toward where the Bikes last were.

"Ah wouldn't count on that, but Ah sure hope so, too," AJ stated and followed Twilight slowly.

Pinks walked beside AJ. "So... Where you gonna sleep tonight?"

The workmare grinned. "Oh... Ah know a place where Ah'd like teh stay... but, not sure if a certain pink mare would like me teh," she said and chuckled, laying her left arm around Pinkie's shoulder, kissing her cheek.

"I think you said something earlier about wanting to show me something when we got back?"

"Ya bet!" AJ replied with eagerness, leaning in close. "Ah'll show ya a good buck and ya'll beg me fer more," she said seductively, giving the pink mare's ear a small nibble.

Since Twilight was the one in the lead, she got to the spot first and smiled big once she saw all of the bikes. All but the one Midnight must've taken. "Well, this was certainly unexpected. But I'm not about to complain." she said to herself, loud enough for the others to hear.

"She doesn't want us to die here," said Pinks, approaching the one she rode in on. "She wants to kill us herself."

"Makes sense teh me, but she should've killed us right away. She'll regret this so badly, Ah promise yeh," Applejack said and stood next to Pinkie.

"All in due time. Trust me, I feel the same way." Twilight said, getting on the same bike as before, waiting on Rainbow.

The cyan mare started towards Twilight but then decided to head over to Rarity for a quick chat. "Hey, Rares?"

"Yes? Is something the matter?" Rares asked.

"Well... Since Fluttershy is gonna be riding with you... could you take it slow?" she whispered.

Rarity nodded. "Of course. I really don't mind."

Fluttershy went over to Rarity, hugging the white mare's right arm softly. "I-I'm sorry... Again, I'm just slowing someone down," she mumbled in a sad tone.

Dash sighed and put a hand on Fluttershy's shoulder. "You're never slowing us down. Ain't no such thing when it comes to friends."

The shy mare smiled slightly. "Thanks Dash." she said softly.

"They're right, dearie. We don't mind taking however long we need to, to keep each other happy." Rares said to Shy, smiling.

Fluttershy began to sniffle again as a few more tears rolled down her cheeks. "Thanks, girls..." she said happily.

Dash smiled and patted her shoulder before heading over to Twilight.

Twilight smiled at Dash while Rares led Flutters over to their bike. "Ready?" the nerd asked

"Ready," said Dash, climbing onto the Bike.

"After you," said Fluttershy softly, smiling at the fashionista.

Twi hugged Dash from behind while Rarity got on the bike, smiling over her shoulder at the shy mare.

Shy hopped on and laid her arms around Rarity's waist. "Okay, I'm ready."

Pinks looked at AJ. "You ready, hot stuff?" she asked as she got int he driver's seat.

"Sure, sugarcube," AJ said and sat on the passenger seat of the bike, smiling broadly.

Rarity nodded and they soon took off at a decent speed, knowing it was okay due to Fluttershy not holding too tight onto her

Pinks stepped on the gas. "Try not grab my breasts, sweetie," said the Pink mare with a chuckle.

"Ya mean like that?" AJ asked and grabbed the pink mare's breasts from behind, squeezing them softly with a grin.

Pinks chuckled. "All right... If you really wanna..."

Cruising at the nice speed, Rarity asked her passenger, "This isn't too fast, is it?"

"No, it's okay. Thank you, Rarity," Fluttershy said with an smile.

Dash looked back at Twilight. "Ready for a nice study session tonight?"

Twilight nodded. "Of course. I've got all my notes, I believe I'm not missing any books, and if we need I can make coffee."

"Coffee, huh?"

"Hey, I drink more coffee than you probably think. Staying up all night isn't always easy."

Dash chuckled as the group rode off, heading back home


CAST

Pinkamena666
Pinkamena, Rainbow Dash, Fluttershy (before Shy/Midnight scene), Rarity, Midnight

Creepy_Pie
Applejack, Fluttershy (during and after Shy/Midnight scene), Twilight

SuperSeriousSoul
Twilight & Rarity



CREW
Series Created By
Pinkamena666

Role-Played By
Pinkamena666, Creepy_Pie, & SuperSeriousSoul

Edited From RP By
Pinkamena666

Next Chapter: [EoW Origins #1] "Training Day" Estimated time remaining: 43 Minutes
Return to Story Description
Elements Of War [OLD]

Mature Rated Fiction

This story has been marked as having adult content. Please click below to confirm you are of legal age to view adult material in your area.

Confirm
Back to Safety

Login

Facebook
Login with
Facebook:
FiMFetch