It's the end of the market day – the square is emptying out, and ponies all along its edges are packing up their stalls. Restaurants are taking one last relaxed breath before the evening rush. Other ponies are going home to unwind before getting dinner or going out for the night.

Not Twilight Sparkle. She gets a look of smug determination.

Twilight Sparkle is on a mission.

"Oh! Applejack! Hi," she says.

Applejack turns to her with her eyes, her mouth still locked around part of her cart. She mumbles out some kind of greeting while pulling a wooden shelf and locking it into place.

"Looks like you did well today," Twilight says. The cart is almost empty. Only a few lonely specimens of vegetable remain.

"Boy howdy, did we ever! Folks can't get enough o' the Apple family's crop," Applejack says.

"I know I can't." Twilight giggles a little.

Applejack gives her a funny look for just a second. "...Yeah. Anyways... you got yer big date tonight?" she says.

"Yes! On my way right now!" Twilight poses confidently, shaking the saddlebags on her back.

"Well good luck to ya! You deserve a break already."

"Thanks, AJ. I should get going though, so you have a..." Twilight turns to walk away, when something jumps up out of the back of her mind. "Actually, can I ask you something real quick?" she says.

"Sure thing, sugarcube. What's eatin' you?" Applejack says as she throws a tarp over her folded-up cart.

"It's about your brother."

Applejack freezes mid-job and then throws the longest, most exasperated sigh Twilight has ever seen. She turns around, looking very tired all of a sudden.

"Please tell me you ain't about to ask 'bout sleepin' with him."

"What?!" Twilight does a double take. "I wasn't planning on it."

"Oh!" Applejack's demeanor changes entirely, back to proud farmer. "Really?"

"No, I swear."

"That's a nice change."

"Hey!" Twilight gets very annoyed very fast.

I thought we were done with all that.

"No, no, I meant... not you. It's just other mares are always... y'know what, never you mind." Applejack finishes packing up her cart, tightening a few ropes with her mouth.

"I was just a little curious about him. Rainbow Dash and Rarity said some things... I won't pry if it's private," Twilight says.

"Ugh, those two." Applejack snorts. "Don't pay them no heed. And it is a bit private, if you don't mind."

"Is he dating anyone?" Twilight pries, despite what she said a moment ago.

"Not lately. I seen to that."

"What? Why?"

Applejack just grunts. Twilight, more confused than ever, decides to push on.

"Dash said that you..." She hesitates, feeling rude. But her curiosity overrides it. "She said you wouldn't let her ask him out."

"For her own good!" Applejack stomps a hoof into the dirt, hard. "You know I love 'im, but that big lug ain't allowed nowhere near my friends until –"

Applejack halts mid-word, looking shocked at herself.

"Sorry, Twi, I don't really much wanna talk about this right now. You got your date and all with..." She narrows her eyes for just a second before catching herself. "With that lovely schoolteacher. You just have a good time tonight."

What's all this now?

Darn it, every question just leads to new questions!

Why am I the last to know everything?

"Y'know, Twilight, yer still new in town. Compared to the rest of us, I mean. Lot o' stuff went on that you missed," Applejack says, again somehow answering Twilight's thoughts.

Mind-reading must be another Apple family tradition.

"Is there anything I should know about Cheerilee?" Twilight asks, sitting down. She steels herself up for the worst, whatever it could be.

"What?! No, oh gosh no, nothin' like that." Applejack chuckles a little. "Cheerilee is... why, she really is lovely, far as I know. If I was you, I'd be on my best behavior. Girl like that's a keeper."

"Oh." Twilight suddenly feels a little pressure – not the good kind. The stress kind.

Best behavior?

"Well I'm glad Applejack approves, at least." Twilight meant it as a joke, but it sounds catty the moment it hits the air. Applejack's eyes confirm her fears.

"Look..." Applejack sighs again. "I suppose Ah should explain about Mac. Some other time." She hitches herself to her cart, sliding into a worn collar with practiced ease. "It ain't what you think. It's just... well, there's some history there, I guess. Don't you fret over it tonight."

"I'll try," Twilight says.

"I mean it." Applejack puts a hoof on her shoulder for a moment. "Now you go sweep that mare off her hooves like I know you will!"

Applejack sets off with her cart. Twilight smiles weakly as they say quick goodbyes.

Best... behavior?

She hadn't felt a single bit of nervousness all day. Until this very moment.

No, no, for once in your life don't over-think something! Cheerilee likes you, you like her, this is going to go well!

She nods at nothing in particular, looking determined again. She sets off towards the schoolhouse.

Huge, ornate doors open before her, pulled by the Royal Guard. Twilight suppresses the shaking of her hooves and tries to hold still. Look proper. The Princess is there, at the top of a staircase, looking down at her with all the love and warmth she's famous for.

"Twilight Sparkle. My most faithful student."

Twilight bows quickly, then almost runs to her mentor. She nuzzles against Celestia's leg as she always does. The monarch's usual audience always found this kind of familiarity distasteful. Twilight learned a long time ago not to care.

"I'm so glad you could make it. Are you sure it wasn't any trouble for you to come here? I had intended to come visit you, after all," Celestia says.

"No, I wanted to come. It's been a long time since I visited," Twilight says, fondly remembering the letter where Celestia had agreed with her suggestion.

"How are your parents?"

"Good. Like always."

"I'm glad." Celestia turns and walks down one of the palace's many marble halls, beckoning Twilight to follow. "I know they've missed you. As I have missed you."

Twilight falls in along the Princess, beaming at her. She's had dreams like this, talking with her, being at the center of her attention. Her recent sadness is a distant echo. A shade, banished by this beautiful light.

There's nopony waiting outside the schoolhouse when she gets there. Twilight pauses and scrunches her nose up. Cheerilee said she'd be waiting outside. She walks closer.

Surprisingly, Twilight hears voices from inside the schoolhouse. She catches glimpses of some kind of activity through the windows. Her curiosity doubled, she walks in without hesitation.

"Hey there Miss Twilight!" Apple Bloom looks up from a paper on her desk and waves. Twilight smiles and nods back at her.

A handful of students are scattered around the room, absorbed in their various projects. Cheerilee is at her desk at the head of the class, her head almost buried in papers. Her ears twitch at Apple Bloom's greeting. She looks up and sees Twilight, briefly panics and glances at the clock, then composes herself.

"Hi!" she says, not getting up.

"Hi." Twilight looks around her. "I thought the school day ended hours ago?"

"It did." Cheerilee suddenly looks very worried. "I'm really sorry. I swear I'll just be a few more minutes. Do you mind waiting?"

"No problem." Twilight smiles, trying to put the teacher at ease. She really doesn't mind. She idly walks around the edges of the classroom, taking it in. It smells of chalk and new books. Maps, charts, and posters line the walls. It gives her a kind of heady thrill just being here, reminding her of her childhood in Canterlot. Of the Princess.

A telescope is propped up on a shelf next to her, pointed out the window. It's a smaller, cheaper model than Twilight's own back at the library, but she fiddles with it anyway. It occupies her attention completely for a little while – just messing with the various knobs, getting a feel for how it's different from hers.

"...Twilight Sparkle."

Her ears swivel towards Cheerilee.

"Huh?"

"I said that's really something she should ask Twilight Sparkle." Cheerilee nods towards a unicorn filly standing near her desk. "If you don't mind, that is."

"Of course not!" Twilight smugly walks up to the teacher's desk, squeezing past Diamond Tiara. Diamond Tiara is grudgingly writing "I will not call other fillies lower-class ingrates" on the black board for the hundredth time, and she makes a special effort to get in Twilight's way.

Twilight hardly notices. She's giddy, thrilled at the chance to educate a young mind.

Why am I not a teacher? I bet this is great!

"So... what can I help you with?" She looks down at the young unicorn.

"How old were you when you did magic for the first time?" the filly asks.

Twilight is horrified to feel a slight tinge of disappointment. She'd been hoping to get the chance to lecture about something more complicated.

"I was a little younger than you, I suppose," she says, not betraying a trace of her thoughts. "It was right before I got my cutie mark."

"Aww..." The filly sinks as if struck. "But I've had my cutie mark for a whole year!"

She turns and practically shoves her flank into Twilight's face, startling the purple unicorn. A small pink flower adorns the young one's side.

"Usually a unicorn's magic has something to do with their special talent. Have you tried focusing your horn on flowers?" Twilight says.

"...not really," the filly says.

"What about just basic levitation?"

The filly sulks, staring at the floor.

"Have you read any beginner's guides? It's not like getting your mark, you know. It takes study. Practice."

The filly sulks even harder.

"Don't worry," Apple Bloom says from her desk. "Ah'm sure you'll figure it out soon enough."

The young unicorn glares at Apple Bloom.

"Hmph." She gathers up her saddlebag and trots out the door for home, nose up in the air. Apple Bloom glares back at her as she leaves, then goes back to her work like nothing happened.

Well what was all that about?

Twilight turns her attention to Cheerilee, still busily going through papers. She looks like she's grading them, obviously in a bit of a rush. Twilight looks out over the students' desks in front of her, again imagining herself as a teacher, a beacon of knowledge. It makes her smile, even as students are slowly filtering out.

"Miss Cheerileeeeeeeeee!" Snails brays out, walking up to the teacher's desk.

"Miss Cheerilee! Miss Cheerilee!" Snips waddles along after him.

Cheerilee freezes, her face hidden from the two behind a stack of papers. She makes an annoyed glare for just a moment, a perfect "what is it THIS time" face. Then she forces it away and shows them her usual matronly smile.

"Yes?" she says.

"Uhh... well..." Snails says.

"Is it okay if we turn in our project tomorrow?" Snips says.

Cheerilee sighs a little, looking like she's containing a vicious eye-roll. "I suppose Monday would be fine. But you'll lose points for being late," she says.

"What? Miss Cheerilee..." Snails whines.

"But we tried extra hard! Can't we just turn it in late this one time?" Snips offers.

"Now, boys, we've been over this many, many times. I'm sorry, but that's the rule," Cheerilee says, stern but not mean. Twilight nods in appreciation, eagerly spectating.

"Yes, Miss Cheerilee," the two colts say in unison. They leave to pack up and go home, hanging their heads.

"No exceptions, huh?" Twilight says to Cheerilee, not trying at all to contain her admiration.

"They've had plenty of time." This time the teacher does roll her eyes.

Diamond Tiara spits out a piece of chalk. "There. Can I go now?" she says.

Cheerilee scans the board quickly. "Did you clean the erasers? Last time they were barely done."

"Yes." The pink filly narrows her eyes. Cheerilee pokes an eraser, sending a cloud of chalk dust poofing out. She raises an eyebrow at Diamond Tiara.

"Ugh. I cleaned them. And I'm going to be late for my polo lesson. And if I'm late again you'll be hearing from my father," she says, stomping her little hoof.

"Right, of course, your father." Cheerilee rests her forehead on a hoof, looking very tired. "I suppose that's enough for today. You can go."

Diamond Tiara trots out the door, holding her snout up high. Twilight is surprised to notice that the only student left is Apple Bloom. Applejack's sister looks cautiously around the room, making sure she really is the last one to leave. She puts on her bags and carries her paper up to Cheerilee's desk.

"I made this for you, Miss Cheerilee," she says. It's a crude drawing of a fuchsia-colored blob with stubby legs. The words, "MIS CHEERILEE" are written across the top in crayon.

"It's lovely, Apple Bloom. Thank you," Cheerilee says, rolling the paper up and sticking it in a saddlebag.

"You aren't going to hang it up or anything?" Twilight asks. Apple Bloom looks at her in complete terror.

"No, I'll put it up at home," Cheerilee says. Apple Bloom relaxes.

"An' I brought you this, too." Apple Bloom pulls a plump red apple from her bag and puts it on Cheerilee's desk. "An' this one's from mah sis. An' this one's from Granny."

"Thank you very much, Apple Bloom. Tell them I appreciated it," Cheerilee says.

"What, nothing from Big Macintosh?" Twilight says.

"Hey, yeah!" Apple Bloom suddenly looks very thoughtful. "How come he never gives me nothin' for you? I thought you two were friends. Why, I'm gonna get on his case about this one."

"No! That's quite alright, Apple Bloom," Cheerilee says, smiling far too much. "I'm sure he's just busy."

"Well alright. Bye Miss Cheerilee! Bye Miss Twilight!" Apple Bloom trots out the door. The schoolhouse is quiet again, if a bit of a mess.

Twilight watches her go, then turns back to the teacher. She's surprised to see Cheerilee staring sadly after Apple Bloom. Twilight raises an eyebrow at her and starts to speak, but Cheerilee puts a hoof to her own lips, signaling for silence. She waits until the door closes completely and Apple Bloom is a good ways down the road.

"The other students used to make fun of her a lot. Called her a teacher's pet. When they weren't calling her a blank flank," Cheerilee says, looking forlorn. "There's only so much I can do without making it worse, you know?"

Cheerilee sighs and leans on her desk. Twilight feels the urge to reach out to her, but she hesitates for some reason, biting her lip. Bitter memories of her own come welling up.

"She's a very special girl. I love all my students. I really do, even the ones that make it difficult. But Apple Bloom is a really good kid." Cheerilee sweeps the apples into her bag and gathers her papers up.

"I know what you mean," Twilight says. "She's lucky to have you for a teacher."

Cheerilee pauses and smiles at Twilight, looking relieved. "I'm sorry I kept you waiting. It's just... Friday. All the students want their things taken care of before the weekend starts. There's a lot to sort through."

"We can meet some other time. If you're busy," Twilight says, hoping with all her might that her suggestion is ignored.

"Oh, no! No no, I need this. It's been quite a week. And I don't want to keep you waiting any longer." Cheerilee's eyes after that last sentence send Twilight's stomach floating up into her chest. Twilight reaches into her bag with magic, readying her surprise.

Best behavior, right?

"I brought you something, too." She levitates her gift out towards the teacher.

"Oh my... Twilight!" Cheerilee's eyes go wide, she's practically glowing. She takes the bunch of flowers in her hooves like an eager foal on Hearth's Warming Eve. "I... I can't even remember the last time somepony gave me flowers!"

"You like them?" Twilight says, blushing a little.

"They're beautiful." Cheerilee takes a deep breath of them, sighing in pleasure. "I love blue pansies. How did you know?"

"I didn't." Twilight thinks back to the flower shop. She was about to just randomly pick a bunch, but she wisely asked the pony behind the counter to help her choose.

"Do you mind if I try one now?" Cheerilee says.

"Of course not."

Cheerilee sniffs at a particularly choice-looking blossom and then crunches it down in one bite, closing her eyes and moaning a little. Twilight feels her face flush. A slight twitch dances through her tail as she watches Cheerilee's lips move with her chewing.

Is this... am I really that attracted to HER, or is watching somepony eating flowers sexier than I thought it would be?

Either way... definitely working some kind of magic. Cheerilee swallows and offers her the bouquet.

"Do you want one?"

"Maybe later. We have a dinner reservation, after all." Twilight lowers her eyelids, amazed at how smooth that sounded.

"Oh?" Cheerilee's eyes go even wider. "Really?"

"Yup." Twilight folds her ears back, floating back down to her usual self. "Is that okay? I know I didn't ask first or anything."

Cheerilee gives her a "don't be silly" smile and pecks her on the cheek quickly. Twilight catches the briefest whiff of something sweet in the other mare's mane. Her momentary nervousness vanishes.

"That sounds perfect. Don't tell me where we're going, I want to be surprised," Cheerilee says.

Oh, you'll be surprised.

"You ready?" Twilight says.

"As I'll ever be." Cheerilee gathers her saddlebags and they leave together, side by side.

"So... you wanted to talk?" Twilight asks.

Celestia nods, closing her eyes for a long time. "Leave us."

Guards and attendants obey instantly, backing away with their heads lowered. In seconds they are alone. The only sounds are the bubbling of the waterfalls around them and the occasional chirping of birds.

Celestia pauses for a long time. She looks very serious, collecting her thoughts. Twilight tries to be patient, tries not to show how completely she's hanging on the Princess' next words. She looks around them at the beauty of the Royal Gardens. She wonders again why she never spent more time here.

"I must have woken Spike," Celestia says suddenly. "When I sent that letter. I hope he wasn't too upset."

"He's fine," Twilight says, like the very idea of Spike being upset were ridiculous. "Is everything alright?"

"I had just spoken with my sister when I sent it. I felt I needed to say something. Perhaps that was brash."

"No! No, no. I appreciated it," Twilight says, not sure exactly what she was appreciating.

"I'm glad." Celestia closes her eyes for a long time. Twilight isn't sure if she's supposed to say something, so she just sits there. The Princess opens her eyes again and looks right at her.

"How are you?" Celestia asks.

"I'm... good?" Twilight asks, nervous suspicion creeping into her voice.

"I've worried for you," Celestia says. "Luna said you were upset with her."

Twilight narrows her eyes at the mention of that name.

"I'm okay. I'm fine. Really," she says.

"I thought you might say that." Celestia smiles again.

"My friends helped. They were really there for me."

"I knew they would be. I'm happy to hear it."

Another awkward pause.

Am I supposed to say something? What do I do? Just talk to her. She'll understand. She always understands.

"...It did hurt," Twilight says. "It still hurts. Sometimes."

Celestia bows her head, solemn and quiet.

"The pain of heartbreak can be devastating. I hoped that you would never know it. A fool's hope. But I hoped all the same."

"I'm fine." Twilight scoots closer to the Princess, smiling up at her. "I'm over it. I've moved on."

"Moved on?" Celestia raises her eyebrows.

"Yes. I have a date this Friday."

"Ha! Not two weeks hence, and you find another. I envy your youth, Twilight. Your heart is strong. Resilient." Celestia strokes Twilight's mane with a hoof. Twilight trembles in awe, overwhelmed by her compliments, by the very idea that the Princess could ever envy small, insignificant Twilight Sparkle.

"Twilight, I... I don't even know what to say. Just... wow."

Cheerilee darts her eyes around, oozing cautious excitement. They're sitting at a table covered in a cloth of the finest linen, adorned with luxurious china and candles. Elegant piano music floats through the room. A dark, lacquered wooden crest on the wall spells out one word in fancy, florid cursive.

Horsia's.

"I've never been here before," Cheerliee says.

"Me neither. But my friends said this was the most impressive restaurant in Ponyville. And... I wanted to impress you, I guess," Twilight says, fumbling with the napkin in front of her.

Right? That's what you do on dates. Right? Am I doing it right?

"Well, A+ on that front, Twilight." Cheerilee gives her a sultry look for a second. Twilight just about melts into her seat. Her date speaks again before she can recover.

"I mean... you know nopony can get a reservation here, right? That's all I've ever heard about this place," Cheerilee says. She leans closer to Twilight, almost whispering. "How did you do it?"

"Oh, it was nothing. I may have called in a favor from the mayor. And I might've even dropped the name of a Princess or two," Twilight says, trying to look innocent.

Cheerilee giggles, teasing the rim of her water glass. "Goodness. I had no idea I was going out with such a powerful mare."

I had no idea I WAS one. Look at me, all mare about town!

"I guess that's not actually true," Cheerilee continues. "Everypony talks about you, Twilight. You've done so many amazing things."

"Heh... uh... well... it's not..." Twilight gets the urge to hide under the table. "Sorry, I didn't mean to sound like that. I'm really nothing special."

"If you say so," Cheerilee says. Her eyes make her a liar. That melting feeling attacks Twilight again, and she fights to keep words coming.

"What about you?" She pauses for an awkward grin. "How long have you been teaching?"

"A few years now. It's been so good to be home," Cheerilee says.

"Home? Do you live with your family?" Twilight asks.

"No, I have my own place."

Is that right?

Twilight holds back a predatory eye waggle.

"I spent some time in Fillydelphia. When I went to college," Cheerilee says. "I loved it, but by the end I really just wanted to come back here. Maybe that's boring or something. I don't know."

"No, I get it," Twilight says. "I love Ponyville. I couldn't imagine living somewhere else now, and I've only been here a year and a half."

"But you moved here from Canterlot, right?" Cheerilee says. Twilight nods. "Doesn't it seem kind of... quiet? Small?"

"Maybe. I like it, though. Maybe it suits me."

Maybe it's more about the ponies you know than the places you're at.

"I guess this kind of high-society place reminds you of home?" Cheerilee says. "Gosh, I bet this place is nothing compared to what you've seen in Canterlot."

"Actually..." Twilight remembers the complete opulence behind the palace walls, but doesn't want to brag. She tries to dredge up something about the rest of Canterlot and comes up strangely empty.

"This isn't my usual kind of place, honestly." Twilight finally recognizes and accepts that nagging tickle in the back of her mind, her own discomfort at the formality all around them. "I didn't go out much before I moved here."

"I know how that feels." Cheerilee looks very tired for a moment. "I love my job, but sometimes I really feel married to it."

Not quite what I meant, but no reason to make her think any different...

Twilight shoves aside memories of many long years alone with her studies. Conversation is a thing, a thing she can do now with almost normal competence.

"I never knew teaching was such an intensive job. Are you there that late every day?" she asks.

"Almost. It's not... it's not always a job like that. It is what you make it, I guess." Cheerilee taps her front hooves together, thinking. "Lots of teachers get away with a normal work week. But if you want to do it right, you have to put time in."

"I really respect that," Twilight says. "You seem so passionate about it."

"My students are everything to me. I could never treat it like just a job," Cheerilee says, determination glinting in her eyes. Twilight can't think of anything to follow that. Cheerilee almost looks likes she wished she hadn't said it.

They both pause for a few moments – it's a weird kind of awkward pause. Twilight is used to being the one who doesn't really know what to say, but she can tell Cheerilee is doing the same thing. It feels odd.

"To be honest, this isn't really my usual kind of place, either," Cheerilee says suddenly. She does a double take the moment she's said it, grinning nervously. "Not that I don't appreciate it! I'm really happy you brought me here."

"No, I know what you mean, I really do. I should've warned you or something... I feel like we're kind of under-dressed." Twilight looks around at the crowd, noticing yet again that everypony else is in formal attire.

"Yes, I had that thought... I don't think it really matters, though. I'm with you, after all."

Twilight knows she was trying to say something else, but those words go right to her heart anyway. She just stares back at Cheerilee.

I've probably got some kind of dumb look on my face.

But she can't stop staring at her date's bright green eyes. Or her mane, her thick, lovely curls, that two-tone mop of pink and darker pink. Pink never seemed like such a beautiful color until now.

The waiter interrupts her reverie, dropping two silver plates before them without a word. He leaves silently, never breaking his snooty facade.

"This looks... uh... lovely!" Cheerilee says, sounding just a bit forced.

"It does look nice," Twilight says, staring at her plate.

"You don't like it?"

"I'm really hungry. I guess I thought I would get more than two bites' worth."

"Ha!" Cheerilee sighs in relief. "I'm so glad you said something. It's like there's an inverse relationship between price and quantity sometimes."

"It's really just outside certain thresholds. Probably more like a bell curve," Twilight says.

"Yes! Exactly."

"The service is kind of underwhelming, too." Twilight glares at their waiter. He's standing across the room, pointedly doing nothing.

"I know! It's like we're paying them to leave us alone." Cheerilee does a little halting double take again, clearly terrified of her own mouth. "Well I guess... I guess that's kind of the point, actually."

"Ugh, you're right. Sometimes I wonder at the things my friends tell me." Twilight shakes her head. "Next time we should do something more casual."

"Don't be so hard on yourself. This was really sweet. I never get to do things like this." Cheerilee reaches across the table and taps Twilight's foreleg lightly. "Besides, who said anything about a next time?"

"Huh?" Twilight sputters, fighting to change gears. "But – you..."

"Kidding." Cheerilee smiles at her mischievously. Her hoof touches Twilight's again, and stays there this time. Twilight breathes a sigh of relief.

She puts her other hoof over Cheerilee's, and they lock eyes for a long moment. Their food is almost forgotten. It doesn't matter. Twilight smiles, time is standing still, the whole universe turning on this moment with...

...her.

"So... tell me about this new love of yours, my student."

Twilight blushes. She feels caught somehow, like she shouldn't divulge. She laughs inside at how ridiculous that feeling is.

"Well, I don't know if it's love. I don't know her that well. This is my first real date."

"Your first real date?" Celestia looks amused.

"Well... something was always weird before. There was a blind date. And then Braeburn just kind of fell into my lap. I mean – ! Uh... we just kind of met. By chance. Is what I meant." Twilight blushes even harder. Celestia rolls her eyes and titters at her.

"You're adorable sometimes, Twilight." She sips at a cup of tea, reminding Twilight that her own cup is growing cold. "This date is something you have planned. You've taken the initiative. It's all truly in your hooves for the first time. And it's not one of your friends, for once. It's no wonder you're nervous."

Twilight gawks at the Princess for a moment. "...Yes, I guess I am nervous." She traces her eyes over the stone patterns on the floor. "Can you really read me that well?"

"Like a book, Twilight. I've watched you grow up, after all. Into a fine young mare."

Twilight stammers some nervous bits of words, almost breaking into a sweat. She gives up and just grins at Celestia.

"You have planned it, haven't you?" Celestia asks.

"Oh! Actually, I didn't. I tried, but... I didn't really know what to do. So I asked my friends."

"Of course you did."

"Of course I did!" Twilight says. "We had a meeting and everything. They gave me a few different possible plans."

"And which did you choose?"

"I thought it sounded good to keep it simple and traditional. But not too simple. Just a dinner together somewhere nice."

"That sounds lovely." Celestia finishes her tea, looking like she meant every word.

It's dark out again. The night is warm and alive, the streets filled with other ponies, families or couples or groups of friends out for the weekend. Twilight and Cheerilee walk together, side by side, so close their saddlebags bump together occasionally.

"This way." Cheerilee nods her head and turns down a side road. Twilight follows, her heart beating at a high tempo. That light, floating feeling of excitement is building in her chest, different somehow from her past dates.

Is it just that it's stronger? More anticipation? More confidence? What is it?

Maybe it's just a week of looking forward to this. Maybe it's just spending a week thinking about this moment, planning it, acting it out in my head and now I'm finally here and it's happening oh my god.

This is what a date with Luna would've felt like.

No! Bad thought. Twilight turns to Cheerilee, watching her loose curls bounce as she walks. After a few seconds Cheerilee feels her stare and blushes a little, smiling in a coy way that makes Twilight's heart flutter.

"So..." Twilight starts to talk. She feels very loud and notices for the first time that this side street they've turned down is dark and quiet. The light and bustle of the road behind them feels farther away than it is. They're almost alone.

"So. This is me." Cheerilee stops in front of a small townhouse nestled along the road.

"Oh, wow. I didn't know you lived so close." Twilight stops with her, the two of them under the single light above Cheerilee's door. The library is just further down the road, almost in sight.

"Would you..." Cheerilee trails off, looking all kinds of nervous. She's practically on the edges of her hooves. It's contagious – suddenly Twilight isn't feeling that impossible confidence. They hadn't actually talked about what was happening now. They had just waltzed off together out of the restaurant, high on each other's company.

This... this is what she wanted, too. Isn't it?

"Is something wrong?" Twilight hears herself say. Cheerilee looks at her with almost panic, then relaxes. She sighs and shakes her head.

"No, nothing's wrong. This has been wonderful. It's just..." Cheerilee bites her lip softly. "I don't know. I'm not really supposed to invite you in. Not on a first date. Right?"

"What, is that a rule or something?" Twilight says, frowning.

"You would think so." Cheerilee rubs one of her own forearms, staring at Twilight's hooves. "It's kind of silly, though, isn't it?"

"It's not that silly." Twilight hangs her head a little. "I rushed into some things recently. It didn't turn out so well. Maybe..." Twilight screams at herself silently for the words forming next. "Maybe we should just take it slow."

Cheerilee gives a long, guarded sigh. "Maybe."

She looks so disappointed... was I supposed to argue? Be pushy? I don't know!

"But it's just..." they both say, almost in unison. Their eyes meet and they both smile.

"You go first," Twilight says.

"This just feels so right," Cheerilee says, looking relieved. "I hope that doesn't scare you off or something. I know we're still getting to know each other."

"Scare me off?" Twilight scoffs, feeling that weird confidence seep back in. "I think it would take a lot more than that."

Cheerilee warms up, her whole body relaxing before Twilight's eyes. "I'm sorry, I didn't mean to make this all awkward," she says. "I started over-thinking it, I guess. I panicked. I do that."

I might know what that's like. Just maybe.

Twilight shakes her head, then grins as a new tack occurs to her. "If it makes you feel any better, this is technically our second date," she lies. "Last week at the party was a fine first one, I thought."

"That's sneaky." Cheerilee throws her a sly smirk. "I like it."

"Oh?"

"Mmm. I've rationalized worse things," she says. Twilight raises an eyebrow as Cheerilee opens her front door. The fuchsia mare shoots Twilight an inviting look over her shoulder.

"Would you like to come in?" she says, with a comely swish of her tail.

Yes, ma'am!

Twilight follows her in, closing the door behind her. She finds herself in a cozy little living room. Cheerilee takes off her bags and lights a few lamps around the room, revealing...

Books! My one true weakness! How did she know?

Twilight bounds across the room, not even taking her saddlebags off. A collection of mismatched bookshelves lines one wall, and she dives in like a giddy little filly, scanning the shelves as quickly as she can.

Have that one... have that one... read that one... LOVED that one... huh, never heard of that one...

"This is a pretty good collection. I'm impressed," Twilight says.

"I'm sure it can't stand up to the library's catalog." She hears Cheerilee close behind her. "Besides, they're mostly for my job. I have to know what I'm teaching, after all."

Twilight throws her a skeptical glare. "You teach elementary students about Emily Nickerson? Isn't that a little... advanced?"

"Heh, umm... okay, some of them are for my job," Cheerilee says.

Twilight turns back to that shelf. It's organized in some manner she can't decipher right away, but she's pretty sure the entire shelf is volumes of poetry. And the next one, too.

"Do you... do you like her work?" Cheerilee asks.

"Well, she was an important figure in literary history. She really influenced the rise of the modernist Equestrian schools of poetry," Twilight says.

"That's all true, but do you like her work?"

"Uh... I guess so? I honestly haven't read much of it. I was always more of a non-fiction, science and magic kind of student."

Cheerilee's jaw drops so hard it makes an audible pop. "You don't read poetry?" she says.

"...A little? I don't dislike it. I was always busy with more practical studies." Twilight panics the moment she says it. "I mean...! Not that poetry isn't... uh..."

Cheerilee shakes her head, tsking loudly.

"Oh, sweetie, this just won't do." She steps closer to the shelves and scrunches up her snout in an endlessly cute way, picking out titles in front of her. "What about Marelow? Or Neightsume?"

"I know of them." Twilight smiles, trying to look less lost than she feels. Cheerilee looks at her with something like amused pity.

"Here." She grabs a book with her mouth and offers it to Twilight. Twilight takes it with her horn, levitating it in front of her.

"The Complete Neophyte's Guide to Powerful, Passionate Poems," she reads out loud. "I think the library has this, actually. I skimmed it once."

"Well that's a good start." Cheerilee offers a second book, her eyes bugging out a little when Twilight levitates that one as well. She pulls a few more out, smiling wider as Twilight handles them all effortlessly.

"Come over here." Cheerilee quickly fluffs up some floor cushions for them, making a little pile in the middle of the living room. Twilight slides her bag off and settles down in the soft nest of pillows, laying the books out on the floor. She gasps a little when she feels Cheerilee snuggle right up to her, pulling a blanket tightly over them.

"Alright, I just want to read you some of my favorites real quick," Cheerilee says, looking at Twilight very seriously. Her expression breaks a little once she's said it. "I mean... if that's okay? I hope I'm not boring you."

"No! No, I can't wait!" Twilight says.

"Really? You didn't want to...?"

"Plenty of time for that later." Twilight unleashes the seductive smile again, sweeping her tail over Cheerilee's. "I want to hear you read."

Cheerilee grins like she's containing a girlish squeal of joy. She opens one of the books, flipping through the pages like she knows exactly what she's looking for. She clears her throat.

And then she reads. Twilight's eyes trace the movement of her lips as she speaks, and the words sink into her smoothly.

"Pillows piled high, I sit awhile.
From the night table I lift my cup.
Each morning the same sweet favor
and routine. I'm slow to leave dreams,
and who can blame me? It's warm
in bed, and you might come back."

Cheerilee finishes and looks up at Twilight, eager to read her face.

"I've loved that one since I was a filly," she says.

"It's cute." Twilight smiles at her. She thinks of the many mornings she slept in since she moved to Ponyville, badgering Spike to bring her some coffee long after she should have been up and about.

Yeah, I've known that feeling. Except for the part about having someone to wait for.

Twilight suppresses a sigh.

Isn't that why I'm here?

"Another one?" Cheerilee says.

"Please!"

Cheerilee grabs another book and flips it open, again jumping right to the page she wants.

"Come slowly—Eden
Lips unused to Thee—
Bashful—sip thy Jessamines
As the fainting Bee"

Twilight's ears twitch, and she sees nothing but Cheerilee's lips as they move delicately around the words. A naughty thrill courses through her haunches, and she's not entirely sure why.

"Reaching late his flower,
Round her chamber hums—
Counts his nectars—
Enters—and is lost in Balms."

Ohhh... wow.

Again, Twilight wonders if it's the act itself or just the pony doing the act that's turning her on so much. Or the words? Or the rhythm?

This is the most confusing turned-on I've ever been.

"I didn't really get that one when I was younger," Cheerilee says.

"I would hope not," Twilight says. "It's a little... uh..."

Cheerilee giggles, staring at her with half-open eyes. "Racy?" she says.

"I think so?" Twilight leans in closer to her face. She can almost feel Cheerilee's breath on her muzzle. Her side rubs against the older mare, sending prickles all over her skin.

"Read me another one," Twilight purrs.

"Hmm..." Cheerilee paws through her books. "This one's just regular pretty. Not naughty."

"That's okay. As long as you're reading it."

"Through all the long night
Winter moon glows with bright love
Sleet, her silver tears."

Twilight tears her eyes away from her date and examines the cushion underneath her.

"Isn't that one just beautiful?" Cheerilee gushes.

"Yeah, it's... it's pretty." Twilight forces a smile.

"What? You don't like haiku?"

"No, it's good. It's beautiful."

They walk again through endless marble and alabaster halls, flush with tapestries and stained glass. They've been chatting for hours. Twilight can't remember a time she's felt so special.

Unbelievably, something steals her attention away from Celestia. They are approaching a large blue door, adorned with symbols of the phases of the moon. Two dark-coated guards in silver armor stand at attention.

Twilight stops in front of the door, staring at it for a long time. Her mind is blank. Or perhaps she's ignoring whatever thoughts are in there.

"My sister's chambers," Celestia says. Twilight snaps back to reality, noticing that Celestia has stopped with her.

"She can't show her face around the palace with me here?" Twilight says, unable to keep coldness from creeping into her voice.

"She is sleeping," Celestia says sternly. It sounds obvious now, and Twilight feels embarrassment cut into her stomach.

"Twilight?"

"Yes?" She looks up to see the Princess looking down at her, unsmiling.

"Are you angry?" Celestia asks.

"Huh?"

"It is a simple question. Are you angry with Luna?"

"...no."

"You're not very good at lying."

Twilight gets the sudden urge to closely examine the floor.

"I'm happy to see that's still true," Celestia says.

"Why shouldn't I be mad at her?" Twilight blurts out suddenly.

Celestia sits on her rump right there in the hallway. Her usual warm smile falls, her lips taking a solemn curve yet again.

"It is natural to feel anger. It is part of the grieving process. But you cannot hold onto it, Twilight. It would break my heart to see you poison yourself so."

Twilight feels torn, ripped between feeling foalish at herself and an ugly, adolescent kind of defiance. Part of her likes the anger. Savors it. Celestia speaks again as if she's read the mind of her troubled student.

"She does care for you. I know it's hard to believe, but she does," Celestia says.

"How am I honestly supposed to care about what she thinks?"

"Twilight!"

She can't remember a time when the Princess actually scolded her. She bows out of instinct, cringing.

"Twilight..." Celestia raises her chin with a hoof, shaking her head. "I know it hurt. I know." She nuzzles against Twilight, sending warmth coursing through Twilight's little body. Twilight's mind glazes over. All she can comprehend is the divine warmth enveloping her.

"Go on your date." The Princess beams down at her. "Find your heart's companion. Let her heal you."

Twilight smiles up at her, feeling tears leaking down her cheeks.

Twilight bites down on another light bundle of petals, crunching them off the stem. The feathery treat practically melts on her tongue. It oozes down her throat like syrup, dragging tickling sweetness along with it.

"Mmmmmmm!" she moans.

"I know!" Cheerilee says, sizing up another flower from the bunch. "These are great."

The blanket is lying in a heap next to them. At some point Cheerilee turned the knob on a battered old radiator on the other side of the room. It hissed to life, and now the room is as warm and cozy as it looks. It's even a little hot. Twilight feels like she's just on the edge of breaking into a sweat.

Or maybe it's just her.

Cheerilee is pressed up tight against her side, leaning into her. She's been reading poems for Twilight for a while now. It's not that Twilight never read poetry in the past. But she had always approached it academically. Just something she was supposed to know about.

This was different. She's been lulled into a state of complete, heady relaxation. Even the slow burn of rising arousal, usually so insistent, is just there. Background noise. Pleasurable, for sure, but nothing to rush over.

This is crazy. I should be nervous.

I don't even know if something's going to happen.

Of course something's going to happen, you idiot. Look at her!

Twilight does. Cheerilee is chomping down on another flower, giving Twilight what can only be construed as the most bedroom of eyes. She lowers her head to the bouquet and grips one of the stems in her teeth, deftly snapping it off just below the flower itself. Then she takes the bloom in her lips and holds it up, leaning right in front of Twilight. Twilight's eyes go wide when she realizes that it's being offered to her.

She moves closer and takes the flower in her mouth, feeling burning heat flow up into her ears and down her cheeks. Their lips brush against each other just so slightly, but Cheerilee jerks back, leaving Twilight with just a flower in her mouth. She chomps it down quickly, barely tasting it. Urges, familiar by now but stronger than ever, flood into her pleasure-addled brain.

And there it is. I was starting to wonder if something was wrong with me.

Her tail flicks around on its own, and she nickers softly. Twilight gets a mischievous grin as an idea comes to her.

That was sexy! I can do this!

She bends down to the bunch of flowers and grips one with her teeth, just below the blossom. Then she bears down, trying to snip it in two, but it just flattens and gets more tough, bending instead of breaking. Twilight fumbles with her lips and teeth, grunting, before she hears Cheerilee giggling at her.

Oh, whatever. Stick with what you're good at.

She focuses with her mind and the flower levitates in a cloud of light, dropping its stem easily. The blossom floats over to Cheerilee's face.

"Ha. Show off," Cheerilee says.

Twilight snorts at her. "Well I couldn't do it the oth– whoa!"

Her whole body jumps as Cheerilee wraps her lips around the treat. For just a second she felt those plump lips and a warm, strong tongue against her horn. It fills her brain with static and sends shivers all the way down to the tip of her tail.

"Ohhhhhh..." Twilight moans, her eyes unfocusing. She blinks hard and Cheerilee is holding up another flower for her. She licks her lips and darts forward for it, feeling a surge of adrenaline through a groggy haze.

Cheerilee jerks her head back just as Twilight's lips brush the flower. She giggles through her clenched teeth, craning her neck away, teasing. Twilight smirks and leans further, almost mindless. Cheerilee rolls onto her side and scoots away. She bats her eyes at Twilight from the ground.

Well how am I supposed to eat it now? Oh... Ohhhhhh... I get it.

Twilight climbs on top of her slowly, feeling their coats slide together as Cheerilee shifts underneath. Cheerilee is on her back now, and Twilight grazes her nose up the dark pink expanse of her chest, feeling it shift and sigh underneath her. She brushes her nose up Cheerilee's neck, smelling something faint and sweet she can't even begin to describe. She moves up, but just as the flower is in her grasp Cheerilee kicks her chin up, throwing it on the floor above her. Twilight leans over her further like a dog chasing a treat, then freezes completely.

Something hot and wet slides up her neck and along the bottom of her jaw, leaving just before hitting her chin. A shuddering moan shakes out from Twilight's lips. She looks down and Cheerilee is under her, gazing into her eyes with faux innocence. Twilight smirks, holding herself over her new lover – that's what it feels like, like Cheerilee is hers, a prize of some kind, laid out here for the taking. They lock eyes and hold there for long, agonizing, incredible seconds.

Something rings out in Twilight's mind – she just knows somehow, maybe it's a glimmer in Cheerilee's eyes, or a change in her breathing. It doesn't matter. She lowers herself slowly, their bodies pressing together inch by inch. She digs her arms into the cushions under Cheerilee, wrapping them around her back and squeezing. Their noses and hips press together at the same time. Cheerilee gasps, wrapping her legs around Twilight's back, gripping with her thighs.

And then Twilight kisses her. Their lips meld together, slowly and gently. Twilight dips her tongue into the other mare's mouth, searching, desperate to press together the way their bodies are. She feels Cheerilee's forelegs squeezing at her withers, hooves tugging at her mane. Cheerilee moans from deep in her throat, the vibrations shaking into Twilight's mouth.

She breaks the kiss. Cheerilee pecks her on the lips as she pulls back, eyes wide, almost with panic. Twilight hovers over her, both of them panting, flushed, minds completely blank.

"Wow," Cheerilee blurts out between breaths.

"Yeah." Twilight grins, wolfish, high on her own arousal. She feels Cheerilee's hooves tighten again, sees the schoolteacher close her eyes and open her mouth, presenting herself. Twilight dives in, greedily mashing their tongues together, pressing their muzzles as one, chewing on Cheerilee's lower lip. She squirms her hips against Cheerilee's rump, forcing out another deep, throaty moan. Twilight breaks the kiss early so she can hear it.

"...oooooohhhhhhhh!" Cheerilee's face is scrunched up in pleasure, deep creases forming around her eyes. She's loud, completely without abandon, and it drives a feral urge, rising up through Twilight's loins. Twilight nudges Cheerilee's face to the side with a rough push of her nose and starts nipping and kissing her dark pink neck.

"Ohhhhhhhhh!" Cheerilee pants out. "I haven't done this in so long..."

Twilight smiles against her neck, pushing her snout higher, closer to her real objective. She sniffs her way up until her nose hits...

Soft, thick, sooooo thick...

She buries her face in Cheerilee's mane, choking out a silent squeak. It feels just like in her fantasy, so long ago now. But there's one big difference.

She breathes deep. A faint smell fills her nostrils, something vague and untraceable.

Grass? Leaves? Maybe a little bit like flowers...

It's making her lose her mind, she has to know what it is! She inhales again, sticking her tongue out into the curls without even meaning to. Her whole body is aching with sensations, and she ignores all of it, focusing everything on this fragrance.

What is it what is it darn it!

Cheerilee is nuzzling against her head, breathing right into her ear. She clings to Twilight, pressing their faces together, rubbing against her like her life depended on it.

Cheerilee's body is so warm. She can't see, pink curls filling her vision. She searches with her mouth, kissing whatever lovely flesh it happens to meet. Twilight feels a tongue again, strong and slippery, tickling around the base of her ear.

"What kind of shampoo do you use?" Twilight blurts out, not opening her eyes.

"Hmm?" Cheerilee doesn't stop licking her ear.

"Or perfume. Are you wearing perfume?" Twilight asks.

"No."

Twilight can feel Cheerilee's smile against her ear. She breaks down completely and bites, suckling on a hunk of chewy, loose curls. It's so good she feels like crying.

"Twilight, are you... chewing on my hair?"

Abort! Abort!

She spits the hair out.

"Heh... uh... yes?" She can't see Cheerilee's face, she's still gripped in her arms, pinned close.

"Well don't stop," Cheerilee breathes into her ear.

Oh god ohhhaauughagh

Twilight attacks, just running her face through Cheerilee's mane over and over again. She kisses and licks at a neck and shoulder...

I'm probably slobbering all over her that's kind of gross.

She chews on that mane again, tasting the smell.

Dear Princess it's so much fun to play with it's got such mass to it.

Hairs tickle the inside of her nose as she breathes deep.

That's it! That's it, I HAVE to know!

"Seriously, what kind of shampoo do you use?" Twilight gasps out. She props herself up so they can see each others' faces. Cheerilee is sweating a little, and she looks taken aback at the question.

"Uh... nothing special. Does it taste funny?" Cheerilee says.

Twilight laughs, feeling her knees go weak. She collapses on top of Cheerilee again, nuzzling their noses together. They kiss some more, sharing pace perfectly, not rushing or frantic. Just savoring it. Twilight can feels something wet against her belly and realizes that she's probably ruined a few floor cushions by now. She breaks the kiss and holds there, their lips still touching.

"I can't remember what I use. That's so silly," Cheerilee whispers.

"Huh?"

"Shampoo." She looks amused, at least as much as Twilight can tell. They're so close, she's mostly a pink blur and big, light green eyes. Twilight's mind runs in five directions at once – her drive to solve the mystery is being overwhelmed by other parts of her body.

"But..." Cheerilee smiles hesitantly, squeezing her forelegs tighter around Twilight. "If you come upstairs with me, maybe I can show you."

Oh my. Ohhhhhhh goodness.

Twilight jumps up immediately. Cheerilee leads, and Twilight wordlessly follows. The older mare's big, round rump bobs right in front of Twilight's face. Unthinking, Twilight leans forward...

Heh, her tail tickles.

... and makes a little nibbling nip right at the back of Cheerilee's thigh. Cheerilee freezes instantly.

I did not just do that.

No, I did. I did? Oh gods above, I did.

Cheerilee gives her a mock-scolding look over her shoulder, her smile betraying her. She flicks her tail right in Twilight's snout and leads on.

I did do that. And it was okay!

They don't even pretend to look at shampoo. Twilight follows her up a dark and narrow stairway into a dark hallway and then to a slightly less dark bedroom. There is a bed, a cozy little bed just big enough for both of them, and Twilight feels herself being pulled into it without thinking.

She slides onto a downy comforter. They're each on their side, facing each other. She feels Cheerilee's hooves around her withers, they're snuggled together close, warm and beautiful and willing.

I can't believe this I just can't even...

As if to confirm with evidence, Twilight leans forward and closes her eyes...

Ohhhhh ye– oh?

...and feels hooves pushing back. Cheerilee leans back so their eyes can meet. Her hair is mussed up, random coils sticking out in strange directions. Her eyes glint in the glow of street lamps through the window.

"We're really doing this, aren't we?" Cheerilee says.

"I want you. I mean, I want to. You want to, ri–" Twilight is silenced by Cheerilee kissing her.

...huh.

Twilight holds the kiss, waiting for the teacher's tongue to advance, but it doesn't come. She gets impatient and forces her tongue deep into Cheerilee, drawing out another body-shaking moan. Her hips quiver, her pulse is racing now. Cheerilee tears her mouth away as soon as she can breathe again.

"I... I don't really... I'm not sure what to do," Cheerilee pants out.

"What do you mean?" Twilight says, just barely keeping herself under control long enough to talk. "You've been with stallions before, right?"

"Oh, tons of times..." Cheerilee smiles as if remembering, then her eyes go wide. "I mean, uh... a few." She grins bashfully.

"It's not that different." Twilight teases a hoof over Cheerilee's chest. "What do you want to do?"

Cheerilee bites her lip, her eyes wandering up Twilight's face and to her horn.

My... horn? But... that's my horn! That's a very private place!

Twilight almost snorts at that thought.

What, between my legs isn't private?

"I dated a unicorn, once," Cheerilee says, looking almost guilty. "I always wanted to play with one of those things."

"I haven't really done that before. Did he let you...?"

"No, he just wanted me to play with his lower horn." Cheerilee rolls her eyes.

"I don't have one of those."

"Yes, I can see that." Cheerilee flexes her hips into Twilight's, rubbing their smooth crotches together. They share a goofy smile for a moment. Then, with a weird sudden intensity, Cheerilee pushes at Twilight's shoulders, rolling her onto her back.

"Whoa!" Twilight gasps out.

Is she nervous or not? This is so...

Her heart pounds out of her chest. She feels Cheerilee mount on top of her, pinning her against the bed. She's trapped under this lovely mare, totally exposed.

Hot. HOT. That's what it is.

Wetness rubs into her coat just above her own mound, she can feel a wonderful slickness there every time Cheerilee's hips shift. Cheerilee climbs up a little, sniffing at Twilight's horn. Twilight holds her breath, seeing nothing but a pink chest and ribs in front of her eyes.

"Oh! Cheerilee, w–" Twilight's eyes go wide as she feels lips gently kiss the base of her horn.

Wait? What? Words?

The kisses work their way up, pressing lightly against the spiral fluting, until they reach the tip.

"Ahh...!" Twilight's breath catches in her throat as Cheerilee runs her tongue down, then up the length of her horn.

Oh my GODDESS.

Twilight squeezes her eyes shut, shuddering frantically. She feels hooves on either side of her head and she wraps her forelegs around them.

"Ohhhhhhhhhh..." Every joint and muscle in her body tenses up, then relaxes slowly. Cheerilee has her lips wrapped around the tip of Twilight's horn, sucking and playing her tongue over it. Her horn feels alive, tingling, more than tingling, sending chills right down through her head, shaking through her spine and into her hips. It's like her horn and clitoris are connected, transmitting pleasure up and down her whole body.

That tongue, that amazing tongue, starts working its way down. Twilight kicks her legs in the air, tapping her knees against Cheerilee's rump. She can feel Cheerilee's bouncy tail lashing against her thighs. She groans as the sucking on her horn gets harder, almost pulling her head up, stretching her neck.

Somewhere, distantly in the back of her head, she remembers how she had pictured this playing out – Twilight on top, making the schoolteacher squeal in pleasure. Maybe throwing out a few moves she learned from her time with Rainbow Dash.

And now here I –

"Guh!" She groans some nonsense, panting feebly as Cheerilee sucks hard on just the tip of her horn. It's like a whole night's worth of pleasure distilled and concentrated into the most sensitive place possible.

Holy hay in... in... hooves?

Hammer?

What is wrong with me?

She groans again and feels her thoughts slipping away, melting into a shuddering puddle.

It's so GOOD oh gahbluh aaaaa

"...aaaaaAAAH!" Twilight's hips buck up into the other mare as that hot, wet mouth moves down further, then back up to the tip. Cheerilee's lips are sealed tight around Twilight's horn. Twilight gasps and groans, utterly unable to speak. The older mare's mouth moves down and up and down and up again, smoothly, finding a slow rhythm.

"Ohhhhhh..." Twilight cries out softly, feeling her inner walls clench and shake. Her hips buck again on their own. Her eyes snap shut so hard it hurts, and she strains to keep her neck still. Cheerilee's mouth bobs up and down, faster, going further down her horn with each stroke until she's taking the whole thing in her mouth. Her lips brush against Twilight's head at the bottom of each movement.

How is she even doing that shouldn't she be gagging or choking or something?

Her thoughts are cut off as another wave of pleasure rolls out from her aching love, bouncing off her horn, rippling though her whole body. She shoots a hoof between Cheerilee's legs, pressing it against that burning wetness, feeling Cheerilee's lips part against her.

"Mmmm!" Cheerilee moans in delight, sucking even harder. She grinds her hips against Twilight's hoof, riding on it.

Twilight tries to rub with her hoof, but she can't summon the motor control. She just rests it there, sinking into the wet pleasure snaking around her horn. Her tongue lolls out, her chest shakes in ragged, gulping breaths. She feels something building in her body, some kind of lovely pressure throwing her high into the air and then –

"Ow!" Cheerilee jolts, her mouth leaving Twilight. Twilight drifts back up into thought.

"Wh... what..." she pants out.

"Sparks! Hot sparks." Cheerilee laughs a little. Twilight's eyes creak open and she can see more now, the room is lit up by the faint glow of her horn. She has just enough time to look up and see Cheerilee's determined eyes, her tongue sticking out to the side a little. Then she's licking up and down the sides of Twilight's horn, forcing Twilight's eyes to shut in reflex.

"Oh! Oh! Ch... Cheer... Ch..." Twilight stutters, clenching her teeth.

"Ah! Ah! Ah!" Cheerilee grunts out as she writhes against Twilight's hoof, working Twilight's horn with her tongue.

Twilight's mouth hangs open, all her limbs tense up, she's rising, rising high into the clouds and flying through beautiful pink curls and it feels like her whole being is stuffed into her horn and then...

A popping, shimmering sound rings out, and Cheerilee snaps her head back just in time for a fountain of hot, metallic sparks to shoot out of Twilight's glowing horn. A barely visible wave of energy ripples through the air with a quiet WHUMP, making the streetlights outside flicker.

"AH!" Twilight chokes out a short scream as she comes, an orgasm quaking down through her head, making her teeth chatter. Her back arches violently, her arms and legs flop against the bed. It's like nothing she's ever felt before, taking over her body.

"Oh my," Cheerilee says, breathless. All the hairs of her coat are standing on end. Her mane is poofed out like she's touched a live wire.

Twilight barely notices any of it. She sinks into the bed, motionless, just dead weight. Her lips quiver noiselessly. She's spent. Gone. Completely gone. Somewhere far away, in another world, she hears murmurs of a sweet voice and a warm body snuggling against hers.

They are approaching the outer grounds of the palace, where Twilight's chariot waits.

"Thank you again for sending a chariot for me," Twilight says as they walk.

"Whenever you need one. Never forget that you have a second home here, my student," Celestia says.

"Did you really mean what you said before? About finding love again? Healing?" Twilight asks.

"Have you ever known me to say something I did not mean?"

"Of course. Sorry."

They walk, Celestia raising an eyebrow at Twilight.

"It's just... my friends said I should be careful. They said this was kind of soon. After... you know," Twilight explains.

"They have a point."

"But you said... "

"You've been trying so hard to rush into love, Twilight. Perhaps my sister is to blame. Perhaps it's your own natural curiosity," Celestia says. "A date is not a marriage proposal. Try to take your time with this one. Get to know each other. You have years and years to find love, after all."

Twilight snorts quietly, feeling very relieved. "That makes so much sense, after everything else that's happened," she says.

"I'm glad you think so."

Twilight breathes deep, lying still. Sweat cools against her coat. The room is stuffy with the fading smell of recent sex. She sighs deeply.

So much for that plan.

"I've never, ever seen anything like that," Cheerilee says.

Twilight is still on her back, in bed. Cheerilee is lying next to her, cuddled up against her side. A thick, heavy blanket is cinched up to their shoulders.

"I've never felt anything like that," Twilight says, after a pause.

"Oh, you can talk again? That took long enough." Cheerilee graces Twilight's chin with a quick kiss.

"Sorry." Twilight slides her forelegs up, under the blanket, and hangs them over Cheerilee's shoulders, holding her close. "I really... just... wow. I think I owe you like, ten orgasms."

"Ha!" Cheerilee nuzzles against Twilight's face, smiling triumphantly. "Don't worry about it, Twilight. It was my pleasure."

Regardless... I'm going to do things to you that... gosh, I don't even know. I have to invent new kinds of sex so I can do them to you.

Twilight bites her tongue, trying to envision what she could possibly do to Cheerilee in return. Nothing comes to mind right away. Her body aches, satisfied. Tired.

Guess I'm all sexed out for the moment.

She rubs Cheerilee's back with her hooves and moves in for a kiss. Their lips meet like old friends, trading just a short greeting. Cheerilee rests her head on the pillow next to Twilight, and they idly stare at each other, letting time pass blissfully.

"Sorry if I didn't... you know. For you," Twilight says.

Cheerilee shushes her. "Next time. That was plenty for one night." Cheerilee sighs loudly, her eyes dreamy. "My first time with a mare."

"You were amazing. I can't believe you've never done this before."

"Well... I've done something like that before. You're right, it's not all that different."

Twilight's mind is back in form. She remembers to be curious. "So... you're kind of experienced, aren't you?" she says, arching an eyebrow.

"Well... the thing is..." Cheerilee shrinks away from her.

Twilight grabs her and hugs her close again. "I don't think that's bad. I think I like it, actually."

"Oh. Really?"

"Mmhmm. It's different. For me, I mean."

Cheerilee relaxes into Twilight's arms again. "Okay, you're right... I've had a few boyfriends. And a few flings here and there," she says.

Twilight's ears perk up. "Really? How many?"

"Uhhh..." Cheerilee shrinks again. Her eyes shift around.

"Sorry. Never mind." Twilight feels strange – the urge to keep Cheerilee comfortable is overpowering her urge to know.

"You really don't think that's...?" Cheerilee says.

"No, I'm just curious. About you," Twilight says. "You've dated a lot here in Ponyville?"

"Oh heavens, no. I've been a saint since I moved back. It's just, you know... college."

I really wouldn't know.

"Have you ever been with a stallion?" Cheerilee asks.

"Just once."

"Oh? Anypony I know?" Cheerilee smiles in a way that makes Twilight snicker.

"Probably not. It was Applejack's cousin. He doesn't live here."

Cheerilee's mouth makes an O of surprise. Her eyes light up. "Braeburn?

Twilight almost sits up in bed. "How did you...? You know him?"

"Not really. I met him once. At one of the Apple family reunions. He seemed nice."

Well that just raises MORE questions! What was she doing there?

Cheerilee sees the confusion on Twilight's face and goes on before Twilight can form her words.

"I was Mac's girlfriend at the time. He brought me along."

"You used to go out with Big Mac?!" Twilight gushes like a gossiping school filly.

"Big Mac." Cheerilee sighs. "You know he hates being called that?"

I... wha... what?!

Twilight just hangs her mouth open.

"He was my first boyfriend. We went to school together here, before... before I moved to Fillydelphia."

"That's crazy! Were you two serious?"

"Oh, definitely. He's such a gentlecolt. He was so good to me."

"Huh." Twilight chews that over.

Well, wait...

"What happened?" she asks.

Cheerilee gets a far away look for a second. Just as Twilight thinks she might not get an answer, Cheerilee speaks.

"I went to college. He stayed here. We stayed in touch at first but... we made some mistakes. We were younger. We were stupid, maybe. I don't know."

"I'm sorry." Twilight snuggles closer to her.

"I really wanted to be there for him, especially after... you know. After."

After?

"It was hard. For both of us," Cheerilee continues. "God, what am I saying? It was so much harder for them. All of them. I shouldn't pretend I know what it felt like."

Twilight feels the older mare shiver and press into her.

"What are you talking about?" Twilight asks.

Cheerilee looks at her, eyes wide in shock.

"You don't know?"

Apparently I don't know ANYTHING.

"...no?" Twilight says.

"You go to Sweet Apple Acres all the time, right? You never wondered why you've never met Applejack's parents?" Cheerilee says.

"Oh!" Twilight fumbles with her brain. Of course she knew, had realized at some point, that Applejack's family tree was conspicuously missing a very important pair of ponies. But...

"She's never talked about it," Twilight says. "None of my friends have talked about it, actually. I just know I've never seen them."

"I guess that makes sense." Cheerilee casts her eyes down at Twilight's neck. Twilight waits. Curiosity burns in her tongue, but she's terrified to voice it. Cheerilee shuts her eyes, sinking her head into the pillow.

"I'm sorry, I can't really..." Cheerilee looks at Twilight with pain in her eyes. "I should explain. But I don't know if I can."

Darn it, I want to know! Calm down. This isn't her story.

"That's okay. They weren't your parents. I'm sure Applejack would prefer telling me in her own way," Twilight says.

"It's not that. I was with Mac when it happened," Cheerilee says.

"Well that doesn't obligate you to share it or anything," Twilight says, creasing her brow.

"No, you don't understand," Cheerilee says, shifting her eyes away. "I was there."

Twilight blanks for a second, then bites her tongue.

"Oh." She feels queasy. "Oh... you don't want to talk about it."

Cheerilee shakes her head slowly. "Sorry. It was... it was bad." Her voice cracks on the last word. Her eyes start tearing up, and she crushes them closed.

Twilight, in a rare moment of emotional intuition, pulls Cheerilee close and holds her. They lie together, completely still. A weird cocktail of emotions washes over Twilight. Sad at the story she's catching glimpses of. Compassion for her date's pain. Joy at being here to comfort her. It's indescribable.

Cheerilee sniffs loudly and pulls back from their embrace. She's forcing a smile.

"Gosh, how did we end up talking about this?" She wipes her eyes.

"It's okay. I had no idea," Twilight says. Questions push at her lips. She tries to pick one that isn't guaranteed to make Cheerilee sad.

"Do you and Mac... do you get along now?" Twilight asks.

"Sure. Superficially, anyway. We haven't really talked. Not in a long time." Cheerilee props herself up on an elbow, running her other hoof over Twilight's side. "I wonder sometimes. About me and him. If I hadn't left."

Twilight isn't sure what to say. She wraps Cheerilee's hoof in her foreleg, trying to be patient.

"But then I wouldn't be here with you," Cheerilee says.

Twilight is still trying to swallow those words as Cheerilee wraps herself around Twilight's body, sighing. Suddenly it's very hard to remember all her questions. She feels Cheerilee's chest rise and fall against her own, feels the gentle pounding of her heartbeat thudding into her ribs.

Twilight holds her tight in the darkness. Warmth invades her chest. She feels like she's glowing with what can only be some kind of love. She feels closer to Cheerilee than ever, for sure, but hesitance gnaws at the back of her mind.

Maybe this is okay.

Maybe.

Maybe we could really have something.

Maybe this is real, and not just sex.

Maybe it IS love.