Author's Notes:

Some mood music.

Take a deep breath...

Rookwood was having what he knew was a terrible idea. He thought of how he had found Luna, focusing on her, colliding with her in shadow, touching her mind unexpectedly. Rookwood wondered if he could do the same with Nightmare Moon. His mind blazed with the thought. If he focused on her long enough and hard enough, could he travel to wherever she was hiding and surprise her? Him? Rookwood wasn’t sure any longer… Nightmare Moon was clearly both. She had taken some of Rookwood’s male essence. And now she was using it for all manner of horrid violations.

No more foals had arrived at the castle. It seemed that Nightmare Moon’s night of terror was limited to Hearth’s Warming, but there were nightmares. Terrible nightmares. The land was plagued with them. Insomnia was becoming a major problem. Nightmare Moon was roaming the dreamscape at will…

And Luna began to notice her powers diminishing. She was rapidly becoming weaker and weaker as time passed, losing more and more influence within her own realm.

Nightmare Moon was taking Rookwood regularly, driving him into weird dreams, dreams with different scenarios, but similar events, his leg breaking, a long fall, and burning alive.

Except Rookwood wasn’t sure that it was Nightmare Moon. Luna insisted that it was, but Rookwood was beginning to suspect she was not the cause. It was a gut feeling.

Nightmare Moon did not seem present in those dreams. In fact, she seemed strangely absent. Likely because she had found what she wanted, taken what she had needed, and was now loosed upon the world, spreading terror in the dream realms.

Violet had skin now, and was even beginning to grow hairs, little rough patches of purple, and a navy blue mane and tail had began to sprout. Her stink of corruption was faint now. Rookwood had discovered, with some small sense of delight, that he could feed her cookies and other treats if he pulled them into shadow with him and offered them to her. She had cheeks now. And lips. She was still hideously scarred, and her skin was thin and tore easily with her movements. Her wings had fleshed out and the bare naked limbs remained folded against her body.

Rookwood on the other hoof, looked much worse. Patches of grey had appeared in his blue and green mane. His face was pinched and gaunt. His avocado green pelt had faded somewhat, and now had an odd grey sheen to it.

He radiated terror now. Luna and her lunar guards were immune, but Celestia had noticed it, and it was now impossible for Rookwood to be near the solar ponies without frightening them badly. Even Celestia felt it, a nameless unspeakable dread when Rookwood drew near. It wasn’t something he could control. Twilight Sparkle had been back to the castle several times, her and Luna trying to puzzle out what was going on.

Rookwood was fading, that had been Twilight Sparkle’s conclusion.

Rookwood agreed. He was losing his physical hold on reality as his shadow essence gained strength, his shadow and his flesh now in constant strife with one another. His flesh was holding him back… Rookwood came to this terrible revelation one night as he soared above Canterlot on black wings of shadow, Luna beside him. He had to drag his body everywhere, and it protested being drug into the darkness. He was not immersed in shadow, but shrouded, merging the solidified shadow with his body, allowing his corporeal form to soar above the clouds. It was a confused and chaotic feeling… Luna was trying to teach him control. Why bother flying when one could simply merge with the night and go from place to place effortlessly? Rookwood still didn’t understand. But the flight had been exhilarating, Luna with him, and a wing of guards, all gliding through the blackness, silent, terrifying apparitions soaring through the night. Violet had flown with them, secured on Luna’s back, the little skinned pegasus absolutely delighted to fly.

Rookwood began to see what he felt were ominous signs, omens, little details he did not share with Luna or anypony else. Like two droplets of water than had fallen and formed an hourglass. Violet had split open and dribbled blood one night, and Rookwood saw the outline of a skull in the red liquid as it pooled on the floor.

“Luna?”

“Yes Rookwood?”

“You were worried about my physical needs… I have a physical need right now.”

“Is that so?”

“Yes, Luna, as awkward as it might be given everything that has happened, I still need you.”

“Do you now…”

“You are the only physical thing my body absolutely craves.”

“Rookwood…”

“I need you… I really need you. I need to feel something solid and real.”

“Rookwood…”

“I need to feel your warmth. Your love. I need to be inside of you. Against you.”

“Rookwood… stop. You are currently using your tongue in the wrong way. If you need me to sustain you, then take me. I have grown lonely for your touch. You grew distant after Hearth’s Warming. We both did. Not surprising, given what happened.”

There was a single feverish kiss in the dark.

“What of Violet?”

“She slumbers in her bed. The guard will watch over her.”

“And what of us?”

“We shall find someplace else to slake our lusts.”

Rookwood writhed against Luna in the dark, hesitant to penetrate, to push in, feeling odd and awkward. Their bodies were entwined, legs wrapped around one another, necks pressed together, cheeks touching, panting into each other’s ears.

As he pressed against her, his mind flashed images of all the terrible things he had witnessed. He pushed them away. One foreleg trailed down Luna’s long neck, keeping her close, not allowing her to pull away as she seemed to want to do.

Rookwood also tried to pull away slightly, and Luna drew him tightly in, her muscles rippling along her belly, her dock flexing.

“There is something I need from you…” Luna panted.

“Anything my love, anything you ask.” Rookwood mumbled, his lips tickling against her ear.

“I want to trust you… I want to let go… Of everything. Of past hurts and fresh hurts…” Luna gasped.

“Just tell me what you want.” Rookwood replied, his breath heaving.

“I want to lay on my belly or my side, and I want you to take me from behind. I do not want to be in control.” Luna whispered, her wings fluttering wildly.

Rookwood froze. “No.”

“No?” Luna answered, pulling away slightly.

“After seeing you in that dream… What was done to you… I don’t know if I can.” Rookwood explained, his voice catching in his throat.

“But that is why I need you. I want to trust you. I want to face my fears… I want to know that you will not hurt me even if you are in a position that you could.” Luna said, her eyes pleading. “I want to you feel you against my back, in the way that a mare should… And I want to feel you love me. I want to feel that I am vulnerable to you. That I am powerless in your embrace. And that you will choose not to hurt me.”

“I think I understand.” Rookwood replied. “But I am not sure about this. This makes me nervous. I’m scared.”

“I would never force you.” Luna said. “But I was expressing my need.”

“I know.” Rookwood whispered.

“You’re too short to mount me properly.” Luna giggled nervously.

Rookwood gently bit down on Luna’s ear and gave it a tug, using his lips more than his teeth. Luna writhed against him.

“Yeah, that like that.” Luna panted. “You could have hurt me, caused a sting, but you didn’t.”

“Luna?” Rookwood whispered.

“Yes beloved… Let us hope this talk ends quickly. I have needs.” Luna answered breathlessly.

“I will do as you ask…” Rookwood grunted.

Rookwood felt Luna roll against him, her body turning, her wings brushing up against him. After a few moments of struggle, he could feel her muscular back against him.

“This feels awkward. And all I can think about is how you were torn open from behind.” Rookwood said, squirming as he spoke.

“I know you will be gentle. I need to know you will be gentle. I want to know what it feels like to be a mare with a gentle lover upon her back. Please… “ Luna pleaded.

Rookwood pondered the awkward situation. There was no way that Luna was actually vulnerable. With a flex of her muscles, she could crush his fragile body. Rookwood supposed this was more a symbolic act of trust.

“This is all you,” Luna encouraged, “I’ve had my release several times over.”

Rookwood pulled her closely, gently, mindful of how those gripping legs had felt when he had shared a body during the act of… He shoved the thought out of his mind. Luna needed something from him. He could feel the heat from her back flooding his barrel. This was new and sensuous, and he felt himself growing even more aroused as Luna arched her back and pressed herself up against him.

“Find your way in… Be gentle. Be careful. I do not intend to guide you. This is all upon you.” Luna moaned, arching against him, flexing and stretching.

Rookwood angled himself up under her dock, figuring that was a good place to start. He hissed as his tip trailed along her velvet curves, worried that too much sensation might make him go off. He slipped in between her cheeks, slowly, feeling the soft silken hairs tickle his shaft. He maneuvered up and down, feeling an opening, pressing gently, feeling Luna tense.

Wrong opening. He realised it when his tip slid off and into the secret fold between her pucker and her dock. Rookwood took a deep breath, thankful that he didn’t start thrusting and jamming away. The idea of hurting Luna made his balls ache and his own pucker burn with sudden fiery pain, as he had felt far too many forced penetrations back there lately, of both Luna and others. It made him mindful of his every move, his every action, it made it slow and cautious. He angled himself farther down, rocking his hips to an odd new angle, and he felt something wet and inviting. Brushing up against it set him ablaze, causing him to shudder and his breath to hitch and gasp. He felt Luna tense against him, a little concerned moan escaping her lips.

Rookwood realised he wasn’t kissing her… He was too busy concentrating. Trying to find a way in. Too much focus on the new situation. He felt the tip press a little deeper, into folds of feverish flesh, and then he struck solid flesh an inch or so in. He had found the right area, the entrance, but not the passage itself. He teased downward, feeling a hot rush in his balls, and he became aware he was holding his breath. He let it out in a long slow nearly sobbing gasp. Fear gripped him. What if he had urges? What if his crazed horny mind took over and he just lost all control? What if he was careful but thrust inward the wrong way and caused pain...

He had seen too much, felt too much, and now knew fear.

Still, biting his lip, he continued, gently working his way in, feeling Luna rocking her hips back towards him, rolling them upwards to greet him as he entered. He pushed, slowly, finding the passage contained within her midnight folds, easing himself in. He could feel his tip pressing against her front wall, that area that Luna liked to have pressure on. He slowly ran a hoof down her side, placing his fore hoof over her cutie mark, and pulled her hips slowly to his, pressing in slowly inch by delicious inch.

Unfortunately, Rookwood didn’t have a lot of inches.

He stopped, pulling out slightly, causing Luna to wiggle and squirm, she made wordless muttering protests, her cries trying to urge him on. He slid himself downward along her back, creating delightful friction between them.

He held himself at the very door of her soul, holding her, squeezing her, his breath hot on her neck. He pawed clumsily at her hips, his hoof trembling.

“Rookwood, damn you, being a tease is just as bad as being a mindless sadist… Maybe worse!” Luna panted, her tongue hanging out. “Don’t make me beg. I’m too proud!”

“I wasn’t trying to be a tease.”Rookwood said, his words against Luna’s neck. “I was trying to be gentle. I would never forgive myself if I hurt you.”

Luna felt him inching back in, her breath catching in her throat each time he wiggled in and stopped, waiting, feeling ,probing to see if it was safe to keep going. She felt as though her little nubbin was going to explode like popcorn at any moment from all the delicious tension. It took every ounce of willpower she had to not seize control of the situation and take charge, satisfying her own needs. She could have him balls deep inside of her in an instant, scratching her itch and giving her exactly what she wanted… Needed.

Need was a terrible thing. And Luna needed control. She suffered, writhing, flailing her legs from the loss of it, she had surrendered her control. Rookwood was having his way with her. And she did nothing to control their coupling.

Want was just as bad as need. There was a difference. Want was base desire, such as lust. Need went somewhere beyond. You needed to breathe. Luna needed control. And right now, the only control she had was over her own urges, denying them all. Luna felt like she was strangling.

And still Rookwood pushed deeper.

He hadn’t even began his frenzied thrusting… He was still entering, slowly, cautiously, his each careful push pressing the tip of his cock against the soft spongy wall of flesh that made up her front wall, just behind her clitoris.

Luna came explosively, the loss of control over the situation too much.

Rookwood panicked, pulling out completely, worried, and then realising what had happened.

He felt nearly full to bursting himself. He slid his way back in, Luna flexing and convulsing around his protruding flesh, her own flesh hot, almost too hot to touch. Rookwood hissed into Luna’s cheek, causing her to shiver. Rookwood had never felt more aroused in his whole life than he felt right now. He could feel Luna oozing all around him, his slow probing causing slick liquid to be displaced with each pumping thrust and flood outward. Luna was trembling violently, whimpering, mewling with need as she panted into the blanket that covered the floor.

“Do you want me?” Rookwood queried in a grunting whisper, his stomach convulsing and causing him to jerk violently, making his tip continue to tease.

Luna did not respond. Rookwood didn’t know that Luna could not respond. She was fighting, locked in a struggle, battling against her need to assert her dominance.

All Luna could do was lay there, clenching, thrashing, and mewling pleadingly.

Rookwood hilted himself, going in as far as he could go, pulled out, and then gave another firm shove. He shuddered. He was too close to the edge himself.

Luna went over that edge again, causing Rookwood to pull out, allowing her her spasms, before he bravely ventured forth and tried again, this time finding just the right spot and hilting himself in one confident thrust.

He fell into a rhythm, his hips thrusting, his natural urges dangerously close to taking over, but held in check. He was exerting just as much control as Luna was, and neither of them knew it. He pulled out, biting his lip, trying not to blow his load. It took him a few moments to regain control, and then he entered again.

Rookwood began his final run. His balls ached and he needed release. And Luna was growling now, grunting and gnashing her teeth. Rookwood understood the nature of the beast he was rutting… And Luna was a beast.

The thought made Rookwood detonate violently. He made a frenzied jab that went surprisingly deep from the force that it was driven in, pressing down hard against the front wall of Luna’s hidden places.

Luna screamed an equine scream, one hoof clawing the floor, the other going into her mouth so she could bite down upon it. She had finally given up her control, trusting, and she had been rewarded.

Rookwood could not stop blowing load after load, still thrusting, almost mad with the need to rut, to thrust, to penetrate. His nostrils flared. His flesh felt alive and his flesh wanted to live. His flesh continued to need being ground against other flesh. Luna’s flesh. Rookwood faded into her, collapsing against her back, resting his head on her convulsing neck.

The two faded into one another, breathing heavily, Rookwood’s sweaty body clinging stickily to Luna’s back.