Twilight skipped around her home with a spring in her step, practically dancing with delight. The morning was bright, sun was streaming through the windows, and she was cleaning up after last night's intricate sex with two of her best, thoroughly mind controlled friends. Occasionally, the thought occurred to her that this should be troubling her more than it was.

Really though, she was happy, Rarity was happy, Applejack was happy - when she remembered - and everything was wonderful. Just as long as no pony found out. Especially the Princesses. Twilight shook her head. No, she could never face Celestia and try to explain - she could never understand how happy it made Twilight. She could never confess what she'd done with them! The very notion.

Twilight's cheeks flushed with a mingled touch of arousal and brush of guilty unease. Celestia could probably undo everything she'd done, would be able to remove the charm and put everything back to normal. Luna might be able to as well - that was why they could never find out. She couldn't imagine living without Applejack, and the more time that passed, the more she'd grown closer to Rarity. She was such a beautiful pony.

The last fallen book levitated back onto the shelves. There, everything was neat. Opening her front door, she swung it wide and basked in the fresh breeze. She'd seen a lot of Applejack and Rarity recently - she involuntarily smirked at the double meaning - and she probably should give them a bit of time before she asked them over again. She wouldn't want ponies to talk.

She found her thoughts drifting, a parade of ponies she knew passing before her one by one. Zecora was very interesting, she'd always been curious about her stripes. It would be very special to have her. Of course - she added quickly to herself - she wasn't thinking about such things seriously. It wasn't right. Zecora had never shown the slightest interest in her. Though, she did wonder if Zecora would still rhyme when entranced...

She stepped out into the sunlight, buried in her thoughts. The door swung shut behind her, and-

KRAKOOOM.

Twilight snapped out of existence and reappeared in the branches of her own treehouse with a purple flash, clinging to a branch on all fours in reflexive terror as the roll of thunder died away. In the sudden silence, peals of laughter filled the air, and Twilight unwound her arms and legs from the tree with hotly flushed embarrassment.

"Rainbow!" she protested. "That wasn't funny!"

Rainbow Dash dropped past, her wings flapping lazily as she drifted towards the ground. She impacted with a thump and immediately doubled over, laughing hysterically. "Ahahaha! Your face! You went-" she was interrupted by another gale of laughter. "-poof! Right up the tree!"

Twilight pressed her lips together and concentrated, vanishing with another flash and appearing on the ground beside Rainbow, who writhed on the ground and pounded her hand into the grass. "It wasn't that funny!" she protested.

Rainbow shook her head, her chest still heaving with explosive giggles, wiping tears from her eyes with the back of her forearm.

"-this doesn't prove it was that funny," Twilight mumbled. "It was a silly reaction anyway. Being in a tree is the worst place to be during a thunderstorm."

Rainbow Dash sniggered, her laughter finally subsiding, and let her arms drop, lying loosely on the ground with her wings spread out beneath her. "Ha, haaah. Hi Twilight." She wore a black tank top that didn't entirely cover her muscled stomach, and loose shorts that reached to mid-thigh that barely needed the usual cut-outs to expose her cutie mark. Her vibrant fan of rainbow coloured hair flattened beneath her head, her tail another bright streak of colour.

Twilight sighed, and smiled. "Hi Rainbow. Have you been waiting for me all morning?"

"I did! So, so worth it. Poof! Tree! 'Being in a tree is the worst place to be'." Rainbow shook with another string of suppressed giggles.

"Didn't you have some important sleeping to do?" Twilight shook her head and offered her hand to help her up.

Rainbow seized it and yanked, nearly unbalancing Twilight as she sprang to her feet. "I made you a sunny morning, didn't I? Not a cloud in the sky," she said with pride.

Twilight looked up into the deep blue sky, and sighed happily. "Thanks, Rainbow. You made a lovely day."

"It is, now that the last thundercloud's all used up. So worth it. What're you doing today?" she asked breezily.

"Oh, well - I don't have much to do today! I was thinking of taking a picnic blanket and some books, and reading on the hill. It's nice to have a change of scenery while you read sometimes." Twilight gave a modest little shrug.

Rainbow pulled a face. "Boring. If you're going to stick your nose in a book all day, you won't notice the scenery anyway."

Twilight smiled, shaking her head. "I love the trees on that hill. They're so shady and nice. They feel friendly."

"So you're not seeing Applejack today?" Rainbow sounded sly.

Twilight's face coloured again, more deeply this time. So Rainbow was noticing all the time Applejack had spent at her home lately. "Oh, um. No. Not today." She managed not to add 'We're just friends!' before she sounded even more suspicious.

Rainbow flapped her wings, hovering a few inches off the ground. Her eyes skidded off Twilight, and she added, "Maybe we should talk. About Applejack?"

Uh oh. "What do you mean?" she asked carefully.

Rainbow tangled her fingers in the jagged edge of her forelock, looking everywhere but at Twilight. "I know about you, and Applejack. Rarity told me. I kind of need to tell you something."

Twilight froze. What. What, what. Rarity had told - what. She had to get Rainbow inside right now. A sickly smile on her face, she managed, "Right. Um. Please come inside."

Backing into her house, she moved aside to let Rainbow Dash enter, then shut the door. Checking the windows were shut with a quick glance to make sure their voices wouldn't carry, she dropped into a chair. It couldn't be what she thought it was. Rainbow wasn't freaking out. Surely she'd be freaking out. She'd have to.

Unless she'd come because she was interested. Unless - no, that couldn't be it. Or she didn't mind. But that didn't sound right. Her thoughts whirled, and she said slowly, "Um, could you please explain? I'm not sure what you mean."

"Aw, geeze Twilight, are you going to make me say it?" Rainbow flopped along a low couch, with her usual knack of looking comfortable on anything. "You've -" Rainbow sighed in exasperation. "You've got a thing for Applejack! Right? That's what Rarity told me at the party."

Oh. Oh! Blindsided by relief, Twilight murmured, "Oh. Well - kind of." It felt so strange to admit it aloud. She loved Applejack, she was the most special pony in all Equestria, but other than the mares she had under her control, she'd never confessed it to anypony. Even Applejack didn't know how close they were, how good they were together. How complete they made each other.

Rainbow gave Twilight a long look as the other pony gazed into space, finally muttering, "If I wasn't sure before, I really am now." Raising her voice, she added, "Twilight? Hey, Twilight!"

Twilight jerked. "Right! Sorry. Sorry, Rainbow. Um." She rubbed her forehead. "Look, could you please - not tell anypony? I don't know what to do about it, and I don't want things to get strange between us."

Rainbow Dash hesitated uncharacteristically, before deciding to plough ahead. "You're into mares, Twilight?" A spark of interest underlay her casual tone.

"-I wasn't, until recently." After the initial hesitation, the words came easier. Standing up, she began pacing up and down restlessly, a habit Spike had often teased her over.

"You weren't? Was it just stallions? What happened?"

"No, I - I never really felt that way. I could see other ponies felt that way, but it just didn't seem to work for me. I didn't mind! I always thought I'd find somepony eventually, somepony clever, and handsome, and with a tower full of books I hadn't read yet." Twilight flushed, waving her hands. "It was just what you'd think, I know, I know."

"You could have married a library," Rainbow offered, pink eyes tracking Twilight up and down the room.

"I kind of did," Twilight said wryly, gesturing around at the shelves.

"So what happened?" Rainbow asked again.

I accidentally took control of Applejack and turned her into my sex slave. I found out Applejack loves being ordered around. I found out that controlling other mares makes me more turned on than I ever knew I could be, and I can't stop, and every day it gets easier not to think there's anything wrong with that.

I'm turned on the more I think I shouldn't get turned on. I think maybe there's something seriously wrong with me.

"...I. I just - one day, I saw Applejack in a different way. It was like seeing her for the first time, she was so - I'm sorry, Rainbow." She stopped pacing, sitting down on the end of the sofa. She gave a little brave smile. "I'm not very good at explaining this."

Rainbow's lips twitched. "So it's just Applejack?"

Twilight gazed at the floor, and slowly shook her head. "At first, but I started noticing other mares afterwards. There was - I've been noticing. Being with a stallion still sounds nice, but that's all. It doesn't really make me feel anything."

The other pony sighed, and Twilight belatedly looked over at her, catching an edge of sadness in her expression. "Darn it Twilight. Okay, listen, I promised not to say anything about this, but you really have to hear it, because this situation is really dumb."

Rainbow Dash cast a paranoid glance around, but Pinkie failed to erupt from behind anything with a cry of 'Secrets!', and she spoke bluntly. "Applejack had a talk with me. She's got a crush on you and she doesn't know what to do about it."

Twilight came to a total stop once again. What. "She did? She doesn't?" she repeated dumbly.

"That's how it is. She was telling me all about how she keeps wanting to see you, and she talks to you for hours and hours, and afterwards she just feels so good and tingly all the way home, and she's even neglecting her farm work. That's like, what Applejack is, she does all the farm work."

Twilight repressed a powerful urge to plant her face in her hands. She'd pulled Applejack to her house more and more often, then sent her home simmering with all the good feelings of having just cum. The urges to see her, the pleasure, of course she was going to start associating it with Twilight, she'd been training her into loving her. As that phrase occurred to her, Twilight's eyes shut and a powerful thrill rocked through her. No, no. This wasn't the time to get turned on by remaking her friend. She had to think clearly.

Applejack was in love with her. Waking Applejack. She could have a relationship with her. Both Applejacks. No, that was insane. Maybe if she was very careful, she could merge slave Applejack and friend (lover?) Applejack, like Rarity.

Oh, manure. Rainbow was still watching her, and under her casual smile, she looked really sad.

Twilight shifted along the couch to sit at Rainbow's side. "Thank you for telling me, Rainbow. I would never have guessed that Applejack felt that way for me."

"Me either. I thought she was straight as a ruler, I've been looking out for years-" Rainbow Dash cut the sentence, but it was too late.

Twilight leaned forward. Looking down at the prone Rainbow at her side, she found herself picturing what she looked like under her minimal clothes. Her eyes traced the gentle curve of her chest, and lingered for a moment on her wiry muscles. Her voice soft, she asked, "Do you have feelings for Applejack, Rainbow?"

"Who, me? No. Of course not. Ah he. He." Rainbow grinned unconvincingly, then let her head fall back onto the couch. "Maybe. In the past! She's a challenge, you know? When we've raced and fought and had contests, I keep wanting to kiss her when we're tired out at the end. I used to want that," she corrected herself hurriedly. "But she's all yours, Twilight! I don't want to get in the way."

Twilight's hand settled on Rainbow's arm, rubbing gently. "I understand, Rainbow. I've always thought you two had a connection. I haven't heard of you dating anypony in Ponyville, but I'd guessed that you prefer mares. There was something about you and Gilda."

Rainbow grinned wryly. "Sure, we had a thing for a while. She's a terrible pony, but she's really hot."

"Was there anypony else you're close to that you were attracted to, Rainbow?" Twilight's fingers moved gently over her pale blue skin, stroking her firm arm muscles. She was really attractive. Really, really attractive. She had the toned body of a champion flyer, and her brilliant mane made her stand out a mile from the crowd. She hadn't realised before how hot her friend was.

"One of us?" she continued lightly. She paused, but the words were already on the tip of her tongue. "Maybe... me?"

Rainbow looked up at Twilight, a shadow of uncertainty crossing her face. Plainly, this wasn't going how she'd pictured it. "Well, yeah. You're you. Pretty impressive for a bookworm."

"Maybe you could be with me." Twilight was horrified by her own boldness as soon as the words left her mouth, but she didn't stop gently stroking her friend. She was right here, so warm and close and lying waiting for her. So many memories of Rainbow's bravery and skill, all the time they'd spent together - she'd always loved her. Only now was it clear that her feelings were more than friendship.

"Twilight, what? What about Applejack?" Rainbow protested. Now she was really confused, and it showed. There was something in the atmosphere that was getting charged.

Twilight smiled, flushing gently. "I love Applejack. She's the most wonderful pony I know. But that doesn't mean we couldn't - have something."

Rainbow quickly pulled herself up off the couch, holding up both her hands in front of her. "Whoa, whoa. Okay. Didn't see that coming. Twilight, I couldn't hurt Applejack's feelings like that, she's my friend!"

Twilight sighed, a slight look of pique on her face. If only Rainbow understood! Applejack wouldn't mind, and Rainbow could get to be happy as well. Everypony would win! She just had to find a way to show her that...

Of course, there was one way.

One obvious way, and if Rainbow didn't like the idea once Twilight had properly explained it to her, she could always just forget about it.

That way, she'd ask Rainbow's permission. Whatever Rainbow said in the end, she'd accept. She just had to paint her a picture first.

Yes.

"Please wait a moment, Rainbow. Let me explain," she said, standing up. A violet glow surrounded her horn, and she moved it through the practised grooves of the charm effortlessly, focusing on the pegasus before her.

Rainbow Dash frowned in confusion, looking around for what Twilight might be using her magic on. "Twilight, this is getting weird," she said, backing a step towards the door.

"Don't worry, Rainbow. It's going to be fine," she responded with a warm smile. "Awaken, please."

Rainbow's lips parted, and her whole body slumped a little, relaxing. Her hands fell from their warding position in front of her, swinging listlessly to a stop at her sides. Her pink eyes glazed over, and she spoke, her voice stripped of her usual sassy liveliness, a dull, soft intonation. "I'm awakened, Twilight."

Twilight bit her lip, her thighs pressing tightly together under her skirt. This was a terrible idea. This was a really terrible idea. A shiver ran visibly up her spine, and she breathed, "The Princess would be so cross. Twilight, this is your common sense speaking. You shouldn't have done that, but maybe you can pretend it never happened if you send Rainbow away right now. Right. Now."

She should, she knew she should. Everything she'd just said was right. She didn't want to disappoint Celestia - the very notion would have usually turned her into a nervous wreck! She'd just never needed something that the Princess wouldn't approve of before, not like this. Rainbow was one of the most special ponies in the entire world to her. With just a little touch, she could be all that and more to her, a lover as well as a best friend.

No pony had to find out. "Rainbow, can you hear me?"

The pale blue pony gazed at her with unthinking focus. "I hear you Twilight."

"That really shouldn't be so tingly," Twilight murmured, before composing herself. She had to think carefully! Her long scroll levitated out of hiding, and her floating quill poised itself over the parchment, a nimbus of magic surrounding it. She needed to show Rainbow what she could experience, if she let Twilight enchant her. She needed Rainbow not to dash out of the door before she finished, either, but she didn't want her to be stuck in her house forever. Maybe she could learn something, too! She hadn't tried inducing visions with key words before.

Satisfied with what she'd written, she read aloud, "Rainbow Dash. Until you leave my house today, when I tell you to see something, you will vividly picture it as if you were watching it happen. You won't leave my house today until I say you can, but after today or once I say you can go, you can leave normally. You'll answer all questions truthfully until you leave today."

Rainbow nodded, her voice a detached drone. "I'll see whatever you tell me to see, like I was there. I won't leave 'til you say so. I'll answer all questions with the truth."

Twilight hugged herself with delight. A swelling rush of nervous excitement was boiling up in her chest, and she rehearsed in her head what she'd say. She had to get this right, she told herself. "Rainbow? I'd like you to slumber, please," she said with barely a wobble in her voice.

The animation in the other pony's face switched on, her slightly wary expression returning. "Uh, Twilight, look. You really need to talk to Applejack, or something. I'll see you later." Despite her words, she made no further move towards the door.

Twilight took a deep breath, smiling. "Rainbow, there's something going on that you don't know about. I'm sorry I haven't told you, but I really think you need to know."

Rainbow Dash looked puzzled, taking a step forward. "Twilight, what the hay are you talking about?"

Twilight bit her lip. She tried to speak, and the words caught in her throat. Swallowing, she pushed herself and forced the opening words out, against the part of her that was incredulously shouting at her. "Rainbow, picture Applejack naked on the floor. I'm standing over her, and I've lifted up my skirt, and she's licking me. I'm topless. I'm playing with my breasts, and Applejack is moaning over and over, and she's saying, 'Yes Ma'am, I'll be a good girl Ma'am,' into my skin as she licks."

Rainbow's jaw dropped open and her wings snapped half open, feathers spread. A deep red flush painted her cheeks, and for a long minute, she stared blankly at a vision only she could see before she croaked, "Twilight, what-"

Twilight overrode her. Every word came easier than the last, faster. "Picture Applejack with her arms tied behind her back, naked but for her hat, her boobs heaving and her nipples hard, begging me loudly to let her orgasm, and I'm pressed topless against her back, my arms around her, squeezing her breast and rubbing her sex with my fingers. She's blushing deep red. She's so loud. She's desperate. There's love and adoration in her eyes and she needs me."

Rainbow's knees weakened visibly, trying to see past the image in her mind. "Twi-!"

"Rarity's there. She's wearing a formal maid's uniform, but the skirt is cut really short, it's not hiding anything, and her top is cut so low that her breasts have tumbled out, and they're huge and soft, and she's standing watching, ready to be touched or to touch, and she's so sensual and well behaved."

"Rarity?!" Rainbow gasped, staring wildly at nothing.

"Picture this," Twilight continued remorselessly, a hot spike of delight thrilling her as Rainbow Dash visibly weakened, "Applejack and I are in my guest bedroom, on the big four poster. I'm lying to one side, and my mane and tail are a little tangled because of all the rolling around I've been doing, and Applejack is just the same, perspiring and out of breath. You're there, Rainbow."

The pegasus gave a wordless whine, her hands curling into fists, breathing raggedly.

"You're there, and you're naked from head to toe, lying between us, and I'm stroking your thigh, and Applejack is stroking your sex, and we're both alternately kissing your lips and the tips of your nipples, and you're melting, you don't know when you've felt such pleasure, and it shows, it's obvious on your face that this is driving you wild with need." The words poured from Twilight faster and huskier as she found herself incandescent with heat, drinking in the sight of Rainbow Dash as each word struck home.

Rainbow panted, as though she'd flown a mile in seconds, her thighs grinding together and a haze of lust on her face. Her hands planted on her wobbly knees, she managed, "Haah... haaah... Twilight... what are you doing?"

Twilight was suddenly at her side, stroking her arm. "Rainbow, I really like you."

"But-!"

Twilight's hand moved to stroke Rainbow's face, her voice gentle, but with audible arousal, "Don't you want to be in bed with Applejack and I?"

"Yes, I do, but-"

"Don't you want to have sex with her?"

"Yes-"

"Don't you want to have sex with me?"

"Yes!"

"Do you trust me?"

"Yes!"

"Would I always make you happy?"

"Yes, I've wanted to be with you so much, I just-"

Twilight leant in and kissed the confused and startled pony. Instinctively, Rainbow kissed back roughly, their bodies colliding. Within seconds, they were locked together in a fierce and passionate embrace, Twilight's hands running up and down her feathers and Rainbow clinging to Twilight like the only rock in a rough sea.

Soft whines and moans escaped their locked lips, before Twilight finally drew back a little, just as flushed as the other pony. "I can make it come true, all of it. I really want you to be with me, and Applejack, and even Rarity. I have a spell that will make it all come true. You could make love to us both all day. But you have to decide right now, and if you don't, it can't happen ever again."

Rainbow Dash blinked dazedly, her wings shivering as Twilight's fingers ran through them again. This was crazy, this was going way too fast - too fast for her! - and something really weird was going on, and spell, what spell? What spell could cause this? What about the visions that Twilight was showing her and when did she get so - so sexy, so confident, she'd never seen her like this, and she didn't know what she was agreeing to, and, and-

And she didn't care. Rainbow kissed Twilight again, desperately, as though her friend might snap out of existence if she didn't hold onto her. It didn't matter, because if this really was her only chance to love Twilight, and Applejack and even Rarity, what, then she couldn't let it escape. She was never good at thinking things through anyway. "I'll do it. I'll do it, I'll do it - do it Twilight," she urged.

Twilight kissed up Rainbow Dash's cheek and up to her ear, nuzzling and gently nipping with her teeth. It was so exciting! She felt so good! "Are you sure, Rainbow? It'll mean being all mine."

"Yes! Do it!" Rainbow nearly shouted, her fingers digging into Twilight's back.

"I love you, Rainbow," Twilight breathed. "Awaken."

She'd barely begun to react when the command word hit her, and all of a sudden Rainbow's violent embrace fell away, a slack doll in Twilight's arms. "I'm awakened, Twilight," she said blankly, and Twilight couldn't help but give her a quick, aroused bite on the ear before she pulled back.

She took in Rainbow Dash, and this time, it was the proud, frank gaze of ownership. "You agreed! You'll be enchanted, be mine!" she said aloud in delight.

"I agreed to be enchanted, to be yours," the mesmerised pony echoed.

"Oh, this is going to be wonderful," Twilight breathed. She needed to give her the right instructions to own her without making any mistakes. Parchment; quill. The question was... "The question is, what do I really want from you?" she murmured. "You have to be happy about what I'm doing with the charm, and you shouldn't tell anypony about it. I think I'll give you a special command, that'll get you to behave when I want you to, and you can be yourself the rest of the time." Twilight laughed a little to herself. "I don't think I could cope with a respectful Rainbow Dash full time."

Her quill danced over the paper as she thought aloud, and she read the resulting words a few times carefully before finally smiling. "Okay Rainbow, listen closely please."

"I'll listen."

"You know that I have a magic charm that I can use on ponies to alter them, and it doesn't bother you at all when I do. You won't tell anypony except the ponies I tell you that are allowed to know. You know that I've used it on you, and Rarity, and Applejack, and you're all my lovers."

She paused, letting Rainbow parrot the words back to her, with a small frown of concentration. This part was important. "Picture how you act when you're training with the Wonderbolts. You're enthusiastic, and determined to do the best you can, and attentive to Spitfire's orders. You want to please her, it's very clear. When I tell you it's time for training, you're going to know it's time to be the best sex toy you can be for me, and want to please me just like that, enthusiastic, and obedient. When I tell you training's over, you'll go back to how you are the rest of the time. You'll be fully aware that I can do this to you."

Rainbow absorbed everything blankly, her lips moving as she repeated snatches of Twilight's words. Twilight looked down at her notes again. She had definitely got everything right. Hadn't she? She couldn't see any holes in the instructions... she chewed her lip, then looked up at Rainbow and relaxed a little. It was okay. Rainbow wouldn't tell anypony, and she could always fix any mistakes she'd made later.

A little shiver of nervous tension crept into her body, and she sounded almost diffident as she finished more softly, "Slumber please, Rainbow."

Rainbow Dash's pink gaze drifted loosely to one side as she shook herself slightly, then focused on Twilight again. An unbelieving grin spread across her face and she leapt on Twilight with a wing-powered spring that knocked her all the way into an armchair with Rainbow's hands planted either side of her head. "You can do that? You can just zap ponies and you're sleeping together? Why didn't you do this before? You picked Rarity before you picked me?" Rainbow considered. "She does have boobs you could suffocate in. You like my body too though, right?"

"Rainbow!" Twilight protested, taken aback by the sudden rush of words. The others hadn't reacted like this!

"Hey, is this what Pinkie talks about with Zecora, when she does the swirly eye thing? 'Look out, look out, or she'll put you in trances', all that? Have you only zapped Applejack and Rarity? How long ago? What took you so long to get to me?" Rainbow interrupted her rapid fire flow of questions to suddenly kiss Twilight again, firmly.

The startled pony was just beginning to kiss her back when Rainbow lifted her head. "That was awesome. Do I get to kiss you all the time now? Can I talk to Applejack and Rarity about this? Hey, what about-"

"RAINBOW DASH!" Twilight yelled.

Rainbow drew back slightly at the yell, then grinned sheepishly. "Sorry Twilight."

"I'll answer your questions if you give me a chance, I couldn't even write them down!" Twilight protested, before a shy smile came over her face and she added, "Though I did kind of like the kiss."

Rainbow's cheeks darkened and she glanced aside, rubbing the back of her neck and ruffling her mane. "Well, you should!" Her eyes met Twilight's and she grinned, adding, "I'm a really good kisser."

Twilight flushed in return, looking sheepish. "You can show me again... if you like."

Rainbow swung around, sitting on the sofa lightly by Twilight's side. Entwining her fingers with the other pony's, she told her with a little grin, "Brace yourself!"

Rainbow was so different from the others, Twilight thought, squeezing her hand. The next moment, all she could think of was the sensation of Rainbow's lips on hers, kissing her deeply. Twilight's eyes slid half closed as she luxuriated in the sensation, gently stroking her free hand through Rainbow's feathers.

She heard a soft sigh of pleasure and happiness as their lips parted and it took a moment to realise it was her own. "Oh, wow... you really are a good kisser."

"Did you expect anything less? Seriously, Twilight." Rainbow seemed to have recovered her usual cockiness, and she darted forward to give Twilight's ear a quick nibble, something that prompted another gasp. Nodding with satisfaction, she added magnanimously, "You're not bad. You could use more practice."

Twilight opened her mouth and shut it again. "-well, I'm making up for lost time!" she protested.

Rainbow broke into laughter, ruffling Twilight's mane. "I'm just teasing! You're doing fine. You know, for a bookworm."

"Rainbow!" Twilight combed her mane back into place with her fingers.

Laughing to herself, Rainbow flopped back against the backrest. Stroking Twilight's arm, seeming to want to keep touching her, she asked, "So what gives? You're dating Applejack, and Rarity? Applejack sure didn't act like it when we talked."

Twilight sidled along the couch to rest against Rainbow's side, stroking a hand up and down her leg and tracing her cutie mark with her fingers. "Um. Applejack doesn't remember. She forgets about it when she isn't with me."

Rainbow gave her a puzzled look, though pleasurably distracted by Twilight's touch. "You can do that? Why'd you do that? Is that Rarity's deal as well? Hey, you're not going to make me forget when I go, are you?"

Twilight shook her head quickly. "No, of course not. Rarity remembers, and so will you."

Rainbow relaxed. "So - why?"

"It just kind of happened," she confessed, her hand smoothing along Rainbow's inner thighs. "I was trying out a new spell, and Applejack was helping me, and suddenly she was all mine. I never meant for it to be permanent."

Rainbow's wings tensed, flattened behind her by the back of the couch, and the distracted look grew more noticeable. "Uh, so is she stuck that way? Forgetting, I mean?" she asked, her thighs pressing together and trapping Twilight's hand between them for a moment.

Twilight shook her head, her gaze on Rainbow's legs. Her fingertips gently slid under the edge of her loose black shorts, stroking gently. "It doesn't have to be that way. I just haven't changed it."

Rainbow shifted to push her legs gently against Twilight's touch. "Do it! She'd be happier! Right now she wants you and doesn't know what to do, you know? Make it simple!"

Twilight glanced away, a shy smile on her lips. "That does sound like a good idea. I'll speak to her, I promise."

"You'd better!" Rainbow replied playfully. "They the only others you've got your hands on? Seriously Twilight, when did you get so sexy?"

Her flush deepened, and she nuzzled her head into Rainbow's neck. "I really didn't expect it. It's just that it's so- so exciting, to be able to enchant anypony like this. It's just Applejack and Rarity, though."

Rainbow grinned, and her hand slid under Twilight's sweater to stroke her bare skin. "You picked Rarity before me. I'm going to show you why I was always the best choice!"

Twilight inhaled quickly, a little at sea with Rainbow's assertive touch. "Um. Rainbow? Do you think I could try out the special spell I put on you? I, I should check it works how I meant it to."

"The training thing? Sure, I want to know how that goes too." Rainbow drew back, cocking her head. "I have to do anything special?"

Twilight's heart beat faster. "Could you stand in front of me, please?"

Springing off the sofa, Rainbow Dash struck a pose. "Hit me!"

Taking a deep breath to try to calm her jittering nerves, she pronounced carefully, "Rainbow, it's training time."

Rainbow stiffened, pausing briefly before she took a deep breath and stood to attention, arms straight by her sides. "Rainbow Dash reporting for duty, Ma'am!"

Twilight's teeth caught at her lower lip. Leaning forward, she asked softly, "What duty, Rainbow?"

"Ma'am! Kissing, licking, pleasuring and fucking, Ma'am!" Rainbow grinned, practically vibrating with enthusiasm.

Twilight swallowed, hands gripping her knees tightly. "Would you show me your breasts, Rainbow?"

"Could have had me do that years ago, Ma'am!" the pegasus replied playfully.

"Rainbow! Take off your top!"

"Yes Ma'am! Sorry Ma'am!" she replied unrepentantly. Seizing the lower edge of her black tank top, she yanked it over her head and tossed it aside, then unfastened her sport bra and pulled it free. Letting it drop, she straightened to attention again, her small breasts on full display, taut pink nipples contrasting with her blue skin. "Hope you like them Ma'am!"

Twilight gazed, captivated, entirely forgetting to answer. Rainbow's body was taut and firm, wiry, in the peak of condition. The sharp contrast of her pink nipples drew her, and she rose from the sofa to gently run her fingers over each of them. Rainbow's quick gasp snapped her back to reality, and she looked up to meet the other pony's gaze.

"I - yes. Yes, I really do. Thank you," she said, immediately feeling a little silly for thanking her. She covered it by kissing Rainbow, more assertively this time, and feeling Rainbow react to the stance she took. When she finally broke away, her own body tingling hotly, she squeezed Rainbow's breasts with both hands and released her.

"Rainbow, take off your shorts and underwear now," she instructed firmly.

"Yes Ma'am!" Rainbow answered energetically, and swiftly tugged down her shorts, her wings briefly lifting her off the ground to let them fall free before she landed again. Her sex was covered by a rainbow stripe that matched her mane, a little untidy, and Twilight's hand was drawn to it almost instinctively, gently stroking her friend. Rainbow's lips parted, a red flush riding her cheeks.

"Can I suggest something, Ma'am?" she asked.

Twilight once more had to tear her gaze off Rainbow's body to meet her eyes. "Um, yes?"

"Let me take off your clothes and show you a good time, Ma'am!" Rainbow replied, standing to attention once more.

Twilight hesitated a second, then mutely nodded. "Okay."

"Thank you, Ma'am! Just wait and see, I'm the greatest in bed." Rainbow stepped forward with a grin and wound her arms around Twilight, pressing her toned body against hers. Her hands moved down and took hold of her ass, kneading through her skirt as she kissed up Twilight's neck.

Twilight inhaled deeply at the touch, her head tilting back. Celestia, that felt good. She pushed back against Rainbow, barely noticing as she took hold of the bottom of Twilight's jumper and tugged it upwards. A moment's interruption to the heated kisses on her neck and she was standing in her bra and skirt, Rainbow's naked body hot against her.

Instinctively, she gripped the other pony's firm ass and groaned softly. "Oh, Rainbow..."

Rainbow grinned with satisfaction, drawing her tongue along Twilight's skin down to the notch of her collarbone, then kissing back up to her chin before taking full possession of her lips. Her hands slid up and down Twilight's thighs, lifting her skirt higher each time, until they stroked directly over her modest panties. "Aw, these are cute," Rainbow breathed against Twilight's mouth slyly.

Twilight blushed, but her only reply was a quick, shivery series of little gasps as Rainbow's fingers worked expertly over the cotton. Even when she was enchanted to be compliant, Rainbow was so - assertive. It felt different. But it did feel good...

"Mmmmh...!" she groaned as she felt Rainbow's fingers prise the damp cotton away from her skin and stroke directly over her lips. Her bra had gone missing, and she wasn't sure when. Rainbow tugged her panties down firmly and began sucking her nipples, her agile fingers moving up and down her spine, over her ass, and across the backs of her thighs.

"Told you I'd do a good job, Ma'am," she breathed, sliding down Twilight's body. Mimicking the scene Twilight had made her see, she tugged Twilight's panties off over her feet and thrust her head under her skirt, running her tongue up her slick sex.

"Ohhh!" Twilight groaned, her knees weakening. "Oh, Rainbow - that feels - really good!" Taking hold of her skirt, she drew it back to get a proper look at Rainbow Dash, her face buried between her legs, her hand working at her own sex roughly. Twilight's fingers tangled themselves in her brightly coloured mane, urging Rainbow's lips against her, her jerky sighs and gasps growing louder. "I want - ohhh, I want you to keep licking me, that feels - so good, it's never felt like that before..."

Rainbow Dash lifted her head and looked up at Twilight, prompting a frustrated groan of cheated arousal. Breathing in quick, sharp gasps, Rainbow asked, "Ma'am, lie down? This will feel good, I promise."

Twilight ground the heel of her palm against her sex, shuddering violently. Dropping to her knees, she lay back on the soft rug and spread her legs, panting, "You'd better perform well, Rainbow!"

"Yes Ma'am! As if there was ever any doubt? Seriously, this is me we're talking about." Lifting Twilight's leg into the air as she spoke, she sank down to sit astride her other thigh and angled her hips, pushing her brightly coloured sex against Twilight's pussy. Wrapping an arm around her leg to hold it between her small breasts, she kissed and licked her calf as she began rapidly grinding her hips against her prone friend.

Twilight laughed breathily, her hands sweeping over her nipples and squeezing, before an electric shock of arousal rocked her as she felt Rainbow's pussy grind against hers. Her lips parted in shock and her back arched, stammering, "Oh my gosh, I've never - I didn't know you could - I - I-!"

Her hips bucked up against Rainbow over and over, unable to take her eyes off the sight of the athletic pony rocking against her, flooded with tingling heat. Her arousal built to a pressure that she could barely think through, before all at once, it released in a flood of pleasure that made her cry out loudly, a shivering wail that filled the air.

Rainbow grinned, panting and coated with a sheen of sweat, driving her body harder against Twilight's for a few rapid thrusts that expertly brought herself over the edge, moaning unselfconsciously. As Twilight lay stunned, breathing heavily, she flipped around to bring her mouth against Twilight's pussy and licked up her wetness, prompting another series of quick, high whines from the prone mare before she finally sat up with a satisfied grin. "Well Ma'am, was I awesome?"

Twilight raised a hand into the air feebly. "Full marks," she managed. "Training over."

Rainbow shook herself, spreading and refolding her wings, before she crawled up beside Twilight to lie against her. "I always figured you were a screamer," she said teasingly. Seeing Twilight's mortified look, she laughed aloud. "Hey, I've pictured this! Not exactly this, but I've pictured this bit."

Twilight shook her head. Rolling onto her side, she wrapped her arms around Rainbow Dash and squeezed her tightly. "You've always been truly special to me, Rainbow. I can't imagine my life without you."

Rainbow's expression softened, and she nuzzled Twilight's face gently. "You're really special, Twilight. Never thought I'd get to share this with you! If you can really make all this okay with Applejack, and Rarity, and whoever, I couldn't be happier to stay by your side."

With a huge sigh of contentment, Twilight kissed Rainbow's cheek. "It's all going to be fine. I promise."

Author's Notes:

Oh Twilight, you really shouldn't make promises you can't keep. How much more of this will it take before someone notices?

-
Proofing by Djmill