------------ Chapter 3: Applejack ------------

"Don't do it." Rarity's voice cautioned. The hand on Lily's arm was distracting, but not enough to make her break gaze with the green-eyed, southern woman sitting opposite. Both of them were locked in a heated staring contest, neither blinking, their gazes fluttering down only occasionally. "Sam, I'm telling you, don't do it!"

"Listen ta yer girlfriend." Applejack said. Lily shot her a glare and the staring match resumed. "She knows what she's talkin' about." God, that drawl... If the atmosphere wasn't so tense, Lily would have laughed and kissed Rarity right in front of the strong, tanned Applejack right then and there. No... There was too much on the table right now.

"Sam, seriously. I know that look. Applejack gets dangerous when she's like this. Back away now, come on." She insisted, shaking Sam's shoulder now. She lifted a hand to brush the concerned Magi away.

"She's bluffing. Applejack doesn't have shit." A smirk spread across Lily's lips as she shoved a mountain of chips across the table. "I call." The briefest flicker of fear shone in Applejacks eyes. Triumphantly, Lily pushed her chair back, standing to her full height as she slammed her cards face-up on the table. "Four of a kind! Suck it!" She exclaimed, showing the fourth three, joining the other three face-up on the community.

"Aw, fuck!" The southern belle threw her cards away, crossing her arms indignantly as Lily burst out into dance. Applejack had a pocket 5, giving her a full house. Lily shook her rear right in front of Applejack's face, laughing as her frustrated opponent glared up at her. Rarity breathed a sigh of relief and took her seat, while the mayor chuckled and shuffled the deck.

"Ya got lucky, alright? How was I supposed ta know there'd be another three on th' river?! Talk about a bad beat." Applejack picked her glass up and took a hearty swig of apple brandy, Lily following suit as her free hand started stacking chips.

"Just be lucky we aren't playing strip poker, Applejack." Lily countered, grinning over the rim of her half-empty glass. "I'd have your shorts in a minute." Applejack flushed, half from alcohol and half from embarrassment.

"Iffen we were playing strip poker, the mayor here'd be sittin' in nothin' but her dignity by now." Applejack leaned back in her chair, tossing another two hundred on the table for more chips. It was true. The middle-aged mayor was horrible at poker. She responded in kind by refilling glasses all around with more amber-colored apple brandy, straight from Sweet Apple Acre's reserves.

Lily was fortunate enough to be invited to a Friday night poker game with Rarity, the mayor, Applejack, and a rather stoic Big Mac. Shifted into Samantha Sunrunner, her avian counterpart to Rarity, Lily had decided to spend a little of her hard-earned money on a little gambling. The techniques returned to her soon after the start, and after losing an early chip lead, she had gained it back easily enough. Her one tripping point had been Big Mac himself. The unshakable, stoic mountain of a man hadn't changed his facial expression once, and he always played a winning hand. He was impossible to call on a bluff. Still, Lily had played smart and was now ahead an easy six hundred dollars. She cast a glance at Rarity, who smiled and reached a hand out to twine their fingers together.

"Right then." The mayor said, tapping the deck on the table to get everyone's attention. "Let's get going again." Two cards flipped to everyone around the table, who peeked at them with surreptitious glances. Lily called the blinds on an ace-jack unsuited, and even called when Rarity raised to five. Applejack and Big Mac folded, leaving Rarity, the mayor, and Lily behind. Big Mac excused himself without a word, lumbering off, probably to go use the bathroom. Lily found herself glancing at his massive rear end, his muscles rippling all down his back. A nudge from Rarity snapped her back to attention as the flop came.

"Focus, darling." Rarity said, drawing Lily's gaze down. To her surprise, it was a queen, king, and ten. She had a straight right away. All were diamonds, unsuited from her jack of spades and ace of clubs. She raised fifty bucks, making Rarity raise an eyebrow questioningly. She called, however, and the mayor followed suit. Sadly, that put her all-in. The turn showed an additional ten of hearts, so Lily shoved in another twenty-five dollars worth of chips. Rarity called and doubled that, the pot was getting heated rather quick.

Almost completely ignorant of the broke mayor, Lily's gaze was fixed solely on Rarity, who gave her a stone-hard expression as she called the raise. The river came, a two. Big Mac returned then, and arched an eyebrow at the pile of chips steadily growing in the middle of the table. It was the most facial expression she had seen from him all night. Rarity and Lily were silent as they stared at eachother for a long time. Then the betting came.

"Raise ten."

"Twenty."

"Forty."

"All in." Rarity pushed her chips out, a total of a hundred and twenty. Lily studied the magi's face for a while. Now was her chance to strike.

"Like you were after the party last month?" Lily teased. That had done it. A furious flush rose to the magi's cheeks. Rarity's eyes glanced down at the cards before her, then back to Lily. There it was. A nervous twitch of Rarity's left hand called her bluff. "I call." Lily shoveled the corresponding amount forward.

"Lessee whatchya got." Applejack said, pointing at Lily's cards with her chin. Obligingly, she flipped them over, revealing her straight to ace. Rarty's face drained of all color, and with shaking hands, she turned hers over to reveal three of a kind with queens. Cackling triumphantly, Lily started shoveling her chips towards herself, but a long, slender hand on her own stopped her.

"Not so fast, young lady." The mayor, grinning, flipped her own cards over. She had the same cards as lily, but both were red, and both were...

"Straight flush." She declared triumphantly, raking the massive mountain of chips out from underneath Lily's shocked fingers. Okay, so, apparently the mayor COULD play poker. She started stacking chips with a quiet dignity, humming happily to herself. Lily collapsed forward, sighing heavily.

"You've got to be shitting me." She groaned. "How the fuck do you get a straight flush on the flop?" Applejack just chuckled and sipped at the spicy, sweet alcohol.

"Yeh learn real quick not ta tussle with th' mayor." She teased, obviously enjoying Lily losing everything she had earned so far. Rarity pulled two hundred from her purse and bought back in, the game progressing as normal. They played into the night, crickets chirping outside the windows of the Apple family's home. Lily had spotted an older woman in the kitchen when she had arrived, helping a little girl about the age of ten or so do her homework. Both had long since gone to bed, and the night was ripe with the scent of the apple trees all around the house.

"I think that's it for me, everyone." The mayor stretched her arms above her head, having made one hell of a comeback late in the game. Lily had covered her losses, but only just barely. Poor Rarity had lost the most, having to buy in twice over the course of the night. Not that it mattered... Apparently fashion boutiques were rather lucrative businesses. Applejack was down a fair spot, but the Mayor and Big Mac had come away with a sizable bulge in their banks.

"Yeah, we gotta get up early, too..." Applejack said, glancing over at the nearby clock. "Sheesh, that late already? I tell ya, Mac, we gotta get some more help 'round here. I don't think we're going ta get to the North Orchard tomorrow." Big Mac was silent before giving a slight nod and standing.

"D'you need some extra help?" Lily asked, leaning in towards Applejack as Big Mac paused on his way out.

"Well, yeah. But, no offense, darlin', but you don't look like the apple pickin' type. It's hard work." Lily flushed and puffed her chest out.

"I'm stronger than I look." She faltered slightly, smiling sheepishly. "Yeah, I'm a wimp. But I may know someone who can help." Her plan was coming together nicely...

"Really? Well, iffen he can make it out here tomorrow, he's welcome to help out. I'll pay him, of course." Lily waved a hand dismissively.

"He'd appreciate it, I'm sure, but he'd probably like a hot meal and a bed for the night. I'll send him your way next time he's in town. He usually visits my sister when he comes by... Can't promise it'll be tomorrow, though."

"That's fine, darlin'. There's never a shortage of work 'round here." She said. Big Mac nodded in his quiet, sage-like manner. He padded off, the stairs creaking under his formidable weight as he ascended them.

"Right. Do you want me to call before hand?" Applejack nodded and stood herself, stretching. Why, pray tell, did she have to wear her shirt like that? The tail end of the open front had been pulled up through the neck and tugged back down, cinching the fabric underneath Applejacks' massive bust. Her exposed midriff was tanned and toned. She even had a six-pack. The curve of her hips hugged the denim shorts she wore perfectly. Apparently they had been jeans once, if the multitude of dangling white threads clinging to her upper thighs were any evidence. Lily found herself staring more than she probably should have at the crotch of Applejack's jeans, her own crotch heating slowly. Just how far up does that tan go? Lily found herself wondering, squirming in her chair.

"Send him out any time you can, girlie." Applejack said, thankfully oblivious of LIly's wandering eyes. "Ah'll make sure he gets what he needs. Seeya both next month? I plan on makin' mah money back." With a wave, Applejack excused herself for the night, Leaving Rarity and Lily at the green felt-topped table alone. Doors shut upstairs, and Rarity shot Lily a meaningful glance.

"Well, Sam. Just you and me now..." Lily groaned and shook her head.

"No, not tonight, I'm afraid... I'm... Aah... On my flow." She said softly. Rarity blinked before giving a soft sigh, reaching across to squeeze LIly's arm.

"Sorry, love. It's a shame, too... I'm ready to get you back for that dirty little tactic you used earlier. I suppose it's about time we get home and get to bed, though." They left, their feet crunching across the gravel drive towards Rarity's car. Lily snapped her fingers just as she was about to get in, pausing Rarity as she opened the other door.

"I forgot, I gotta run by the corner store and pick up some pads." Rarity ushered her in anyways.

"Don't worry, I'll give you a ride." Lily grinned and slid into the passenger seat.

"My own personal chauffer." She teased, leaning across the center console to press her lips to the top of Rarity's breast. She just groaned and pushed Lily's head away, chuckling nervously.

"Now, now, no teasing... Getting me all riled up when I can't do anything about it."

"Just because it's that time doesn't mean I can't please you." Lily slid her hand across Rarity's thigh, teasing the hem of the simple dress she had worn to the friendly occasion. Rarity's chest puffed as she inhaled, and if the heat in her flesh wasn't any indication, her erect nipples were.

"Do you want me to drive you to the... Aah... Store or no?"

"Only if you think you can drive with my fingers inside of you." Lily breathed out lustily, pushing her fingers up to Rarity's crotch, caressing the magi's wet slip through her sheer silk panties. Panting, Rarity started the car and pulled out of the Apple's drive, going slow.

"Challenge accepted."

-------------------------

Purchase in hand, Lily slipped into her apartment, having walked the short distance from the spot Rarity had left her. The only downfall of using many different identities when seducing her targets was not having enough homes to cover them all. Liam was a convenient cover, since he was a wanderer. But Sam was an identity that was going to be tricky if she ever had to bring Rarity to her own place. Resolving to be more careful, she shifted back to Lily and set about to getting to bed. Tomorrow was going to be extremely eventful...

She awoke early the next morning at the insistence of her alarm. Time to lie to the one person she probably truly cared for in this whole town. Throwing sweats and a t-shirt on, she made herself look as frumpy as possible and padded down to Maggie's apartment. Knocking on the door, she jumped about impatiently, bouncing on the balls of her feet. Maggie answered in a bathrobe, her expression both annoyed and concerned.

"Maggie! Thank goodness..."

"What's wrong?" The elderly woman ushered Lily inside the warmly-appointed apartment, setting her down in the living room.

"I just got a call from my mother, it's my dad... He's in the hospital. I'm so sorry, I hate to ask, but I have to go to Manehattan..." She was cut off as Maggie wrapped her in a warm hug.

"You poor thing! Take as much time as you need, darling. Go. Go to him. Call if you can, but don't worry about us here. Things have settled down in the past month, you worry about your folks." Lily melted into the embrace, hugging the hearty old gal back with a fake sob.

"Thank you! Thank you so much!" She whimpered, hugging Maggie back firmly. She allowed herself to be comforted for a little while before leaving, rushing down the hall with Maggie's eyes on her back. She changed quickly, snatching her pack from the closet. It should be everything she needed... Maggie was waiting with a lunch wrapped in a handkerchief just outside her door as Lily slipped out.

"Train ride to Manehattan's a long ways. You'll need this to keep ya strong. Get goin', kiddo." She hugged Lily once more, who gave her wrinkled cheek a warm kiss before jogging off. She walked towards the train station in the early morning, the sun not quite up yet. She changed direction down a dark alley, switching to Liam and striking out towards the edge of town. It didn't take very long until she was walking along the same country road she had taken almost every week on her hike. The sun was breaking over the horizon, the chill air yielding to the encroaching rays, stirring up a refreshing breeze.

She had hardly broken a sweat by the time she turned down Sweet Apple Lane, the road leading to the Apple's farmhouse. It was right around here in the car she had made Rarity cum the first time, driving back after last night's poker game. She fought an erection as the farmhouse came into view over a hill, laid out on an open plot of land next to a tool shed and a rather large barn. Earthy, farm scents wafted past her nose as she walked slower and slower, taking in the early-morning sights and sounds. A rooster crowed from what she guessed was a chicken coop hidden by the house or the barn. Lights flicked on over the house as the Apples started their daily routines.

Lily knocked on the front door about a half hour later, having sat under a tree by the road for a short while. She devoured the entire lunch Maggie had packed for her, Liam's increased stomach size helping her put it all down. Fueled and refreshed after the brisk hike, she looked down as Applebloom opened the door. She fought herself to blink in interest, since she had met Applebloom yesterday, but as Liam didn't know the young girl.

"Uuh, hey there. Word has it y'all need some help 'round here." Applejack strode up behind Applebloom, patting her younger sister on the head to shoo her off.

"Darn straight we do. I takkit Sam sentchya?" Damnit, why did she always dress the same way? Long, strong legs slid into leather boots, a fair amount of the tanned flesh exposed between them and shorts cut the same style as last night, just a darker color. Her flannel shirt was a different color, but still tucked and tied the same way as she had had it a few short hours ago. Her luxuriously long blonde hair was tied back with a tie, a few stray strands framing her face underneath a worn hat that seemed like it had been her companion for a long while. She hadn't noticed it, but even as Liam, Applejack was only a few inches shorter than her. In her normal form, Applejack would probably stand a full head over her. Tall, toned, muscular... Yep, she couldn't help it. She felt the blood flow into her length, and she cleared her throat while adjusting it, smiling down at Applejack.

"Sam's sis, actually. She looks after me whenever I'm in this neck o' the woods... Well, her and Fluttershy."

"Oh shoot, you know Fluttershy? How's she been?" Applejack asked, leaning against the door for a friendly conversation. After a while, Big Mac loomed behind Applejack, muttering something in a low, rumbling voice about getting to work. The monster of a man was busy taping hairy knuckles with a length of white tape, and upon seeing Lily's big form, did little else than toss her another roll.

"This way." Mac said.

"Big Mac knows the farm better n' anyone. He'll show ya how we do things 'round here." Applejack said, waving them off. "Nice to meetchya, Liam. Seeya for lunch." She ducked back in the house, taking the pack with her as the two men set off in to the orchards. Big Mac was silent for a long ways, talking only when they turned onto a narrow path inbetween the evenly-spaced trees. A nearby shed held piles and piles of baskets as well as rope and a few other tools. Mac hoisted a stack of baskets into the air and set off once more, Lily following after with her own towering stack. The sun was up almost all the way now, Lily guessed it had to be close to six in the morning. Maybe a little later. The method for gathering the apples seemed easy, at least at first.

Mac held up a finger to his eyes, silently instructing her to follow his lead on a tree nearby. They each set out five baskets at random intervals underneath their own trees, and once finished, Lily straightened to look at Mac. The massive mountain of a man approached the tree, spread his feet for a stable base, and pulled a fist back. No way, he wasn't going to punch a tree, was he? Damned if he didn't... The shuddering blow was audible even from about fifty feet away, and Lily watched as apples began to fall from the tree in multitudes. Some landed in the baskets, but most plopped onto the ground nearby. Mac set about to tossing apples into nearby baskets, kicking rotten ones away or squishing them under his foot.

Alright then, let's do this... Lily turned to her own tree, tightening her fist and striking it the same way Mac had. The tree shuddered as apples began to fall, not as much as Mac's but still a fair amount. So they worked through the morning, knocking apples off, using kicks when their knuckles were sore, or even a shoulder charge. Lily could have sworn she saw Mac use his elbows and knees, too. The work wasn't so much hard as just monotonous. And painful. More than a few knuckles were split or cut, blood and sweat stinging her wounds. They would fill baskets and lay them out next to the road, long lines of them stretching down the narrow lane. The sun rose higher and higher in the sky, and around noon Applejack came around with a picnic basket. Larger than your average lunch, the three of them set down for a rushed meal of sandwiches, water, and a few ripe apples.

The afternoon went as the day had, long and hard. Near the end, Lily was sore and sweaty, but looked at the massive line of full baskets stretching off out of sight with a satisfied smile. Mac clapped her on the shoulder, nodding towards the first basket as Applejack hoisted it into the air, into the back of a flatbed truck driven by Applebloom. When Big Mac started unwinding the tape from his hands, Lily did the same and followed him. The baskets were only moderately heavy, and they got frequent breaks when Applebloom went to drop the load off at the barn. Liam could see where Applejack got her figure from, it was hard work. She wasn't all that young, so she'd probably been working on the farm for years already. The sun sank low in the sky, and they soon finished with the last basket.

"That's a day." Applejack said, stretching her arms over her head. Lily's eyes wandered, thankfully away from Mac's own. "Dinner's on in ten. Want a lift-me-up?" She pulled a flask out of her bra, waggling it tentatively. That grabbed Mac's attention, and they all took equal turns drinking from it. The brandy was sweet and went down easy. Applebloom returned and gave them a ride to the farmhouse, where the scent of a delicious, massive dinner was wafting across the open space between the ticking truck and the front door.

"Starving..." Lily managed to groan as she limped up towards the door. Mac and Applebloom followed after, while Applejack went to check on what they had pulled in for the day. Granny had cooked a massive meal for all of them. Mac and Lily dug into the food right away, both eating with equal appetites. Applejack joined in again halfway through the first plate, eating more than the fair share for a woman of her figure should. Where does she put it all? Lily found herself thinking. Only slightly jealous, Lily ate a little less than she would have liked, though enough to fuel herself. Too tired to think straight, Lily only vaguely recalled something about Applejack showing her a spare bedroom. She passed out, sleeping almost immediately.

"Ke up. Hey, wake up." She was stirred from her sleep, groaning as she rolled over. Applejack loomed over him, hands on her waist as she glared down at him. "You're late." That woke her up, and she scrambled out of bed, pulling a shirt over her bare chest.

"I'm up."

"And I'm joking. Come on, Liam. Let's get the East Orchard today." They made their way out to the fields in the early morning light, breakfast weighing heavy in their stomachs. Mac was handling some other business this morning, so it was just her and Applejack this morning. Apparently, Granny and Applebloom were in town selling apples and other stuff, so it was just the two of them until tomorrow evening as well.

"So listen." Lily said, stepping up to Applejack's side. "How long does this job keep me here for?" She asked, actually rather pleased with her deep voice. The rippling muscles, though maybe not as bad as Mac's, were a nice touch as well. Applejack smiled up at her.

"Liam, without your help, we'd have been swamped all week. Thanks ta ya, we were able to finish everything but this orchard before Mac and Applebloom left today." Still half-groggy, Lily only just now noticed Applejack had traded her usual flannel top for sleeveless muscle shirt, the thin straps showing off her sturdy bra and long, tanned arms in equal measure. "Ah tell ya what. Stay here for a month. Help us out with the harvest. If I think ya do a good enough job, we'll give ya a share o' the farm's profits. Meanwhile, you can stay in the spare room, and we'll see about getting some new clothes for ya." Lily looked down at her sweaty, dirty clothes, the hard work yesterday showing. She probably smelled like an old, sweaty sock. Applejack didn't seem to mind, though. She even moved closer, patting Liam's stomach with the back of her hand.

"C'mon, big boy. Lemme show you how I get them apples down." She strode over to the nearest tree, stopping much farther away than she really should have. Lily was just about to say something when Applejack dashed forward, leaping through the air in a full turn, her leg whipping around so fast it was little more than a blur. The shuddering blow struck the tree, branches at the top shuddering and shaking as apples began to rain down around them. Lily was awestruck.

"Wait, wait. Count all them." Applejack said, running to the nearby shed for baskets. Liam took three and Applejack the same, counting all the apples they tossed in.

"I got forty-seven." Lily said, adding in her head. Applejack furrowed her brow.

"With mine, that makes..." She blinked and looked up at Lily, her full lips breaking out in a wide grin.

"Wha-" She could hardly get a word out as Applejack rushed forward, throwing her arms over Liam's shoulders and kissing him full on the lips. Heat rose in his face and crotch in equal measures as Applejack pulled away, laughing and dancing about in front of her. "Am I missin' somethin'?" She asked, praying her dirty jeans did a decent job of hiding the erection that threatened to break seams... Applejack's lips were incredibly soft...

"That's the most apples I ever got in one go!" Applejack kept dancing. Holy shit, she REALLY loved apples... "Ah don't think you understand. When ah started workin', I could hardly get four or five... Now I jes' broke mah record! YES!" She twisted and shook her ass, making Lily have to look away to avoid agitating her massive erection. "Ah swear, Liam. Yer mah lucky charm. I gotta have you over to poker again sometime... Damn mayor and that new gal cleaned me out."

"Right... Uuh, want me to get started over here?" He pointed across the road, to the other side of the Eastern orchard. She waved him off, still bouncing around rather seductively... Shaking her head, Lily started in on the work, finding herself rather distracted by the vision of Applejack's bouncing chest, her smiling lips... Not to mention that massive ass barely contained by tight shorts... Fighting her own thoughts, Lily worked hard through the morning, the heat making her break out into a pouring , dripping sweat...

"Hey." Applejack's voice made her jump.

"What?" Lily looked up from the basket she was packing.

"We're done."

"Really?"

"Yeah." Applejack pointed back to the narrow road, noting the baskets stretched out.

"Well fuck me." It slipped out, but she shrugged it off. Applejack just grinned and smacked her stomach again.

"C'mon. Let's get these loaded up an' we'll call it a day. Shoot, I can't believe we finished before lunch." Indeed, the sun was high in the sky, but not to a concerning level. Stomach grumbling, they finished the short day by unloading all the baskets at the barn and retiring to the farmhouse.

"Go take a shower and get some of Mac's clothes." Applejack pointed to the stairs as she padded to the kitchen. "Ah'll get started on lunch." Lily padded up the stairs to a rather large bathroom and began cleaning up. Scrubbing, showering, rinsing, she took a fair amount of time. Probably not as much as she would have liked, but enough. Then a thought struck her. Grinning evilly, Lily pushed open the bathroom door, right into Applejack's waiting form.

A pause.

That stretched on.

And on...

"Uuh..." Applejack finally muttered, her freckled cheeks flushing in embarrassment. "I was, uh, gonna join ya..." She looked away, rubbing her arm with the opposite hand, standing in the hallway, shuffling her feet. Such a sight...

"Get in here." Lily reached out and snatched Applejack's wrist, pulling her into the bathroom and slamming the door behind her. Her strong arms pushed Applejack back into the wall, who gave a soft grunt before Lily's lips mashed against hers. A muffled "Mff" Was all Applejack could manage before melting against Lily's hard, insistent body. Her clothes came off in short order, falling to the ground. Lily's mind was filled with a haze as the sheer, cotton panties left Applejack's long, muscular legs bare, her entire body arched back against the wall for Lily to enjoy.

Apparently Applejack was enjoying the show as well, her own gaze roaming up and down Lily's artful transformation. From toned thighs and a healthy-sized cock to a chiseled face and thick neck, Lily was pleased with how well she had pegged Applejack. Poor girl was weak for hunky guys. And judging by the scent that wafted past her nose, a fair amount aroused as well. Lily fell to her knees, her head pressing inbetween Applejack's creamy-smooth thighs. She was completely shaved, her pubus rough but not prickly. The scent of arousal hit her full-on, the musky smell inundating her sinuses, making her groan with desire.

"Liam, no! I'm... I'm not clean..." Applejack whimpered, her hands falling to the broad shoulders now pressing inbetween her legs.

"I don't give a shit." Lily growled, sliding her tongue along Applejack's thigh, leaving a shining trail of saliva behind as she licked upwards. That shut her up, and the insistent tongue slid higher and higher, finally meeting the waiting gash. The taste was both erotic and disgusting, mixing together to make Lily strangely hungry for more. Relentless, Lily began to assault Applejack's pussy with her tongue, her hot breath washing over the toned, flat midsection. Applejack cried out, her mouth open as her fingers pushed into Lily's shaggy head of hair.

"Oh, FUCK!" She cried, shaking as Lily lapped at her crotch. "Ah needed this... So... Soo good." Her head fell back against the wall with an audible thump, eyes closed as Lily went to town. She started probing deeper, spreading Applejack's lips and sliding into her slick, hot center. Applejack quivered as she started pressing higher and higher, her jaw hanging open as she pushed her tongue deeper. Her teeth ground against Applejack's clit, and that seemed to do the trick.

"FUCK!" Stomach twitching, Applejack came into Lily's mouth, a taste flooding in that she found both repulsive and delicious at the same time. Spitting onto the hardwood floor, Lily stood, mashing her lips against Applejack's. Her tongue invaded the open mouth, letting the down-home farmgirl get a taste of herself.

"Not bad. But the real fun's just starting." Grapsing her shaft, Lily guided her thick head against the waiting hole, just as a hand landed on her chest.

"Wait..." Applejack groaned. "Get a condom first."

"Yeah, fuck that." Lily slid in right away, and Applejack cried out in a mixture of anger and pleasure. "Don't worry, darlin'." Lily groaned, leaning in to gnaw on the twitching woman's earlobe. "I'll just cum on these massive tits of yours." One hand reached up to cup the neglected mounds of bouncy flesh, rubbing it in a slow circle before squeezing hard. That made Applejack cry out again, her arms raising above her head.

"Fuck it. Jes'... Don't stop." Hardly any time had passed since Lily had stepped out of the shower, and here she was, wrapped up in Applejack's sweet pussy, the southern girl begging for more. Of course Lily would oblige. Not only because she had to, but because Chrysalis help her, she needed this. She began thrusting nice and hard, driving her hips back into the wall with each hump. The sound of the hard percussion only drove her on more, flexing inside the slick, warm embrace. Applejack gasped and gripped a towel rack, lifting herself off the floor so Lily could pay better attention to her pace, to pleasing her only slightly unwilling partner.

"Kiss me." Lily's hand cupped the back of Applejack's head, fingers tangling in the long, blonde hair. She pulled their lips together firmly, tongues meeting in a furious, lusty wrestling match. Shower neglected, Lily broke out in a thin sheen of sweat, the funky scent of hers and Applejack's mixing with the other earthy smells wafting about the bathroom. They were definitely going to need a shower after this.

"Liam, gonna... Gonna cum again." The sultry voice whispered past her ear, and Lily groaned in return, driving her hips against Applejack's firmly.

"Don't hold back. Let it go." The shuddering orgasm ripped through Applejack, her pulsing womanhood pushing Liam's cock out, the head leaving with a spray of wetness across their thighs. Smiling, Lily ran her thick fingers over the panting woman's pussy, caressing the slick hole smoothly.

"Haah..." Applejack moaned, her eyes closing as she relaxed back against the wall. "That's it... Ah cain't do no more."

"Hell you can't." Lily pulled her off the wall and down to her knees, settling behind the bronze goddess. Applejack reared up, her hands scrambling to push Lily's cock away.

"N-no! Stoppit! You're gonna break me!" Fear flashed in those eyes, but also something deeper. Something that would probably be better unspoken between the two of them. Excitement. Lily could see it now in her heaving chest, the weakness with which she fought her off. No, Applejack wanted this, despite how she complained. Not one to grant any quarter, Lily adjusted herself before slamming back in, her hips slapping against Applejack's rear firmly.

"Fuck." She growled, flexing. From the new angle, she was a lot more tighter, not to mention wet after two straight orgasms.

"D-don't... Go easy." Applejack whimpered, resigning herself to doggy-style, hands and knees on the hardwood floor of the bathroom. Lily hadn't been planning on it. Giving Applejack maybe a moment to adjust, she grasped her wide hips and started thrusting immediately. A loud cry ripped form Applejack's throat, her arms nearly buckling as she was invaded rather roughly.

"Look at you." Lily moaned, her hips slapping the firm flesh of Applejack's rear with each rough thrust. "Like a bitch in heat. Come on, bitch. Beg for it."

"Aah! Luna, yes! Fuck me harder!" Applejack obliged right away. The wheels were off, this was just good ol', bare-backed fuckin' now. No pussy-footin', no dancing around the topic with fancy words and sultry looks. Nope. No more of that. Just give it to me and give it to me hard.

"Liam! I'm cummin!" Applejack shuddered as another orgasm poured through her senses, though Lily didn't stop for a moment. Only when the weakened woman fell forward did Lily have to readjust, and even then, it didn't take long to roll Applejack onto her back, lift a leg over her shoulder, and slide in once more. Gasping, the lusty little farm girl reached a hand up to her own prodigious breast, pinching the nipple firmly until it grew hard.

"Hmm... Damnit, you're so beautiful." Lily groaned, leaning into kiss Applejack before thrusting once more, focusing on moving deep and smooth rather than rough. Applejack bent under her weight, taking it well as she groaned.

"Keep goin', Liam... Ah... Ah wanta cum again." She blushed when she realized what she was saying, though it just spurred Lily on more. Such a hungry, horny young woman... Grunting with the force, Lily started driving her hips down harder, pushing deeper than she could go. Unlike Fluttershy, Applejack seemed to be able to handle all of Liam, burying her entire shaft all the way to the base with each thrust. Cheeks flushed, chest heaving, stomach twitching, Lily could only wonder what it would be like to be on the recieving end of someone as big as Liam... Or maybe Big Mac... That thought pressed her onward, and her desire rose faster.

"Gonna cum..." Lily managed to grumble, still thrusting.

"Pull out!" Applejack was suddenly terrified, scooting away. Lily managed two more thrusts before she slid out, though Applejack quickly took that massive rod in her hands, using both of them to stroke Lily to orgasm.

"Aah, FUCK!" The first strand jetted directly into Applejack's mouth, the rest of them falling onto the two massive tits just waiting to catch every drop. Puffing her chest out, Applejack sat back, letting Lily admire her handiwork as the tip of her manhood oozed the last few drops onto tanned thighs. Having been too caught up with taking advantage of her, Lily was just now noticing some things about Applejack she had wondered about.

"Holy shit. You don't got any tanlines." Lily said, running a hand up Applejack's smooth thigh.

"Well... When yer on your own in the field, sun beatin' down on ya, hard day's work under your belt... Ya just sorta... Kinda wanta lay out and soak up the rays..."

"So you suntan naked? That's somethin' I gotta see." Scoffing, Applejack leaned forward to capture Lily's lips in a deep kiss, smiling softly. The taste of her own spunk almost made Lily hard once more. Almost.

"Maybe after lunch and a shower. But ah gotta clean up. Yeh made a mess o' me." She stood up on wobbly legs, smiling as she stepped into the shower. Lily watched her nude form slowly get rinsed clean of the long, creamy strands of cum, her form rather erotic in the shower. Blood flowed to her member once again, and she just plain couldn't take it. Slipping in behind Applejack, Lily's hands slid over her wet stomach, up to her breasts.

"Hey now, no funny business..." She was cut short as she felt Lily's shaft press against her rear, her lips open in the steamy air. "Okay, fine. But jus' one more, alright?" She turned to kiss Lily deeply, pushing her big frame down into the tub. LIly stretched out as best she could, surprised when Applejack's legs slid to either side of her hips. A hand fell to her shaft, gently guiding her head up into the waiting pussy.

"Aah..." Lily settled her hands on the wide hips, gently pulling her down until she was sealed inside firmly.

"Fuckin' hell," Applejack groaned. "'S bigger than I thought it'd be second time 'round..." She started pushing her hips back and forth, the change in angle sliding the thick rod inside her center in and out without having to bounce up and down. It was reminiscent of the bull riders Lily remembered seeing one year at a rodeo, the way they swayed back and forth instead of up and down... This probably kept Applejack from bouncing around too painfully...

"Haaah... So good." Lily moaned, squeezing the moving girl's sides firmly. She groaned and arched her back, lifting her hips up slightly to slide in even deeper. Applejack was REALLY getting off on all this... Her chest kept rising and falling in rapid succession, and if her open mouth was any indicator, Lily was hitting all the right spots inside of her. Smiling softly, Lily cupped both Applejack's breasts, squeezing the soft flesh as she rode Lily's hard cock nice and hard.

"F... Fuck, I'm gonna cum again..." Applejack gasped and arched her back, hardly a moment's notice inbetween her words and the actions. Lily couldn't last much longer. Exhausted from all the hard work and rough riding, she was flagging fast. Quick as could be, she pulled Applejack's essence out, quickly shoving the green orb into her own chest before the tanned, happy farmgirl could see. The three powers inside quickly recharged her. Gone was the tiredness, replaced only by energy.

They sat there on the floor of the tub, hot water cascading down flesh like a waterfall, their hands resting lazily on the other's skin. After what felt like a long, blissful reprive, Applejack cranked off the water and slipped out, drying herself off with a big, fluffy towel. Lily did the same, wrapping one around her waist as Applejack strode shamelessly from the bathroom to her own room.

"Don't forget to take some uh Big Mac's clothes." She said, slipping into her room and leaving the door open. Lily had enough of a mind to take Applejack's clothes and toss them in on her bed, smiling as she watched her pull on a new pair of white cotton panties. "Enjoyin' the show?" She teased, wiggling her rear seductively.

"Hey now. No more o' that. I've had enough." Lily padded into Mac's room, noting a picture of a happy woman with a bunch of school children around her on the dresser. She took a pair of jeans and a flannel shirt, both of them fitting well enough. She stripped the belt from her old, dirty jeans and looped it through, buckling the somewhat loose waistline smoothly. Going commando and barefoot, she padded out into the hall, leaning against the doorframe to Applejack's room.

"Gimme a hand with this, will ya?" Applejack was struggling with a bra clasp. "Ah usually get Applebloom or Granny to help out. Fuck me for bein' grown right, huhn?" Lily obliged, not quite identifying with the crisis of a massive bust. "Thanks. Let's go get some lunch." She pulled another fresh muscle shirt on over her bra and slipped past her, turning to give Lily's broad rear a firm spank. They descended and made lunch together, eating a large meal to replenish all the energy spent.

"Seriously, though." Applejack interrupted. "That was a fantastic fuck. Best I've ever had." Lily smiled as she took a swig of milk.

"Glad you liked it, darlin'."

"Well iffen you ever find yourself in these neck o' the woods again, you'll jes hafta stop by, then. Now come on, I gotta show you how I don't get any tanlines." Her emerald eyes flashed as she dragged him away from the table and out into the fields...

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Third essence inside her chest, Lily worked with the Apples for another week before excusing herself. They insisted she stay for poker, however, and to her surprise, Fluttershy joined along with Rarity. She squeaked in the most cute fashion at seeing Liam, rushing into his arms. They shared stories and laughed into the night, gambling, drinking, and having a grand old time. Lily excused herself at the end of the night, spouting nonsense about the road under her feet and the wind in her hair. After a promise to visit Fluttershy next time he came around, Lily was off into the night.

A roundabout path took her back home, and she slipped into her apartment just as the sun was rising the next day. Pulling her mirror out, Lily called to Chrysalis, who answered soon enough.

"Progress? So soon?" The queen was certainly surprised, though pleasantly. Lily gave a weak nod and showcased all three of the essences she had gathered. Fluttershy's, which she hadn't had a chance to get a good look at, was actually a very light yellow. Rarity's a soft blue, and Applejack's a healthy green. The power of those three filled Lily, and their presence was a wonderful comfort to have.

"Indeed. Applejack was fairly easy to seduce, though she took a fair bit of... Pushing-" She was cut off as Chrysalis interrupted.

"I don't care for your methods, Lily. Just get it done. Contact me when you have the next one." The mirror dimmed in her hands, leaving Lily a little put off and more than a little offended. She needed cheering up. Her thoughts floated back to the night of poker and laughs with the five other people she had come to know in one form or another. She couldn't help it. A smile spread across her lips and she stretched out on her bed. Under other circumstances, Lily could probably enjoy a life in Ponyville... Sleeping around, getting into all sorts of sticky messes... Those pleasant thoughts carried her into the night, her face a serene calm.

Lily had never slept better in her entire life.

-=EDIT=-

For a questionably demonic changeling lieutenant who fucks just about anything with a hole, Lily sure references faith a lot... I've gone back and changed all the "God"s and "Jesus"s to others... They were the bulk of the clerical errors in this chapter, though I did swap around some attribution issues, and added some details to the erotic bits.