----------- Chapter 6: Twilight Sparkle -----------

Or am I Lily...? That question echoed through Lily's mind for the next month. She worked hard, trying her best to forget about Ajax, Chrysalis, and the morality dilemma that threatened to sap her very sanity. She heaved a sigh one day around Maggie, who shot her a concerned glance. Lily waved it off, though she did share the story of her exploits with Pinkie. Censoring the part about her having, well, a cock, but sharing instead a story of a double strapon and filling both holes simultaneously.

"Ick. I never cared much for anal myself." Maggie said one day while they painted a hallway. "Some guys can't think about anything else, though. I went a good five years without ever doing it until one day with Benjamin..." Her eyes misted over and her hand paused with the brush, and Lily knew she was in for a story.

"Go on," She urged, leaning against the non-paint wetted wall. "Tell me about this Benjamin."

"Wellllll... You know when you meet that special someone you think you can settle down with, but ends up being a total ass in the end?" Tell me about it. Lily sighed, remembering how she felt for Ajax way back when. "Benjamin was that. I mean, the whole stereotypical package. Kind, caring, sweet, loved all my friends... Never mind he could fuck like an animal." Lily watched a shiver run up Maggie's spine. She waved it off and continued. "We were going strong for a whole year. Mind you, that's about as long as I can stick to one cock before Ben came along. But after a whole year, we were still just as fascinated with each other as ever." Maggie leaned against the wall next to Lily, probably deciding it was time for a break as well.

"But then...?" Lily urged her on.

"... But then something changed in him. We went to this party, got a litle drunk, and ended up in some small, cramped back room. These guys busted out blow. 'Is that cocaine?' Ben asked, and I felt this tightening in my chest. Mind you, we're both pretty high and tight by now. We all did a line and got happy. Four guys, one girl, drunk and high, damn right we fucked." Maggie sighed and slid down to the ground next to Lily. "But... I can't handle four rods with just mouth and pussy. Ben got behind me, told me to relax, and went on in. No big deal. New experience, right? I mean, it felt okay, just... Different was all." Maggie shook her head, lowering her voice a little. Lily leaned closer, listening intently.

"He changed after that. Ben just wasn't Ben... He started spending more and more money on blow, we'd get high for days, weeks on end. We both quit work, stayed home and blew the last bit of our money on drugs and alcohol. When we ran out, we started getting the fits. Withdrawl symptoms. He got edgy, would only do me in the ass anymore. Then he wouldn't do it at all... He got sick of me, started whoring me out to his friends for money or drugs." Maggie turned two big eyes, brimming with tears to Lily. "Don't ever do drugs, Lily... They fuck you up good." Lily slipped an arm over the frail, wasted shoulders of a sobbing Maggie, pulling probably the one friend she had in Ponyville... Nay, in all of the world, tight to her side. As Maggie cried long and hard, Lily's own thoughts began racing again. In an attempt to distract herself, Lily asked a question, one she was really not expecting the answer to.

"Maggie... How old ARE you?" She asked. Maggie sniffled and looked up at Lily with brimming eyes.

"Lily, you wouldn't believe me if I told you."

"Come on. You can't be that old. What, fifty? Sixty?"

"Wow... Do I really look that old?" Maggie asked, pulling away gently and standing above Lily. "Please, don't think less of me, Lily. But I'm only thirty-five."

Silence.

Dead, ringing silence filled Lily's ears. Her heart hammered against her ribcage, and she felt tears of her own fill her eyes.

Thirty-five and she looks like she's sixty... Gray hair and everything. Lily lowered her face into her hands, crying both out of embarrassment and pity. She felt an old, long-fingered hand rub her shoulder blades gently.

"I told you, kiddo. Drugs fuck you up bad."

"I'm so sorry!" Lily stammered, the wracking sobs making her shoulders shake, her knees grow weak. "I-I didn't know!"

"Hey, hey, it's okay. Come on, now. I hate to see a pretty face like yours cry." Maggie gently lifted Lily's chin, wiping the tears away. "For what it's worth, you're only the third person I ever told my real age to. I usually just tell everyone I'm about fifty-five, sixty. They believe it, too." Maggie heaved a heavy sigh, most definitely not the first or last associated with her poor condition. Lily sniffled as Maggie's finger wiped away her tears.

"S-still... I'm so sorry you had to do that." Lily gently wrapped her arms around Maggie, burying her face into the joint of her shoulder and neck, crying some more. Maggie hugged her back, smiling as she patted Lily's quivering back.

"Please, for the love of all things holy, would you stop crying? Come on, we need to finish this hallway. Then we can both take a shower and relax for the afternoon." Maggie pulled away, her hands on Lily's shoulders. "And be thankful I trust you enough to share this with you. If anyone else had asked that question, I'd have told them to fuck off." Lily smiled and gave a nervous, short chuckle at that, wiping her puffy eyes free of tears and setting in on the wall again.

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That day with Maggie had tweaked something inside Lily. Seldom had she ever cried before. The last time had been when Ajax had ripped her heart out and stepped on it as he walked away. The time before that, she had been a child and had hurt her leg. And before that, was probably when she was an infant. How could someone she wasn't supposed to care for, someone who was supposed to be her enemy, make her cry? She pondered over that for a whole week, gnawing her lip. Seriously, what she would give for a good book to lose herself in... That had been one of the benefits of disguising herself as one of Cadence's personal bodyguards. During her free time, she could go to the Royal Canterlot Library and read. Reading had really been her one escape from the stresses of everyday life. Not to mention she had learned a fair amount. Deciding it was about time she hunted down the Library in Ponyville, Lily took her weekend to explore the little town.

To her surprise, she couldn't find a library anywhere... Seriously, nowhere! Finally, she got up the nerve to ask someone, who pointed her in the direction of a tree, supposedly a house, near the town's edge. Giving a hesitant thanks to the person directing her, disregarding them as crazy, Lily decided to at least check it out. Rounding the block, she stopped and blinked.

"Holy shit." She actually said it. "That... Is a tree house." Not like the tree houses children made, acting as forts and temporary sleepover pads, but a legitimate HOUSE... Built into a tree. Or grown into. Whatever it was, she couldn't decide. one rather square-looking branch growing out of the tree just above and to the left of the door had a picture of a book and a quill printed on it. Maybe this WAS a sort of library... Hesitantly, she approached the house and knocked on it. She took a moment to adjust her curly hair around her face, breathe deep, and adjust the sweaty t-shirt around her waist. Were her shorts too short? No, they were fine... After a short while, and in the middle of a sudden, meticulous lint-liberating spree, the door was opened by a short boy, no older than thirteen, but with vertical pupils. Lily blinked.

"Can I help you?" He asked, his tone surprisingly human.

"Uuh... I was looking for a library..." Lily said at last, staring him straight in his oddly reptilian eyes.

"Right. Come on in." He scampered away, leaving the door open for Lily to step in. The tree home was surprisingly warm, the entire circular ground floor stacked high with books and scrolls. They were carved or grown straight from the warm, wooden walls of the tree, and jam-packed with a ton of books, across all subjects. Everything from advance magic theory to fiction novels and reference books for wild animals. Lily couldn't help it. She pulled one book out titled Stargazing: An Advanced Guide and proceeded to read the introduction.

"That's one of my favorites." The voice caused Lily to jump, the book fumbling in her hands before falling to the floor with an audible thump.

"Aah! Jeez, don't scare me like that." Lily laid a hand over her thundering heart, giving an exasperated breath as she turned to look at the owner of the voice. Lo and behold, the one and only Twilight Sparkle stood behind her, stooping over to retrieve the fallen book.

"Sorry," She chuckled, smiling at Lily as she handed her the book back. "I guess you didn't hear me come downstairs. I just wanted to see what you were reading before I said hello. My name is Twilight. Twilight Sparkle. I'm the sort of de-facto librarian around here." She gestured to the massive collection lining the walls.

"Right. I've... Heard about you around town." Her suspicions were true. Twilight, last of the six she required, lived in a part of town she had never been, in a house she never would have suspected, and was probably a shut-in that didn't get out a whole lot. Thank goodness for nagging hunches that made you go out of your way. She thanked the powers that be for her good fortune in discovering so many of her targets by accident. Like running into Rarity at the spa, or Fluttershy out in the forest. Stilling her beating heart, Lily introduced herself truthfully. She was already formulating a plan for this bookworm, one that she had a feeling was going to work out very well...

"So, can I get you anything in particular, Lily?" Twilight asked, gesturing around to the room full of books.

"I honestly just came to browse... I've been in the mood for a good book, and I couldn't find a traditional library anywhere in town. Who'd have thought I'd find it in a... Well, a tree?" She chuckled and looked around, spotting the young boy from earlier. She stepped closer to Twilight and lowered her voice a little.

"If you don't mind my asking, what's up with him?"

"Who, Spike? He's a dragon. Hey Spike, show Lily." She said, turning. The boy, in the blink of an eye and a flash of bright green flame, turned into a dragon before their very eyes. Much smaller than the legendary creatures Lily had only read about in passing, the juvenile dragon stretched before her eyes. Lily blinked in disbelief, watching as Spike arched a scaly eyebrow at her.

"She alright? Looks kinda dumbfounded. I thought everyone around here knew about me?"

"Yeah, I thought they did too..." Twilight mused, turning her gaze to a still-shocked Lily. "Now that Spike mentions it, I haven't seen you around here at all. Are you new?" Lily managed a soft nod, tearing her gaze from the dragon in Twilight's home.

"Y-yeah... Well, no, not entirely new... I've been around Ponyville for about... Hell, has it been ten months already?" She asked, her thoughts going all the way back to the first day in town with Fluttershy... "Yeah, about ten months months... For a small town, though, I guess you could say that's pretty new." She chuckled, watching Spike turn back into a human with a flash of green flame. His reptilian eyes glowed for a moment before he went back to pulling and rearranging books on the shelf.

"Well, sorry for the delayed welcome, but yeah... Welcome to Ponyville. Always nice to meet a fellow intellectual. So... I guess I'll just leave you to browsing, then?" She asked, cocking her head to the side gently. It was only then Lily got a really good look at Twilight. She had to blink a few times before she saw it. Sure enough, Twilight was pale skinned, slender, but not too thin. Her long, flowing head of hair was a luxurious, deep purple with a stylish streak of deep pink through it. It hung really low, stopping in the small of her back. She wore her bangs low, just above her flashing, intelligent purple eyes. Today, she was wearing a loose-fitting sky-blue blouse and long, tight jeans that flared out at her calves, stopping just above a pair of purple slippers. She was a picture of beauty, slender hips giving way to a fit core and sexy hips, nice thighs, and a decent bust to boot. Lily was probably only a cup size bigger than her. She sported a decent 36C, while Twilight had to have been a 32 or 34...

"Hey, eyes up here." Lily shook her head, and realized she had been staring for the past goodness-knows-how-many-seconds. Flushing embarrassedly, she shook her head and gave a nervous laugh.

"Sorry! You've just got this style... I don't know if you know her, but my sister knows this girl Rarity, she'd love your clothes."

"Rarity's a close friend of mine. She actually gave me this blouse." Twilight lifted the hem away from her hips, and Lily smiled as she caught just the slightest peek of pale flesh above the low-riding hem of her jeans. "I thought you were... You know... Staring for other reasons."

"No, no, don't get me wrong! You're incredibly beautiful... Just... Yeah." An audible groan came from Spike by the bookshelf, who shuffled away into what Lily guessed was the kitchen. Twilight gave a light blush and rubbed her arm with the opposite hand.

"Right... Well, I'll leave you to it, then. Spike can check your books out... I have to... Um, get back to studying."

"Right. Sorry." Lily groaned inwardly, fearing she may have ruined her chances with Twilight. Her last target ascended the curving steps carved out of the tree up to what Lily guessed were the living areas inside the tree. She disappeared over a balcony, leaving Lily alone in the warm, wooden-smelling library. Heaving a soft sigh, Lily busied herself with what she had actually came over for, picking out two more books to go along with Stargazing: An Advanced Guide. Spike padded over to a ledger on a stand near the door and jotted down her name, address, and the three books she was checking out.

"They're due back in three weeks, or you can just stop by and let us know you're keeping them for longer. Twilight's pretty generous with her books. Need a bag?" Those eyes were both threatening and enchanting at the same time... Lily shook her head and held the books close to her chest.

"No, I'm fine. Thank you, Spike. I'll see you around, I guess."

"Yeah, see ya." Lily left, walking fast until she was out of sight from the house before leaning against the wall. Twilight was hard-to-reach. She didn't respond to flattery very well. Not very social at all... Crap, this was going to be tough. The only way she could possibly get close to Twilight was... Yes, that should work... It'd need some doing and a little forgery, but Lily was beginning to form a plan... It'd work.

It had to work.

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Two weeks later, Lily told Maggie she was quitting. Over tea, the heartbreaking conversation was almost too much to bear.

"I really hate to see you go, Lily..." Her one friend admitted, pouring another cup of steaming liquid.

"I'm so sorry, Maggie... I really am. Just... I know it isn't the best way to leave, but it's really complicated."

"It isn't about Ajax, is it?" The mention of his name reminded Lily she hadn't seen the spiteful ex of hers in a long while... Not since that week she spent pent-up in her room, not talking to anyone. She shook her head and sighed.

"Not really, no... I mean, it's bad that he knows where I am again. I've been trying to get away from him for a year now... But I need to go back to Manehattan... It's my family, you see..." Lily had prepared this lie well beforehand. She put on an act of gathering her thoughts, letting the silence stretch for a while.

"I know your father was having some health troubles a few months back. It isn't about him, is it?"

"Well, actually..." Maggie may have appeared old, but Lily had to kick herself to remember she was only thirty-five... And apparently still as quick-witted as ever. "It is. I hate mentioning this to anyone, but I feel like I can trust you. My real name is Liliana Orange."

"Wait... You're part of THE Orange family?" Maggie interjected.

"Yeah..."

"Shit, I can see why you wanted to get away." Maggie sat back, still holding her cup of tea. Lily sipped at her own.

"It's... It's getting pretty bad out there. I had to get away, all the backstabbing and plotting... I don't even have a share in the family heir, but for legal reasons, I have to be there when his will is read. That, and... Well..." She put on yet another act, pausing as if her thoughts weighted heavily. "I... I may have more of a share than I thought. My sister is wrapped up in this scandal with her ex-husband, Marcus Sunrunner. If it's true, she could lose her share and it'd go to me instead. Normally, I'd just lay low out here and skip showing up to the will, but if there's any part of the family fortune coming to me, I need to make sure it's used properly, and not abused, and, and... Oh, Maggie, I don't want to leave!" She didn't have to fake the tears as she broke down. She really didn't want to leave. Ponyville really had been one of the best things to ever happen to her in her entire life... Chrysalis sending her here had been a blessing. Nevermind it was to steal essences that would eventually orchestrate the downfall of all of Equestria, she had enjoyed herself. For once. Truly, fully enjoyed her life. She lost count of the times she could have legitimately forgotten all about being a changeling and just... Keep living here.

"Hey, hey. Come on, you know I hate it when you cry." She really had been doing too much of that. She sucked it up with a few sobs, wiping her eyes. "Listen, things happen. I'm glad I had the time with you that I did, Lily." Maggie scooted into the chair next to Lily, wrapping her arms around the sniffling girl's shoulders. "You've been a blessing on me, and this place. Honestly, I thought I was gonna go under. But your renovation and hard work brought in new tenants, kept the money flowing. You helped me get by. I'm gonna be sad to see you go, but please know that because of you, I can keep my head above the water for a lot longer now." Lily leaned into her, melting into the comforting embrace.

"Thank you, Maggie. For all your kindness. I'll never forget you, and I swear, I'll write every week."

"Don't worry about it, hon. I probably wouldn't write back. Can't sit still long enough to focus on the paper, y'know?" Maggie teased, rubbing her shoulder. "Come on. I'll help you pack your things."

"No... Don't..." Lily stopped herself. "I've... I've got a home in Manehattan. I'll take the clothes and everything, but... But the furniture has to stay. Keep it for the next person to rent out that apartment."

"Are you sure?" Maggie asked, eyes widening at Lily's kindness.

"Yeah... When I ran off, I had nothing but my clothes and my wit. But that was only because I didn't want all the shit bought with that money on my consciousness..." Lily sighed in a depressed sort of way. "I'll be fine... Next train to Manehattan leaves tomorrow morning." She looked out of the window at the waning sunlight. "I guess... This is goodbye?" Lily looked at Maggie, both women's eyes now brimming with tears. A soft nod and a gentle embrace later, Lily was out of the door, down the hall, and into her own apartment. Saddened beyond measure, Lily fell asleep almost immediately, still fully clothed.

Tomorrow was going to be a hard day.

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

She woke well before the sun rose, the birds chirping in the early, cold morning air. Her clock betrayed the time as 4AM, and she still had a lot to do. As promised, she left the furniture behind, but she started throwing all of her clothes into black plastic bags. Memories and personal belongings thrown into three separate bags, Lily opened her door and tossed them out into the hallway, her mind racing to see if she forgot anything. The only thing she didn't pack was the mirror, safely tucked into the pocket of her baggy jeans. Anyone seeing her now would mistake her clothes for a man's. But that didn't matter, as she was going to be a man soon enough... Just as he was about to close her door, an alien clicking sound stopped her.

There, on the outside knob of her apartment door, hung a chain with a charm dangling at the end. Picking it up, she held the delicate chain in her fingers, looking at the elegantly-crafted, simple heart-shaped charm hanging on the end. Next to it was a tag that simply read 'Thanks.'

"I wouldn't thank me yet." Lily moaned, leaving with three bags in hand.

Depositing the bags in a donation box next to a thrift store, Lily made her way across town to Twilight Sparkle's home. It was just now getting to be daybreak, the sun rising over the apple tree-covered hills outside of town to hit Lily right in the face. She squinted and ducked into a dark alley, taking a moment to change her form. This time, she picked an unassuming male Magi, tall and toned, now wearing the jeans and button-down shirt she had been wearing that morning. her hair was short, hardly three inches long, and fell naturally around her face. A highlighted mix of brown and blonde, it felt shaggy and natural. Felt good. Peeking into her pants, she made sure her length was moderate, not too long, not too thick, just right. Average. Good thing she had the experience to back unassuming physical looks. Setting out once more, she made decent time to Twilight's house. One thing she had taken with her was a messenger bag, stuffed with stationary equipment, the map she had marked earlier, all the cash from her account opened when she started working with Maggie, and the mirror from Chrysalis.

"What can I get you?" The waitress asked, smiling at Lily.

"Just an omlette, please. Extra onions and mushrooms." She had stopped in at a small cafe a few blocks from Twilight's, deciding to treat herself to breakfast while she waited. The food was ready soon enough, served on a steaming platter with a side of hashbrowns. She doused these in hot sauce, a delicacy she had come to enjoy quite a bit since she moved into town. Setting in on her food, she propped open a notebook and started scratching notes on the first page, using a thin thread of telekinetic power. All Changelings had a modicum of magic, though most struggled to lift the smallest rocks. Lily was blessed with a natural talent, though she couldn't do anything more than lift and move things. What a normal Mage would consider laughably easy, Lily struggled to accomplish. Though, the only one who surpassed her that she knew of was Chrysalis herself, who could cast quite a few simple spells. Lily could only cast one spell, and that was one to turn water into honey. Pretty damn useless. Still, if she was going to be around Twilight Sparkle, who was renown for her magical ability, she was going to have to at least use her telekinesis often. No better time than the present to start brushing up.

The meal was delicious, and left her with enough room for a piece of pie afterwards. She tipped heavily and left shortly after 7AM, deciding now as as good a time as any to start the final leg in her plan. Spike answered the door, peering questioningly up at Lily, now changed into a male Magi.

"Can I help you?" Spike asked in a sort of what-the-hell-are-you-doing-this-early sort of tone.

"I need to speak with Ms. Sparkle. It's extremely urgent." She said, pleased with the voice match she had made.

"What about?"

"I told you, it's urgent. I wouldn't expect a juvenile dragon to know about Magellan."

"I know about Magellan." Spike stated simply. "Been dead for years."

"Right. I'm a student of his. Well, was, anyways. But Ms. Sparkle has in her collection some very valuable books I need to research. May I speak with her directly?" Lily peeked over Spike's head into the warm home.

"Uuh, I guess. Hang on. I'll go get her." Spike excused himself and left Lily there, staring at a shut door. Disappointed she hadn't been invited in like last time, Lily started pacing back and forth, her messenger bag thumping against her leg in time with the swishing of denim. The door opened again, and Twilight, obviously dressed in a rapid fashion, looked Lily's new form up and down.

"Spike tells me you're a student of Magellan's, huh?" She asked. "Who are you?"

"My name's Tobias Woodsworth." Lily said, rather enjoying the name she had picked.

"Tobias. Never heard of you before."

"As you know, Magellan wasn't based out of Canterlot, like many famous intellectuals. I've heard of Celestia's star pupil before, but since I come from Trottingham's outskirts, I'm not surprised you haven't heard of me." Twilight just blinked.

"Not a lot of people know that much about Magellan. Since a wing of the Royal Canterlot Library is named after him, many assume he lived there. You're right, though, he hails from Trottingham. Or rather, did, until he died from cancer-"

"AIDS." Lily corrected. "Not cancer. Among other things, Magellan was a sexual deviant and a crackhead. Brilliant, but high half the time. It was in his will that his obituary be changed, lest his reputation be ruined posthumously." Twilight blinked again.

"How do you..."

"As I told Spike there, I'm a student of Magellan's. Was. Still am. It's complicated. Look, can I see your collection or no?" He said, standing on his tiptoes to look over Twilight's head into the library. She had been there just yesterday as Lily to return the books checked out, and to make sure the tomes she needed as Tobias were still there.

"Uuh, yeah. I guess. S-sorry, I didn't believe you when you said..." She started stepping aside, but stumbled back as Lily brushed past, grumbling about ignorant children.

"Listen, I don't know who you think you are, barging into my ho-"

"You really DON'T know who I am, Ms. Sparkle." Lily said, turning back on her with fire in her eyes. "But I know who you are. Twilight Sparkle, star pupil of Princess Celestia, wielder of the element of Magic, banisher of Discord, and all-around nerd! I've been hunting down some VERY specific books for well over seven years, ever since my master and teacher died, and I would VERY much appreciate your cooperation on this matter." Twilight, for the third time that morning alone, just blinked. Lily sighed and pinched the bridge of her nose, groaning inwardly.

"Sorry," She muttered. "Please, just understand, I've been travelling all over Equestria for many, many years trying to finish my master's work... A small, smoky boutique in Las Pegasus pointed me here, but I couldn't travel here without going to Canterlot first, where I was frisked by security. They took almost everything I had with me. They left my cash, notebook, and bag alone, but all my other luggage and research was taken. It's all up here," Lily tapped her head. "And I need to get it down as soon as possible. Please, may I be allowed to peruse your books?" That seemed to relax both Twilight and Spike, the latter advancing to lay a gentle hand on Lily's arm.

"Stay as long as you need, Tobias. If you need help with ANYthing, let me know..." Lily thanked the powers that be Twilight was so understanding. Not to mention kind... And gullible. "Spike, could you please make up the guest room? Move my telescope back up to the balcony outside my room, I'm done surveying the western horizon. Thank you, buddy." Spike scampered along, obviously happy to be left to his own devices and an objective. Twilight turned back to Lily, who was rummaging in her bag for the envelope stuffed with cash.

"I can pay you for the room and board," She started, but Twilight cut her off.

"Don't worry about it, Tobias. It's exciting having another student here. If you really want to pay me back, let me copy your research notes. I just started reading about Magellan myself, so I'm interested in his work." Lily smiled and waved her off.

"I can at least pitch in for food and whatnot. But to be honest, Magellan didn't teach me in the field of his own research. I was studying genetics under him. At the time of his death, Magellan was focusing on Astrology and Astrophysicism. He kept a lot of his notes in his head, much like I have had to, so I've been studying his charts and equations. How he came up with them is almost pure speculation. I have to build into his theory backwards, almost. All the while trying to advance my own research on genetics and ancestry, it's very difficult. Honestly, after seven years, I'm maybe halfway complete." Lily sighed and pinched the bridge of her nose once more.

"Listen, I've a knack for astrology myself. I am Celestia's student, after all... Maybe I can help out?" Twilight asked, her tone sincere.

"That," Lily smiled. "Would be most welcome. Thank you."

"Right, then. All of my Astrology books are in this section here." Lily followed her to one part of the carved-out shelves. "And right now, I'm afraid you've caught me at a bad time. My hair has to be a mess. Ugh." She ran a hand through her tangled head of hair, inhaling through her teeth as she caught one particularly nasty knot. "I'll be back momentarily, alright?" She padded away, barefoot still, and up the steps out of sight. Lily grinned and turned her attention to the books before her. Everything was going smoothly... So far.

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

"Anything?" Twilight asked, her voice close to Lily's ear.

"Nothing." She muttered, thankful her eye was glued to the telescope rather than able to look at her partner.

"Right... Four-fourteen AM, no notable changes." For the past two weeks, Lily had stayed in Twilight's house, conducting 'research' that was really just her scribbling notes from the books she read in a notebook. Twilight was a night owl, staying up late and sleeping well into the afternoon, whereas Lily kept a sleep schedule that was somewhat normal. Slowly, though, she started staying up later and later, getting more accustomed to the night. By now, she was staying up until the sun rose and sleeping into the evening. She and Twilight slept at much the same times. Apparently Spike was able to handle a lot of the library business on his own, though Twilight handled it after she woke up, freeing the juvenile dragon up in the afternoons to go do whatever it was juvenile dragons did. Lily heard he went hunting for gems in the hills. Apparently, they were his main diet. Odd creatures, dragons...

"Ugh." Lily pulled her itching eyes away from the telescope, rubbing them with her fingers.

"Tired?"

"Naw, just... Don't have the vision for astrology. Always hated staring through telescopes for hours on end. Makes a person feel like they'd go blind." She muttered, blinking to work up some tears.

"I have some eye drops if you want them," Twilight said, getting up from the chair she had pulled up next to hers in the guest bedroom.

"That'd be lovely." Lily smiled at the blurry sight of Twilight walking away, only slightly disappointed she couldn't get a good look at the magi's twitching ass. Why did she always wear tight pants? With a sigh, Lily went over the chart they had been studying, a discovery Lily had made the week prior. It had Magellan's signature on it, so Lily had started comparing the position of the stars on the chart with those in the night sky, trying to pinpoint exactly where Magellan had left off... Twilight returned shortly, shutting the door with a tender touch, as Spike was asleep in the room just across the hall.

"Here, sit back and crane your neck. I'll put them in." Lily did as asked, opening her eyes wide as Twilight popped the cap on the small bottle.

"Woah." Twilight said, stopping with her hand above Lily's face.

"What?"

"Your eyes..."

"Are bloodshot, I know. I told you, I hate telescopes."

"No, not that..." Twilight's finger rested on Lily's brow as she leaned a little closer. "I never noticed before... They're amber. Like... Beautiful amber." Lily blinked, only slightly taken aback. She had chosen an eye color that denoted intelligence, favoring it over green or gray. Uncommon, she knew, but not any more than Twilight's own purple, rich irises.

"Th-thanks?" Lily muttered, her neck tingling slightly. "The drops?" She asked, pretending to be aloof.

"Right! Sorry." Twilight shook her head and carefully dripped two drops into each of Lily's eyes, which gave her a chance to lift her shirt to wipe away the tears that came forth just then.

"Aah, thanks." Lily groaned, blinking as she felt the irritation slowly recede.

"Yeah, not a problem. Here, I'll leave these on your nightstand." Twilight did as she promised, padding over to the bed at the other end of the room. NOW Lily got a good chance to stare at her ass, feeling the desire slowly rise in her crotch as she watched the indignant twitch of her last target's pert, firm cheeks. Twilight really was graced with a good form... Just as she reached the nightstand, Lily's jaw dropped, watching Twilight bend over at the waist, giving Lily quite a show... That night, a hot August night, Twilight was wearing tight shorts that clung to her thighs all the way to her knees, and a spaghetti-strap top with no bra underneath. Lily knew, as she didn't see any straps. Squirming her hips, Lily pried her gaze away and pressed her eye back to the tortuous telescope, surveying the broad expanse of stars with a smile.

"Find anything?" Twilight asked, taking her seat next to Lily once more.

"Not a thing... I don't think this is where Magellan was studying... None of these coordinates match up. Look, there's the last star in Orion, but in his coordinates here," Lily pulled away and tapped a set of numbers on Magellan's chart. "These are the first three in Canis Minor. Which is in the North-east." Lily sighed. "Crap, why didn't I spot that sooner? I don't think we're going to find what we need here." Twilight heaved a sigh similar to Lily's own.

"Well, Tobias, you take the good with the bad, am I right? Come on, let's shift gears and check out the North-East. The balcony off of my room is perfect for that part of the night sky." Twilight started packing up gear while Lily set to moving the telescope. They relocated, taking an azimuth and other measurement tools with them down the hall and up another flight of stairs to Twilight's room. Lily realized it was the first time they would be in Twilight's room, alone, together. Swallowing hard, she reminded herself to stay sharp for an opportunity.

"Here we go." Twilight pushed open the door with magic, revealing a rather modest room with a cluttered desk, vanity, medium-sized bed, and the most expansive balcony of all. The leaves of the tree outside the balcony swayed in a gentle breeze as they made their way out, setting everything back up. "Let me go get some chairs. Can you calculate the azimuth? I think we're at forty-seven point two, Fifty-nine point seven." Lily started calculating, turning knobs, adjusting. When she was satisfied, Twilight had just returned with the chairs, inhaling the crisp, warm night air.

"Beautiful." Lily said, referring to the stars. Thankfully, Twilight had picked up on the same.

"Yeah." She said, standing at Lily's shoulder. "I always liked this view... I'm so glad Celestia sent me here. It's much easier to stargaze out in the country, away from all the clutter of the city. I'll never understand how Luna can appreciate her very own night when she raises the stars from Canterlot..." Lily sighed and breathed deep the fresh air, patting Twilight's arm with the back of her hand.

"Come on. Let's get back to it." They set into recording coordinates and documenting times, finding Canis Minor, Scorpio, and Nyralim Major all in short order.

"Perfect! Four forty-seven, major swing in Nyralim Major's northernmost star." This phenomena occured shortly after four forty-five every morning, when for some unexplained reason, the constellation shifted. Lily had read a report from Magellan himself about it a week ago, right around the same time she had discovered the chart. Maybe this WAS what her fake mentor had been studying... Glad her research paid off, Lily grinned at Twilight.

"Looks like we found our trail. Exciting, isn't it?"

"Sure is! I'll be right back. Have to use the little girl's room." Lily chuckled and waved her off, waiting until the sound of Twilight's bedroom door shutting indicated she was gone for now. Time to do some snooping. Lily slipped into Twilight's bedroom proper, surveying her possible choices. The nightstand seemed like a promising place to start, but a quick rummage through the two drawers revealed nothing. Sighing, Lily checked the desk, but found nothing to her liking. Just when she was about to check the vanity, something caught her eye. Getting on her hands and knees, Lily lifted the cover hanging off the edge of the bed, pulling out a clear plastic box with a snap-on lid. The opaque plastic was too foggy for her to see what lay inside clearly, so she pulled the lid off, grimacing at the too-loud snap of the lid. What she saw underneath, she was not prepared for.

"Holy shit." She breathed, looking down into the box full of... Well... Of toys. Not the kind of Pinkie Pie toys, no... These were dark, leather, and meant for something much more serious than simple dildo play. Lifting one particularly nasty harness, Lily realized exactly what Twilight's handle was. The shiny black leather harness was meant to encase the entire body, squeeze the breasts, leave the wearer exposed and constricted... Looking down into the box, Lily saw a gag, a riding crop, cat-o-ninetails, several vibrators and dildos, a bottle of lube, and even three lengths of looped rope. Lily reached into the box, pulling the gag out, noting the red ball fastened in place by rivets had teeth marks in it. It was then the door opened, and a wide-eyed Twilight Sparkle stood on the threshold, looking at a disguised Lily, holding her most embarrassing secret. The silence was deafening.

"Well," Twilight said, swallowing. "You know what they say... To each their own?" Rushing forward, she snatched the harness and gag from Lily, stuffing them in the box and replacing the lid before she kicked it back under. She cleared her throat, straightening with a furiously dark blush. "Right, uh... Shall we... Get back to the, uh, the stars?" Lily, silent this entire time, swallowed hard and nodded. Weakness discovered, she was going to use this to her advantage...

"Five fifty-seven, no notable change." Lily said, much later into the night. Thankful she hadn't decided to make her move then, Lily was flagging. Twilight, too, it seemed, who yawned as she repeated the measurement. Daylight was just beyond the horizon, and the light of the stars was slowly fading. "Let's call it a night." Lily muttered, standing and stretching her arms over her head.

"Yeah... We got Magellan's trail. Now we can really get into it." Twilight smiled up at Lily, her lips then breaking into a yawn.

"Get some sleep, Twi. We'll hit it hard tomorrow." Lily said, patting the tired Magi's shoulder as she sauntered off, through Twilight's room, and down the stairs. She stripped her jeans off and collapsed on the bed, sleeping well the entire day.

Later that day, Lily woke to a bright beam of sunlight lancing into the window to smite her closed eyelids with searing light. Groaning, she rolled over, eyes fluttering to clear the morning groginess. Smacking dry lips, she padded down the hall to the bathroom, relieved herself, and returned. To her surprise, however, there was a note on the door to her room. It read:

Tobias,

Spike and I went to Poker Night with Applejack and Rarity. Spike usually stays at Rarity's these nights, so you and I can pick up where Magellan left off when I return. Sorry for the inconvenience,

T.S.

Lily read the note twice, sitting on the edge of her bed. With a soft sigh, she pulled out a fresh change of clothes and took a long, cool shower to wake her up. Spike was going to be gone. She and Twilight were going to be up all night. This was her chance. Refreshed and renewed, Lily went into town with a pocket full of cash. A few people directed her to where she needed to go, and to save time she shifted into a generic Avian to fly there. Landing at the edge of the Everfree Forest, Lily followed a few signs and a narrow trail to a rather mysterious-looking, smoky shack. She knocked at the door and was greeted by a rather ravishing ebony woman with long black-and-white hair.

"You seek a potion or elixir, herb and spice are both quite nice. Zecora can make the proper mixer, to fix you up rather nice." The woman said cryptically, smiling wide in greeting. Lily blinked, folding her wings against her shoulders.

"Uuh, I was told I could buy herbs here?" She said, shuffling her feet awkwardly.

"Indeed you can, my avian friend. Though your arm I will not bend." She opened her door, welcoming Lily into a warmly-lit home. Herbs and spices hung from racks on the cieling and grew in pots and planters all over... Shelves jam-packed with jars and bottles lined one whole wall, and in the middle of the floor sat a cauldron bubbling with some sort of stew, Lily guessed.

"I'm looking for magesbane." Lily said outright. Zecora paused for a moment before beckoning Lily over to one rack in particular. The odd, lyrical phrasing was gone from this mysterious woman's voice as she plucked a stalk of dried leaves from one of the racks.

"I don't speak in riddles to you now, because I'm honestly concerned... This herb is particularly dangerous to Magi, as it locks away their magic for a long while. A few hours, at least, but for many it lasts days. Who, might I ask, has incurred your wrath?" Zecora asked, holding the dangerous herb up in between her and Lily. Lily then described the situation she had planned out.

"So you see, I need to lock away her magic. Sort of an unfair advantage if I'm trying to tie her up when she can just throw me aside with a flick of her wrist. If I lock off her magic ability, I can do as I please with her. Like she wants. Like I want." Lily omitted the part about her being a changeling, of course, but rather just told Zecora how she had discovered Twilight's secret fetish, how she wanted to explore it... At the end, Zecora just cracked a wide, devious smile.

"You are quite the little trickster, young man. Return to me another day, maybe we can have some fun ourselves." Zecora tucked a few leaves into Lily's hand, smiling. "She must chew on the leaf for the most mild effect, which will suppress her powers for about seven hours, maybe less if she is truly powerful. But I can guarantee five hours at the very least. Also, take this." Zecora handed Lily a bottle with a firm, wax-sealed stopper. "Chloroform. Pour some on a rag and put it over her mouth. She will faint, allowing you about an hour to do as you please with her. During this time, make her chew the leaf." Lily went to pull a few bills out, but Zecora stopped her with a gentle hand.

"But..."

"Payment isn't necessary. Return to me someday soon, tell me how well she performed. And maybe you and I can re-enact it." Zecora pressed her lips to Lily's, the full, roundness of her soft flesh arousing her almost immediately. Shivering into the touch, Lily had to pull away for a breath, grinning stupidly. "Go," Zecora pointed out of the door, two golden bracelets on her wrist jingling. "And return to me later. I may have a surprise for you." Lily grinned wide and slipped out, beating her wings to chase the fleeing day back to Twilight's home.

She landed hardly forty minutes later on Twilight's balcony, letting herself into the room through the glass doors. A shining caught her eye, and she looked to the other door, leading down the stairs to the hallway with the guest room and Spike's room. Advancing slowly, Lily couldn't help but smile. The spell was one designed to lock and secure the door, make it so no one could enter. Apparently, Twilight was guarding her secret well. No doubt, from the other side of the door, no one could tell the spell was there. And they certainly wouldn't be able to get in. Twilight hadn't accounted for an Avian intruder, though Lily was no longer an avian. Shifting back to Tobias, Lily started preparations, leaving the spell on the door intact. She stripped nude and searched for a rag near the vanity. Finding one, she took it and the bottle of chloroform in hand, and waited...

"Tobias?" Lily heard Twilight call out as she arrived home, three stories below. She made a mental note to thank the powers that be Spike was gone for the evening. Apparently, sound travelled easy through the tree home. Stairs started to creak as Twilight made her way upstairs. Quieter this time, Lily heard Twilight repeat her fake name, probably at the door to the guest room. "Tobias? Huhn... Maybe he's out." The sound of footsteps and stairs grew nearer and nearer. There was a pause before the glow on the door faded away to nothing. Just as the door swung inward and Twilight stepped in, Lily poured a hearty dose of the acrid Chloroform onto the rag and shoved it directly into Twilight's face. Slipping into the space behind her, Lily wrapped a slender, muscular arm around the writhing mage, pulling her tight to Lily's flat chest, holding her close and the rag over her nose and mouth.

"MFF!" Twilight groaned, her eyes growing wide. Lily felt the first tendrils of magic wind around her wrist, but she was ready for it. Summoning all the might she had as a changeling, Lily fought the already-weakened power of Twilight's telekinesis. And it was a fight. Even as Twilight weakened, her body moving less and less, her muscles slowly relaxing, Lily fought to resist the magic that was pulling her hand away from Twilight's face. Finally, Twilight lost consciousness, her magic fading against Lily's wrist.

"Damn." Lily worked fast, not wanting to lose a moment of opportunity. She carried Twilight to her own bed, grabbing an unraveled length of rope and binding Twilight's wrists and ankles together. She saved the clothes for last, needing to lock away Twilight's power before anything else. She had done it, though. Twilight was unconscious, and moments away from having her power locked. Two leaves of magesbane slipped in between her lips and under her tongue. Lily wiped the saliva off onto Twilight's blouse, using that as an excuse to grope her firm breast. She gripped Twilight's jaw, moving it up and down to make her work up saliva. Then, she rubbed the slumbering Magi's throat, smiling as she unconsciously swallowed the drug-laced spit. Lily repeated this three more times, making sure Twilight had swallowed enough before fishing the leaves out. Smiling at her handiwork, Lily started setting out all the things from the clear plastic box beneath Twilight's bed. There was actually quite a bit more than she had originally thought... Lily ran down a mental list of all the things in the box...

Ball gag

Spider gag

Body harness

Cat-o-ninetails

Riding Crop

Blindfold

2 long vibrators

2 sets of anal beads

1 bullet vibrator with a strap for the control console to wrap around the thigh

1 regular dildo, rather large

1 anal plug

A massive bottle of lubrication

Another bottle for massage oil

4 sets of handcuffs, 2 fuzzy, 2 regular

1 set of ankle cuffs with a 3-foot solid bar between them. Obviously to keep legs spread. Jeez, there was even more...

3 lengths of treated rope, one of which was currently in use against Twilight

A strapon. Neat. Twilight was holding out hope for a female friend some day. Lily'd have to remember that.

Then there, tucked in the corner of the bottom of the box, was a smaller black box, lined with felt and locked with a small key. A little fishing, and Lily found the small little bugger. She unlocked the box, flipped the lid, and almost felt her heart stop. Tucked inside was a needle and syringe, and three vials of clear liquid. It was at that moment Twilight stirred and opened her eyes, blinking a few times before gasping and sitting bolt upright. She struggled against the ties on her wrist and kicked her legs before groaning and laying back.

"Fuck. You got me." She whimpered.

"Not like you didn't want it." Lily said, drawing Twilight's attention to the black box in her hands. "What, pray tell, is this, my dear Twilight?" The mage bit her lower lip, looking away from Lily's nude, male form. Not satisfied with the silence, Lily padded to the bed, reaching out to grasp Twilight's jaw firmly. Her hand wrenched Twilight's face around, making their eyes meet firmly. "What. Is in the box." She said, her tone low and dangerous. Lily saw fear flash in Twilight's eyes, fear and something else... Excitement.

"A... Aphrodisiacs..." She muttered embarrassedly. "A shot of half a syringe will get you horny all night. Limitless energy, quick recuperation from orgasms, eliminates fatigue... But it'll dehydrate you and give you a massive headache after you're done..." She whimpered. Lily just grinned and set the box on the bed, withdrawing a syringe and one phial. "What are you-"

"Shh." Lily urged, focusing on filling the syringe with the clear liquid. After about half of it was full, she squirted a little fluid out, eliminating air bubbles. Using telekinesis, she restricted the flesh just above her bicep, waiting until she saw a vein pop up.

"Don't use it on yourself! What are you-"

"I said Shh." Lily slid the needle into her vein and pushed the stopper home, pulling the needle out smoothly, leaving just a small bead of blood behind. "According to you, this stuff will keep me going all night. Which is just what I need, if I'm going to have my way with you." Already aroused, Lily felt the drug slowly take ahold, sending blood thundering through her veins. Her modest length swelled even larger, the blue veins bulging as she felt a small bit of percum ooze from the slit at the head of her shaft.

"Tobias, I... I don't want..." Lily just smiled down at Twilight, who flushed bright and shut her mouth.

"I used magesbane on you to lock away your magic. No cheating and cutting yourself free, or casting any spells, or anything." Lily began to explain, dropping the used syringe into the trash bin next to Twilight's cluttered desk. "From now until I deem fit, you are mine to do with as I please. As far as I'm concerned, you are just a hole for me to fuck senseless. An object..." Lily returned to the side of the bed, cupping Twilight's chin with a muscular finger. "A toy."

"Y-Yes... Tobias." She whimpered. Lily whipped her hand around in a stinging, derisive slap. The yell Twilight gave wasn't entirely from pain...

"You will call me Master." Lily was enjoying Tobias' personality... Just as much as she was going to enjoy ravaging Twilight. "Am I clear?"

"Y-yes..." Lily grabbed a fistful of Twilight's hair, pulling her up.

"Yes WHAT?"

"Yes Master!" She panted, her chest heaving now. "Y-yes, Master. I'm sorry, please forgive me." Lily smiled and stroked twilight's cheek with her other hand.

"Good girl, Twilight. I'm going to untie you now. Are you going to try and fight me?" Twilight shook her head, eyes wide. "Are you going to run?" Another shake. "Will you do everything I tell you to? Like a good little girl?"

"Yes, Master." She whimpered. Judging by the way she was rubbing her thighs together, she was really enjoying it so far... Lily pulled the knots on her ankles and hands free, tossing the rope aside and padding to sit in the chair at Twilight's desk.

"Strip." She commanded, crossing a leg so she could enjoy the show. Twilight had worn a loose-fitting blouse and capri pants to the poker game, though she was barefoot. Probably kicked her shoes off at the door. With fumbling, shaking hands, Twilight pulled her blouse off and unzipped her pants, kicking them off into a pile to the side. She paused with her hands behind her back, wide eyes affixed on Lily and her throbbing cock. Lily rolled her hand, as if saying 'Get on with it.'

Slowly, Twilight pulled the clasp on her bra free, blushing as the fabric left her breasts, revealing them at long last to Lily's eager eyes. Smiling at what she saw, Lily shifted to a more comfortable position in the chair, letting Twilight see just how aroused and eager she was. Twilight saw, and if the dark spot on the crotch of her white cotton panties had anything to say, she liked it. Slowly, those slid down her creamy, pale thighs, getting kicked off to the side along with the rest of her clothes. Now completely naked in front of Lily, Twilight stood tall, acting like she was unsure where to put her hands.

"Tell me now, Twilight." Lily started, her eyes affixed on the thin strip of trimmed, purple hair on Twilight's pubis. "What you want me to do to you. Tell me what is going to give you the most pleasure." Twilight bit on her lip, casting sidelong glances between the floor, Lily, and the pulsating member just dying to be used in the most wonderful way.

"I-I want..." Her words trailed off, lost as she couldn't speak them. Lily got up, stomped over to Twilight, and grabbed a fistful of that luxurious, purple hair.

"You want WHAT?!" She growled, her face hovering close to Twilight's.

"AAHN! I want your cock!" She gasped, her hands raising to fight off Lily's in her hair. Twilight was by far the better magic user, but once that was stripped away, she was just a weak, frail, horny little bitch. "Please, Master! I want you to stick it in me! Fill me up with your cum! Use me in any way you want, but please, put your cock inside of me!" She was begging now, tears brimming in her eyes, both from pain and pleasure. Lily released the pressure on her hair, still holding her, but not tugging at the flesh of her scalp.

"Good girl." Lily praised her, smiling softly. "When I ask you a question, you answer it. Was that so hard?" She said, grinning as Twilight shook her head gently. "Now, put on that harness as only I know you can." She let Twilight go, returning to the chair and watching as Twilight started pulling on the body harness slowly. The leather straps hugged her form perfectly. This garment was obviously tailor-made for her. Probably by Rarity... The thought made her flex more shining percum out of her eager cock, smiling as she felt the desire hammer in her heart. She felt energized. Ready, willing, and able. As per the plan, she was going to thoroughly enjoy this night... Twilight pulled the last strap over her shoulder, turning to Lily clad in the skimpy, slutty outfit. It hugged Twilight around her stomach like a bodice, leaving her breasts bare. A set of thick leather belts cinched around her breasts, squeezing them together, pushing them out and away from her chest. four leather cords rose from the bodice up to a thick collar around Twilight's throat. A pair of leather, crotchless panties clung to her hips, opening up early to let Twilight's trimmed hair peek out under the sheer fabric. The leather cords running in between the joint of her thigh and center hugged Twilight's flesh nice and firm, thinning out to two simple cords of leather that cinched to the underside of the bodice. They cleaved her cheeks in two, the firm flesh depressed so it spilled around the two straps of leather. Her long legs were bare, looking all the longer for the definition lent to her crotch. Lily smiled and stood up, walking a slow circle around Twilight.

"D-does Master approve?" Twilight whispered as loud as she dared, quivering visibly. Whether from excitement, fear, or having her magic locked away, Lily didn't know. She rather hoped it was all three.

"Very much so." Lily groaned softly, running a hand up Twilight's back, into her hair. "On your knees." She pulled downward, forcing Twilight to her knees roughly. Her knees hit the floor with an audible thump, her hands raising to the hand that held her hair. She whimpered but didn't cry out. That was going to change. "So you said this aphrodisiac will keep me cumming all night, right?" She asked, peering down at those big, purple, fearful eyes.

"Y-yes, Master... All night. Well past normal limits, but not outside the realm of possibility. There's... There's only so much s-sperm you can produce before there's no more..." Her whimpering tone, those big eyes... Ooh, Lily was going to go crazy. Not that the drug didn't already have her riled up more than she should have been.

"Good. Then you can start with your mouth." She pulled on the thick purple strands until Twilight's mouth opened in a cry, quickly shoving her hips forward. Her head bobbled around Twilight's open lips before lining up properly. Quickly, Lily pushed herself in, sealing her length inside the eager magi's mouth. As she pulled out, Twilight coughed and spit out a thick wad of saliva. breathing ragged for a few moments before Lily pushed back in, deeper and harder. Gagging, she was certain Twilight was fighting the urge to vomit. She kept her right on the cusp, relishing the feel of a warm, wet mouth wrapped around her thick, pulsing cock.

"Hmm... Augh, *cough cough* Ack!" The noises coming from her mouth were almost as arousing as the act of mouth-fucking the talented Twilight Sparkle. It didn't take very long at all for Lily to cum the first time. She pulled out, her left hand stroking the slick, smooth flesh easily. It felt so good stroking such a large, throbbing cock, her hand moving easily thanks to the massive amount of spit Twilight had produced.

"Augh! Fuck!" Lily grunted as she shot the first strand directly into Twilight's hair. The second splattered against her forehead, ricocheting off to fall to the hardwood floor. Every one after that landed somewhere lower than her nose, everywhere from inside her open mouth to her breasts. Still oozing several drops, and still hard as a rock, Lily hauled Twilight to her feet. "Did you like it?" She growled.

"Yes Master! I don't deserve your cum, thank you! Thank you so much!" Twilight panted, licking her lips clean of cum eagerly.

"No, you do deserve it." Lily slapped Twilight so hard she fell onto the bed nearby, many of the toys jumping about and falling to the floor. "A little cumslut like you deserves every single drop of cum that she gets. Am I right?" She grasped that long head of hair once more, pulling it back.

"Yes, Master! I deserve all this cum! Please, give me more!"

"That's what I thought... What to do with you?" Lily mused, releasing her hair and walking around the prone form of a panting, riled-up Twilight. "I guess it's time we get you some pleasure, hmm? Pick your ass up, show me that hungry little pussy." Lily watched as Twilight walked her knees up onto the bed, spreading her thighs apart enough that lily could see everything from behind. "Look at that." Lily slid two fingers into Twilight's twitching cunt smoothly, working them back and forth roughly. "You get so wet from a simple blowjob. Just a dirty, wet little slut." She positioned her head against the wet, twitching lips, grinning wide.

"N-no! Give me ti- AUGH!" Twilight started to object, but stopped her complaint with a cry as Lily thrust deep into her. Thicker and bigger than she had made herself out to be originally, Lily was surprised at how deep she reached. Twilight writhed, her hands halfway between pushing back at Lily's insistent hips and clutching the sheets of her bed. Lily just grinned and started thrusting. Twilight resigned herself to it, both hands falling to the rumpled comforter on top of her bed.

"Ooooohh, so tight. But so wet... You're just loving this, aren't you?" Lily teased, pulling out enough so her hand could deliver an open-palmed smack to Twilight's tight rear. That elicited a restrained cry from her incapacitated partner.

"Y-yes..." Twilight couldn't form a coherent sentence now. She was really getting off on this, huhn.

"Oh, and I forgot to mention." Lily cupped Twilight's throat, pulling her up until her leather-clad back was pressed to Lily's flat chest. She whispered into her ear with a low, menacing tone. "If you don't ask for permission before you cum, you won't walk right for a week." She dropped Twilight then, returning to the rough, fast thrusts that slid deep into the eager, wet hole waiting for all the pleasure Lily was so generous to be giving.

"P-please, may I cum?" Twilight managed to gasp. Judging by the flexing, pulsing motion of the twat wrapped around her sensitive cock, Twilight was damn close.

"So soon? Hmm, I don't know... What's in it for me?" Lily paused, just resting inside Twilight's shifting center.

"I-if you let me cum now, I'll... I'll... I'll suck you off again. I'll let you put in my ass... Please, I'll do anything." She whimpered, looking at Lily over her shoulder with a pleading, eager gaze.

"Like I needed your permission to do any of that anyways. If I so wanted, I could penetrate your anus right now, no questions asked. And you couldn't do a damn thing to stop me. You're going to have to do so much better than that if you want me to let you cum." Lily pulled out entirely, dripping a few stray drops of Twilight's juice onto the comforter. She waited for a response. And waited. Twilight's face scrunched up as she breathed out shakily, her muscles relaxing slowly.

"Haaahh..." She breathed, her head falling forward.

"Did you just cum?" Lily glanced down, saw the two fingers buried inside Twilight's dripping cunt. "You... You used your fingers to get yourself off without my permission." The flashing glance Lily gave Twilight was one filled with both promise and danger. "Wrong move, Twi. On the floor." Lily stepped back, moving around to the other end of the bed, scanning through the toys on the floor for what she wanted. A glance at Twilight saw she was still on the bed, breathing heavy.

"I said get on the floor." Twilight looked up at LIly.

"No." Seriously wrong move. Her hand whipped around, catching Twilight's already-red cheek, her head snapping to the side as the force of the slap launched her off the bed anyways. Falling to the floor with a loud thump and a jumble of limbs hitting the hard surface, Lily snatched up all she needed for now. She had time. She would make Twilight pay.

"You." Lily grabbed Twilight's hair, holding her up. "Don't." Her other hand quickly snapped a pair of handcuffs around Twilight's wrists, firmly fastening them behind her back. "Tell me." She fastened the ball gag in Twilight's mouth, forcing her teeth apart with a yank of her hair and a pinch to her hard nipple. "No." She put the blindfold over Twilight's eyes, fastening the strap in her hair.

"Hmmf!" Twilight groaned, settling to her knees as Lily finally released her grip. There, spread apart, completely open to her, Twilight could do nothing against Lily's advances. And she most certainly couldn't say no anymore. The sight was too much, her excitement got the better of her. She stoked another orgasm out, covering a good part of Twilight's front, making sure those perky tits were fairly covered with thick ropes of cum. Satisfied for at least a while longer, Lily retrieved a selection of vibrators and dildos, and a set of anal beads. Just for shits and giggles. An idea struck her, and Lily retrieved the leg-spreader as well. Once that was in place, Lily smiled at her handiwork. Twilight was completely spread apart, and she was most definitely enjoying this. The thin whimper of pleasure, the trickle of wetness tracing its way down her thigh, oh yeah... Twilight was a total sub.

"Right then." Lily groaned, stroking her throbbing member in expectation. "Let's get to making sure you can't walk." She pushed Twilight forward, her cheek against the floor as she couldn't support herself. On her knees, ass in the air, Lily slid a single finger into her tight rosebud, no lubrication. Inside was nice and tight, smooth with practice. So she didn't just have this shit laying around, Twilight probably used and cared for it well. Sliding that finger in and out, Lily pushed her cock into her wet cunt below, sliding in and out rapidly. The aphrodisiac was really kicking in... Lily grunted as another orgasm pumped into Twilight's twitching cunt, hearing a thin whimper of objection from the gagged mouth.

"What, didn't want me to cum inside? You were begging for it earlier." Lily teased, taking the finger out of her ass and sliding two into her cum-filled, sticky center. She shoveled some of her hot seed out, letting it fall to the floor with a wet sound. "And I can keep cumming all night. We've hardly begun, and you're already begging for the end. Oh, poor Twilight, you're in for a shock." Lily retrieved the bottle of lube and poured way too much onto Twilight's ass. The gooey liquid got everywhere, dripping down Twilight's stomach, creating a puddle on the floor, and leaving the puckered flesh a shining rosebud of anticipation. Lily rubbed a good amount on her cock as well, slowly pushing her way into Twilight's ass.

"There we go." She grunted, feeling Twilight open up for her, inviting her in the back door eagerly. "Let's get both your holes filled." She pushed a vibrator into the twitching pussy beneath, dialing the vibrations up about halfway. She started fucking her ass smoothly, sliding in and out with surprising ease. Twilight was a pro at this! Almost certainly not the first cock she'd taken in the ass. Grinning, Lily let herself go, thrusting deep and smooth into the pulsing rear that was so hungry for her. The vibrator dialed up to the highest setting, spurring another spurting orgasm from Lily. Twilight came as well, her twitching walls almost pushing the vibrator out. Lilly caught it and slid it back in, thrusting relentlessly into Twilight's cum-filled, twitching ass.

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

This was the pinnacle of pleasure. All of her exploits with the previous five had led up to this moment. Lily let herself loose, fucking Twilight up, down, left, and right. By the time she was exhausted, she had came six times. Twilight bore the evidence of abuse, both her holes still dripping creamy, white liquid as the sun broke over the horizon

"Fuck..." Twilight groaned, flexing sore muscles as Lily freed her from the bonds. "I mean, seriously, fuck... I was NOT expecting that..." She inspected a mark on her wrist with a sigh, looking up at Lily as she started gathering all the soiled toys and clothes they had used into a pile. "Tobias..." Lily looked up.

"Yes, Twi?" Lily managed, her head spinning from the after-effects of the phenomenal experience. Not to mention the drug...

"That was... The absolute best fuck I've ever had. Ever. Every single thing about what you did was one hundred percent perfect. I mean, that thing with the anal beads AND your cock in my ass... Fantastic." She smiled and leaned into Lily's chest, wrapping her arms around the slender, toned waist. It was then that Lily kicked herself. Drug-addled mind barely forming a coherent though, she slid an arm around Twilight's back, drawing a brilliant purple essence from the exhausted Magi. She felt it slide into her palm, up her arm, and into her chest, joining the other six in perfect harmony.

Wow, she had been too caught up in the fun to even remember to take it...

These girls were going to kill her...

"Sleep, Twi." Lily muttered. It was half an order to her, half a pleading request to be let go.

"Right. See you tomorrow." She muttered, limping to her bed, thanks to a particularly stinging smack delivered halfway through the session. Lily left everything behind, stumbling down the stairs and to the guest room. Still unsure how she managed the long trip without collapsing, Lily fell onto the bed and was out before her head hit the pillow. She awoke well into the night, feeling weak and thirsty. Remembering Twilight's words of dehydration, she managed to drag herself, still butt-naked into the bathroom for a drink. Taking it slow, feeling strength return marginally, Lily nursed herself back, taking water and strength from the six pulsating essences inside of her in equal measure. They felt stronger than ever, and she returned herself to normal function before long. Double-checking her haggard expression in the mirror, Lily smiled at the bags under her eyes, the slightly emaciated feeling all over her worn, exhausted, but oh so wonderfully pleased body. She had to check on Twilight, though...

"Twi?" She asked, knocking on the door at the top of the stairs gently. "It's Tobias."

"Come in." Lily saw a gentle glow fade from around the edge of the door, and she pushed it open smoothly. Twilight was laying on the bed, her form stretched out on her back with a tray of crackers and water next to her. "Hey." She said weakly, smiling at Lily as she stepped inside, closing the door behind her. "You look good..." She said softly, beckoning with one finger. Lily advanced and gave her a sweet, gentle kiss, smiling softly.

"We need to talk." Lily said gently. When Twilight gave her a questioning expression, Lily smiled and shifted into her changeling form.

"It's about Chrysalis."

Twilight screamed.

-=EDIT=-

Not a whole lot to change in this chapter. Some indentation issues, and I missed a quotation mark somewhere when they were stargazing. And I forgot to capitolize Maggie at one point.