--------------- Request Chapter: Fluttershy, Twilight, and Lily threesome ---------------

The following takes place a few months after Maggie's opens, following the events of A Different Kind of Love, Chapter 7

Lily looked up from the fire as the front door swung inward, a warm breeze following the figure that slipped inside. Maggie was out for the night already, and it was exceedingly late. Still, not one to keep a customer hanging, she stood from the couch, along with the one other girl with her. Both of them smiled as the somewhat mysterious figure closed the door behing them.

"Welcome. Is there anything we can-"

"You." A single gloved hand rose to point at the girl behind and to Lily's right. "May leave. I have business with Lily." That voice was hauntingly familiar... Lily squinted at the hooded figure, trying to make out a face, any distinguishing mark. She turned her head and nodded to the other girl, who gave a slight frown before padding out of the lounge quickly.

"Listen, I don't know-"

"A customer." Lily was cut off as the figure answered the unasked question, slowly lowered the hood covering their face. Lily gasped. "And I'd hope, a friend."

"Twilight!" Lily rushed forward, throwing her arms around the chuckling magi, smiling as the hug was returned in kind. "What brings you here? To Canterlot, I mean..." Lily asked, still loosely embracing her friend, and admittedly, love slave. Though she hadn't had the time to explore the darker side of their relationship, Twilight had called a few times since they had parted ways, shortly before Maggie's had opened. It was mostly idle chat, though they had almost always ended with a hint of desire to revisit the last night they had spent together, though maybe not as Tobias. In fact, Twilight seemed intrigued at the possiblities having a Changeling partner could present.

"Is there somewhere we can talk?" She asked, pulling her cloak off and hanging it on the nearby peg. Her long purple hair was just as beautiful as ever. In fact, Twilight herself looked stunning. Lily nodded and gestured to a nearby hallway, quickly taking Twilight into a vacant room. Twilight cast a hand to the dark hearth, sparking a fire right away. It roared to life on the stacked logs, quickly casting the room in a warm light. Giving a tired huff, Twilight plopped down in a chair before the fire, smiling as Lily sat opposite.

"So, once again, I have to ask. What brings you to Canterlot?" She crossed her legs, leaning back into the plush fabric of the couch as her eyes wandered up Twilight's body. She was still rather heavily clothed, and started pulling her gloves off as she spoke.

"Truth be told, Lily, I have a favor to ask. Professionally, of course." She said, setting the gloves on the arm of the chair. She still wore baggy pants and a long-sleeved shirt. Along with the cape, Lily wondered why the need for all the secrecy.

"Anything." Lily admitted, waving her hand.

"Well, you know Fluttershy. Poor girl is, well... She's shy. I guess there's no other word for it. But she came to me the other day, looking for a book. It was the nature of this book that had me concerned. It was quite erotic, to be blunt. But not straight erotic. It involved women, and a lot of them. Maybe you've heard of it. It's called-"

"Harlots in a Hot Night?" Lily asked, a sly smile spreading across her lips. Twilight blinked, but didn't appear shocked.

"Well, yeah, actually. I never figured Fluttershy to be the type to read erotic novels. Let alone, lesbian ones... But get this." Twilight leaned in closer, smiling slightly as she spoke. "Not only did she have an interest in the novels, but Fluttershy actually wants to try lesbian sex." Lily blinked, gesturing for Twilight to continue. "Well, she just confessed to me. She seems so shy and unassuming, but when she opens up, she talks really fast and really loud. I was actually kind of shocked. She was so specific, though, that she said 'I don't want just you, though. I want someone else who also does it, someone experienced, so you can teach me while she shows me.' I swear, if I had my way, I'd have taken her right then and there."

"I fail to see where I come in on this. Surely you don't want me to..." The suggestive look from Twilight told Lily otherwise. "No, you can't be serious!" Twilight sighed and crossed her legs, gesturing empathatically.

"Who else could I have chosen?"

"Rarity."

"Engaged."

"Really? Wow. Well, what about Rainbow Dash?"

"She got bogged down with work lately. Plus I don't think she's the type." Twilight sighed.

"Pinkie Pie?"

"I want to show Fluttershy a good time. Not rape her and leave her on the floor, exhausted and sore." Twilight chuckled. "Though I would want to see that some other time."

"I'm guessing Applejack doesn't swing that way...?" Lily asked, stretching the question out. Twilight shook her head with a slight shrug.

"I mean, I can't be one hundred percent sure, but I'm not about to ask her something so serious. 'Hey Applejack, Fluttershy wants to know if you're gay or not?' Yeah, that'll fly. About as well as me when Applejack kicks me into the next county."

"So you came ALL the way out to Canterlot to ask me to come back to Ponyville with you so the three of us can have a hot, steamy, lesbian threesome, and pop the preverbial cherry on a shy avian?" Lily asked, arcing an eyebrow. Twilight blinked a few times, then nodded happily.

"Pretty much, yeah. Fluttershy isn't willing to stay away from her animals for very long, so it'd have to be in Ponyville. I'll cover travel expenses along with whatever other cost you see fit. For... You know... Services rendered." Twilight blushed a little, and Lily couldn't help but smile.

"Very well then. I consent. I assume you want to leave immediately?" Twilight mulled the thought over, Lily could see the gears turning in her head. She finally shook her head with a sigh.

"Personally, I need some rest. I've been travelling a lot recently, and I haven't had a decent bed to sleep in in ages. Especially if we're going to do what we're going to be doing, I need to get some quality sleep. Might I rent a room for the night?" Lily chuckled and shook her head.

"You can share my bed. Come on." Lily stood from her couch and scooped Twilight's hand in her own, pulling her up. Twilight resisted, frowning slightly.

"Lily, no, I'm too tired..."

"No funny business. On my word." Lily said, laying a hand over her heart, the other extended to Twilight. "But don't you dare deny me a good cuddle. And I can't promise I won't wake you up in a more than friendly fashion." Twilight chuckled and accepted her hand, following Lily out of the room, waving her hand over the fireplace to extinguish the fire before they left. The logs remained as if they had never burned in the first place. Back into the abandoned lounge and down a separate hallway, Lily led Twilight to the personal quarters of all the girls who worked. Many of them were asleep with clients in other rooms, but Lily was still cautious of making too much noise this late into the night.

She and Twilight slipped into her own personal room. All of them were rather large, Lily spared no expense when building personal quarters. Individually, hers featured everything a large apartment or small house would, including separate rooms for dining, living, and even an exercise room. Twilight excused herself to the bathroom for a shower and other business while Lily busied herself brushing her hair out. She changed into pajamas and sat in front of the vanity in her bedroom, fretting over her long, curly red locks.

The thought of a changeling fretting about appearance struck her as odd in that moment. She paused with the brush in hand, just looking at herself. Thoughts about her unique position hadn't come to her in a very, very long time... In fact, she couldn't recall the last time she had been reminded of her existence as a changeling. The last three weeks worth of clients had been handled without her having to change, even... It was then Twilight appeared behind her, wearing pajamas of her own. A loose-fitting T-shirt and short shorts. Compared to Lily's nightgown, Twilight looked like a college student. Smiling, Lily leaned back into her.

"What's on your mind?" Twilight asked softly, resting her chin on Lily's shoulder.

"Truth?"

"Truth."

"Well," Lily sighed. "I was honestly thinking about me being a changeling..." She felt Twilight stiffen for a moment before she relaxed. Much to Lily's surprise, Twilight gently cupped her chin, turning Lily's face into those brilliant purple eyes.

"You aren't a changeling, Lily..." She leaned into kiss her, and Lily melted into the embrace smoothly. Twilight's lips were so soft, the way they pressed to hers like the gentle caress one would show a baby or a loved one... It sent warm shivers up her spine. She groaned, eager for more, fearing the kiss to end. It did, with a subtle smack, and Lily looked into Twilight's smiling face. "You're just... Lily." The warmth that flowed into Lily made her smile, her heart throb wonderfully. Smoothly, the two of them stood and padded to the bed, separating to slip around either side of the large king-sized mattress. They pulled the covers back and slipped under, scooting close to embrace one another gently. Lily turned her back to Twilight, who curved her body against her from behind. Spooning comfortably, Lily whispered softly to Twilight.

"Thank you..." She felt a pair of lips press to the back of her neck before Twilight nuzzled into her hair. Silent and peaceful, the two of them drifted off together.

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Lily didn't dream of a thing. It felt like the moment she closed her eyes, she opened them again, the only light was the one that glowed faintly at the edge of the windows. Rested and relaxed, she realized she was still in the same position, but Twilight had turned her back, pressing it against Lily's own. They were still close, comfortably so, just facing away from one another. Smooth as can be, Lily slipped away from Twilight, who slumbered on peacefully. A quick glance at the clock showed it to be nine hours later. Thank goodness they had a break today. Many clients would have woken and left already, maybe one or two sleeping in. As she slipped out of her room dressed in the flimsy nightgown, one other girl emerged from her own, her hair a tangled mess.

"Morning, Lily." The girl yawned, rubbing tired eyes.

"Hey there, Michelle. Sleep good?"

"Oh, by Celestia, you bet your sweet ass I did. I swear, that man ran me into the ground last night. I don't think I've ever been that tired my entire life. I probably lost five pounds in sweat last night." The way she joked made Lily laugh and give her a playful spank before they padded into the kitchen. Maggie was busy preparing the food for them that day, and Lily kissed her cheek before swiping a sausage link from the pan.

"Hey!" Maggie swatted at her with the spatula, but she twirled away gracefully and started building two plates with the food already set out. "Oh? Did you get some late-night company?" She asked, grinning at Lily. The grin was returned in kind as Lily started flopping pancakes onto both plates.

"Perhaps. Which reminds me. I guess you could call it a business trip, but I need to be going to Ponyville. I should think it'd only last a day or two, maybe three. Travel expenses will be covered, and I'll use money from my own account if I need anything." Maggie waved the spatula offhandedly.

"Not a problem. You've got a million and one friends out there, shouldn't be any issues." Lily suspected Maggie knew at least something, or had assumed she was going to visit the six she had been involved with a few months prior. Maybe she would get to see all the others. Particularly Rarity. Who had she been engaged to? That question burned into Lily's mind as she gave Maggie another kiss, recieving a spank with the spatula in return. Yelping playfully, she padded off, bringing breakfast to Twilight in bed. When she returned, Twilight was still slumbering, so she went back to the dining room to deposit the plates before slipping under the covers, her arms pulling Twilight close. The movement caused Twilight to moan and stir, but what happened next made her wake up almost immediately.

"Wake uuuuuuuuupp..." Lily moaned into her ear, one hand slipping under her shirt to grasp her breast while the other smoothly slipped inbetween her thighs, pressing a finger to her crotch through the fabric of her shorts. Twilight's eyes snapped open and she gasped, shivering as Lily's fingers found her nipple.

"Aah!" She whimpered, squirming slightly. "Lily, damnit, don't scare me like that... Aah, easy!" Lily rubbed her crotch, smiling as the sleepy magi started to squirm and whimper even more.

"Good morning, Twilight Sparkle. It's time to get up." Lily pulled Twilight's earlobe into her mouth, gnawing on the flesh teasingly. Twilight gasped and shivered some more, her legs opening up as she went to adjust. Lily siezed the opportunity to put more pressure on her crotch, freezing Twilight in place with a shudder. She began rubbing up and down, smiling against the earlobe in her mouth. Twilight's breathy moan told her how much she was enjoying this.

"D-don't..." She whimpered, Lily's hand rising to push under the hem of her shorts. "N-no... Not now, Lily... I... Aah, have to... Ngh... Save myself for later." That made Lily pause. Sighing softly, she pulled her hands away, untangling them from Twilgiht's rumpled pajamas.

"Forgot about that. Oh, by the way, breakfast is ready." Lily said, propping up on her elbow and leaning over to kiss her cheek softly. "Let's go, sugar tits." Lily swung out of bed, smiling at a glare from Twilight before going to the dining room so she could dig into her own breakfast. Twilight joined her soon enough, scratching a head of unkempt hair before taking the seat opposite and digging in. They ate in relative silence, leaving a few bites on their plates to be shoveled into the trash before stretching almost simultaneously.

"Can I trust you to shower with me and not try anything funny?" Twilight asked, a soft smile playing across her lips. Lily paused and cock her hip to the side, elbow in the palm of one hand as her finger rose to tap her lower lip.

"I can't promise I won't grope you or play around, but I'll stay away from anything serious like fingering and whatnot." Lily said with a soft smile. Twilight narrowed her eyes at Lily before nodding.

"Kaaaaayy... I'm trusting you here." Lily raised her hands defensively.

"Come on, you know I'm good for my word."

"Uh huhn. Come on, let's get cleaned up. We have to catch the afternoon train to Ponyville." Twilight said, pulling Lily down the hall to the bathroom. They stripped and stepped into the shower, laughing as they playfully groped and kissed before washing one another's hair, scrubbing backs, shaving legs, and generally just taking care of business. As tempting as it would have been to fool around then and there, Lily did rather feel like saving herself for Fluttershy. They toweled off, delivering more than one snapping spank with the wet towels, accompanied by a hearty laugh or a lusty chuckle. Business handled, Lily padded into her room to pick what to wear while Twilight dressed herself with magic. She changed into the same outfit she had worn yesterday, baggy pants, loose shirt, gloves. Lily dressed conservatively, jeans and a blouse, and quickly threw together two more changes of clothes and pajamas. She had learned to keep a separate toiletries bag for moments on the go like this, so she tossed that in as well. It all fit into a large pack which she slung over her shoulders.

"Ready." She nodded to Twilight as they left, thankful no one was inbetween them and the exit. Twilgiht spun into her cloak and pulled the hood up. Apparently being a wielder of one of the elements of harmony made you somewhat of a star. She had dressed as such to avoid attention. Together, mysterious hooded figure and bubbly redhead, they left the business district and made their way to the more tourist-y part of town. The streets were alive but not crowded, people paying them little mind, despite Twilight's conspicuous outfit. They paid for tickets, boarded a train, and prepared for the 18-hour ride to Ponyville. Twilight was generous enough to pay for their own private compartment with a small bed. Figuring they had to conserve energy, and seeing as Twilight was fairly tired from travelling anyways, they decided to take turns sleeping. Twilight excused herself to the restroom, returning dressed in a knee-length dress and simple shoes. She flopped onto the bed immediately, groaning tiredly.

"You must be really worn." Lily said softly. "You look beat."

"I am... I've been all over looking for a few books. Las Pegasus, Trottingham... What's worse is I have to hide my face pretty much wherever I go." She groaned, rolling so she was on her side facing Lily. "What about you? Doing... Well, what you do-"

"Whoring." Lily chuckled. "You can call it what it is."

"Eer... Right, whoring." Twilight blushed heavily. "Aren't you tired?" Lily groaned and stretched her arms over her head, looking out the window as the train gave a loud whistle and began to move.

"You know what, Twi? I'm about to tell you something I don't think a lot of people know about this type of work..." Twilight perked up, resting on an elbow as she listened intently. "It's surprisingly..." She looked at Twilight with a warm smile. "Fulfilling." When the magi just gave her a confused expression, Lily felt the need to extrapolate. "I'll tell you this in confidence, Twilight. There are more men who just want to talk and cuddle, and are willing to pay for it, than to have sex. One of my girls actually complained to me the other night how she hadn't had any action in a week. I asked her about the five men in seven days she had spent the night with, but she told me none of them wanted sex." Twilight looked genuinely shocked.

"So, you mean to say there are men who don't want sex, just to cuddle, to talk?"

"Not unlike what you and I did last night." Lily replied, stretching out as best she could on the seat next to the window. The train was moving slowly, making it's way out of Canterlot. "I'm not about to charge you, though. While we do charge a lower rate than if intercourse is involved, men readily pay it. With a hearty tip, I might add. Hardly accurate to call it a tip, more of a bonus, really. One gentleman paid the fee for his service, then tripled it to give to Michelle outright. I won't say the living we make for ourselves is lucrative, but we are living comfortably." Twilight smiled and laid back on her side, pulling the pillow from under her head so she could hold it close.

"That's fascinating. You open a... Uh, whorehouse... And expect to make a living selling sex, but instead make a good amount of money from conversation alone. I admire that, Lily." Twilight smiled, which turned into a yawn, which in turn made her slowly close her eyes. Lily laughed and reached across the small space to rest a hand on Twilight's shoulder.

"Get some rest. I'll kick you when it's my turn to take the bed." Twilight sat up for a moment to survey the small bed, her brow furrowed.

"You know..." She said softly, looking over the arrangements. "If we spoon like last night, we could probably share this thing." Lily looked it over, noticed just enough room for two people. "Here, get behind me, see if this will work." Lily straddled Twilight momentarily before laying down behind her, her arm serving as Twilight's pillow while the other rested lazily over her side. They had to press close, but both of them actually fit comfortably on top of the thin mattress. "Well I'll be damned." Twilight muttered, tucking against Lily with a smile. "I'm sorry, Lily, but... Can I..." Lily silenced her with a teasing nip to her earlobe.

"Say no more, Twilight Sparkle. Get some rest. We're both going to need it..."

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"Oh! Girls!" Fluttershy's reaction was one of both relief and surprise. Obviously, she hadn't been expecting Lily and Twilight to return so soon. Maybe the request had been made shortly before Twilight began her trip. Fretting with the hem of her blouse, Fluttershy swept aside to allow them into her home. It felt like so long ago Lily had last stood in this house... It had been when she had taken the first essence of six on her trip... Back then, she had been working for Chrysalis. Back then, she had been an entirely different person. Now, as a friend, she smiled at Fluttershy, who was obviously very nervous about the whole experience. She moved slowly, remained quiet, barely raising her voice above a whisper when she asked if they would like tea.

"Of course, I'd love some. Lily?" Twilight asked, obviously accustomed to the shy avian's quiet voice. Maybe she was using magic to help her hearing...

"Sure. Tea sounds wonderful." They all sat down and drank tea quietly, thought Lily couldn't help but notice Fluttershy would shoot her serreptitious glances quite frequently. Finally, Lily had to address the elephant in the room.

"So, Twilight tells me you're interested in the fairer sex." The question made the shy avian blush and shrink away in such a fashion Lily nearly felt guilty for saying anything at all. She raised a hand, but Twilight just shook her head.

"What Lily MEANS to say, is I told her about our conversation. She's interested in helping. Like you asked, I'll be the one to teach you, and she'll be happy to show you." Fluttershy boldened slightly, nodding as she leaned forward.

"O-okay... I think we can do it like this..." She whispered softly, turning her tea cup around on it's plate slowly. "But... Please, be gentle?" She was so cute, it damn near broke Lily's heart. Lily smiled and reached a hand across the table, gently cupping the shy woman's hand in her own.

"I promise, Fluttershy. I will be gentle with you. So will Twilight. Come on, let's get ready." Together, the three of them rose, Twilight smiling happily at the sight of Lily gently leading Fluttershy up the stairs by hand. Lily had changed into an uncomplicated dress that hung halfway down to her knees. She had gone barefoot that day. Twilight had changed into a stylish pair of tight-fitting jeans and a sleeveless blouse. Fluttershy wore a simple pair of shorts and a t-shirt. She probably hadn't been expecting them. Lily moved into Fluttershy's bedroom for the first time, noticing the bed was actually rather large for a single avian living on the edge of the woods.

"Right, then." Twilight said, shutting the door and locking it behind them. "Typically, lovemaking starts with foreplay." She was in teacher mode now, talking very matter-of-factly. "Foreplay can consist of anything from romantic talk and gentle kissing to fingering, oral, and erotic massages. Essentially, everything except penetration. Given the nature of this relationship, the line between foreplay and lovemaking can probably be drawn at contact with the genitals. Lily, would you kindly demonstrate?"

She didn't need a second opinion. Smoothly, she slid her hands over Fluttershy's shoulders, gently drawing the trembling woman into a gentle embrace. "Relax," Lily breathed, brushing her lips to Fluttershy's cheek softly. "Twilight and I will show you everything you could ever want to know." Her avian partner gave a soft whimper and a nod, and just as soon as her head rose once more, Lily sealed the deal with a kiss. Fluttershy had a pair of full, round lips, the kind teenage boys would masturbate to. She certainly had a very sensual body. It was a shame she wasn't very outgoing. If she wanted to, Fluttershy could probably find a quality man very easily. Or sleep with many quality men, depending on what she wanted. It was the type of beauty that Lily both envied and posessed, though she used hers for profit. Why Fluttershy hadn't fallen in love with any one man, Lily would never know. Still, she was here for a reason. Fluttershy was, technically a client.

"Hmm." Lily returned to the situation, and realized Fluttershy was breathing heavily through her nose, whimpering softly. Lily pulled away, breathing hard herself. They embraced loosely, breath mingling together as they both recovered from the long, steamy kiss.

"That was... So... So hot..." Twilight muttered softly, her expression stunned as she looked between Lily and Fluttershy. "Ahem. Erm... I suppose you could... Aah, move on to the next step if you wanted..." Lily sort of tuned Twilight out, leaning to press her lips back to Fluttershy's smoothly. She recieved no resistance whatsoever, and was instead greeted with a tiny, small whimper. The two kissed firmly, holding one another close as they deepend the connection by opening their mouths, tongues meeting eagerly. They wrestled for a moment, and Lily could feel her desire slowly begin to heat inside herself. One of her hands lowered to Fluttershy's wrist, ever so gently pushing the Avian's hand around to her back. With little more urging than was necessary, Fluttershy smoothly pulled the zipper down Lily's back. All the while, they continued kissing, moaning, whimpering. Lily moved her hand around to Fluttershy's back after guiding her hand, gently sliding her own fingers under the hem of the cotton t-shirt. Fluttershy shivered at the first brushing touch to her skin, quickly surrendering with a breathy sigh.

"Please..." Fluttershy whimpered, pulling away slightly. "Can... Can I take it off?" Her fingers hooked the edge of Lily's open-backed dress, peeling it apart gently. Lily could only manage a smile as she stepped away, pushing her arms together as the straps slid down smoothly. She pulled away and out of her dress, the fabric falling to the floor smoothly. Now clad in nothing but her bra and panties, Lily shot a smile over her shoulder at Twilight before unhooking her bra. Soon enough, that fell to the floor as well, leaving her bare-chested before the quivering avian.

"I-I... Should I...?" Fluttershy squirmed her thighs together, looking furtively between Twilight and Lily.

"I think we all should." Twilight said, pulling her own blouse and bra off. Fluttershy followed suit a little more slowly, obviously the bustiest of the group.

"What now?" She asked quietly, hiding her eyes behind her bangs. Lily wondered if she was loathe to admit she enjoyed looking at the two attractive bare-chested women before her. Gently, Lily lifted her chin, smiling as Twilight padded around behind her.

"We can touch eachother here..." Twilight muttered, wrapping her arms around Fluttershy from behind to cup her breasts gently. "Or here..." One hand pulled away to press to Lily's crotch through her panties. Twilight had to have been an expert, her fingertip found Lily's clitoris through the fabric on the first touch. Inadverdently, Lily gasped, jumping slightly. Fluttershy opened her mouth to say something, but quickly blushed and closed her mouth.

"Th-that... Yeah, there." She whimpered. Obligingly, Twilight slid her hand over Flutershy's tummy, teasing the hem of her shorts. After another soft nod from the pink-haired, curious little avian, she plunged into the fabric. Lily was getting wet just watching Twilight's fingers roil around inside the confines of the tight-fitting shorts. Slowly, she pulled away, her fingers hooking the fabric of her panties and drawing it down her legs smoothly. Gently, she guided Fluttershy's hand there, leaning in to kiss her gently. That appeared to be all the encouragement she needed. Moving experimentally, Lily felt the first-timer's fingers peel her apart, slide in, search for her clit. None of the movements were bad, but she definitely lacked experience. That was about to change. Lily's own hand joined in, guiding Fluttershy's fingers. The combination of her juices, the two sets of fingers working against her, Lily couldn't help but get aroused. From the sound of Fluttershy's breathing, she was getting rather aroused as well.

"Look at that." Twilgiht said, pulling her fingers out of Fluttershy's shorts. They glistened with a thin layer of liquid, shining in the muted light coming through the window. Lily smiled as Fluttershy blushed some more. "I think it's time we move on. Lily, would you mind if I showed Fluttershy how to lick?" Even the thought made Lily wetter. She nodded enthusiastically, pulling away to sit at the edge of the bed. She spread her legs and leaned back, smiling as both Twilight and Fluttershy crouched on the floor inbetween her legs.

"The most important thing to remember about licking, Fluttershy, is variety. As you probably know already, there are different areas to a vagina. It starts with the pubis. This is mainly where hair grows, though Lily appears to be rather well-shaved." She felt Twilight's hand rub against her crotch, caressing the smooth skin. "Next, would be the clitoris. This is the epicenter of nerve endings in female genetalia, rivaled only by the g-spot, hidden inside. It's protected by the clitoral hood, here." The fresh wave of pleasure that washed through her told Lily that Twilight was peeling her apart, layer by layer. "This little thing here, that's it. See, watch what happens when I play with it." Twilight proceeded to turn it in slow circles, and that made Lily gasp and shake.

"Ooh! Ahn, fuck me, that's... AH!" Lily shivered, feeling the pleasure spike and flow into her.

"See?" Fluttershy gave a small laugh at Lily's reaction, making her smile in return.

"Can... Can I?"

"Of course." Twilight's hand pulled away, and Lily felt the round, soft digits press against her. It didn't take Fluttershy long at all before she was twiddling Lily smoothly.

"Gonna... I'm... I'm cumming." Lily panted. Fluttershy stopped, looking panicked.

"What do I do?"

"Keep going!" Lily pleaded, pushing her hips forward. Biting her tongue, Fluttershy returned her fingers, teasing Lily until she was pushed over her peak. Shuddering and breathing hard, Lily came, secreting a small amount of clear fluid.

"Good job, Fluttershy! See, most women ooze a little bit when they orgasm. There are a few women, Lily included, who actually squirt."

"Squirt?" Fluttershy asked, arching an eyebrow.

"They spurt out a thin, clear liquid from the urethra, and I heard it's quite an impressive display. Here, let's see if we can get Lily to do it. You play with her clit, and I'll go inside." Two fingers smoothly slid into her, spreading her tight walls with practiced ease. The slightly clumsy touch returned to her clit, and they had their way with Lily. Already warmed up and feeling randy, Lily didn't take long at all. Not one to disappoint, and especially under the circumstances, Lily felt her wet center gush several spouts of liquid release. Both women pulled away, letting the liquid splatter onto the wood floor.

"Goodness!" Fluttershy said, watching the spectacle with a lusty blush. "It... Is she... Peeing?"

"No, no." Twilight waved her off, wiping up some stray drops off Lily's thigh and licking them clean. "See, it's nearly tasteless. Doctors find it's similar to the fluid they use to test tumor markers in women with prostate cancer. Odd, I know, but it's harmless and tastes just like licking her from the source. Give it a try." Lily looked down, her cheeks flushed, watching Fluttershy experimentally lick Twilight's fingers.

"Hmm... Hang on..." She ran her tongue up Lily's dripping hole, comparing the two. "Wow. It's the same... I... I kind of like it..." Twilight smiled and started stripping her jeans off. Fluttershy followed suit, and soon enough, all three women were bare.

"Next," Twilight said, waving her hands in an intricate pattern. The air glowed with her magic, spell-forms and ancient text floating in the air. Three long, hard rods materialized, all the same size and texture. "We'll study dildo play. This is probably the most important part of lesbian lovemaking, as it's the easiest way to please one another. Lily, would you do the honors?" Twilight took her spot, spreading her legs wide as Lily snatched one of the toys from mid-air.

"Once again, there's a trick to dildo play." Lily said, gesturing with the hard shaft. "As Twilight mentioned earlier, the only spot that rivals the clitoris in stimulation is the g-spot. This rests inside, usually fairly deep and in an area that wouldn't be reached during normal intercourse. Orgasm can be achieved through repeated thrusting, but it's a whole new ballgame when you hit the g-spot. Lucky for you I know where Twilight's is. First things first, we need some lubrication." Smiling, Lily ran the shaft over her own wet lips, quickly coating the surface. "Go ahead, Fluttershy. Get it nice and wet." Lily pushed her hips forward, offering her own wetness. To her surprise, Fluttershy dipped her hand down low, dragging the shaft over her own wet, pink lips. She pulled it back, smiling at Lily.

"This is going to be good..." Twilight muttered, flushing slightly.

"Right then." Lily was blushing herself. "Watch how I move. It isn't just in and out..." She slid the shaft into Twilight about halfway, smiling at the expression that got. "Moving back and forth, up and down, even left and right. Switch it up a little, and don't use the same pace." She demonstrated all the previous tactics, even swirling the shaft around in a circle. "For Twilight in particular, you can find her g-spot right... There!" Sliding the dildo in at an extreme angle, Lily pressed it to that bunch of nerves that made Twilight nearly cry out. She arched her back and opened her mouth wide, inhaling deeply. "Here, you give it a try. I think I need to go give Twilight a few kisses." Lily pulled her toy out, leaving it on the sheets next to Twilight's knee as she slid up on the bed.

Fluttershy took her place, moving the thick rod in and out, practicing. Lily, however, met Twilight's open mouth with her own, giving her a rough, tongue-filled kiss. Groaning and massaging her friend's breast, Lily toyed with her own clit, keeping the pleasure going. From the thin, whimpering sounds down below, Fluttershy sounded like she might have started using the third toy on herself. Then Lily saw Twilight's hands glowing. She pulled away, looking down. Fluttershy had both her hands fixed together on the toy being used on Twilight's pulsing womanhood. There was still a toy next to her knee, but the third was gone. Lily had to investigate. She slipped off the bed onto her knees, behind Fluttershy, and saw exactly what Twilight was up to.

"You are just plain devious." Lily teased, grinning up at Twilight.

"I figured I had to return the favor somehow... Poor girl has been the student so far, hasn't had anything done to her yet."

"You're right. Tell you what, Fluttershy, why don't you let Twilight and I show you a REALLY good time?" Lily grasped the moving toy, pulling it out of Fluttershy just as Twilight ceased the soft purple glow. Pulling it out, Lily urged Fluttershy up onto the bed. Twilight scooted out of the way, smiling as Fluttershy readily spread her legs. Nothing Lily hadn't seen before, but it was still beautiful. The pale pink tone of her hair nearly matched that of her center, the soft lips already glistening with arousal. Unable to contain herself, Lily dove right in, her mouth opening to accept all of Fluttershy's delicious womanhood. She moaned softly, her tongue laying flat as it ran up and down her wet, tasty lips. To her surprise, Fluttershy responded with a loud, back-arching moan. She collapsed back into the sheets, her stomach twitching. Twilight's eyes were wide with shock at the reaction, and she gently massaged the avian's convulsing stomach, keeping her relaxed.

"Holy crap, take it easy, Lily. You're going to make her-"

"CUM!" Fluttershy gasped loudly, flexing powerfully. Lily sputtered as a clear stream of liquid gushed out into her mouth, the taste no different, but she was certainly caught off-guard at the volume. Choking and sputtering, she smiled up at Fluttershy and a shocked Twilight.

"Did she just squirt?"

"No, this is my drool." Lily teased, wiping her dripping jowls.

"Fluttershy, did you just fuckin' squirt?"

"Uuhhn...." Fluttershy groaned, writhing on top of the now-soaked sheets. "I... I'm... I'm okay." She whimpered, her eyes fluttering in the aftermath.

"I think she just squirted."

"No shit." Lily gave Twilight a quick kiss, allowing her a taste of the whimpering Avian's juices. "Come on, Fluttershy. Let it all go. I suspect you've got at least one more in you." Lily grabbed the dildo that had previously been buried inside her now-soaked womanhood, smoothly sliding it in to the base. Fluttershy gasped and arched her back again, letting the gasp fade into a pleasured moan. Twilight joined in, her fingers sliding down to rotate Fluttershy's swollen clitoris in a slow circle. Together, Lily and Twilight worked at the shuddering Avian, bringing her to another orgasm with just a little effort. Smiling as Fluttershy cried out pleasurably, not squrting, but certainly enjoying it, the two leaned and kissed either one of her nipples. She shuddered and smiled, chest heaving. Lily and Twilight stretched out next to her, both of them curling against Fluttershy's sides. They all embraced loosely, smiling and kissing softly.

"That was..."

"Incredible?" Lily offered.

"Different?" Twilight.

"Orgasmic." Fluttershy decided, all three of them laughing and cuddling closer.

--------------- Notes from the Author ---------------

Once more, I astound myself with how much I can dictate in a single night. After struggling with Aloe and Lotus' chapter, and I do mean struggling, I cranked this out in one go. I usually only make stories this length anymore if it's BDSM or REALLY captivates my attention. The only thing this chapter made me realize was how much of a hardon I have to Twilight Sparkle. Probably the sexiest of the Mane 6. Notice I said sexy. Not slutty. I'm looking at you, Pinkie.

I do apologize for Deluxe Treatment. I'm sorry for those of you who read it before I managed the edit. I'm just generally sorry for it. I hope this made up for it. I'm struggling to write much of anything good these days, sort of falling into the "Fuck it, who cares?" phase. I haven't really even updated the blog all that much. I still put requests up when I get them, but as far as what I am or am not working on, don't do that, haven't done a satisfactory update in days... I have a lot to catch up on, but I'm sort of doing the whole "Who the hell even reads these anymore?" I dunno, I'd like to think I have a loyal and honest fanbase, but then again I also like to think I'm a dinosaur that can shoot lasers out of his asshole and lives on a diet of baby tears and crocodile teeth.

I also like to feel sorry for myself. I'll keep writin', no need to worry, but if you guys have any words of encouragement, my ego could use a good stroking.

Ha.

Stroking.

Hope you enjoyed, thanks for the read!

On an unrelated note: The comments on this story were sitting firmly at 69 when I published this. No more comments, I want to savor this moment.