Twilight's Midnight Violations

a Shameless Clopfic

Chapter 7

The sheets were pulled up and tucked in gently. They would need to be washed in the morning, no way around that. There wasn't much he could of done to prevent them getting soiled. It had been more important that Applejack was someplace safe where she could rest. Finishing cleaning her up would have to wait till in the morning when she could do so herself. But now she was home and safe, and what had happened to her out there, whatever it was, could be settled in the morning.

With a little sigh, Big Macintosh looked at his sister. She had passed out just after he found her out in the orchard. He thought he had seen it all, till he saw her. Scared, frightened, shaking. If Applejack found out that anyone else had seen her like that, she would have made damned sure they regretted it. Big Mac wasn't used to seeing his sister in such a state. Not the, condition, that she had been in. But the state of mind. She had been terrified. But of what? Or who? Big Mac had a fairly clear idea of what had happened to her out there, even if he didn't know the details.

It was pure luck that it had been Granny Smith who came out of the farm house first as he walked up with the unconscious Applejack across his back. He shuddered to think what the sight would of done to little Applebloom. Granny had been demanding enough, demanding to know what had happened, where he had found her. What little Big Mac knew, he had told her. That seemed to be the way things were in the Apple family. The mares made the demands, and the stallions were just to nod and go about their work. That's why it was so hard for any of them to see Applejack like this. A strong, independent mare, reduced to a trembling, sniffling filly again.

He had to be the one to try to clean her up and put her to bed. To make sure she was alright, that she wasn't hurt. He didn't like it. It wasn't that he didn't worry for his sister, but he didn't like the idea of being the one that had to deal with these things. With seeing what had happened to his sister... Down there. But still, it was probably best that he had done it. He doubted he could have dealt with Applebloom at the time. And Granny would have been more angry than understanding. It was always the Apple stallions that had to deal with things then they turned... Messy.

Reaching over to the nightstand, he slowly turned the lantern down low, just enough light that his sister wouldn't awaken to a darkened room, but low enough so that she could continue to sleep soundly if she needed to. After checking to make sure she was alright, Big Mac turned and started out the room only to hear the bed shift softly.

"T-Twilight?"

He heard his sister's voice. It sounded frightened and scared. And, oddly, wanting. Stopped mid-step, he turned slowly, looking over to the bed. Applejack hadn't sat up, still laying under the covers. She had turned, her eyes looking about in the dim light for some pony. Eventually they found him.

"Nope." He said as softly as he could.

"B-Big Mac..." Her voice was cracking, worry creeping in through the fear. Once again he watched her eyes shift about, frantically searching for something. "Is... Is she here?"

He just shook his head. Twilight had been there as well? What did she have to do with all this? He hoped the unicorn hadn't gotten herself caught up in all this. Once he was sure that his sister was alright, he would have to go back out and search the orchard again. If Twilight had been there, she may be in just as bad a condition as Applejack was, if not worse. Big Mac didn't think he could live with it on his conscious that he had found his sister and left another pony all alone like that.

"Ah haven't seen her. But ah'll go look for her."

Big Mac watched as Applejack's eyes started to tremble. Watched as tears started to form in the corners of her eyes. But there was something else, something glinting in his sister's eyes. It wasn't worry, or even fear. It was need. With a soft whimper, Applejack turned her head, burring her face into her pillow as she started to sob.

He was about to go back to her, to try and offer some sort of comfort to his sister. But he didn't even know where to start. He had never been good with emotions, and the mix that had danced over his sister's eyes just confused him even more. But she was safe, and that was what was important.

Big Mac hoped that Granny could keep Applebloom occupied a while longer. He needed to go back to the orchard. He needed to find out just how Twilight was mixed up in this mess.

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The night seemed to shift, growing denser for a moment before a bright indigo burst illuminated the grass and near by trees in an eerie blue light. As the light faded, the Mistress of the Night stood, her wings spreading out to reveal her two companions.

"Sweetie? Sweetie Belle?!"

The moment they had arrived, Rarity started to look about, frantically searching the edge of the forest for her sister. It took Spike a bit longer to recover from the sudden teleportation. Thankfully, unlike the times he had teleported along with Twilight, he didn't arrive with his scales singed. But even so, he wasn't used to the sudden shift in reality that accompanied teleporting. For once he was thankful he hadn't eaten in a while.

The trip did little to bother Luna, however. Already her eyes were scanning about, taking in the location she had followed Twilight to. The dense trees and open field, it could have only been one location within any realistic distance from Ponyville.

"To think she teleported all the way out here." Luna mused for a moment. "She must be pulling on much more of her power already..."

"Sweetie Belle! Where are you!?"

Luna was brought out of her thoughts and back to the here and now by that. Questions about how the curse was affecting Twilight's abilities would have to wait. Right now, they had a filly to find and, hopefully, a crazy unicorn to stop at the same time.

"Spike, are you well?"

The little dragon looked up to the alicorn. Spike looked as if he was about to loose whatever his stomach contents were. But after a few deep breaths he seemed to recover, the color returning to his scales as he nodded up to the princess.

"Y-yeah... I just never liked teleporting much..."

"Sweetie Belle... Please, where are you?!"

Luna glanced over to where Rarity was running back and forth, crying out for her sister. The frantic search was little more than panicked calls and short sprints through the grass. If they were going to find where Twilight had taken the filly, they would need to search in a more organized fashion. With a nod, Luna looked back down to Spike.

"It appears we are on the edge of the Everfree Forest. We will need to cover as much ground as possible if we are to find Twilight or Miss Rarity's sister quickly."

"You... You don't think Twilight went into the forest... Do you?" Spike asked, his voice sounding frightened as he looked into the dark woods. Luna shook her head. She knew the curse wouldn't affect Twilight's judgement. At least, not in that sort of way.

"No, I think not. Twilight may not be in her right mind, but she's not insane. We should concentrate our search in the fields between here and Ponyville." Luna said, looking out over the gently rolling hills that lead back towards town. "Spike, you search by land over there, closer to the lake. I will search the other direction by air. Yell if you find either Twilight or the filly."

Spike nodded to the princess, and with that she gave a mighty stroke of her wings. In a rush of air she was aloft, already turning to soar into the sky. With a deep breath, the little dragon looked to Rarity. She was frantically looking everywhere she could. Spike wanted to tell her what Luna's plan was, but he knew it would do no good. She was too panicked right now, to distraught over what had happened to her sister to think calmly. Spike knew how she felt. If he stopped to think about everything that was happening, he'd probably panic as well. But he had to be dependable. Twilight, his Twilight, was counting on him.

As the princess and the dragon went about their search, Rarity went about her's. Everyplace she could look, she did. Even if it made no sense. Inside a fallen log. In a patch of tall grass. Under rocks far too small for a filly to hide under. No place was too unlikely for her mind to imagine Sweetie Belle to be hidden inside.

"Oh, Sweetie, please.... Sweetie!"

She cried out, she could feel tears starting to well up in her eyes. But she had no time to cry, no time to sob right now. She had to find her sister. Find her before Twilight could do anything to her. She knew she was probably too late already, but there was always a chance. Always the hope that she might get there in time. Might get there before that monster raped her little sister.

Already her mind was running through dark places. Her imagination conjuring up all the dreadful, perverse things Twilight could be doing to poor Sweetie Belle. Things no pony should ever do. Rape could be the least of Rarity's worries. What if Luna was wrong? What if Twilight had gone too far? Could not stop with just defiling the poor filly? Would she ever see her poor sister again?

"Please... Oh please, Celestia... Just let me see her again..."

Rarity could feel her knees getting weak. The panic and worry getting to be more than she could bare. She could feel the tears starting to leak down her cheeks, she couldn't hold them back any longer. This was it. She'd never see her sister again. Never tell Sweetie Belle just how much the little filly meant to her.

"Rarity!"

That voice brought her back from the sorrow. She looked about, searching for it's source. There, in the distance, she could see the little spot of purple. It was Spike. He was waving to her, trying to get her attention. With her heart pounding, she started to gallop towards him, trying to get closer.

As Rarity drew closer to the little dragon, she could see he was pointing off into the distance. Her eyes followed Spike's outstretched claw. There, almost out of sight, she could see a small country road, little more than a dirt path that wound close to the lake. A lone street lamp, little more than a marker to help lost ponies find their way. Resting in the soft light of that lamp, a bench had been placed, a place for tired hooves to rest on their journey.

And there, in the light of the lamp, on top of the bench, was a small, huddled white shape. Had any other pony came by, they may have thought it was just any other filly, out playing too late and gotten lost. But right now, Rarity's panic turned into wild urgency. Her hooves beat the grass into a pulp with each step she took, racing over the hill and down towards the path.

"S-SWEETIE!"

By the time she got close, she was gasping for breath. Her heart felt ready to give out as she made it to the bench and wrapped her forelegs around the sleeping form. She didn't care that she was filthy, that she smelled horrible, or that she was laying on something out of place. All that mattered was she could hear her breathing, and feel her little heart beat.

Luna had seen Spike's discovery as well. She came flying along, just a few feet above the ground, and alighted a few steps away from the scene. Rarity already had her sister in her grip, a hoof frantically smoothing and stroking back the filly's mane, nearly dislodging something placed there. A flower?

Curiously, Luna stepped closer, trying to get a better look. Why would the filly have a flower tucked into her mane?

"T-Twilight?"

The voice was tiny and weak, as if it hurt for it to be heard. Sweetie Belle's voice trembled as her eyes slowly started to flutter open, red and puffy from crying.

"Shhhh... It's ok.. You don't have to be scared anymore, Sweetie. I've got you now.." Rarity cooed softly, still cuddling her sister close. Sweetie Belle's eyes started to focus on her older sister, the little filly whimpering, her hooves going around Rarity's neck to hold close.

"R-Rarity... I... I'm..."

"Don't talk, Sweetie... Just rest. You're safe now.." Sweetie Belle nodded softly to her sister's words. After a few more minutes, Luna could tell the filly had fallen asleep again. Rarity's horn started to glow a soft blue, slowly the sticks and leaves that had been stuck to Sweetie Belle's body and mane were being gently tugged free. The flower that had been just behind the filly's ear was likewise discarded along with the rest of the debris.

"Miss Rarity, perhaps it's best if you took your sister home. I would not wish to risk upsetting her further by teleporting the both of you back."

Luna's smile was soft and tender. Rarity nodded, choking back a sniffle as she continued to hold her sister tightly.

"Y-yes... You're right. Thank you, your highness.. I.. I don't know what I would have done.." A wingtip reached out to Rarity's lips. There was nothing more that needed to be said. Her horn glowing softly, Luna gently levitated the sleeping filly up from Rarity's embrace, only to carefully lower her onto the older sister's back. With one last smile, Rarity turned and started down the trail, back towards home.

As the two drew closer to Ponyville, Luna looked from the scene of the two unicorns and back to the bench where Sweetie Belle had been found. Her expression turned serious as she examined what was left.

"Um... Is something wrong, princess?" Spike had watched the whole scene quietly. Part of him was happy they had found Sweetie Belle, and that the filly had been alright. But another part of him was upset. Where had Twilight gone off to? If she could do that to a filly, was there still any part of the old Twilight left?

Luna leaned down, her horn glowing as she picked out something amongst the rocks and sticks. Slowly the little yellow flower floated up from the dirt, caught in a soft indigo glow. It hovered in the air in front of the princess as she regarded it closely.

"Curious... I doubt that the Sweetie Belle would have stopped just to pick flowers after what had happened to her..."

She looked from the floating flower to the bench. Several more were spread out on top of it, though they were all mostly smashed by now. It seems as if the filly was sleeping on top of them. But why?

"If Sweetie Belle did not pick the flowers, then who else could have?" Luna asked down to the little dragon. Spike blinked in confusion at the question. Why was the princess worried about a few yellow flowers? It wasn't as if they had anything to do with where Twilight was. Could they?

"You... You don't mean?" Spike gasped softly, finally getting what the princess was saying, though the meaning was still lost on him. "That.. That doesn't even make any sense, does it?"

"No, it doesn't. But that's the point. She shouldn't be doing this. Not now." Luna said, despite everything, she could feel a small smile playing at her lips. Perhaps, just perhaps, it wasn't too late. Perhaps she wasn't totally lost to them after all.

"Huh?"

"Spike, I will need your help with something. We have a day to plan, and we must be ready by nightfall." Luna looked again to the flower floating just in front of her. Perhaps the blessing had not been a total failure after all.

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She hated it. Having to leave Sweetie Belle like that. But Twilight knew that it wouldn't be long before Luna had caught up with her. It was a long trip back to Whitetail Woods, and it gave the unicorn time to think about it all. She had made sure to leave Sweetie Belle someplace where she could be found easily, someplace away from the Everfree. As much as she didn't want to just leave the little mare like that, she hated the idea of some wild creature coming across her even less.

She just wished she could have been there when Sweetie Belle woke up. She'd have to make it up to Sweetie Belle next time. With a smile, Twilight hoped that the little filly would like the flowers she left. They seemed silly at the time, but hopefully waking up to a bed of flowers would make her new little mare feel better. As she made her way between trees and bushes, she thought about the time they had spent together.

Twilight knew it had been rough on the little filly. It was, after all, her first time. But it would get easier with time, once Sweetie Belle had gotten used to things. Twilight stopped for a moment, pressing a hoof to her lips to muffle a giggle. Of course it would get easier! Giving birth would surely loosen up such a small filly.

As she continued on her way, Twilight wonders about something. If her mares knew just how much that meant to her. That they were going to be the mothers of her foals. With a shake to her head she smiled. Of course they knew. How could they not? It was, after all, the greatest thing a mare could do for her stallion, wasn't it?

As Twilight made her way into her little clearing, she looked about, making sure that no pony else had been here. Everything seemed as she had left it, including her rough little bed of leaves. With a little sigh, she thought about how stiff her back would be by nightfall. She'd need more leaves if she wanted to avoid that.

As leaves were plucked from branches, Twilight considered her situation. She couldn't live out here forever. Even if she tried, eventually some pony would notice. And she couldn't just go back to Ponyville, she would be found for sure then. It was enough of a risk just going out to find more mares. And even if she could stay out here, she was expecting foals eventually. What was she to do then? Sure, they could just say with their mothers, but that wasn't what she wanted. Twilight sighed, pressing a hoof to her forehead.

"Erf... Who knew being a stallion could be so much work?"

She wanted to be with her mares. To be with her foals. That was the family she wanted, not just a bunch of foals scattered all over who didn't even know who their father was. That is, if she could be called a father.

"Wait... Does that even make sense?"

Twilight shook her head. Just what was she to them? She sired them, she had been with their mothers. Clearly that would make her the father. But a father had to be male, right? She wasn't male, at least, not fully. So just what was she? A second mother? That didn't seem right either.

"Uhhh... Now I'm going to be worrying about pronouns all day instead of sleeping..."

Lightly smacking the side of her head, she brought her leaves back to her 'bed' and started to spread them out. She didn't have time to worry about what to call herself. It was more important that she'd be there for her foals. With a sigh she settled herself down atop the fresh leaves, rolling onto her side and stretching her legs out. She'd have to think of something. She couldn't just leave her mares to raise their foals all by themselves. That wasn't what a family was. That wasn't the kind of stallion she wanted to be.

As she slowly closed her eyes, a smile creeped across her lips. Stallion. It seemed so silly to call herself that. But that was what she was now. And she was going to be the best stallion she could be.

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The stallion made his way down the street. He had been out all night searching through the orchards, but still there was no sign of Twilight. Big Macintosh couldn't make heads nor tails of it. Applejack had insisted that Twilight had been there, though she wouldn't say just what had happened. But every time he asked, he could see the look in her eyes. He could tell that memories were running through her head, and those memories had made her tremble. He nearly had to threaten Applejack to keep her from following him into town. She was in no condition to be going out right now. But he still needed to get to the bottom of this. The way Applejack was acting, he would never feel right if he didn't find out just what had happen to her that night.

And so, he had left Sweet Apple Acres, heading for town to find the purple unicorn. It was well past noon before he had gotten the chance. With Applejack still in bed, Big Macintosh had to take care of the morning chores on his own. Thankfully, Granny Smith had agreed with him that finding out what had happen last night was more important than a day's worth of farm work. So with the things that couldn't be put off done, he had started his trip into Ponyville, leaving his two sisters in the care of their grandmother.

He passed down the streets, every now and then he could tell he had caught the eyes of a mare or two. They watched him, as they always did, looking him over and whispering amongst themselves. It wasn't anything he was not used to. They always whispered and watched, but rarely did they ever approach him. It was the story of his life. But he couldn't complain much. Settling down with a mare wasn't something he was considering just yet. His sisters were enough of a hoof full right now. But some day, perhaps when they had found themselves a stallion, he might consider being the stallion to some young mare. But for now, he had a job to do. It has always fallen to the Apple stallions to take care of things.

So now Big Macintosh found himself stepping up to the door of the Ponyville library. He paused to look up at the tall tree, hollowed out to serve as both the library, and home to the town librarian. With a short nod to himself, he lifted a hoof to knock on the door. If he was going to find Twilight and get some answers, this would be the best place to start.

It took only a few moments for some pony to open the door. Or rather, some dragon.

"Oh, um, hi, Big Mac." Spike said, a bit confused at the unexpected visitor. "What brings you here?"

Big Macintosh looked past the little dragon. Of all the ponies to find here, he could see Princess Luna herself standing in the library's main room. She was talking with another pony, a white unicorn mare. He recognized her, one of his sister's friends. Rarity, if his memory served him well. He couldn't hear just what they were saying. The fact that the princess was here was startling enough. But still, she wasn't the pony he needed to speak with. He looked back down to the expectant dragon.

"Is Twilight here?" The question seemed almost as if it had smacked Spike across the face. Big Macintosh watched as the little dragon's eyes got wide for a moment.

"You... You don't know, huh?"

"Know what?"

"Well I... I don't know if I should..." Spike started, but he noticed Big Macintosh's eyes suddenly widen before he lowered down into a deep bow.

"Spike? Who is this?" Luna asked, now standing just behind the little dragon. Big Macintosh had stood up again, composing himself back into his usual calm appearance.

"This... This is Big Macintosh. He's Applejack's big brother, one of Twilight's friends." Spike swallowed nervously before continuing. "He... He's looking for Twilight."

Luna looked him over for a bit. At that moment, Big Macintosh felt like he was a prized pumpkin being looked over before a sale. But eventually, the princess's smile softened and she reached out a wing to gently usher him inside.

"I see... Come, Mister Macintosh. There is much I must inform you of. And, perhaps, you may be able to assist me with an important matter."

Together the princess and the work horse stepped back into the main room, rejoining the waiting unicorn.

"Princess, I still do not see why you don't simply ask the police for further assistance with this." Rarity said once Luna and Big Macintosh had came over. Spike shut the door behind them, quickly running over to rejoin the conversation.

"Because, fair Rarity, I do not wish the authorities to be involved any longer. This matter has become complex enough, and there is no need to further complicate things." Luna answered before turning to Big Macintosh now. Her smile returned, though not quite as soft as before. "Now, Mister Macintosh, why is it you've come here seeking Twilight Sparkle? I sense that it has something to do with your sister, yes?"

With a deep sigh, Big Macintosh told them everything that had happened since he found Applejack alone in the orchard.

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The sun had set, it's warm light having long since past. And now, the shadows had taken over the town. They reached out from buildings and trees, from homes and businesses. They covered the landscape of Ponyville in darkness, only broken by the soft glow of street lamps. These Twilight tried to avoid as she weaved her way from one dark alley way to the next.

She knew it was dangerous to come back now. Especially after she had almost been caught by the princess. But it was a risk she'd have to take. She just couldn't give up now, not after she had come so far. She knew the mares of Ponyville needed her. And she needed them, badly. When she awoke just before sunset, she had learned something important about being a stallion. That morning wood didn't always have to happen in the mornings. And that it never did go away on command. The day full of wonderfully dirty dreams hadn't helped the issue much. Not that she minded them any more. Far from it, they helped her rest despite the fact she once again had to sleep on a bed of leaves rather than a real bed.

But they still didn't help in the morning when she awoke to find herself hard, swollen, and in need of a mare. She had considered, for a moment, of dealing with it herself, just as she had before. But that just wouldn't do. She shouldn't have to settle for that again, not when she could go out and find another mare. And it would have been such a waste. To leave her seed soaking into the leaves and grass instead of soaking into a mare's warm, fertile belly. That's what she needed. No, that's what they needed as well. She knew that now, that she wasn't just doing this for herself. Every pony needed her to do this. They were counting on her, all those mares. She needed to make more foals.

And so she had to risk venturing into Ponyville again, even if she might be caught. It was a risk she just had to take. But she didn't have to walk right up and wait to be caught. If she kept to the shadows, made herself harder to see, she might be able to find herself a mare or two, then slip back into the woods without being noticed. At least, not till they found her mares in the morning. Twilight smiled as she thought about that. Her mares, swollen and covered with seed. Trembling and whimpering from being bred by the greatest stallion in Equestria. Barely able to handle the fact that they were so lucky to now be carrying Twilight's foals.

They didn't thank her when she was done with them. But they didn't need to. It was her duty to do this. And Twilight knew that, even if they didn't show it, her mares appreciated all she was doing for them. She had to press a hoof to her lips to muffle a small giggle, stopping behind a flower store as she made her way down an alley. Perhaps, if Twilight added enough mares to her family, they'd have no choice but to let her back into town. They would have to understand if half the mares in Ponyville were now part of her family, wouldn't they?

But she was getting ahead of herself. No sense in dreaming about the future when there was a task at hoof right now. Checking to see if there was any pony watching, Twilight slipped out of the alley, weaving between the light of the street lamps as she made her way for another dark path through the town.

And that's when she caught the scent. It drifted on the still night air. It tickled her nose, warmed her lungs. And it sent her heavy testes throbbing. A mare was close. A very ripe, very fertile mare. That scent didn't lie, it was pure, concentrated breeding mare, and it was like red carpet leading the way for Twilight. Her nose held high, breathing deeply of that thick scent, she made her way down the street. She didn't worry about the street lamps now, unwilling to risk loosing that scent just to duck into a dark alley. Tonight this mare would join her family, and she would give Twilight so many foals.

Closer she got, closer to the source of that wonderful scent. It was musky, thick, practically dripping with fertility. As if some pony had condensed all it was to be a mare, then bathed in it. Her mouth was positively dripping as it got stronger, already she could feel her member spurting with pre. It splattered against her chest, against the back of her front legs in sticky ropes. She felt as if she might cum just from breathing too deeply.

And there, at last, she found the source. The mare was walking down the street, slowly getting further away, that is, if Twilight wasn't quickly closing in on her. She had a white coat from what Twilight could see, but of her mane she could not tell. The mare was covered in a grey cloak, it billowed behind her slightly, covering her back, flank, and tail. It's hood was pulled up against the chill night air, hiding her mane. But that cloak did nothing to keep that scent from escaping. Form broadcasting to all around that she was ready to be taken. Ready to become a mother. Ready for Twilight to claim her.

Licking her lips, Twilight started to get closer. Trying to keep herself from breaking out into a full gallop. It would be a disaster if she scared the mare off. As lust-crazed as she was, she knew that not every mare would understand at first, and many would try to get away. No, she had to be careful, not give them a chance to run away before they knew. They all knew afterwards that this was right. That this was for their own good. That this was what they needed. And this mare smelled like she needed it badly.

Her heart racing, Twilight was almost upon her. It no longer mattered if her mares saw who she was or not. She was sure half of Ponyville knew what she was doing now. All that mattered was that she found more mares. That her family grew. And right now this mare was going to help with that. Twilight's breathing had grown into deep, excited panting, she could feel her member throbbing, aching to sink into this fertile mare. With a deep breath, her horn started to glow, readying to bind this mare so she could have her way with her. This was it, she would pounced this mare, bind her, and drag her off into the darkness, where Twilight could indulge her desires. Quench her need. Just a little closer. Almost to her.

"Ah ha!"

The mare whirled around, her cloak suddenly flying out and covering Twilight's vision. Twilight stumbled back, not expecting the mare to have known she was there, let alone fight back! The spell she was preparing forgotten, she struggled with her hooves, trying to push the cloak off of her. It kept pushing back, glowing a soft blue as magic tried to hold it in place.

"NOW!" Rarity cried out into the night sky. Her horn was glowing brightly, struggling to keep the cloak over Twilight so she couldn't see to resist with her own magic. She had never been good at using her magic forcefully. Her talent was with subtle manipulations and deft coordination of many items at once. It was how she had created such fine dresses. But right now, she had to put all her strength into keeping Twilight pinned for a couple seconds longer. Her anger helped her. Anger at what Twilight had tried to do to her. What she had done to her sister!

As Rarity's cry rang out, a shadowy cloud burst overhead. It flew apart as a dark shape shot out from it. Her wings tucked close to her body, the Moon Goddess dove straight down like a dart. Just before she reached the ground, her wings spread out, breaking her momentum just enough. The moment Twilight was able to overpower Rarity's hold over the cloak, her own horn glowing brightly, Luna crashed into her.

The wind knocked out of her lungs, Twilight's vision spun around as the weight pressed down on top of her. Luna pinned her down, her hooves holding Twilight's limbs down, keeping her from escaping. The moment Twilight realized what had happened, she struggled. Straining, pushing, trying to lift the princess off of her, but it was no use. Luna was quite a bit bigger, and her weight was more than the librarian was used to moving on her own. Twilight's horn started to glow again, if she couldn't use her strength, she'd need to use her magic.

"You... You don't understand! I have to!"

"Oh no you don't!"

Luna's horn started to glow as well, the dark power radiating from it. It reached out, pulsing and swelling to surround the two ponies. As it's power engulfed Twilight, her own horn started to fade, her power being suppressed by the much stronger magic emanating from the princess. Her face stern, but with a slight smile to her lips, Luna looked over, calling out.

"Quickly, Macintosh!"

A moment later, the big farm horse galloped over, a rope held tightly in his teeth. Quickly, the rope was slipped around the dazed Twilight, still shocked that her magic had suddenly left her. It took Big Macintosh only moments to have the rope wound around several times, slipping over Twilight's front legs, pressing them tightly to her body before it was tied off, trussing her up.

Satisfied that Twilight couldn't escape, Luna carefully let her weight up, stepping off of the still struggling unicorn as Big Macintosh pulled her up off the street. He sat her up on her haunches. Her face was still frantic, desperately trying to get free.

"Please! I... I have to do this.. You don't understand!"

"Oh, I understand perfectly!" Rarity was glaring daggers at Twilight, her eyes burning with anger. "You're sick in the head, Twilight. How any pony could do what you've done is beyond comprehension! How could you do something like that to Applejack? To my sister?!"

Twilight looked at her friend, her eyes trembling, confused. The look had little effect on Rarity. But Princess Luna, there was something she didn't expect. Not only was Twilight's left eye different, still three shades of blue, but both her eyes trembled. Twilight's eyes were afraid. They were hurt at Rarity's words.

"But... But I helped her!"

"The only thing you did was help yourself to my sister's body!" Rarity's teeth ground together. How could Twilight think that? How could she be that insane as to think that what she was doing was helping any pony? There was nothing left of the pony that Rarity once knew. The pony she had once called her friend.

"A-Ask her, Rarity. Ask her! She... She'll tell you that I helped her. That she needed me to-" Twilight's words were cut off. A loud snap rang out through the night. When it stopped, Twilight's head was turned to the side, her eyes wide and shaking. A red welt had formed across her cheek, shaped like a hoof print. Rarity was panting hotly, standing on her hind legs as one forelegs was stretched out. The one that had just slammed into Twilight's face. Her face was a mask of pure, unrestrained rage.

"You monster..." The words were little more than a soft hiss as they seeped through Rarity's bared teeth.

"But... But I just wanted.."

Rarity pulled her hoof back, her breathing getting shallow as she readied to land another blow to the fiend that had attacked her sister. But the blow never came. An imposing figure of pure midnight had stepped between the two unicorns.

"That will be quite enough, Miss Rarity." Luna's voice was definitive, and offered no room for argument. She looked down at the white unicorn with hard eyes. She didn't blame Rarity for her actions, nor her anger. But she could not bare to see Twilight taking the full blame for what she had done. And yet, Luna just couldn't explain everything to Rarity. There was only one pony who she owed that to.

"But... She... I..." Rarity's mind was too lost in rage to select words anymore. Her eyes still glowing like hot coals, she settled for quietly gritting her teeth in frustration.

Luna sighed, this was not going to end well. But there was little she could do to restore the friendship between the two unicorns. What would be a matter that they will have to settle themselves. Turning from the still fuming Rarity, she looked to the bound Twilight. With a little nod, Luna's horn started to glow once again.

"Please... Luna, I... I cant stop now.. I need to do this.. You have to understand.." Twilight's eyes were pleading. It just couldn't end like this. Not when she had come so far. Not when she still had so much left to do. Her mares, her foals. Twilight could feel tears starting to well up in her eyes as she thought about them. She would never get to see them again.

"Hush now, Twilight. Rest." Luna said softly, her horn flaring brightly for a moment as it's glow enveloped the bound unicorn. Twilight gasped, a tear starting to roll down her cheek as her eyes rolled back into her head. A moment later she slumped back against Big Macintosh, eyes closed and breathing slow as she slipped into unconsciousness.

"Fine. Now let's give her to the authorities so the rest of us can get back to what remains of our lives." Luna sighed as she heard those words, turning back to look at Rarity. The unicorn had her nose turned up, satisfied that at last, Twilight would get the punishment she deserved for what had been done to her sister. Luna couldn't help but marvel at how quickly the unicorn had forgotten everything.

"No, we are not taking Twilight to the police." Luna replied, her horn glowing softly again as she levitated the limp unicorn up, gently settling Twilight across Big Macintosh's back. Rarity was a bit confused at that, but she just nodded, still confident that justice would be served.

"Very well. It's to the dungeons with her then, I'd assume."

Luna just shook her head at that. Rarity's eyes widened. Had the princess lost her mind as well?

"You.. You cant be serious? After what she's done? After what she did to Sweetie Belle? You.. You cant just be planning to let her go?"

"No, Miss Rarity. At least, not yet. Twilight needs help, and I intend to be the one to help her. But she will not be punished for something she could not herself stop."

Rarity looked horrified. How could the princess just let this go? She couldn't just let Twilight go free, there had been too much damage done already. There was no possible way that all this could be forgiven, even if it was Twilight. Even if she couldn't control herself, something had to be done.

"N-no! Princes... Have... Have you lost your mind? She.. She RAPED Sweetie Belle! She has to be punished! When you asked me to help you with this, then to douse myself with that... That foul liquid... I thought we were going to put an end to this! She has to pay for what she's done! You... You can't just-"

"ENOUGH!" Luna's shout literally shook the buildings around them. It had shocked Rarity as still as a statue, and Twilight nearly slid off of Big Macintosh's back as he felt the strength leave his legs and his rump hit the ground. The princess took a deep breath, calming herself. What rest she had gotten from the previous day was almost spent, and she had little patience left for this. But still, she couldn't just bully the unicorn into submission.

"Rarity, understand that Twilight will be dealt with. But it will be how I see fit. Now please, go home and take care of your sister. She will be needing you very soon, more than you now know."

For a moment, Rarity looked as if she was about to press the issue further. But her courage gave out. With a worried look she turned and started down the street, heading for home and the scared filly waiting for her return. Luna could feel the tension leave her shoulders slightly. This had gone on too long, but it was nearly over. There was just one thing left to do, and one last story to tell. With a sigh she looked back to the work horse and his passenger.

"Macintosh, if you would. We shall take Twilight to the hospital. I must attend to her, and I would rather her be there, in case she needs medical attention." Luna doubted the unicorn was injured. But this was a special situation. It would be best that she was someplace safe.

"Eeyup." Big Macintosh said quietly as he stood again. Looking back to make sure Twilight wasn't in danger of slipping off, he followed slowly behind Luna as they both made their way towards Ponyville Hospital.

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Slowly her eyes started to flutter open. For the first time in days, Twilight could not remember a single detail about her dreams. It felt odd, as if something had been pulled from her. As if some little aspect of herself, a part she had held dear, was suddenly missing. She tried to thing, just what could it have been? What could she have done to loose it so suddenly. What had she done...

With a gasp she sat up in the bed, memories of the past few days coming back to her now. Everything that had happened. Everything that she had done.

"No! I couldn't-" She tried to jump from the bed, but a hoof held her in place gently. It took her a moment to take in her surroundings. This wasn't her bed. Once again she found herself laying in a hospital bed. The hoof pressing to her chest belonged to an indigo mare. One she knew well.

"Take it easy, Twilight Sparkle." Luna said with a gentle smile. Slowly Twilight's panic started to calm, and she started to ease herself back down into the bed. The princess watched her carefully, but her expression stayed soft. She looked tired, worn out after all she had been through.

"I... I didn't mean... I couldn't... I... I'm sorry.." Twilight couldn't stop tears from forming in her eyes. They ran wet tracks down her cheeks as she laid there in the bed. How could she have let herself do those things? How could she had honestly thought she was helping every pony? How could she have enjoyed it so much?

"Shh... Just be still. Relax."

But she knew the answer to those questions. Twilight knew exactly how she enjoyed it. How she let herself indulge in mares like that. She knew what it was like to be a stallion. What it was like to enjoy the flesh of a mare. Her mares. It was still there. That want. That desire. She could feel it deep inside. The want to embrace another mare in her grip. To feel her shake and tremble. To feel that warmth around her. But some part of it was gone. She wanted it, but she couldn't. She couldn't do that. Not now, not ever again. But the want was still there. It was the want that scared her.

"Princess... How could I do those things? How... How could I hurt those mares? Applejack... S-Sweetie Belle.." Twilight trembled, trying to keep herself from breaking out into sobs. Luna reached over, stroking a hoof slowly along Twilight's mane. She smiled again, looking deep into Twilight's eyes. They were both, once again, the deep violet she remembered.

"Dear Twilight, I'm sorry. I fear it was I who has done this to you..." Luna's voice was sad, and her face slowly shifted to one of old regrets.

"P-Princess? How... There's no way you're responsible. I... I'm the one that..." Twilight shivered, remembering those mares in those dark alleys. "That did those things.."

Luna nodded slowly, letting her eyes drift down to the bed for a moment. She knew that this moment would come. That she would have to explain herself to Twilight. The unicorn deserved to know the truth. If anything, so she could get on with her life. And so she wouldn't continue to punish herself for Luna's mistake.

"Twilight, what do you know of Equestrian history?"

The question was an odd one to ask, considering the situation. It took Twilight a moment to really understand what was asked.

"Um... I... I guess a lot of it?"

Luna just smiled at that answer. In truth, the question had been very vague. But it was enough to illustrate her point.

"Of that, I have no doubt, Twilight. But I'm afraid your history books do not go back as far as I do. There was a time long before ponies wrote things down in books or scrolls, so that they would be remembered."

Twilight listened intently. What Luna was talking about, it was something not a single book in her library could tell her. Twilight's curiosity took over, and she was once again the student. The familiar feeling, of listening to the wisdom of a mentor, it brought comfort to her. For a moment, she felt like her old self again.

"You know about how the three tribes of ponies came together, before my sister and myself took responsibility for the sun and moon. Before the time of Discord, and his reign of madness. In those times, ponies lived together in tribes, and each tribe was important to the ponies that were a part of it. But within each tribe, there were families. And nothing was more important to a pony than her family."

Luna took a moment to pause, letting Twilight take in this information. She watched as the unicorn's eyes shifted slowly, as if she were reading words floating in the air that only she could see. A small smile slipped onto Luna's lips. She was a model student. When Twilight's eyes looked back to her, she continued.

"Family was everything to a pony in those days. There was not a thing a pony wouldn't do for her family. And a pony's family would do anything to help her. And those families helped each other. Every family looked out for the others. And as the bonds between families grew stronger, so did the families grow. When two families grew close, fillies and colts from the two families would grow close. And soon, those fillies and colts would marry each other. They would pass back and forth, from one family to the other. And as they did, their foals would become part of that family. And so large families would grow and grow. But some times, when this happened, families would start to disappear."

"Dis... Disappear?" Twilight asked, suddenly looking worried. She could feel something inside her. As she listened, she had slipped into her old manners of study. Absorbing every bit of information that was given to her. But as she heard that last bit of history, something had changed. She started to feel cold. To feel afraid. To feel sad. Slowly Luna nodded to her question.

"Yes... If a family had lost too many ponies, if too many fillies had left to join other families. Soon there would be hardly anything left of that family. And then, with enough time, that family would be no more."

Twilight could feel a tear starting to work it's way down her cheek. Why? Why was this upsetting her so much? Why had this one bit of information brought up such emotions? It was, of course, sad to know. But it shouldn't bother her like this. Like it was happening right now. Like it was her own family that was slowly turning to dust before her eyes.

"It would happen again and again. A family would start to dwindle. Fewer and fewer foals would grow up to join them. And soon they would disappear for good. But then, there was one family that couldn't disappear. One family I wouldn't let disappear."

"Wait.. You... You wouldn't let disappear? But.. But I thought this was before you and Celestia appeared." Twilight interrupted. After the question left her lips, she started to feel embarrassed for stopping the princess's story. Luna, however, just smiled softly. Always eager for more information, just as Twilight should be.

"You're right. This was before my sister and I appeared to the tribes of ponies. But we didn't just appear out of thin air. We had been around long before that. We watched, quietly. We gently nudged and guided. It wasn't until Discord took control that my sister and I knew we could not sit back and watch any longer. But still, even before that, we had a hoof in things.

There was one family, a family of unicorns, that was dear to me. They had such powerful magic. They were in tune with the power of the stars, and the night sky. Always they had an eye to the heavens, watching the moon, watching the stars. They were known as the Stargazers, and I knew they were important."

Luna paused for a moment, a forlorn sigh slipping from her lips. These were memories she had almost let slip into obscurity. To bring them up again, to relive the old joys and regrets. It was a bit much for her tired mind to go through now. But she couldn't stop now. Twilight needed to know the truth. And so she continued.

"As I said, they had powerful magic. And they used their magic to help others. To protect them. Equestria was a very dangerous place then, and many ponies lost their lives in tragic ways. The Stargazers devoted themselves to being the protectors of their tribe. To ensuring that the ponies they held dear would be safe. I knew that these unicorns were important for that reason. That there was greatness in their family that would be needed in time. I did not know how or when back then. But it would seem, in a way, that I was correct."

"What do you mean, Princess?" Twilight asked, puzzled by what Luna had meant by that. As Luna looked back up into Twilight's eyes, the grin on her face would almost be called mischievous. It was the smile of one who had presented a puzzle, and was delighted that it had befuddled all who tried to solve it.

"You've saved Equestria twice, and your brother has saved it once. I would say that speaks of greatness in your family."

Twilight's eyes grew to the size of saucers. The princess couldn't mean what she had just said, could she?

"You... You mean I... And Shinning... But... But our names don't match! W-We're not Stargazers... Are we?"

"Over times, names do change, Twilight." The princess chuckled at this, but kept her smile soft. "And many things are forgotten. But of this, I'm sure. You look almost exactly like a filly I once knew back then. I think her name was Starlight, but I'm probably mistaken. It does not matter. Your family are the direct descendants of the Stargazers. It's their magic that flows through you, and it's their devotion that has brought you to protect Equestria, not once, but twice."

Slowly it dawned on Twilight. Her family, they have always been protectors. They had been the ones other ponies turned to for help. They had kept ponies safe. Suddenly, Twilight felt ashamed, her head slowly dropping.

"Some Stargazer I am now..." her voice was a soft mumble. She was supposed to protect ponies. Instead she's been hurting them for the past few days. And all for what? Cause she enjoyed it? She felt a hoof slip under her chin, slowly lifting her to look into Luna's eyes once again.

"No, Twilight. You're wrong. You are a protector. What... What happened isn't your fault. It's mine. I... I cursed the Stargazers..."

"You... You WHAT?!"

Luna winced at Twilight's startled outburst. How could the princess do something like that?

"It... It wasn't meant to be a curse. It was never meant to turn out this way." Luna sighed, this was hard for her to explain. "I wanted to make sure the Stargazers would always be there. Always be around to help other ponies. To protect them, even if my sister and I could not. And so I... I... Blessed them. At the time, I didn't realize how it might turn out. I just wanted to make sure that the family never disappeared. So I blessed them, I gave them a small part of my power so they could ensure that there would always be Stargazers.

I blessed them so that, if they were ever in danger of disappearing, they could return. They could ensure that their family would not die out. That they could rebuild themselves, and once again protect other ponies. I... I just didn't expect it to happen like this."

Luna hung her head, ashamed of what she had done. She had meant it to be a blessing. Meant to help the ponies she cared about, just as the Stargazers did. But she had failed. Failed and now she had turned one of her closest friends into a rapist.

"You mean..." Twilight took a deep breath. It all started to make sense, in some weird, twisted way. "You mean that everything I've done. These... These thoughts.. These feelings... I've been doing everything because... Because I was trying to rebuild my family?"

Luna could just nod slowly at that. It had seemed so simple back then. There didn't seem to be anything wrong with it at the time. But times changed.

"Yes.. Back then, a family wasn't just a couple ponies and their foals.. A family could be hundreds of ponies. Maybe even thousands. And now, you're the last Stargazer, Twilight. I had thought that, by now, the blessing would have faded away. That the Stargazers really did die out years ago, and my attempt to protect them just failed. But something woke it. And it went to extreme lengths to rebuild the family. Starting with you."

"But.. But wait." Twilight was confused. She wasn't the last, was she? "What about my brother? I mean, Shinning Armor and Cadence... Surely they could have foals of their own if they wanted to... Right?"

"No, he doesn't really count now." Luna shook her head slowly. "Your brother married into the royal family. He's not a Stargazer anymore, even if he still carries their power and devotion to protect others."

It made sense to Twilight. Her brother had always wanted to join the Royal Guards. And his talent for shield spells. How he had always looked out for Twilight when they were younger. How he had made sure bullies left her alone. He had always been a natural born protector.

"Wait... I'm a mare! I... Shouldn't if have just made me go out and have a foal? Why did it-!" Twilight went to sit up again, her mind working overtime to try and make sense out of everything. But something stopped her cold. Something resting in her lap under the covers. Her eyes went wide, trembling as fear creeped into them. Slowly, as if what was waiting for her was some venomous viper, she lifted the sheets and looked.

"GAHH!" Twilight cried out, holding the covers tightly over her, as if she could seal it away. "I... I thought you got rid of the curse!"

"I did. Please, Twilight calm down." Luna sighed. She expected this to happen, but even still. "Please, let me explain."

"Get rid of it! Get rid of it!" Twilight wailed. After everything it has done. After everything she did with it. Once again Twilight couldn't stand the thought of it. Of those things. Of having to live with what had hurt so many ponies.

'I... I cant have this anymore.. If... If I have it... I might... I might...'

"TWILIGHT!"

That snapped Twilight out of her panic for a moment. She sat there on the bed, whimpering as her eyes pleaded with the princess.

"Twilight, the curse is gone. You wont loose control anymore. You wont go out and hurt other ponies again." Luna sighed. She had to get the unicorn to calm down. "Twilight, I'm sorry, but there's nothing I can do to remove that... Growth."

"G-Growth?" Twilight could feel one of her eyes twitching. "Luna, I have a PENIS! I'm not supposed to have a penis!"

"I know... I wish there was something I could do. But there just isn't. The curse was old magic. Powerful. It cant be undone easily." She took a deep breath. This wasn't going to be easy for Twilight to accept. "Twilight, it changed you in ways that cant be undone with magic anymore. Like it or not, that... Penis.. It's a part of you now. Just like a stallion's is part of himself. It's yours. It belongs to you, Twilight. You don't belong to it. Understand?"

Luna watched Twilight for a moment. The unicorn seemed frozen, her eyes staring off into space as her mind kept trying to process this.

'I... I'm not a mare again. I'm still a stallion... That... That means I might still want things a stallion wants... I might still do things a stallion does... I might... I might want them... I might NEED them... Oh, Celestia, I cant handle this... I don't want to need them, do I? I don't want to be a stallion... Do I?... I can feel it! Oh please, Luna, I can feel it down there! Please... Please, lock me up... Please... Don't... Don't let me do it again... Don't let me want them...'

"Understand?" Luna prodded Twilight gently with a hoof this time, snapping the unicorn out of her panicked mind. She swallowed hard, her eyes finally focusing on the princess as she nodded.

"Good..." Luna sighed with relief. Slowly she sat back again, a small smile coming to her lips "Twilight, stallions have dealt with their urges for thousands of years. And you should know as well as any pony what can happen if you let those urges control you, or try to ignore them too long. It's just something you will have to learn about, and learn to deal with."

Again Twilight nodded. She wasn't sure she wanted to learn about them. Or deal with them. But there was little she could do now. Slowly she looked down at herself, at her lap and the guilty appendage that hid under the sheets.

"But... But why did the curse give me a... A penis?"

"I... I am not entirely sure, Twilight." Luna reached a hoof up, rubbing behind one of her ears for a moment as she considered the possibilities. "I suppose, since you are, or rather were, a mare, if you had simply gone out and become pregnant, you could only have a few foals in your life time. And it would have taken your entire life to create a family of any size."

Twilight looked up from her lap, trying to forget about what the curse had left her 'blessed' with. She could guess what the princess was thinking now. Why she had grown such a large, virile member in the first place. Time.

"It may be that it was simply faster for the curse to make it so you could have other mares take the time for you. If you went out and got fifty mares pregnant in a week, that would be fifty foals in the time it would take you to birth one yourself." Luna shrugged, it seemed to her like the best answer. "Old magic is strange like that. Sometimes it seems as if it thinks for itself. Like it decides what it needs to do what it was meant to do. But sometimes, that's just not what we want it to do."

"So that's it then..." Twilight sighed. Her voice was sullen, resigned. "I'm not a mare anymore..."

"Twilight, no..." Luna reached out, her hoof resting softly on Twilight's. "You're still a mare. That part of you hasn't changed at all. The only thing that's changed is that now you're more than just simple a mare. I... I know it's hard to believe now, but trust me when I say that there are some mares out there who would love nothing more than be you right now."

Twilight slowly turned to look at the princess. Her eyes rested on her coldly. Luna was right, it was hard for her to believe that any pony could want this. After a few moments though, she sighed, nodding her head gently as she closed her eyes.

"I.. I guess you're right.."

Luna chewed at her bottom lip for a moment. She wished there was something she could do. Some way she could help Twilight understand that this was no longer a curse or a punishment. She could still be the mare she always was. And now, she could be the stallion she never thought was possible before. In the end, all the princess could think to do was to reach out and gently stroke Twilight's mane, trying to comfort her friend.

"What.. What about... Them?" Twilight had to bite back her words. They weren't her's. They weren't her mares any more, if they had ever been her's.

"You mean the ponies you.... Encountered?" Luna didn't want to come right out and say it. Didn't want to say anything that would bring more pain to the poor unicorn. Twilight nodded slowly and took a deep breath. Perhaps more than anything, it seemed to Luna that, this topic was the most painful for Twilight.

"They're fine and safe. You don't have to worry about them."

"And..." Twilight couldn't say it. She was already trying to hold back tears. She already knew it, even without the princess having to say it. She'd never get to see any of her foals.

'Please... I... I don't know if I can take that...'

"I'll take care of them, Twilight. You have my word."

Twilight looked up into the princess's eyes. Her own shimmering as tears started to build in them. With a gentle sigh and a soft smile, Luna reached out, wrapping her hooves around Twilight's shoulders. She pulled the poor unicorn into her embrace, letting her press her face into Luna's shoulder. After she felt that Twilight's eyes had run themselves dry, she slowly lowered the unicorn back onto the bed.

"It'll be alright, Twilight. But you need to rest now. I want you to stay here for the night, alright? I will be close should you need me." Luna said, lowering her horn as it glowed softly. Gently the sheets pulled up around Twilight, pressing softly to her body as she laid there in the bed. Her tears had stopped, but she still felt the need for more.

"Th... Thank you, Princes... I... I'm so sorry."

"Shhhh... Don't be, Twilight. You just sleep now. Tomorrow, you can go home, and you can put all this behind you." Luna said gently before she walked over to the door leading out into the hallway. She knew that this wasn't something a pony could just put in their past. There would be difficult choices for Twilight in the coming months. Choices for herself, and for her friends. But now, it was important that the unicorn came to terms with what she was now. What had been done to her, and what had been done to others. With a sigh, she turned off the lights and slipped out of the room, quietly closing the door.

Luna stood out in the hallway for a few minutes. She needed sleep herself, she could feel her eyes wanting to close now that everything was, for now, over. But still, something nagged at the back of her mind. Twilight knew that she had removed the curse. But the unicorn did not know how. Old magic wasn't simple like magic today. It had it's own rules. It's own methods. It wasn't magic one could simple dispell. It was magic one had to contain...

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The room was dark. As dark as Twilight's future seemed to her now. It seemed like it was so long ago, almost too hard to remember how her life had been before this happened. Before she became a stallion. Before she had hurt so many other ponies.

'Please... I... I don't know what to do...'

A deep, shuddering breath passed over her lips. Almost without realizing it, her hooves came up, pulling one of her pillows around and hugging it tightly to her chest. She trembled softly. That pillow, it reminded her of another mare. Of the warmth she felt holding tightly to one. A warmth she desperately wanted to feel right now. But she couldn't. She knew she couldn't. But still, she wanted to.

'Please.... I just want my family back...'

End

Book One