“Dash, can’t we just... ya know, do it?” Gilda asked, giving her girlfriend a frown, “Why do we gotta wear these stupid costumes?” Gilda gazed at the latex suit on the bed, making a face. “I’m totally not wearing that.”

“Well for one thing, it’ll make that sexy ass of yours like… ten times sexier,” Rainbow offered, slapping the griffon’s ass before zipping up her own costume. She was dressed as the Power Pony Zapp, posing for her girlfriend with smouldering eyes and a cocky grin.

“Do you have any idea how uncomfortable latex is on feathers?” Gilda countered, taking Dash’s look in. She had to admit, the tight latex look was rather sexy…

“The guy at the store said that when I told them it was for a griffon. Yours is made so you’ll be as comfortable as possible,” Dash shot back, sliding up to her. “Come on, Gilda, let’s just try some roleplay with these costumes. It could be fun. And, if you don’t like it, we could always just do that thing you really like,” she offered, giving the griffon a quick kiss.

“Only for you Dash...” Gilda muttered as she grabbed the costume, pulling it on. “Well?” she asked, posing for her. Dash didn’t speak. Her wings extended with a *pomf* and she tackled the griffon to the bed, making out with her fiercely. Gilda wrapped her arms around the eager pegasus, giving her ass a squeeze.

“Mmm, I’ll never get tired of your talons digging into my ass,” Dash panted, squeezing one of Gilda’s breasts.

“Is that so?” Gilda smirked, squeezing harder. “That's it, moan for me~”

“Oh buck yeah~” Dash moaned, her wings flapping a bit before shaking her head. “O-okay, as awesome as that feels you have to get into character,” she pointed out, calming herself down a bit. “We can buck each other's brains out later.”

“Do we have to?” Gilda groaned again.

“Yes,” Dash said with a firm nod. “Come on, you might like it,” she offered, kissing the griffon for a brief moment. “Have I ever steered you wrong when it comes to ideas for sex?”

“No...” the griffon admitted, looking up at her.

“See, so trust me on this,” Dash said, smiling at her. “Now come on, start us off.”

“Why do I have to do it? It’s your idea.”

“Because I know you like taking the lead in new situations,” Dash said with a smile. “Like when we brought in the riding crop.”

“Yeah but that didn’t involve costumes and weird pretending.”

“Just relax, babe. You’ll do fine,” the pegasus assured. “I know you’ll enjoy it if you give it a chance.”

“Dash, seriously, I have no idea what to do,” The griffon protested, frowning up at her.

“Alright, I’ve got some notes you can look over,” Dash sighed, getting off Gilda and looking around the room. She bent over, digging through a drawer and wiggling her spandex clad rump for her girlfriend.

“Notes? Seriously? When the hell did notes ever become a part of just having sex?” Gilda asked, rubbing her head.

“You know me Gilda, I’m willing to go to some pretty great lengths in order to make our hot and heavy sessions even better,” Dash beamed, pulling out the notes she had written. “And in this case that includes being a bit of an egghead and looking over some comics and taking notes on characters and scenario ideas.” She climbed back onto the bed, giving Gilda the notes.

“I feel like that time Twilight tried to convince me to learn to read. Like words ever helped anyone.” Gilda rolled her eyes.

“Hey, I managed to convince you to learn,” the pegasus reminded her. “All it took was a few hours of my muzzle buried into your pussycat pussy.”

“You're definitely not boring...” Gilda raised her eyebrow, looking over the notes. “Dash, if you wanted me to play predator, I coulda done that without the weird getup.”

“The outfit’ll make it better,” Dash protested. “Come on Gilds, picture it. You pinning me down, laughing maniacally like a villain as you rake your talons over the costume, tearing it apart and slowly exposing me.”

“Ooh... that does sound fun...” Gilda grinned, looking her over.

“Yeah, and then you start whispering your evil plan to me. To break and turn me into your eager little minion. Ready and willing to follow your every order,” the pegasus pressed on, her wings stiff and twitching on her back.

“Now you’re talking my language...” Gilda purred, licking Dash’s neck.

“Then what are you waiting for?~” Dash husked, grabbing the back of the griffon’s head. “Get into character already.”

“What no set up?” Gilda asked, raising her eyebrow.

“Ugh, you only read the notes as far as the sex ideas, didn’t you?” Dash sighed, shaking her head. “Did you even look at the stuff about your character?”

“Nah you can just tell me that stuff. I was too busy thinking about breaking your sweet ass~”

“And later I’m gonna break yours~” Dash promised, swatting the griffon’s ass and clenching hard on the cheek. “Alright, so I’m Zapp, a brash hero who charges into fights without really thinking. And you’re Red Hawk, a predatory villain who runs smuggling operations and is rumored to be deeply involved with the black market. You’ve sprung a trap on me after I came in and tried to catch you by surprise.”

“Okay then.” Gilda gently pushed her off the bed, getting to her paws. She moved the pillows around, making it so that it looked like someone was sleeping on the bed. Dash stalked over, the pendant around her neck clutched in one hand as she pulled the covers away slowly, revealing that no one was in the bed. Gilda pounced on her, easily pinning her to the bed. “Lookie what I caught, a wannabe birdie trying to raid my nest.”

“Can it, Red Hawk,” Dash snapped, struggling against Gilda weakly. “The Power Ponies and I are dealing with a string of kidnappings that are connected to the black market. And you’re going to tell me about it. Now sing!”

“You ain’t in any position to order me around,” Gilda laughed, hooking a talon under her necklace, cutting it. “Can’t have you cooking me can I?” she asked, tossing the pendant away. Dash gulped, but stared up at the griffon defiantly.

“I don’t need my powers to deal with you,” she said, continuing to squirm and twist her body.

“Hush up,” Gilda ordered, gently moving her talons down Dash’s face, “Wouldn’t want me to mess up that pretty face of yours would ya?”

“Wh-what are you saying?” Dash stuttered, her eyes widened at the griffon as she blushed furiously.

“I ever tell you those costumes of yours are so sexy? Nice and tight in all the right places...” Gilda moved her hand down, running a talon over the groove between Dash’s legs.

“S-stop that!” Dash cried, her blush deepening as her legs kicked weakly. “Y-you can’t do this to me!”

“You're mine now Zapp.” Gilda firmly grabbed her head, looking into her eyes. “I’m gonna break that little brain of yours and when I’m done with you, you’ll be nothing but a little fuck toy, eager to do whatever your mistress desires.”

“Th-that won’t happen, Hawk!” Dash spat, glaring up at her. “When the other Power Ponies get a hold of you, you’ll be locked up for a long time.”

“They won’t save you~” Gilda taunted, nibbling on her ear, “I’m going to break you and there’s nothing you can do to stop me...” she whispered.

“I won’t break,” Dash spoke, biting back a moan from feeling the beak against her ear. “Do your worst Hawk, my friends will be there for me like always.”

“They don’t even know you're here!” she laughed. “But go ahead fight all you want, it’ll just mean more of your mind will break. But...” She cupped her chin. “If you give in I won't turn you into a total bimbo...” Dash just stayed silent, glaring at the griffon as if daring her to do her worst. Her entire body was tense, steeling herself for whatever Gilda had planned. “Bimbo it is~” Gilda laughed, nipping at her neck. Dash bit her lip to suppress a moan, her tail started flicking back and forth in response to the stimulation. Her glare faltered for a moment as she looked at the griffon. “Don’t tell me you're cracking already?” she frowned.

“Screw you, Hawk!” Dash snapped, her tail ceasing its movements.

“There we go~” Gilda cooed, sliding her hands down, giving her captive's ass a squeeze.

“Gah!” Dash cried, her eyes widening and her wings flaring. “St-stop that! I-I can feel those talons of yours digging into my ass!”

“That's the point,” Gilda laughed, “Though that costume of yours is starting to get in the way...” Gilda raked her claws across it, carefully cutting away at the suit.

“N-no, don’t do that!” Dash pleaded, looking up at the griffon in fear as her breasts spilled out of the cut down the middle, her nipples hardening under the cool air. “D-don’t take my costume off!”

“Why not?” Gilda asked, sliding a hand into the opening, grabbing a breast. “Don’t you want to get out of that tight thing?”

“I-I don’t want you to know my secret identity,” she replied, biting back another moan as one of Gilda’s talons brushed against her nipple.

“You're gonna tell me willingly anyway...” Gilda chuckled, rubbing her nipples with her thumbs.

“I-I’d challenge Fili-Second to a race before I’d ever tell you my real name,” Dash spat, panting and cursing under her breath as her wings stiffened from the rough ministrations.

“That’ll change, just you wait.” She grinned, pinching her nipples, giving them a twist.

“Ahh~!” Dash cried, openly moaning for the first time as she unthinkingly pushed more of her chest into the rough talons.

“That's a good girl~” Gilda praised. She leaned down, licking one, nipping at it.

“J-just you wait, Hawk. As soon as I find an opening I’m turning the tables on you,” Dash promised, her cheeks a dark red as her wings twitched from the stimulation.

“No you won’t~” Gilda taunted, latching onto a nipple, pinching and twisting the other one.

“Mmmph!” Dash bit her lip and let out a muffled moan as she threw her head back. She struggled under the larger female’s bulk, trying to put herself on top. Gilda kept her pinned, grinning up at her. She moved her tail up, slipping it down through the hole in Dash’s costume. “N-no, don’t touch me there!” Dash pleaded, continuing to try and roll the griffon over. “I-I haven’t even let my marefriend touch me there yet!” Gilda ignored her, letting the tuft of her tail brush against Dash’s lower lips. “Y-you bitch!” Dash panted, squirming under the griffon and praying she didn’t notice how wet she had gotten already.

“Is my little Zapp all wet?” Gilda chuckled, pulling away from her breast, “That means we’re making progress.”

“Sh-shut up, me being wet doesn’t mean anything,” Dash stuttered, her blush overtaking her face.

“Yes it does” Gilda smirked, tease her clit with her tail. “Soon you're going to be begging me to pop your cherry...”

“The o-only… ooh,” she paused for a moment, shivering from the contact of Gilda’s tail. “O-only thing I’m gonna want from you is info on those kidnappings.”

“Oh really? Then I guess I could stop then...” Gilda released her breast, starting to pull her tail out, going as slow as possible. Dash bit her lip, considering her next words carefully.

“Oh buck it,” she said, pulling the griffon into a deep kiss, brushing her tail against Gilda’s leg. “Keep going, it feels so good~”

“What was that?” Gilda asked, pulling away, “I couldn’t quite hear you?”

“Keep going Hawk!” Dash cried, repeatedly kissing and nipping the griffon’s neck in an attempt to further entice her. “You’re making me feel so sexy right now!”

“You will address me as mistress!” Gilda snapped, giving Dash’s ass a firm slap.

“Of course, mistress!” Dash moaned, arching her back and wiggling her ass for the griffon. “I’ll call you whatever you want as long as you keep making me feel so good~!”

“That's a good Zapp,” Gilda praised. She grabbed the ponies ass again, raking her claws against her, freeing it from its latex prison.

“Oh yeah, dig your talons into my naughty ass, mistress,” Dash moaned, pressing herself into Gilda. “Treat me like the bitch I am. I deserve it for always foiling mistress’s plans with those whore friends of mine.”

“And what a naughty pony you’ve been,” Gilda replied, spanking her hard, “You cost me a lot of bits you little slut.”

“Mmm!” Dash groaned, her toned ass jiggling only slightly under the impact. “I’m so sorry mistress. I don’t know why I’ve been such a bad mare. Is there anything I can do to make it up to you?” she asked, looking into Gilda’s eyes as she looped her arms around her neck.

“Please me slut,” Gilda ordered, giving her ass a squeeze.

“Anything for my mistress~” Dash husked, pulling the zipper down on Gilda’s costume and slowly revealing the griffin’s body for her to admire. “Mmm, my mistress is such a sexy griffon,” she praised, settling herself between Gilda’s legs. “I can’t wait to please you.”

“Then do so...” Gilda smiled, licking her beak. Dash didn’t need to be told twice, dragging her tongue slowly up Gilda’s wet outer lips and ending her torturous journey by flicking her clit with the tip of her tongue. “Oh you little tease....” Gilda moaned, leaning back on the bed.` Dash smiled, holding onto Gilda’s ass as she traced her tongue along her folds, closing her eyes as she happily drank the griffon’s leaking fluids.

“Mmm, my mistress tastes delicious. I could just drink nothing but you forever and be satisfied~” Dash moaned, swirling her tongue around Gilda’s clit.

“I bet you would slave...” Gilda moaned, grabbing Dash’s hair, tugging on it.

“Ahhn!” Dash cried, taking Gilda’s clit in her mouth and sucking hard on the bundle of nerves. She started kneading the griffon’s ass, looking up at her with sparkling eyes.

“That's it...” Gilda smiled, “You keep that up and I may let you keep your costume.”

“Mhmm,” Dash moaned against Gilda’s slit, removing one of her hands from her ass and pushing a finger past her folds. She slowly started thrusting the finger in and out while she sucked, nibbled, and licked the clit in her mouth.

“Yes!” Gilda moaned, her wings flaring out with a *pomf*. She smiled down at Dash, wrapping her legs around her waist. Dash took that as her sign to pick up the pace, slipping another finger into Gilda’s velvet embrace and pumping her hand in and out with audible *schlicks*. She battered her tongue against the clit in her mouth, trying to overload her mistress’s senses with pleasure. “S-so good...” Gilda moaned, her tongue lolling out of her beak. Dash pulled out all the stops, burying a third finger deep into the griffon and tugging hard on her sensitive clit. Gilda didn’t last much longer, letting out a cry, femcum spilling onto Dash’s hand. Dash pulled herself away when Gilda’s orgasm ended, sliding up her body to give her a good view of her cleaning away all her cum from her hand with nothing but her tongue.

“Such a good little whore...” Gilda smiled, petting her head.

“Does mistress want to reward her whore?” Dash asked, reaching under the bed and pulling out a strapon made to look like a griffon’s penis.

“I dunno, have you been a good girl?” Gilda asked, raising her eyebrow.

“Oh yes, mistress.” Dash nodded enthusiastically hugging Gilda tightly. “And I promise to keep being a good girl for you. I’ll do anything you want, anytime you want.”

“Then prove your loyalty, tell me you're real name,” Gilda ordered her. Dash paused, biting her lip.

“I-I’m… Rainbow Dash,” she muttered, looking away.

“See?” Gilda cooed, stroking her cheek. “Was that so hard Dashie?”

“N-no mistress, it wasn’t,” Dash admitted, kissing Gilda. “It actually felt good to tell someone.”

“Now, tell me you're friends’ names.” Dash nodded, whispering all of the names into Gilda’s ear.

“J-just please don’t hurt them,” Dash pleaded. “M-maybe you could make them like me?” she offered, pressing her breasts against Gilda’s, rubbing their nipples together.

“Hmm... I could... I know of a few ponies who would pay top dollar for them...”

“C-could you maybe… keep Mistress Marevoulous… or maybe Humdrum with us?” Dash asked. “I’ve always wanted to try some things like this with them.”

“Humdrum? Ha! I’m not into guys slut.” Gilda clicked her beak, giving Dash a spank.

“I-I’m sorry mistress,” Dash said with a shaky moan. “You can do whatever you like. I was silly to even suggest it.”

“But, for you, I’ll keep them all...” Gilda cooed, stroking her cheek, “But every time you're a bad girl, one of them gets sold off, understand?”

“You don’t have to worry about that, mistress!” Dash beamed, hugging her tightly. “I’ll always be a good girl. Doesn’t the fact that I told you all the names of the Power Ponies prove that already?”

“I’m just making sure... now...” Gilda looked into her eyes. “Who should we start with first?”

“Saddle Ranger,” Dash answered quickly. “You know what they say about the quiet ones~” she added with a wiggle of her eyebrows. Gilda couldn’t take it anymore, bursting into laughter, nearly rolling off the bed. “So, did you like the roleplay?” Dash asked, forcing her wings to fold onto her back.

“Yeah... was I good?” She asked, pulling Dash down on top of her.

“You felt how wet I got, you tell me,” Dash laughed, nuzzling the griffon’s cheek. “We’re totally doing this more often. But next time, you’ll be calling me mistress~” she whispered in her girlfriend’s ear. “I’m gonna dress up like the Mane-iac and tie you up.”

“Mane-iac?” Gilda blinked, looking at her.

“She’s the main villain of the Power Ponies,” Dash explained, reaching over to the nearby dresser and opening the comic that was there. “See, this is her.” She tapped a finger onto a picture of the villain.

“Whats with her hair?” Gilda asked, leaning in for a closer look.

“Oh, she fell into some vat of chemicals that ended up giving her crazy hair powers,” Dash explained with a wave of her hand. “But check out the costume,” she urged. “How do ya think I’d look with a neckline like that?” She asked, running a finger along the Mane-iac’s shown off cleavage.

“I dunno, yours are pretty small,” Gilda teased.

“Then maybe you should find a mare with a bigger pair for you to sink your beak into” Dash huffed.

“Relax, your tits are great, nice and big.” Gilda leaned down, nuzzling Dash’s chest.

“Ya know I’m still gonna make you pay for that comment when I dress as Mane-iac, don’t you?” Dash asked with a smirk, stroking Gilda’s head and tossing the comic onto the floor.

“Did someone say... Mane-iac?” a strangely familiar voice asked, the comic glowing a bit.

“Oh… buck me,” Dash commented, coming to a realization.

“Dash?” Gilda asked, frowning.

“Yeah, remember how I told you about that time the girls and I got sucked into a comic?” Dash asked with a nervous chuckle. “I think I might’ve accidentally grabbed the comic that Twilight enchanted to do my note taking.”

“Aw, did I interrupt sexy time?” Mane-iac grinned, pulling herself out of the comic, looking them over.

“Gilda, you go and get Twilight, I’ll distract her,” Dash whispered into the griffon’s ear, keeping her eyes trained on the insane mare.

“No you don’t!” Mane-iac sent her tendrils out, wrapping them both up.

“Okay, so she has better hearing than I thought she would,” Dash groaned, struggling against the hair tendril that was wrapped around her torso.

“Damn you're hot...” Mane-iac smiled, pulling Dash close. She gave Gilda an evil grin, starting to furiously make out with the trapped pegasus.

“Mmmph!” Dash yelped in surprise, her eyes widening as Mane-iac’s tongue played with her own. She hated to admit it, but Mane-iac was a crazy good kisser. Her lust-addled mind caused her to start returning the kiss.

“Hey! Get your lips away from my girl!” Gilda screeched, struggling to get free.

“I don’t know,” Mane-iac said with a smirk, a string of saliva connecting the two mares as she pulled away. “Your girl seemed to be getting pretty into the kiss.”

“I’ll kill you ya freak!” Gilda seeth, struggling against her binds.

“Oooh, I do so love a feisty captive,” Mane-iac cooed. “Come here you, I want to see what a beak feels like.” The Mane-iac pulled her over, starting to make out with Gilda as well. Gilda blushed, squirming, her face bright red. The villain pulled away, giving Gilda a little peck on the cheek as she looked between the two. “Mmm, I think the three of us are going to get along great. It’s been too long since I’ve done anything like this.”

“Y-you can’t be serious.” Dash looked at her, eyes wide. Mane-iac just smirked, unzipping her costume with a tendril. She tossed the suit away to a corner of the room with a flick of the tendril.

“Does, that answer your question?” The villain asked, shaking her large chest for the two.

“Holy Faust your tits are huge...” Dash muttered taking in Mane-iac’s naked form.

“Would you like to play with them?” Mane-iac asked, loosening her grip on Dash slightly and stroking her mane fondly. “I might be evil, but even I prefer consensual sex.” She then turned her head to Gilda and gave her a wink. “That offer’s good for you too by the way.”

“Y-yeah...” Dash nodded, looking at Gilda.

“Perfect,” Mane-iac said with a smile, setting Dash down in front of her, allowing her to have her arms free. “What about you? Do you wanna join us?” she asked, looking at the griffin hopefully.

“This is gonna happen whether I say no or not isn’t it? Gilda asked, a frown forming on her beak.

“If you mean this sexy mare and I going at it like animals and me showing off what my hair can really do, then yes,” Mane-iac stated with a nod. “But it’ll be even better if you enjoy yourself.”

“Fine...” Gilda grumbled, looking at her.

“Fantastic!” Mane-iac cheered with a manic grin as she put the two girls in front of her breasts. “Go ahead you two, do whatever you like to my funbags.”

Gilda reached out, grabbing a nipple, giving it a twist.

“Ooh, going rough right out the gate~” Mane-iac moaned. “You and I are going to become good friends, I can tell. Here, let me return the favor,” she said, grabbing the griffon’s nipple and giving it a tug.

“Gah!” Gilda moaned, rather caught off guard.

“That’s it, sing for me little birdie~” Mane-iac encouraged, continuing to tug and pinch Gilda’s nipple. “You’re making such sweet music.”

“I-I ain’t singing...” Gilda moaned, feeling her nipples harden.

“You already are,” Mane-iac teased, kissing Gilda on the cheek. “And I’m loving every note of your performance.” She then turned to Dash, looking at her expectantly. “Well? Are you just going to stand there? I’ve got two tits you know.”

Dash glared back at it, leaning forward, giving the other nipple a lick.

“Mmm, gentle on one and rough on the other~” Mane-iac moaned, giggling a bit. “I could get used to treatment like this.” She then smiled at Dash fondly. “You deserve a little something too.” One of her hair tendrils snaked between Dash’s legs, sliding it against her lower lips.

“H-hey!” Dash blushed, trying to close her legs.

“What, you don’t like?” Mane-iac asked, flicking Dash’s clit before ceasing her hair’s movement. “I could try something else.”

“N-no.. you just... caught me off guard is all...” Mane-iac took that as her signal to continue, slowly sliding the tendril along Dash’s folds. Dash moaned again, her juices dripping onto it.

“That’s it, relax and enjoy what my mane can do. Want more?” Mane-iac asked, flicking Dash’s clit.

“Y-yes...” she nodded, shuddering at her touch.

“Such an eager little mare, I like that,” Mane-iac cooed, gently pushing into Dash and thrusting the tendril in and out of her. She then turned to Gilda with smouldering eyes. “What about you, little birdie? Want me to give you the same treatment your girl is getting?”

“Y-yeah...” Gilda noded, gulping as she listened to Dash’s moans. Mane-iac smiled, roughly penetrating the griffon with another tendril as she pinched Gilda’s nipple, Gilda moaned, closing her eyes, tongue lolling out of her beak.

“Mmm, you two certainly looking like you’re having fun,” Mane-iac mused. “But look at me, I’m not getting any attention downstairs,” she pouted, slowing her tendrils’ thrusting. “If only I had an eager slut giving my pussy some love and attention. Then I could really go to town on you girls.”

“O-oh yeah?” Gilda panted, looking at her. “Got anyone in mind?”

“Well, I did recently meet a sexy griffon and pegasus,” Mane-iac tittered. “I think one of them would be perfect.”

“You gotta let one of us go first.”

“Hmm, alright,” Mane-iac relented, unwrapping Gilda. “There you go, free to move as you like.”

Gilda stretched her limbs, looking around. This was the perfect opportunity for her to run and get help… She let out another shudder, Mane-iac still buried deep inside her. She looked back at the villain, and stared at her dripping crotch. She glanced at the door again before getting on her knees and burying her beak in the insane mare.

“That's a good birdie~” Mane-iac moaned, petting Gilda’s head. Gilda shuddered as Mane-iac sped up her thrusting. She drilled her tongue in and out of the purple mare, locking eyes with her. “Oh yes...” she moaned, arching her back. Gilda dragged her tongue up, lapping at the Mane-iac’s clit before nibbling on it with her beak.

“W-what are you gonna do with us?” Dash asked, panting heavily, still able to think straight.

“Keep fucking you until your minds are as scrambled as mine,” Mane-iac answered between moans, rolling her hips against Gilda’s face. “I haven’t felt this good in years~”

“N-no please,” Dash whimpered, renewing her struggles again.

“Come on, it’ll be fun~” Mane-iac encouraged, gripping Gilda’s head gently and directing the griffon to all her most sensitive spots. “The three of us drinking each other’s cum while my mane puts you two in the lewdest positions.

“I-I’m supposed to be a wonderbolt!” Dash pleaded, squirming pathetically.

“Are you honestly saying you’d rather fly with those stuffy, pseudo-military dorks than to just bury your muzzle in little birdy and me all day?” Mane-iac questioned, raising a skeptical eyebrow.

“Yes! This was just supposed to be a fun night together...” Dash whimpered, looking down.

“Mmm, and we are having fun~” Mane-iac cooed, pulling Dash up so that there muzzles were only centimeters apart. “Admit it, you love having my mane inside you. You can’t get enough of it~”

“Just let us go!” Dash shouted, glaring at her.

“I can’t do that, you haven’t cum yet,” Mane-iac pouted. “And there’s nothing more evil than to bring somepony so close to the edge without giving them a proper release.” The villain pressed her lips against Dash, silencing any further protests while her tendrils thrashed inside the two’s depths. Dash moaned into her mouth, her struggles slowing. “See? All I want is for all of us to feel good~” the villain assured, pressing her’s and Dash’s foreheads together.

Dash just panted, looking into her eyes.

“Are you close?” Mane-iac asked, panting just as hard as the other mare while her thrusting tendrils increased their speed further.

“Yes!” Dash cried, nodding her head.

“Mmm, me too,” Mane-iac told her with a blissful look. She looked down at Gilda, using a tendril to spank the griffon’s ass. “You better be thirsty, little birdy. I wanna see you drink it all down.” Gilda nodded, looking up at her. Mane-iac gave a few more thrusts of her tendril just as Gilda nipped on her clit particularly hard. She threw her head back, crying in utter bliss as she buried her tendrils as deep as they could possibly go. The two captives climaxed at the same time, covering her tendrils with their juices. Mane-iac came down from her orgasm, catching her breath and smiling fondly at the couple. “You two were wonderful~” she panted. Gilda purred, making sure to lick her clean. “Oh you are just a treat~” the villain smiled, petting the griffon with obvious affection. “Too bad you’re taken.”

“Can you let me go now?” Dash asked, looking at her.

“Fine, I’ve had my fun,” Mane-iac relented with a sigh, releasing the mare.

“Thanks...” she moved over, pulling Gilda away from her.

“Alright, I can take a hint,” Mane-iac huffed. “I know when I’m not wanted.” She picked up her discarded costume and started walking over to the comic she had come out of. She tried to step back through… only for nothing to happen.

“Why didn’t you go back?” Dash asked, frowning a little.

“How the Tartarus should I know?” Mane-iac asked, still trying to get back to the comic world.

“I don’t think you can...” Dash moved over, picking up the comic.

“So what am I supposed to do now?” The villain asked, blinking a bit. “I have so much that I need to accomplish in Maretropilis. As it stands...I’m just a failure.”

“Hey.” Dash put her hand on her back. “You're real now.” she poked her. “You can have an actual life now.”

“Yeah, and I can get myself locked in real jail now too,” Mane-iac dismissed, her mane wiggling around unbidden. “You two said it best, I’m a freak. Nopony will give me an honest job like this.” She wiggled a tendril in each of their faces for emphasis.

“I’m pretty sure if Discord can get a job, I’m pretty sure you can,” Dash assured her.

“Sorry about the freak comment...”Gilda spoke up, starting to regain her senses.

“Don’t worry about it, I’m used to it,” Mane-iac grumbled, pulling on her costume. She strode over to the door her hair avoiding knocking anything over. “Guess I’ll just go. Gotta try to find some way to feed my now real body.” She opened the door, slowly marching out.

“You’re staying right here.” Dash grabbed one of her tendrils, tugging at it.

“Gack!” Mane-iac let out a surprised yelp, falling onto her ass from the pull. “Okay, not depressed anymore, but I am getting annoyed,”she grumbled, shooting a look at the pegasus. She blinked a moment later, Dash’s words sinking in. “Wait… what did you just say?”

“You heard me. What kind of pony would I be if I kicked one of my marefriends out on the street?”

“Huh?” Mane-iac asked, getting back onto her hooves. “Wh-what are you talking about?” she growled, though there was a blush poking through her dark coat.

“You're with us now.” Gilda smirked, winking at her.

“Guess that’s a better option than sleeping on the streets,” Mane-iac answered, rubbing the back of her head with a nervous chuckle.

Hey look, I’m sorry if I hurt your feelings,” Dasd said, looking up at her, “I was just afraid you'd reduce us to sex slaves or something...”

“Afraid or hoping?” Mane-iac teased, sitting down on the bed. “You weren’t exactly struggling all that much.”

“I fantasize about it, I don’t want it to actually happen...” Dash blushed, looking away.

“Hmm, well that should make our time together more interesting,” Mane-iac mused with a giggle, shimmying out of her costume again. She then sent her tendrils around the room, dropping hair ties into her hand. She started pulling her mane back, making an awkward looking ponytail.

“You don’t have to do that,” Dash said, sitting next to her.

“I kinda do,” the villain countered. “The mane has a mind of its own and wanders when I sleep. That sorta thing isn’t conducive to snuggling and sharing a bed with others.”

“Ah.” Dash nodded, nuzzling her.

“Exactly, I can’t let my mane molest you two in my sleep,” the villain offered, returning the affectionate act. “...I wanna be awake when they do that,” she added giving the pegasus a squeeze.

“As long as you promise not to do any villain stuff, everything will be fine.” Dash leaned up, kissing her. Mane-iac returned the kiss, pulling away with a cheeky grin.

“Aww, not even a little villainous behavior? I could get us a little micronation to rule over given the right equipment.”

“No,” Dash said firmly, poking her stomach.

“You’re such a spoilsport,” the villain pouted. “Is there something, anything approaching villainy that you’d let me do?”

“Pull pranks on ponies.”

“Fine, I’ll give that a try,” Mane-iac huffed, her pout deepening. Dash smiled, nuzzling her.

“It’ll be great, You’ll see.”

“I’m only doing this because I owe you for the place to stay,” Mane-iac grumbled. “...and because you’re super hot.”

“You’re our girl now.” Gilda sat down on her other side, purring softly.

“Hmm, two lovers, a nice place, and I get to be a real mare from now on,” The Mane-iac thought aloud. “I guess that might just be a good enough reason to give up villainy… But I could still steal us an island or something. A vacation home for the summer would be nice~” she offered with a laugh.

“Bad Mane-iac.” Dash reached up, flicking her nose.

“I was kidding!” The former villain replied. “But a summer home where we could just wear bikinis all day does sound promising,” she admitted, her mind drifting off with a smile on her face.

“Hay yeah it does!” Dash agreed, wrapping her arms around her.

“Guess I’ve got something to save my bits for once I get a job.”

“Hey, I just got into the wonderbolts, we’ll make money in no time~”

“Good because I want Sex on the Beach with my sex on the beach,” the Mane-iac joked, pulling the two down onto the bed to cuddle them.

“So... do we keep calling you Mane-iac or you're real name?” Gilda asked, getting comfy.

“I guess my real name,” The former villain shrugged. “Mane-iac is kinda off putting and evil sounding. And since you two don’t want me doing anything villainous anymore, I don’t need the villain name.”

“So... what is your real name?”

“Tresemme, a pleasure to meet you,” she answered, pulling the covers over them.

“I’m Gilda and the feather head is Rainbow Dash...”

“Coming from a real featherhead,” Dash shot back, letting out a yawn.

“You keep talking you wanna be bird see what happens...” Gilda warned, yawning as well.

“Girls, girls, make love, not war,” Tresemme offered with a giggle her eyes fluttering closed as she held onto the two.

“We’ll settle this tomorrow...” Gilda yawned, closing her eyes, letting herself drift off.

“Uh huh, sure we will…” Dash smirked, drifting off with her.

“Good night ladies.” Tres smiled, snuggling with them, joining them in their trip to the dream world.