Miss Delphia didn’t expect me to stay while she slept through the daylight hours. So, my plan was to leave after getting about five or so hours of sleep. At least that was the plan. But as they say, such is the plans of mice and men. Especially this man. I got woken up once, two hours in, by one of the other mare inhabitants. She was a unicorn, about mid-twenties, and wearing a very nice baby doll nightgown on. Which was a great sight. What wasn’t was the large knives that were hovering in the air at her side. And after she questioned me, while threatening to carve me up like a Thanksgiving turkey, I was finally able to convince her that I really was the prince and that Miss Delphia invited me. She sure knew how to apologize though. After a few minutes of her begging for me to flog her senseless, I was able to convince her that it would be enough to just let me get some more sleep.

The second time was when an earth pony mare woke me up by kneeing me in the stomach. And if I wasn’t in pain I would have enjoyed the sight of a beautiful mare on top of me wearing nothing but her undies. Obviously, these two worked to daylight shift, and they were getting ready for the day. With this mare, it was easy to make her realize that she had just assaulted the prince. However, she remained unconvinced that Miss Delphia had invited me. In spite of the other mare believing me. Of course, she had no answer to my question on why I would just simply walk into a building and sleep on their couch. Or that I was the only human that could do magic.

Even after those two mishaps, I was able to get another three hours of sleep and wake up about two hours before lunchtime. Mother and Philomena would be worried about me, but that couldn’t be helped at this point. Instead of a cab, I wanted to walk and enjoy the mid-morning air. By this point, everyone and everypony were out and about. A few bows and good morning’s prince was the only reactions I got from them while walking to the castle. So, otherwise, it was a nice peaceful walk to the castle.

It was after I got into the castle and to the throne room doors that it stopped being peaceful.

“Philomena, relax,” Mother berated gently, “I’m sure he’s just fine. Luna said that they went out for some fun, so he’s probably sleeping somewhere.” I was listening in to their conversation with my ear against the door.

“I worry,” Philomena said with a pouting voice mixed with worry. “Trouble follows him.”

“What are you waiting for, sir?” one of the guards whispered to me.

“Waiting to see if I’ll survive Philomena’s wrath,” I whispered back. Both of them smirked at me.

Mother hummed in thought, “Yes, it does seem to follow him doesn’t it?”

“We should look for him,” Philomena almost demanded.

It was time for me either to walk in or walk away.

I heard Mother sigh before she said, “Maybe, you’re right.” And then swiftly opened the door to reveal me standing there looking like an idiot. Well fuck. “Never mind, there he is,” Mother giggled at the oh so innocent look I was trying to give them.

Philomena gave me a happy expression for about two seconds before her mood went to condescending. She started stomping over to me and nearly shouting, “Where were you?”

Holding up my hands defensively I started to walk toward my doom or a hug. “Whoa, easy there. Luna and I went out last night. After a contest, I met Eve Delphia, a detective for the Canterlot PD, and got to talk to her all night. I only got about five hours of sleep before walking back here. Y’all knew that Luna and I would be out most of the night.”

Philomena seemed to accept that while still being annoyed at me. However, she walked up and hugged me anyway. “I worry,” she said softly, and almost sounding like she was about to cry.

“I know,” I said consoling her, “but you know you can’t watch me all the time. That’s physically impossible.” I held her while Philomena sniffed and stabilized herself.

Once Philomena was alright again, we walked up to my mother as she held up a scroll. “I got a letter this morning from Twilight. She wanted you to know that Pinkie has requested your help in preparing for Miss Dash’s birthday party.”

“Really?” Mother nodded, putting away the scroll. “When is it?”

“Supposedly tomorrow so it looks like you need to board the train right now.”

I blinked at her with an amused chuckle before walking up to her giving her a long hug. “Looks like our time is cut short.”

“We have all the time in Equestria my sunshine boy,” she said while hugging me back. “Have a safe trip back to Ponyville.”

“Thanks, Miss Delphia and I agreed to be friends and I want to stay in touch.” Philomena seemed to look at me suspiciously. “Relax, honey. She’s got a troubled past and confided in me last night, in spite of not liking hardly any males at all.”

“Oh?”

“Yeah. Turns out she was abused by her father and left a lasting mental scar,” I told her with pity. “Yet, she said she was fine with me, so I want to keep in touch with her and help her out any way I can, so we'll be writing to each other.” I gave her one last hug, “By the way one last thing. The reason Eve Delphia went to the contest and participated in the first place was to take a look at the knock out pistols that Luna used that night. She thought it would be a great idea for earth ponies and pegasi to use in the police departments. She wanted to bring it up with Aunt Luna, but she got me instead.”

“I’ve never heard of those, but I’ll bring it up with her,” Mother smiled with a wave. “Have a safe trip and I’ll talk with you tonight.”

^_^

As soon as the train stopped in Ponyville, it was already lunchtime, so Philomena and I headed straight for Sugarcube Corner. “I wonder what Pinkie wants us to do to help her get ready for the party?” I asked rhetorically as we approached the door.

“Don’t know.”

I chuckled, “Yeah, knowing Pinkie who knows what she wants me to do, right?” Right before my hand reached for the door, it got ripped open by Pinkie. Her eyes looked almost frantic as she thrust a sheet of paper into my face.

“Quick, I need you to pick these up for me,” her voice was going a mile a minute and almost too fast to understand. “Just get everything on the list, then come back and help me bake. After that, I’ll need your help with the preparations for Rainbow’s birthaversary, thanks.” Then she shut the door and was gone.

My mind was still reeling from the interaction as my eyes went from the paper in my hand to Philomena and back again. “Huh?” was the only thing my mind could sputter out. Philomena pulled me away from the door, so I wouldn’t block it for other customers, then led me away to the market. “Was that Pinkie?” I asked with a quick laugh. “I couldn’t tell, she was talking too fast.”

Philomena giggled at my antics with a small shake of her head. The market wasn’t far considering Sugarcube Corner was in the middle of town, just on the other side of the creek.

“Alright we need streamers, confetti, balloons, a very large blank banner, and rainbow paint with a brush,” I read off the list as we walked over the bridge. The market stalls were spread out all over the grassy area in front of us. Philomena stopped beside me as my eyes tried to spy the stalls we needed. People and ponies were filling the area doing their appointed tasks for the day. “Oh this should be loads of fun,” my voice was dry as a desert and filled with sarcasm while looking at the busy crowd in front of us.

“No worry,” Philomena smiled and began to push me toward it, “I protect you.”

I pretended to resist, being a little silly, “And while I thank you, I’m sure there’s no need to rush about this.”

“Pinkie needs supplies now,” she chirped a laugh, continuing to push me.

I laughed with her as the market began to surround us, “Yes well, now is relative isn’t it?”

“No,” she stopped to point toward a stall. “There, go get.” She said it while slapping my ass at the same time, with a certain amount of joy I might add. I wasn’t sure if I like it or not. But just a few feet away was our first stop. The streamers. A young-looking light tan stallion was standing behind the counter with spools of streamers from all colors all over the place.

The stallion seemed cheerful enough with the other ponies, but not so much with me. “Yes?” and his voice and face were blank of all emotions while he looked at me like he just wanted me gone.

I lifted up Pinkie’s list and leaned against the stall. “I’m on an errand for Pinkie. She needs me to pick up her order of streamers for Rainbow’s birthaversary party for her.”

And still, with an almost unreadable expression he replies, “I didn’t know Pinkie had slaves.”

With a sigh of patience, which was quickly evaporating, I told him, “Sir, I’m no slave. I’m a free man on an errand of a friend, Pinkie Pie, who requested my help. Your belief either for or against what I said is immaterial to the absolute truth that Pinkie is my friend and that if you don’t help she just might, might mind you, come down here and give you a stern talking to. And if this world’s Pinkie is like the other one, which she is, then that is something you don’t want.” His stoic mood faltered but still didn’t say anything, so I went full royal. “Alright then,” I held up my middle finger in his face and lit it on fire. “No human can do magic like me. That’s because I’m not fully human. I’m Princess Celestia’s son, Prince Fred Justice, and I’m on a royal errand for Pinkie Pie. So, comply with this list or it won’t be just Pinkie giving you a talking to.” I hate pulling rank, as the saying goes, but with this going nowhere there was little choice.

Behind those near stoic eyes held the look of panic and I caught it. His mind seemed to be working around his little problem as his eyes went from my flaming bird to the list, and back to me again. Finally, he nodded and looked me in the eye, “What can I do for you then?”

My brain had to take a second to wrap my head around such a ridiculous question. I gave the stallion an incredulous look before shaking the paper in front of his face. “I want you to tell me a joke,” I said dryly before throwing up my hands in frustration and putting out my finger, “what do you think?”

“I won’t know until you tell me,” he said with an ever so small smirk on his face.

Now I knew what he was doing. “Alright, have it your way,” with a sigh I stepped back from him to walk away, “you’ll be hearing from the mayor and Pinkie Pie.” And walked off. I only got a few feet before he started trying to call me back, but I ignored him. After all, he played his hand. He made his bed. And now he has to deal with it. My patience had completely run out.

The next stall we came across was the balloons with a mid-thirties mare standing there. “Can I help you?”

I nodded to her, “Yes, I’m doing an errand for my friend Pinkie Pie and she needs some balloons for Rainbow’s party she’s planning.”

“I’m assuming not inflated?” she asked with a full-on business expression.

“Yeah go with a large batch of them. It’ll be easier to carry around, and we can inflate them later anyway,” I told her and waited patiently as she reached down to pick up the largest bag she had and set it on the counter.

“Oh good, thank you, madam,” I told her and put them in my pocket. “Just charge the royal treasury alright? Prince Fred’s account.”

“Of course, my prince,” her voice sounded respectful and even bowed her head, “thank you for shopping with me.”

I smiled at her with a nod, “Thank you for doing business with me.” She bowed her head in return as we turned to leave. Out of the corner of my eye, I spotted the stallion from before had retreated to his stall and was writing something down on a piece of parchment. Last will and testament maybe?

Next was confetti, which went smoothly. I think the word was getting around. If their reaction to me was any indication. This stallion was completely delightful and handed us the largest bag he had, which couldn’t fit in my pocket, so it went into my shoulder bag.

A young pretty mare was behind the banner stall we came across. She too was peasant to deal with, not to mention look at. I let Philomena hold the large roll of blank banner she gave us and headed toward our last stop. The paint. This one I hoped would be in cans or I was in trouble. Luckily for me, what Pinkie wanted came in cans. And into the shoulder bag, they went. With all the weight though I had to shift the bag to the front and hold it with both hands.

With our trip done and the fate of one stallion up in the air, we walked out of the market and back to Pinkie. “That’s everything, but for the streamers. I wonder what Pinkie will say, or do, to him?” Even Philomena winced at the possibilities of that as we crossed the bridge.

^_^

“Aww, but he’s always so nice to me,” Pinkie whined after we got downstairs to her hidden party preparation room. That was interesting. There was a hidden door within the stairs that led down to her secret room. Here is where all her party planning and preparation was. And it showed. Leftover supplies of all sorts were everywhere. On one side of the room were the file cabinets of all things. That was just itching to be searched. Why would she have it? But what really caught my eye was two colored cannons. Large size cannons that belonged on a pirate ship of all things, but party decorated.

I shrugged as we stepped inside and the secret door closed behind me. “I gave him multiple chances, but he decided to play ignorant on me. Got everything else though.” We put everything out onto a large workbench. “The balloons might take a while to air up,” I shrugged it off, “that’s no biggie though, especially with help.”

Pinkie turned to me and gave me a big hug, “Thank you for helping me, Fred. And I’m sorry he gave you a hard time. Don’t worry, I’ll talk to him.”

Yeah, that’s what he’s afraid of. “You’re welcome, Pinkie. Glad to help,” returning the hug, my arms patted her back. “Have you finished baking?”

“Almost,” she said while parting through what we got at the market. “The cakes themselves are almost done. Once they are done, I’ll put on the white frosting tonight and set it aside to finish decorating it in the morning. The cake is really really big, that’s why I need your help in doing the rest of the preparations. I wanted Rainbow to have the biggest cake ever.” At least she didn’t say it with an almost uninterruptible rapid-fire speech that couldn’t be understood. She was certainly happy and excited about the party though.

A wide smile spread across our faces, “Yeah, it sounds like it will be an epic party.”

“Super epic,” she said pulling us into another hug. “Let’s do this,” she announced with a happy bounce and pulled us back upstairs.

^_^

After lunch and for the next three hours Pinkie and I worked on the cake layers that were going into Rainbow’s cake. And about an hour in Twilight had come by and asked to talk with Philomena, alone, in the library. After waving a greeting to Twilight, which she returned with a sheepish cute blush, I told Philomena to go on and not worry. The rest of what we had to do didn’t seem that hard. Especially after the cakes themselves were done. After setting them aside to cool off, Pinkie left to speak to the streamer stall pony. And while she was gone I spent my time putting in the first layer of white frosting. The rest of the decorating would be done in the morning.

Pinkie came back with rolls of colorful streamers while I was putting the finishing touches on the last, and smallest, of the cake layers. “Fred,” she called out as the front doorbell dinged, “I’m back. How’s it coming?”

“Just fine,” I told her as my ears picked up her hoofsteps coming into the back kitchen area. “Just finishing up the last layer now.”

“Great, just put them in the boxes for in the morning,” she told me while I heard the secret door open. “I’ll be downstairs when you get done and come down.”

“Alright.” And I was left to my devices to finish the cake and put the layers in their respective boxes that Mister and Missus Cake had put out. Those two had become friendly toward me ever since they first met me. Glad that these two had such a positive outlook. They even pointed out a place that I could put the cake boxes away, so they wouldn’t be in the way. Once done, there was still more to do, so down the secret passage, I went. She was already at her version of a workbench when I arrived. “What did the stallion have to say after you talked with him?” I asked walking up to her.

Her hair bounced as she turned her head to smile at me, “Oh don’t worry, he said that he’d never do that again to any of my friends.”

Touched, I walked up, put my arms around her waist, and put my head gently on hers in a hug, “Thanks Pinkie, I’m glad you’re my friend too.” She smelled of bakery when my nose picked up her scent. Of course, with her hair practically in my nose how could I not smell her.

“Aww, me too,” she put her hands over mine and squeezed gently, making her simply light pink work dress ruffle slightly. After I let her go, she grabbed the paint, “Let’s get to work.”

For the rest of the day, until dinnertime, Pinkie and I worked in her basement. Either painting or stuffing her party cannon, which still disturbs me, or blowing up balloons. As we worked we talked and laughed. During that time I thoroughly enjoyed myself. But around dinnertime, it was time to stop for the day, plus Pinkie said that her Pinkie sense was going off. And supposedly that meant I was wanted at the library and that it was time for me to go. Odd, but I accepted it, told each other goodnight until the morning, and headed back to the library.

^_^

Once back in the library my first thought was a shower. More than likely the smell of bakery was very telling on me at the moment. It was probably also a good idea to check in with them too. A quick look around the bottom floor didn’t turn them up, which meant they were probably upstairs in the bedroom. “Twilight? Philomena?” I called out at the top of the stairs. “You home? It’s Fred.”

“Yes, we’re in the bedroom,” Twilight responded.

“Alright, I’ll take a shower then. Just got back from Pinkie’s and probably smell like a bakery.”

I opened the door after hearing Twilight reply, “OK.”

Was it me or did she sound a little nervous? I shrugged it off, walked into the bathroom, and turned on the shower. Thank goodness that Rarity had made all those sets of clothes for me because these are going to have to be washed. So, after stripping down I hung them up on a hook that was on the door. By that time the water was hot and it felt so good to let it wash over me. You know, there’s nothing like a soothing hot shower after a long day. Letting the water wash the day off of you like dirt. It’s more than just physical cleaning, but soothing too.

I wasn’t sure how long it was, but sometime later, when the room started filling up with steam, there came a knock at the door. “Fred?” It was Twilight.

“Yeah?” I called, still under the water.

“I...um...want to talk to you.” Her voice sounded more nervous than I’ve ever heard it.

“OK, come on in then,” I told her, having a good idea of what she wanted. And honestly, I was excited about it. That is if Philomena agreed to it. And I think I was about to find out. My ears picked up the door opening and my eyes saw the shadow of a pony walking in and shutting the door. It was Twilight, it was clear even through the opaque shower curtain. And when she didn’t say anything at first and heard her take a couple of calming breaths, I smiled and told her, “Twilight, relax.”

“It’s just,” she spoke nervously and saw her shadow twirl with a lock of her hair, “I’ve never done this before, so I’m a little nervous.”

“I can tell. I’ll try and make it easy for you.”

“Thanks,” her voice held gratitude while still holding a nervous tone. “I want to explore an intimate relationship with you.” She said it quickly, but not Pinkie Pie quickly. “I’ve talked it out with Philomena, and she’s ok with us being together.”

“I’m glad. And I’d like that, Twilight.” Images of her underneath me, moaning in pleasure and yelling out my name flashed through my mind. Even now, I had a desire to pull back the curtain and show her how she effects me. When she didn’t say anything right off, but still stood there, I did just that. She must have been with Rarity earlier because she was standing there wearing a partially see-through baby doll nightgown that stopped about halfway down to her knees. And the fabric showed just enough to tell me that she wasn’t wearing anything underneath. Her face was blushing beet red as she stood there looking down at my fully erect member. Her hair and tail were straight instead of her normal curl. And the whole package had me taking my shaft in my hand. “You are one sexy mare, Twilight,” my voice whispered to her.

Her eyes locked onto my member and my hand that was slowly rubbing it. “Thank you,” her own voice soft yet nervous like a school filly with a crush. Her fingers slowly twirling a lock of her hair.

“You’re welcome,” I said with a thick aroused voice and continued to slowly stroke myself. “Why don’t you take off that sexy nightgown and join me?”

Her eyes raised to lock onto mine. And in them was nervousness, but also a bedroom quality to them as well. She raised her hands to the straps of her nightgown and pulled them down off her shoulders. The gown dropped to the floor with a soft rustle of fabric. She was gloriously naked as she stepped into the shower with me. Her eyes never left mine as her magic pulled the curtain back into place. “Why am I so nervous?” she asked softly with her eyes still looking up into mine. “We’ve been like this before. But my heart feels like it wants to beat out of my chest.”

I stopped stroking myself to gently cup her head in my hands. “Because,” my voice was a whisper, “this time, isn’t by accident. Try not to think, Twilight. Just feel.” My head lowered to give her a soft kiss on her lips. She returned it just as softly as her hands started to slowly work up my back before pressing her body against mine. The water started pouring over us as I maneuvered us under it.

When she broke the kiss, she kissed my chin, and then my neck. Once there she put her nose to my neck and took a long sniff as if wanting to catch my scent. She would kiss my neck, take a long sniff, and then kiss again. All the while, her fingers, and hands would rub and scratch against my back. At this point, my own hands had rubbed their way down her back to firmly massage her cutie marks that were on her butt cheeks. It was when I started doing that, that she gave me a long moaning kiss and hiked up a leg to rub against mine before pressing her lower body more against my hard member. She stopped kissing my neck and started to suck on it while her fingers scratched against my back. I leaned my head back as she gave me a hickey. It was going to be a big bright red one too because she went from soft moans to loud growls as she sucked harder.

With my head leaning back against the wall, I felt her hands rub up my back to grasp my shoulders. Hard. In one swift movement, and without breaking her lips from my neck, she leapt up to quickly wrap her legs around my waist. Luckily, my hands had a firm grip on her own waist and held her, so she wouldn’t drop to the floor. And as she growled into my throat she positioned her lower lips above my erect member.

I could feel her deep hard breaths of arousal against the skin of my neck from her flared nostrils. She let out a low groan of pleasure as she eased her body onto mine, slowly letting herself stretch to accommodate and engulf me. She stopped though when my head reached her hymen. She’s a virgin and wants to lose it to me. Her body radiated passion and lust, but she was also nervous about going forward as well. She began sucking on my neck hard enough that I felt her teeth starting to dig into my skin. I felt her hot nervous short deep growling breaths against my neck as she steadied herself for the plunge.

Then she took it. Her legs wrapped around my waist flexed and squeezed together in one quick sudden motion that had me breaking through her virgin barrier to plunge deep into her. She cried out in pain as I penetrated her. Her legs squeezing me hard to keep herself in place. Her fingers digging into my shoulders. And her quick rapid pain-filled breaths hitting the skin of my neck even as she cried out into it. I did what I could to ease the pain while rubbing her body firmly up and down her sides.

It took her a couple of minutes before her body started to relax before slowly starting to ride me. With the slow movements against me, her whines of pain started to fade away to moans of pleasure. She had stopped sucking on my neck and began to moan into my ear with each slow thrust. Her grip on my shoulders eased her up as she used her legs to help her down.

Oh, she felt incredible. Her warm wet walls massaged my member in a tight fashion that sent shock waves like lightning through me. While her hard nipples and breasts rubbed themselves up and down my chest. “Twilight,” my own soft long moan escaped me as my hands gripped her waist.

She had claimed my mouth in a hot passionate kiss that blew the others away. At the same time, she growled into my mouth as she worked herself faster. This time with me keeping up with her with my own movements against her. In everything she did, now communicated one thing to me. Desire. We kept in rhythm with each other as our need to climax together became our single goal.

When she broke the kiss and leaned her head back her eyes locked onto mine. The sounds of our bodies coming together echoed slightly in the tiled walls of the shower. She didn’t need to say anything as her eyes bored into mine with the same intensity as my member plunged deeply into her. Our need was frantic as our bodies connected together in rapid succession. “Fred,” her voice shook in one long low growl of need with the force of our bodies coming together.

With our climax approaching, her eyes widened as her fingers dug hard into my shoulders. Her legs trying desperately to work harder and faster against me. I could almost feel and hear her heart beating hard inside of her as it was in mine. But I could see the boiling hot desire in her eyes as if her blood boiled in desire for me. That desire that screamed for release. That desire was clawing at me to grant it to her. That desire which had her leaning her head back in a last gasping shock of intense pleasure with one last thrust brought us to climax together.

This time I was the one kissing hard on her neck as her body started to milk mine. Her legs gripped and flexed in time with each pull upon my member. My own loud moans of intense pleasure were echoed into her neck with her fingers flexing in time with her body. We seemed to take our deep breaths together as well in short rapid bursts as the lasting climax rocked us to our core.

And with one last shout of pleasure, with one last hard squeeze from her legs and her hands she had taken all she could from me then collapsed limply across my body. My own legs started to shake with the effort of keeping us both up. And once my shaking hands had a firm hold on her, I was able to lower us to the floor and sit in a comfortable position, so she would be sitting in my lap. She laid her head on my shoulder as her body shook slightly with the aftershocks. Her arms going limp. And her wings slowly lowering with small twitches as her body started to settle down.

As I sat there with my head against the tile wall of the shower, only one thought came to mind. Holy fuck, talk about the quiet ones. About a minute later, I lazily opened my eyes to see Philomena opening the door to take a peek inside. She smiled as she spotted us on the floor of the shower, still with the water running. She stepped in, and because she was already naked, stepped into the shower and turned off the water. She knelt down beside us facing the wall, so she could put a wing over Twilight’s body, which was still twitching a little.

Twilight moved her head to lay it against my chest and look to Philomena, which was giving her a big smile. Twilight smiled as Philomena continued to rub Twilight’s back with a wing. Philomena laid her head on my chest as well close to Twilight’s and cooed softly, almost like a soft chirp. Twilight responded with a long content sigh that was echoed with one of my own.

It was a little bit before I had the strength in my legs and arms to get up and bring Twilight to bed with us. After we had got into bed together you can imagine just how quickly we all fell asleep. The last thing my ears picked up was the satisfied sighs from Twilight as she snuggled into me for the night. With Philomena on the other side of me.

^_^

The next morning I woke up slowly, and a little groggily, as the sun started to shine through the bedroom window over the beds. However, Twilight was with us this morning. Philomena snuggled against one side with Twilight snuggled against the other. Now that I was awake my hands raise up to rub their back gently and slowly. This was probably one of the best mornings. Two beautiful girls naked in bed with me. I knew they would be up soon, so I simply laid my head back and watched them sleep.

Not surprisingly, Philomena was the first to wake up. Tilting my head toward her I lightly kissed her beak with a wide smile. She smiled back, leaning up to rub her cheek against mine. “Good morning,” I whispered to her under my breath, so hopefully Twilight wouldn’t be disturbed.

“Morning,” she whispered back with an equal smile. Her wing extended to cover Twilight as we both watched her. Even with morning bed head, Twilight still looked good in the morning. She had her head on the side of my chest with one arm under her head and the other around my neck. And lightly snoring away.

Until she woke up a few minutes later with a soft groan and fluttering of eyelids. Philomena and I waited for her. It took her a minute or so to focus on us. At first, she looked confused, as if she didn’t know why she was sleeping with us. Then her mind woke up to give her a cute smiling blush. “Good morning,” she said before the rest of her body woke up with a yawn. She began to stretch but stopped with a combination of satisfied groan and girlish chuckle, “Oh, I can still feel last night.”

Philomena hummed with a grin, “Feel good, yes?”

Slowly she began to stretch, almost like a cat, continuing to chuckle and giggle, “I…oh…never thought…oh my…that it could feel…this goood.” Her last word was elongated as she gave out a final stretch.

Leaning forward, I gave her a soft kiss, “Thanks for stroking my ego, Twilight.”

She blushed, returning the kiss. “You’re welcome. It wasn’t exactly what I had in mind last night. But I’m not going to complain.”

“Neither am I,” I chuckled before patting their backs. “Why don’t you two take the first shower and get some girl talk in? I can wait.”

Philomena chirped happily, “Good idea,” and immediately got up then began pulling Twilight out of the bed.

“Alright, I’m coming,” Twilight said which made me chuckle a little as they left the room. As they prepared for the day I laid back and stared up at the ceiling. Today is Rainbow’s birthday. And yet it feels like I just got one of the best presents a man could get.

^_^

The morning was busy in preparation for the party. Pinkie came to get me in the middle of breakfast because she wanted to start early even though the party was scheduled for tonight. So, while I was quickly finishing my breakfast, Pinkie complimented on how Twilight seemed to be “glowing” this morning. At first, twilight was confused until it finally dawned on her what Pinkie was referring to. Then she blushed heavily as I tried steering the conversation away from Twilight. Then it was right to work on getting everything ready for the party this evening after breakfast. Pinkie and I went back to Sugarcube Corner to finish the cake. Not to mention help set up the decorations for the party, which so happen to be at Sugarcube Corner. Everything was looking great for the party. The rest of the girls came by to help us set up with Twilight and Rarity using their magic to set up the banner across the top of Sugarcube Corner.

And that’s when things went south.

“Now, who’s ready to join this super-duper party pony to plan this super-duper par-tay?” Pinkie bounced happily in place looking at her friends. But it wasn’t her friends that answered her. Philomena was standing next to me as we stood on the steps of Sugarcube Corner. Pinkie was bouncing in the midst of her friends when a stranger’s voice suddenly called out.

“I am,” came a voice from across the way. Everypony gasped when they heard the voice and when I looked over it looked to be a walking cliché. This pony was dressed like something straight out of an old western movie. He had the wide-rimmed cowboy hat on, the long carpet looking poncho, and even the dusty looking pants to complete the picture. Even his light bright orange coat with brown hair and tail went with the outfit. The only thing that stood out was the party favor he had in his mouth. It was one of those noisemakers that uncurled itself.

I just shook my head as Pinkie asked, “Who are you, stranger?”

The walking cliché spit out the party favor and slowly moseyed on over to Pinkie, “Name’s Cheese Sandwich. I plan parties.” Oh, brother.

“What an amazing coincidence!” Pinkie gasped at him. “I’m Pinkie Pie and I’m planning a party!” The girls nodded their heads with an mmhmm his way.

“Oh, it’s no coincidence, my little pony,” he said after he walked up to her. “My cheesy sense was a-tingling, telling me that a part was in the works.” Raising an eyebrow, I had to question whether or not this pony was doing his own version of Pinkie.

Even Pinkie noticed that much as she gasped again, putting her hands on her cheeks. “Double amazing! Just like my Pinkie sense.”

He started walking past her saying, “Yes, I sensed you did.” Oh, for the love of… “And I happen to be the premier party planner in all of Equestria. If there’s a party in need, then there I’ll be. Be it wing-dong, hoe-down, hootenanny, or shindig, I’m your pony!”

“A pair of party planning ponies in Ponyville?” Pinkie gasped once again. “What could be more perfect?”

That’s when Rainbow fluttered up between them, putting an arm around them both. “I’ll tell you what. Making this party epic! Because this isn’t just a party, but it’s also the anniversary of when I moved to Ponyville. It’s my birth-aversary!”

“Oh my, that’s right,” Rarity gasped then cooed in her usual way.

“So, what do you say party planners?” Rainbow asked, now looking between them.

Pinkie bounced in place, clapping her hands together happily, “Oh, I think we can do it!”

Mister Cheese simply and calmly shook his head, “Oh I don’t think so.” Everypony gasped. “I know so,” he announced loudly, throwing his hands up as if cheering. Just one catch, he had a rubber chicken in one hand. “Right, Boneless?” he asked the laughing stock as he brought it to his face with wild crazy looking eyes. The rubber chicken didn’t say anything, naturally, but its head slumped forward. “You see? He thinks so too,” he pointed to the rubber chicken before launching himself into a song.

While he sang on about how he knew he was going to be a party planner. How he never does anything by the book. He also didn’t sing about how he was leaving Pinkie out of the picture. That Twilight and her friends began to get so enraptured by this pony that they forgot completely about everything that Pinkie did to prepare for Rainbow’s party. And by the time his little song was done more of the town was following him away from Sugarcube Corner and leaving her completely behind.

I didn’t like the look on her face. Motioning with my head, Philomena followed me to speak with her. I put my arm around Pinkie’s shoulders as she stood on the other side.

“But what about me?” Pinkie asked almost rhetorically as she watched her friends and part of the town walk away from everything she prepared.

“I’ll tell you what,” I told her with a firm resolve to handle this.

She looked up at me with hope in her eyes and a small smile, “What?”

“We are going to talk to this guy, and your friends.” We began to follow the crowd with my firm resolve to talk to them, but when we got to them my ears couldn’t believe what they were hearing.

Rainbow was practically buzzing around the guy as she flew over him, “Now that’s what I’m talking about! I’m so stoked that you’re here, Cheese Sandwich!”

“Yeah,” AJ echoed her, “you sure did come on the right day.”

I watched as one by one her friends sounded so happy for him and didn’t even notice Pinkie behind them at all.

“Your parties sound simply divine, Cheese Sandwich,” Rarity cooed at him with a flick of her hair. I just rolled my eyes and was about to intervene until Twilight spoke up.

“Yeah, we are so lucky to have you here,” she said to him with a wide smile, as if he was the most important thing in the world. Now that started ruffling my feathers and I didn’t even have any.

“Just doing my job little fillies,” he tried sounding humble as he rubbed the rim of his hat. Talk about cliché.

“Pinkie’s parties are fun and sweet and all, but now this party’s going to be…,” Rainbow hovered over to Cheese with a grin.

“Epic?!” Cheese finished with a grin.

“You said it,” Rainbow shouted completely ignoring Pinkie. That was until her brain caught up with her. She turned around to face Pinkie with a sheepish smile, “No offense, Pinkie.”

I can’t believe she just said that. I looked on in shock at her words. Pinkie simply said, “None taken,” in a soft voice with her hair going flat. Pinkie’s hair going flat was probably the most disturbing part of the whole thing as Pinkie slowly turned and walked away. Meanwhile, I stopped and looked between them. What the hell?! It couldn’t go on like this. I knew something had to be done. Turning around, we ran up to Pinkie first, putting my arm around her as before. “Look, Pinkie. Don’t despair alright? This guy is nothing more than a passing shiny object for them to ogle over a while before he leaves.” When she didn’t say anything, but just kept walking that tore it for me. I let Pinkie walk ahead for a few steps before pulling Philomena aside. “Stay with her and comfort her as best you can, OK? I’ll go see if I can talk some sense into them.” As Philomena ran up to catch up to Pinkie, I turned around to see if I could talk some sense into them.

^_^

By the time I caught up with them, Cheese had already led Rainbow and the girls across the river to just outside of town. As I was passing the bridge Cheese was already speaking to a construction crew about something. There was a growing portion of the town starting to show up and gather around him. As I got close, his voice almost rang out in excitement over this most epic party that he was setting up as he gave orders to those around him. The construction crew immediately began working on something big as I tried speaking to AJ first. My ultimate goal was to talk to Rainbow, but considering she kept flying everywhere at breakneck speeds I doubt that would happen anytime soon.

“AJ,” I called out to her with a wave just as she started to walk away from the crowd and head my way, “we need to talk.”

“Can’t talk now,” waving me off as she quickly walked by, “got lots to do for the party tonight. Cheese wants as many apple treats as I can bake.”

My mouth hung open in aghast at her as she blew by me. “What about what Pinkie wants?” my hands waved to her.

“I don’t know what she wants,” she called back before running toward the bridge.

Throwing up my hands in frustration, my eyes spotted Rarity heading my way. I stepped into her path, “Rarity?”

She looked up from the clipboard in her magic when she heard me. “Oh hi, Fred. Are you going to see what Cheese wants you to do?” she asked while blinking her eyes at me as if trying to be cute.

Has everyone gone completely loco over this guy? With a roll of my eyes, I scoffed at her. “Oh, I’ll be talking to him-”

“That’s wonderful,” she interrupted me with a clap of her hands before walking off. “I’ll leave you to it then. He wants so much to be done before tonight.”

Looking around, I finally spotted Fluttershy off to the side away from the crowd. She was kneeling down and speaking to a few of the smaller animals there. I had no clue what possibilities that Cheese could have for her, but something had to be done about this whole thing before it got out of hand. “Fluttershy,” I called out to her with a wave of my hand to get her attention.

“Oh hi, Fred,” she stood up and beamed her greeting at me. “Aren’t you so excited about the party?” She was practically bouncing like Pinkie when I stepped up to her. “I think we’re so lucky that Cheese Sandwich showed up when he did.”

After a steadying calming breath, I gently took her hands and looked her straight in her eyes. “Fluttershy?”

“Yes?” she smiled as big as her face would allow, blinking up at me cutely. Damn those eyes of hers.

“I know somepony that isn’t excited about tonight,” I told her simply.

At least that got her down from the stars. She looked downtrodden and crestfallen. “Oh no, who is it?”

“Pinkie Pie!”

She blinked at me for a second before giggling up a storm. “Oh, Fred. That’s a good one,” she giggled and began walking off. “Pinkie not excited over a party. I’ll see you later, Cheese wants me to put some birds together to sing Happy Birthday to her, bye.” She fluttered off into the distance toward her cottage. And she didn’t believe me. I was ready to start pulling my hair out at this point. The only one I ever had a hope of talking to was Twilight. And after another calming deep breath, I found her near Cheese. She had a clipboard with her and was writing on it if he spoke to her. And after sifting through the crowd, I was able to catch up with her.

I put an arm around her shoulders to stop her from walking and to get her attention. “Twilight, honey? Come with me,” gently I started to ease her away from everything that Cheese was putting together, “there’s an issue that needs to be addressed.”

“Huh?” She was so engrossed in the preparations that she didn’t even notice me at first. Then she started following along with me, “Oh hi, Fred. Issue?” With a blink, she returned to her pad and checklist, “I don’t see an issue here. What issue?”

I stopped us when we got far enough away and then turned her around. “Alright, Twilight,” my hand motioned toward everything that was going on, “tell me one thing. Just where is Pinkie Pie right now? I thought that this oh so great party planner was going to be doing it with Pinkie, not without Pinkie.”

She blew out a short laugh that sounded more like a snort, “Of course he’s doing it with Pinkie.”

“Really?” I asked rhetorically while looking around. Twilight nodded her head. To which I responded with, “Alright then. Then where is she?”

“Oh well, she’s...” Twilight started to say and even started to point in a direction. However, as the seconds ticked by and her mind finally started catching up to what I was trying to tell everypony, she finally said, “Huh. You know, I can’t find her.”

“Oh gee,” my voice was filled with my growing frustration, “I can’t imagine why. Oh, I know. How about after working her butt off in preparation for this party and getting everything together, there comes along this fancy party planner that claims to be the best in Equestria. And not only that, everypony else seems to agree with him and getting so infatuated with him that they leave their friend behind. Not only that but doesn’t even bother with asking this new guy to bring Pinkie along and at least help.” As I continued to pour out my frustrations, Twilight’s face went from disbelief to at least a glimmer of self-doubt. “So right now,” I continued, now practically pulling Twilight along toward Sugarcube Corner, “Pinkie is at Sugarcube Corner feeling sorry for herself. Why? Because after all that hard work everypony just seemed to up and leave her behind for this new fancy pony, that so far hasn’t given her the time of day. In short, she’s feeling abandoned. I mean, after all, her parties are fun and sweet and all, but this one’s going to be epic right?!”

Twilight gasped at me in shock, stopping in her tracks, and with a disapproving look on her face. “How can you say that about Pinkie Pie?”

I put a finger to her lips to stop her. “I didn’t,” I told her while looking at her in the eye, “Rainbow did. Remember?”

It was like a balloon popping when her mind finally caught up to what I was saying to her. Her face went from fierce to crestfallen. “Rainbow did say that, didn’t she?”

“Yes, she did,” I tried to sound gentle and firm at the same time. “So now can you see how she might feel abandoned? Her whole lot in life is to make people and ponies happy and the one party that means more to her than anything is a party for her friend which...”

There was a look of dawning realization on her face, “Made her feel unwanted.”

“Ding ding ding ding,” I nearly shouted in joy and raised my hands in the air, triumphant. “And we have a winner.”

She just rolled her eyes at me and headed into town toward Pinkie’s place. “Let’s go talk to her then.”

^_^

We got into town and to Sugarcube Corner a short time later. Pinkie was in front of it taking down the banner and removing all of the decorations. And still looking glum. I only saw one other pony in town right now as we walked up to her. The rest of the town seemed to be helping Cheese. Philomena was with her and trying to talk with her, but didn’t seem to have much luck. And when Philomena pointed us out to her she turned her head and immediately brightened, as if nothing was wrong. It was a mask that she put on, even I could see that much.

“Pinkie!” Twilight said walking up to her. “Aren’t you going to help Cheese Sandwich plan the party?”

Pinkie seemed to dismiss it with a short laugh and a wave of her hand. “That’s Ok. He has what it takes to do this all on his own.”

“Really? You’re not feeling left out that you’re not planning the party as well?” Twilight questioned her. Meanwhile, I facepalmed and shook my head.

“Nope, not one bit,” Pinkie put on an almost perfect figurative mask. I could see straight through it, but apparently, that was good enough for Twilight.

“Well, if you’re sure,” Twilight said, sounding uncertain. And when Pinkie just stood there staring at her with an over-exaggerated smile on her face. She turned and began walking back toward the party preparations.

I simply stood there with my face in my hand and a growing headache. As Pinkie went inside, Philomena walked up to me and took my hand in both of hers. “If this doesn’t get resolved soon,” I whispered in frustration, “I’m going to lose it. I will. I’ll lose it and it won’t be pretty.” She gently took my other hand and brought it down.

“Come,” she gently urged with a small smile. “We go talk with her.”

I nodded and followed her inside. Pinkie was sitting down at one of the tables when we walked in. Another patient sigh later, we walked up to her and I sat down next to her, Philomena sat on the other side. “Pinkie?” I asked gently, putting an arm around her. “Why didn’t you tell her how you feel?”

She sniffed and leaned into me. “Well, if Cheese Sandwich really is the most super duperist party planning pony of them all, then I guess I’m not. And I should just stay out of it and shouldn’t plan parties at all.”

Alright, this calls for an intervention. I got up and took her by the arm, practically hauling her out of her seat. “Come here, Pinkie,” I told her and started pulling her toward some of her pictures she kept. “You need to see something.”

“What is it?” she asked and though curious there wasn’t any happiness in her voice at all.

I pulled her up to her room where the pictures were. Right there by the door, just inside of her room, was a picture of her and her family having a party when she was just a filly. “You see this?” I pointed to it. “Remember this one?”

“Oh, I remember this one,” there was a small smile on her face. “This was my very first party ever! It was only with my family and right after that big boom in the sky that filled with a rainbow. It was then that I felt my calling in life.” Then she frowned again, “Or was it? Was I just lying to myself and others?”

“No, Pinkie,” I shook my head moving her toward another picture, “you weren’t lying to yourself or others. And it is your calling in life. It’s who you are. You want to make people and ponies happy. That is what brings you joy. You just use parties to do it.” I pointed to another one, “And this?”

She started to smile again, “That was Twilight’s welcome to Ponyville party. She didn’t even expect that one.” She even giggled and moved to another picture on her own. The next one was with only her and a toothless baby alligator? “Gummy looks so happy at his birthday party!” Now she started sounding more like herself as she moved to the next. It was Shining Armor and Cadence in the foreground and the girls in the background. “Shining Armor and Cadence’s wedding sure was special.” She moved to the next one over which was another wedding picture, but this time it was them in party mode. “Especially when I got hold of the music.” Now that sounded like the Pinkie Pie we all know and love.

She turned to me with a wide smile then drew me into a bone-crushing hug. “I threw all those parties for them. I made them happy and filled them with joy. And with smiles all their own. You’re right, Fred. This is who I am.” She pulled back and looked up at me with a wide thankful smile, “Thank you, Fred. I know just what to do.”

“You d-” She interrupted me by pulling my head down and giving me a deep passionate kiss deep throating me.

“I’m going to challenge him to a goof-off,” Pinkie announced with fire in her eyes and in a puff of pink smoke disappeared out of her room.

Meanwhile, I stood there staring down at where she had been because that kiss threw me for a loop. It showed on my face too, looking like a kid who got his first kiss from the prettiest girl in school. Philomena was practically laughing at me and the goofy look on my face. Until she poked my chest a couple of times to bring me out of it. I shook my head sheepishly, “Sorry, but wow can she kiss.”

“She going to challenge pony to goof off?” she asked curiously. “What is that?”

“You know I have no idea, but I bet it isn’t good,” putting an arm around her we left Pinkie’s room to try and keep her from doing something stupid, “come on.” But, we didn’t get there in time because she had already challenged him when we got close to hear her.

“Whoever wins will be dubbed the Ultimate Super Duper Party Pony and headline the Rainbow Dash Birth-Aversary Bash!” Pinkie cried out so loud I think the whole town heard her. Probably did too, considering the whole town was there.

“And the loser?” Twilight asked, eyeing Pinkie with trepidation.

“Doesn’t!” Pinkie replied with a grin as we finally got close to them. I walked over to Twilight, putting an arm around her.

“So, are you in Cheese?” Pinkie asked poking him rapidly in his chest. “Or are you...boneless?”

“No one calls me boneless,” she growled at her, then took out his rubber chicken again and put it to his face. “Right, Boneless?” It went limp in his hand.

“Twilight,” I whispered to her after a lengthy sigh, “you’re not really thinking of letting them do this are you?”

Twilight looked up at me with a sheepish smile, “Well, she already did challenge him.”

“Then the Goof-Off is set for High Noon,” Pinkie announced dramatically with a wave of her hand high in the air.

“Pinkie,” Twilight interrupted, “It’s noon right now.”

“Then let’s get started,” Pinkie yelled out then disappeared to get ready I guess.

“Twilight,” I groaned out a whisper to her as Pinkie left.

She turned to me and shrugged, “I’m sorry, but once the challenge is declared only a winner can stop it.”

“You can’t be serious?” the look on my face showed complete unbelieving shock. “This whole thing is pointless. Do you even know why she challenged him in the first place? Didn’t you see the mask that she figuratively put on when we showed up at Sugarcube Corner?” When she didn’t answer and just shook her head I continued with another patient sigh. “Look, Twilight. When you left she lost all sense of who she was. She thought that she was living a lie all these years. That because she’s not the best, she was never intended to be a party pony at all. I finally convinced her or at least thought I did, that she was meant to be one because it spreads happiness. And I thought it worked until she ran off to do this.”

Twilight looked crestfallen again, “Well why is she doing this then?”

“More than likely she feels that Cheese is trying to take her place as the party planner for Ponyville?” I questioned with a shrug.

“That,” Twilight whispered while in thought, “and probably thinking she needs to do it to get back into our hearts. We did walk away from her and all her preparations.” Twilight put her hands to her face and leaned into me. I put my arm around her as she groaned, “We really did buck this up didn’t we?”

“Yes y’all did,” I nodded to her the motioned toward the approaching Pinkie and Cheese. “And it’s come to this.”

“But I can’t stop it,” she looked up at me with a pleading expression. “I really can’t. The challenge has been made and only they can stop it.” Twilight hung her head and with a book being teleported into her hand she stepped between them. “According to the official Good-Off rule book,” Twilight began saying, but there wasn’t any joy in her voice, “the two competitors have free-range to goof about, be it by singing, dancing, playing, prancing, joking, or performing to make the Judge chortle, chuckle, giggle, guffaw, hoot, and holler, whoop it up, and party down! The funnier, sillier, wilder, and goofier, the better.” She finished by folding the book and with a flash of her magic, it was gone. Turning to Rainbow, she announced, “Rainbow, since this is your party. You are the judge.”

Rainbow walked up looking unsure about it. “Big tense competition on my birth-aversary. What could be better?” she chuckled nervously as she looked between Pinkie and Cheese.

“Calling the whole thing off?” I whispered under my breath with a shake of my head.

“Are the competitors ready?” Twilight called out to them and when they both nodded, she announced the beginning of the Goof-Off. “Let the goofing begin.” Rainbow stayed there as Twilight quickly retreated back to me. And as the Pinkie and Cheese started out dancing Twilight walked up and put her head to my chest with a sigh. “I just made another mistake didn’t I?”

Putting my arms around her, I wanted to console her. “Well, yes and no. Even if you tried calling it off, it wouldn’t have worked, and they would have continued anyway.”

She sighed as her arms wrapped around me, “True.”

I waited for a beat as the two went from singing to dancing to balloons to bigger and bigger things. Cheese brought out a cheese throne. Pinkie brought out her party cannon. Cheese brought out a party tank. “And it’s escalating,” I told her with a sigh and a frown, motioning to the fiasco that was the Goof-Off.

She took one look then put her face back into my chest again, “Oh no. I should have known it wouldn’t be small and simple between these two.”

Rainbow flew up and looked right down the barrel of Cheese’s party tank. “RAINBOW!” I tried warning her before it went off, but it was too late. It went off and so did Rainbow. “Damn it,” I grumbled seeing her fly off tumbling through the air and right under a huge pinata-looking thing that she was bringing in with a crane. “What the hell?”

“What is-” Twilight gasped in shock and fear seeing her friend underneath the huge pinata. “RAINBOW!” Twilight yelled out in horror seeing it fall.

As Twilight called out in shock, and as the crowd gasped in horror, I thrust a hand forward, from around Twilight, and put all my effort into holding up the large object from crushing Rainbow to death. Within just two seconds, I was already feeling the strain with my body sweating up a storm. Being just a novice at levitation, even as good as I was getting, holding something that heavy up began to rapidly drain me.

“Twilight, get her out!” Philomena said to her. A second later Twilight used her magic to pull Rainbow out from under the heavy object that hung in the air above her. As soon as I saw that Rainbow was well clear of it, I let it go and collapsed onto my knees. The heavy thing fell to the ground with a loud thud shaking the ground slightly before it folded in on itself. Philomena put an arm around my shaking body as Twilight ran up to Rainbow to check on her.

“WAIT! STOP!” I heard pinkie call out. She got down from the crane and ran up to Rainbow. I saw tears in her eyes as she suddenly grabbed her friend in a hug, “I’m sorry, Rainbow. I’m so so sorry.” Pinkie was crying as she held her friend. “I’m calling off the Goof-Off, I forfeit. Cheese wins. It’s not worth hurting a friend over.”

Rainbow looked confused, but was still holding her friend, “But, Pinkie, I haven’t called the winner yet.”

Pinkie pulled back and shook her head. “You don’t have to. I forfeit. Cheese Sandwich wins and gets to headline your birth-aversary.”

Cheese laughed in delight, “Yes!” Then looked at them now confused, “Wait, I do?”

“Yes,” Pinkie confirmed, “You get to headline her party.”

“What about you, Pinkie?” Twilight asked.

Pinkie began to cry again as her hair went straight and lost all its puff and fluff, “I...don't.” And began walking off. During all of this, Vinyl saw fit to bring me and Philomena a couple of chairs to sit in. My body was still shaking slightly, so they helped me get into the chair. Then I was able to relax against Philomena as the girls went after Pinkie. They were far enough away that I didn’t get every word they said, but I got the gist of it. Rainbow and the girls apologized for being so infatuated with Cheese that they gave her the impression that she wasn’t needed or wanted anymore. They all hugged each other and cried to and for each other.

“Finally,” I whispered with a smile, finally seeing this whole thing starting to be set right.

Philomena hummed in agreement, rubbing her cheek against mine. “Proud of you, my mate.”

“Thanks,” I whispered to her and kissed her beak. Then saw Cheese walk up to them, say a few things, and then hand Pinkie the rubber chicken? That was odd, but Pinkie hugged him anyway before they seemed to come to an agreement. The last thing I heard before falling asleep was the group cheering that it was time to get ready for a party.

^_^

Normally, I wake up quickly and not slowly. This time was just the opposite. Not only did I wake up slowly, but after finding out that my body was laying on something extremely soft and comfortable, there was a part of me that didn’t want to wake up. When consciousness came to me, I kept my eyes shut at first. I was laying on something soft, due to the fur that my skin was feeling. All my senses were telling me that I was laying against somepony with my head against their chest. It was a mare because of the soft feminine humming she was doing. That and the gloriously soft and squishable breasts, that my head was laying in, was a dead giveaway.

So there I was laying up against a mare with a good set on her as she gently hummed to me while rubbing my head. At this point I didn’t care what was going on, I wasn’t moving for anything. This was a little slice of heaven on Earth. And after taking a quick peek, I found that it was Fluttershy. And due to the commotion that my ears picked up, it was fairly obvious why she was the one attending to me. With the party going on, as evident by the music blaring away and the sounds of laughter, she chose to attend to me rather than deal with the large crowd. It also made sense that we were on a lawn chair a little distance away from the party as well.

So, let me sum it up. It was late evening, due to the sun low in the sky, warm with a cool breeze blowing, and my head laying on the breasts of a beautiful mare, which was the kindest pony I knew, as she was humming beautifully while rubbing my head. Like hell was I ever moving. I wanted to fake being asleep for a long as I could just to stretch this out. It was hard keeping the grin off my face.

So, when my sense of hearing picked up a set of hooves clip-clopping my way, I tried keeping my face in neutral. “How’s he doing, Fluttershy?” Twilight asked. And I think there was another lawn chair beside us because something creaked ever so softly.

“He’s still asleep,” Fluttershy told her.

“Not surprising. He used a large amount of magic to hold up that building-sized pinata.” Twilight went into lecture mode. “He’s getting better, but still on relatively small objects. Only a few days ago he was capable of lifting me up. His novice level of magic coupled with his body not used to it put him under a lot of strain. Frankly, I’m surprised he was able to hold it up at all, much less holding it up for as long as he did.”

“Glad he did,” Fluttershy praised me, still lightly scratching my head. “It’s hard to believe that we got carried away like that.”

“I know. What surprised me though, and thinking back on it, it really shouldn’t, was that Cheese became who he is because of Pinkie Pie. That he didn’t mean to make it look like he’s trying to take her place, but that he wanted to impress her and have her proud of him.”

Really? That’s why he did all that? I’ll have to talk with Pinkie later.

“At least it all worked out,” Fluttershy said happily.

“Oh, I agree, Fluttershy,” Twilight sighed, “we should’ve listened to him.”

“Twilight, would you mind staying with Fred while I get something to eat?” Fluttershy asked.

“Sure,” Twilight replied, used her magic to lift me up, and brought me over to her. My head being placed blessedly on Twilight’s luscious breasts. The soft fabric of her dress was like a silk pillowcase for her breasts and felt great against my cheek.

“Thank you,” I heard Fluttershy get up. “You know, it’s odd but I’ve been wanting to eat more nuts and fish lately.” There was a pause before she walked over and whispered, “Even meat.”

“That’s a little odd, Fluttershy,” Twilight responded in thought. “Are you feeling alright? Do you need to get checked up?”

“I feel fine,” her voice sounded sure and yet confused, “so, it doesn’t make sense for me to crave those things. I’m ok with nuts and fish, but the meat isn’t normal.”

“And there are no other abnormal signs at all?” I heard Twilight asked and due to the non-response of Fluttershy, she probably shook her head. “Well, I’d say just bear it for now, and if it continues get yourself checked out.” It was odd for her to have cravings for meat. But with Twilight lightly rubbing my head I dismissed the whole thing. Fluttershy must have nodded because I heard her retreating hoofsteps a couple of seconds later.

And everything was beautiful with the world until I heard Rainbow’s voice about a minute later. “Hey, Twilight,” I heard Rainbow’s voice a second before her hooves landed on the ground and the audible flap of her wings.

“Hey, Rainbow.”

“How is he?” she asked and I could almost swear she leaned in to get a closer look.

“He’s still asleep, but other than that he should be fine,” Twilight responded while still rubbing my head.

“Yeah? So you don’t know that he’s been awake and faking sleep for a little while?” Rainbow snickered in amusement. I felt Twilight stiffen while I tried to feign being asleep.

“How do you know he’s been faking it?”

“Easy,” Rainbow’s voice sounded nonchalant, “I saw him grinning while his head was on Fluttershy’s chest. I don’t think most stallions grin in their sleep do they?”

“You know, I don’t think so,” I didn’t like the way Twilight said that. I think the jig is up.

“Alright that’s enough of this,” Rainbow’s frustrated voice hit my ears right before she leaned me up from Twilight. “You’re not fooling anyone,” she was holding me by my arms before she said it and let me go. And because I knew that she was sitting on the lawn chair with us, I let my body go limp so my head laid itself right between her breasts. Immediately my mind was analyzing them. The soft cotton fabric of her sports bra felt great against my cheek. Her breasts were the smallest of the girls, maybe B cup. But they were high and firm on her chest making them seem bigger than they actually were. Still, a pleasure to rest on. “Really, dude?” due to her voice sounding up against my ear, it was evident that she had tilted her head down. She also sounded a little disappointed in me. “Is breasts the only thing you think about?”

No, but it is in the top three. And you’re not exactly pushing me away either.

“Oh, hi Rainbow,” Fluttershy’s soft kind voice hit my ears before I heard her soft hoofsteps on the ground. “Giving him a hug to thank him?”

Rainbow’s arms wrapped around my head suddenly, “Oh yeah, Fluttershy. That’s exactly what I was doing.” She even emphasized her point by covering most of my head with her arms and hands, burying my head deeper into her chest. And because my face was turned to one side with my head resting squarely between her breasts, my lips were practically kissing the side of her bosom. There was an opportunity here to tease her and I took it. Sense her hand and arm was completely covering my face, nobody could see me stick out my tongue against the side of her bosom and give it a little wiggle. I felt her stiffen instantly while continuing to poke the side of her bosom with my tongue. But she turned the tables on me. And while my tongue was out too far for too long it gave Rainbow just enough time to quickly lean back and grab it with her hand. “AHA,” she grabbed my outstretched tongue quicker than I could pull it back in, “caught you.”

Needless to say, I was caught, literally. My eyes opened and widened with, “Eehh!” She didn’t stop there either but stood up and because she still had my tongue firmly in her grasp I had to stand up with her.

“Come on, dude. This way,” she started pulling me away from Fluttershy and Twilight toward the party.

“Oh, my,” Fluttershy laughed softly at my predicament while at the same time sounding happy that, “I’m so glad you’re feeling better, Fred.”

Twilight echoed that with a laugh of her own, “Glad you’re awake, Fred.”

“Only for the next few minutes,” Rainbow called out as we left them behind. Meanwhile, I’m walking behind her with my tongue sticking out as far as it can go with Rainbow clamped onto it.

I tried saying “What are you planning on doing to me” but because my tongue was taken what mostly came out was a bad muddled version that sounded like mostly rounded off vowels.

“Oh you’ll see dude,” she exclaimed with more glee than I was comfortable with. She was leading me through the center of the party crowd. I had no clue what she had in mind but at least there was one thing I could take care of. If she wouldn’t let my tongue go, then I would just take her whole hand into my mouth. And I did too. Now, say what you want about either her having tiny hands or me having a big fat mouth. “What the…” she looked back in shock as my whole mouth enveloped her hand. My thinking was, that whatever she had planned it didn’t involve her. But if I won’t let go, then she’ll have to be a part of it.

Just as Rainbow was trying to pull her hand out, I heard, “Here it comes Rainbow better move or get creamed.” That’s when she started to panic while I grabbed onto her arm with both hands.

“No wait, Pinkie,” she called out, now hovering just above the ground with her wings buzzing trying to fly away. Meanwhile, I was using all my strength to hold onto her.

Seconds later came cream pie after cream pie. They were mainly aiming for me, but because Rainbow couldn’t get away she got hit too. Not nearly as much as I did, but she got a good portion. She gave up trying to fly away after the first of the pies hit us and just stood there taking it as I did. My mouth opened to let her go after I was sure she got some of the pies on her. And by the time it had all stopped and I had wiped my eyes clear, she was standing there staring up at me with a glare that would beat Fluttershy’s.

I gave her a wide grin as our eyes met. She also had pie on her face with some crust hanging onto her lips. And before I could stop myself, my hands clamped onto her cheeks and I kissed the birthday mare while trying to lick off the pie crust. There was a split-second pause before the crowd erupted into cheers and applause.

“Happy birth-aversary, Rainbow,” I told her happily after I finally let her go after a couple of minutes.

She stared up at me with wide eyes and outstretched wings with only a short, “Uh,” as a response.

“You’re delicious,” I chuckled, giving her a grin before teasingly correcting to, “I mean the pie was delicious.”

She simply blinked up at me with a goofy expression. Right before I heard, “Hold still you two,” from Pinkie. We both were doused with water a second later in order to clean the pie off of us. While I stood there with a sigh taking it, Rainbow yelped as the cold water hit her.

“Pinkie!” she had just enough time to complain before hearing…

“Look this way,” from a mare holding an old camera that belonged somewhere in the early last century. Not only did I look in her direction but was quick enough to put an arm around Rainbow and pull her against me with a smile.

“Huh?” Rainbow’s confused face looked toward the camera as it flashed taking our picture.

“Headline,” the mare photographer that I didn’t recognize spoke up after taking the picture. “Prince Fred kissing the birthday girl.” And then took off in a proverbial flash.

And that’s also when I noticed Philomena standing there. She had “the look” on her face. A frown on her face, raised an eyebrow, tapping foot, and her arms crossed under her chest. “What?” I asked innocently.

“Hey, Philomena,” Rainbow’s chipper voice of greeting should have been my first clue. “Apparently the newsmare took a picture of us kissing for tomorrow’s headline story.”

“You kissed?” she asked, sounding a little irritated.

“Yep,” Rainbow spoke up and figuratively threw me under the bus, “and I enjoyed it too. You could say he tasted the rainbow.” She pats me on the back while I hung my head and groaned at the bad joke. “See ya,” she said before flying off somewhere.

Philomena’s eyes literally lit up with fire. And with a shout, I started running for my life. Of course, later they told me that it was all in good fun and that she wasn’t really upset with me. And from there we all had a good time at Rainbow’s birth-aversary.

Next Chapter: Chatper Twenty Two: Simple Ways Estimated time remaining: 11 Hours, 14 Minutes