The Possibilities of Potions

Twilight didn’t have to think about it for very long. Rainbow could practically smell the desperation on her. “Okay, Rainbow, but… please, let’s keep this a secret, okay?”

“No problem.” Rainbow nodded easily.

Fidgeting with anxiety both social and sexual, Twilight flicked her tail. “I’m a little nervous about this.”

“Hey, relax. Let’s head upstairs,” said Rainbow, stretching her back. “The wood floor in here isn’t super comfortable.”

Rainbow followed Twilight up the library steps to reach her bedroom. There were books everywhere, of course, but right now Rainbow and Twilight had eyes only for the bed that lay beside the window.

Twilight sat down on the lavender sheets, and put her front hooves between her hind legs in involuntary modesty. “Okay, I’m really nervous about this.”

Sliding a leg around Twilight’s shoulder, Rainbow sat beside her on the bed. “Don’t be. You need help, and I’d love to give it to you. There’s nothing to be shy about.”

“It’s just…”

Rainbow raised an eyebrow. “Are you going to tell me you’ve never done this before?”

“No,” said Twilight, blushing, “Though it has been a while. I’m just still a little weirded out by you being a—a stallion.”

“Trust me, not half as weirded out as I am.” Rainbow grinned. “But I think I’m starting to like it.”

“But I mean—we’re both mares, or we used to be. I don’t know, it’s confusing.”

Rainbow shrugged. “If you’d rather I left…”

“No!” Twilight blushed. “I… I want you to help me.”

“To help you what?” asked Rainbow, smiling coyly. She traced a hoof in a slow circle on Twilight’s chest.

“You kn-know.” Twilight’s cheeks were back to imitating a tomato.

“Say it for me,” Rainbow whispered into her ear. “You want me to help you…”

“C-cum,” stammered Twilight. “I want you to help me cum.”

“Well then,” said Rainbow loudly, “Let’s get to it. How do you want to do this? Hoof? Tongue? Or should I give my new appendage a test drive?”

“Let’s start with hoof,” said Twilight, with a swallow.

“Oh, Twi,” said Rainbow, half-smiling, “You don’t need my help for that.” She reached down and grasped one of Twilight’s hooves. Lifting it up, she pressed it to Twilight’s chest fur and began massaging it.

Rainbow reached back around Twilight, and pulled her over slowly, to lay on her back. “You just take your hoof, and pull it down…”

She moved Twilight’s other foreleg aside, and got her first glimpse of Twilight’s hidden treasure. The unicorn’s lavender folds were flushed pink with arousal, spread like a blooming flower. Dew glistened on the petals, and Rainbow inhaled the scent of mixed sweat, desire, and something that was uniquely Twilight.

Rainbow pulled Twilight’s hoof down her belly. She guided it into the trench, sliding it through the damp slit. Twilight, looking down at it, shivered.

Beginning to pull the unicorn’s hoof back and forth, Rainbow leaned over and whispered, “See? It’s not hard. You just move up and down, up and down…”

Twilight’s lips parted, and she gave a tiny moan. “Faster.”

Moving Twilight’s hoof aside, Rainbow pressed her own to Twilight’s nether lips, and began sliding it to and fro. Twilight’s breathing was growing deeper. Rainbow rubbed slowly and then quickly, alternating her speed and drawing a little gasp whenever she surged upward.

“Of course, hooves are kind of big, and clumsy. If you really want to scratch that itch, you’re going to have to get… delicate.” Still massaging Twilight’s pussy, Rainbow sat at the foot of the bed and stuck out her tongue. She touched it to Twilight’s left ankle, and ran it up the inside of her leg.

“Oh, Rainbow…” Twilight closed her eyes.

Continuing to draw her tongue across Twilight’s inner thigh, Rainbow lifted her now-damp hoof and began massaging the opposite leg. She ran her tongue up to the line where Twilight’s leg met her pelvis.

The smell of Twilight’s pussy was strong and intoxicating. Rainbow wanted to dive in right now, but forced herself to be patient. Between her own legs, she could feel that her cock had fully hardened again, ready to go for round two. Not yet, she thought, drawing her tongue down to the spot beneath Twilight’s slit and holding it there. Still, lying on her stomach, she began grinding her dick against the sheets, enjoying the friction.

Twilight moaned. “Rainbow, please…”

Rainbow’s tongue danced up, finally meeting the wet, fragrant folds of Twilight’s pussy. She pushed inside, drawing a deep groan from the unicorn. The warm walls pressed against her tongue as she explored, seeking the bumps and inner folds that drew squeals of pleasure from Twilight.

She felt her head squeezed on either side as Twilight brought her legs together. The unicorn put a hoof on Rainbow’s head and murmured, “Deeper.”

Her tongue pushed further in, savoring the sweetness of her friend. Twilight tasted as unique as she smelled, but Rainbow thought she recognized a slight rose-petal aroma from the unicorn’s bath soap. Smiling, she tongued deeper into Twilight’s pussy, enjoying her reactions to the licking.

Twilight was squirming with every lap of the tongue, and her moans had become near constant. “Th-that’s so g-good, Rainb-b-b-b-aaaah.” She dug a hoof into the bedsheets and pulled them up to her head. Her teeth were clenched tightly with pleasure.

Rainbow slowly withdrew her tongue from inside Twilight, and lapped up the juices dripping from her pussy. They were sweet, like fruit; maybe it was a side-effect of doing all that magic. Rainbow focused on her prize, the tiny button poking out from under its hood at the top of Twilight’s lips.

She touched it with the tip of her tongue, and Twilight gasped. Casting a glance up, Rainbow asked, “Too sensitive?”

“N-no,” panted Twilight, her chest heaving with shallow breaths, “M-more, please.”

Rainbow grinned and licked Twilight’s clit again. The unicorn writhed under her attentions, shuddering with pleasure. Curling her tongue, Rainbow rolled it around Twilight’s most sensitive spot, and Twilight let out a deep groan from the back of her throat. “R-Rainbow Dash, that’s…”

Her grinding motions had been intensifying without her notice. Rainbow realized she was dangerously close to finishing herself, and slowed her pelvis. Her cock was swollen and aching, but she imagined that Twilight was in even more delicious distress.

She suckled Twilight’s clit like a foal hungry for milk, making Twilight twist and turn in exquisite agony. As she felt Twilight tense beneath her, Rainbow suddenly let go, pulling away, watching with satisfaction as a strand of drool stretched between the tip of her tongue and Twilight’s dripping slit.

Twilight raised her head, distressed. “Wh-what’s wrong?” Her chest was heaving. Rainbow could nearly taste her frustration.

“Sorry, Twilight,” said Rainbow, her voice low and husky, “but I don’t want to make a mess of your sheets. I’m ready to burst over here.”

Me, too! she imagined Twilight screaming in her head. Twilight gave an adorable whine of frustration. “Rainbow!”

“Just give me a second to cool off,” said Rainbow, grinning at Twilight’s clear desperation.

“Forget cooling down. If you’re worried about making a mess—” Twilight swallowed, but her craving for release pushed her forward. “Do it inside me.”

Rainbow jolted in surprise. She hadn’t been expecting that, not so soon. “For real?”

“Do it.” Twilight rolled over onto her stomach. She stuck her curved, beautiful little butt into the air, and swished her tail out of the way. “I want to see how you feel.”

Well, I’m not going to argue. Without wasting another moment, Rainbow scrambled up behind her. She leaned down over Twilight’s rump and tried to calm her breathing. Twilight’s pussy was soaked from her earlier ministrations, and she could see the hole just waiting for her. It was spread with Twilight’s legs, shining wetly.

Rainbow straddled Twilight, reaching a hoof down to feel her cock. It was harder than before, and it twitched at her touch. She inhaled, preparing herself. She guided the tip of her cock down to meet Twilight’s hole, pressing up against it.

Twilight groaned into her pillow. “Please, Rainbow. I want it.”

“Y-yeah,” said Rainbow, her confident façade shaken by the burning in her loins. She pushed forward, sliding into Twilight’s pussy, and let out a low ohhh.

As she burrowed deeper inside, she felt the warmth of Twilight’s natural lubricant surrounding her cock. The walls of Twilight’s pussy clenched against her, and Rainbow grunted. To her satisfaction, she could fit entirely inside Twilight, her balls finally touching the unicorn’s skin.

“Wow…” Twilight’s eyes were rolled back into her head. “This is… Rainbow, I feel so full. It’s like…”

Rainbow leaned over Twilight’s back, still buried inside her. She nuzzled up against the back of Twilight’s neck. “It’s like we’re one pony.”

“Mmm.” Twilight squeezed her, and Rainbow blew out a breath. “Please, Rainbow.”

Rainbow moved, and discovered that it could get better. The friction of the sheets was nothing compared to the hot, wet sliding sensations she felt as she glided into and out of Twilight’s wonderful pussy.

The ring around her cock drew a gasp from Twilight every time it passed inside her entrance. Twilight, in turn, opened up when Rainbow pushed forward and squeezed when she pulled out, a sensuous, incredibly erotic motion that drove Rainbow wild. She plunged into Twilight with increasing fervor, shockwaves of pleasure surging through her with each thrust.

She opened her mouth and bit down gently on Twilight’s ear. Beneath her, Twilight wriggled in ecstasy, moaning and panting as Rainbow filled her again and again. Rainbow nibbled on her ear again, drawing more noises of delight that made her cock spasm inside Twilight’s depths.

“How’s it feel, Twilight?” she whispered, increasing her speed.

“S-so good, so good, so good,” breathed Twilight, unable to form more coherent sentences.

“I’m nearly there, Twi.” Rainbow let out a low, sultry growl. “Tell me what you want.”

“I want—” Twilight jerked into her pillow as Rainbow pushed into her slick passage again. “I want—I want—”

Rainbow could feel it in the distance, approaching, inevitable, but not yet upon her. She whispered, “Tell me. Tell me what you want.”

“I want—” Twilight screamed into her pillow, as Rainbow’s balls slapped against the tiny button of her clit over and over. “I want you to cum inside me. Cum in me, Rainbow! Fill me up! Please!”

Fireworks were going off inside her head. Rainbow lost all control as her orgasm hit her like a stampeding buffalo. She plunged as deep as she could go into Twilight, holding there as her cock pulsed. The heat inside was suddenly intensified as her first spurts came out. Rainbow held on, riding the tide of pleasure.

A cry ripped itself from her throat as she surged again, and felt her sticky seed flowing past her cock as it began to fill the space between her and Twilight. She quivered again as another blast rocked her to her core. Cum leaked around the sides of Twilight’s pussy, hanging from the bottom of Rainbow’s cock. She stayed inside Twilight, slowly regaining control of her breathing as the earthquake of bliss began to fade.

Twilight squeezed her, forcing more cum out around Rainbow's cock. “Just a little more, Rainbow!”
Rainbow was still dribbling inside Twilight, but she knew just what to do. She pressed close against her friend’s rear, and began rubbing her balls against Twilight’s clitoris. Twilight threw her head down into the pillow and let out a cry of absolute joy, and then her hips began to shake. She shuddered, squeezing Rainbow’s cock as if desperate to get every last drop out. Warm liquid that was clearly not Rainbow’s cum squirted out from the top of Twilight’s pussy, coating Rainbow’s balls.

Twilight’s orgasm lasted longer than Rainbow’s. Thirty seconds had passed before she stopped shaking, and another ten before she slumped to the bed. Rainbow slowly pulled out of her, watching as a small flood of cum and pussy juice ran out after her. Strands of it stretched between the tip of her cock and Twilight’s entrance, while gobs of it dripped from both of them onto the bed.

Rainbow flopped down beside Twilight, resting her head on the pillow. “Looks like we made a mess, after all.”

Twilight shook her head, still speechless. She waved a hoof. “I’ll put the sheets in the laundry.” She turned to Rainbow, glowing with post-coital relaxation. “Thank you, Rainbow. That was… I don’t even know.”

“You can’t think of a word?” Rainbow grinned. “I guess I must be good.”

“Very,” said Twilight dreamily. “I haven’t cum that hard in…” She sighed with delight and closed her eyes.

Rainbow looked down at her softening dick, still covered with sticky white semen. “I think I can do you one better.”

Twilight opened her eyes. “Are you serious? That was unbeatable.”

“Yeah, that’s what I thought, until I did it with this.” Rainbow rubbed her cock, and it jerked under her touch. She grinned at Twilight. “You have to try this out.”

Twilight stared at Rainbow’s cum-soaked cock, and a faint smile played at the edges of her mouth. “Let’s go get that box of potions.”