Oops

“Hm hm hm, stitching it together, hm hm hm…”

Rarity was fixing lunch, humming to herself, when she heard her cat meowing loudly behind her. That was a rather normal occurrence, considering Opalescence was, indeed, a cat. A slight twinge of pain on her hind leg told her that her cat was trying to get her attention, choosing to sink its claws into her leg rather than simply walk in front of her.

Oh well, I guess that salad will have to wait.

Unfortunately, when she turned around, the sight that was presented to her was rather grievous.

Her poor cat had gotten itself sick, and was wobbling around behind Rarity, threatening to lose the contents of its stomach. Its cheeks had managed to turn a ghastly shade of green that, inexplicably, managed to show through its pristine, white fur.

“Opalescence, you look terrible! I shall have to contact Fluttershy immediately!”

She moved to pick up her cat, but it simply glared at her. Opalescence took in a deep breath, presumably to hiss at Rarity, but all that came out was an adorably –and embarrassingly– high-pitched squeak. Opal was as surprised as Rarity, judging by the bewildered expression reflected on its face.

“Okay… well… I guess I’ll just have to bring Fluttershy over here.”

Without any further thought, Rarity grabbed her sunglasses and began the journey to her friend’s cottage, leaving behind her kitchen and half-prepared salad.

[*][*][*]

Rarity, soon arrived at Fluttershy’s quaint home, nestled right on the edge of the Everfree Forest, and knocked on the door.

No reply.

She waited a few moments, and then knocked again. This was rather important, so when no one answered the door, she simply walked in, noting that the door was, in fact, unlocked. She called for Fluttershy, but received no answer.

“Fluttershy, Darling, Opal seems to be having a bit of trouble and I need your he-“

She was cut off by the most peculiar sound emanating from upstairs. It almost sounded like… no, that’s absurd.

Angel Bunny appeared in front of Rarity, blocking her path towards the stairs. Rarity was a little bit bewildered, as when Rarity made to go past the rabbit, it franticly shook its little head. Rarity, who could not understand what Angel was trying to communicate to her, simply marched on past Angel, who shook his head in defeat and hopped away.

She climbed the stairs and approached Fluttershy’s bedroom. The door was ajar.

Another sound was heard, but this time it was much easier to pick up with Rarity’s sensitive ears.

“Mmmnn…”

Rarity paused, just outside of being able to see into Fluttershy’s bedroom. Bewildered, she cautiously walked towards the door, curiosity overpowering her better judgment.

She froze the moment she saw what was going on.

Fluttershy was laid out on her bed, eyes closed, with her legs splayed to either side. A hefty blush graced her cheeks, as she breathed heavily.

But, it wasn’t the pose that caught Rarity’s attention;

It was what was going on between those gorgeous, stretched out hind legs.

Fluttershy had a hoof pressed up against her nether regions, stroking slowly up and down. She squeaked quietly when her hoof’s edge barely brushed up against the spot at the crest of her marehood. Her hoof was beginning to glisten a little bit with her arousal.

Oh my… I really should leav-

Rarity’s thoughts were cut off by an adorable, high-pitched whine from the shaking pegasus.

“A-Ah!”

Rarity realized that Fluttershy had begun to leisurely massage her pleasure button, with slow, side-to-side motions.

Rarity blinked a couple of times, utterly failing at trying to look away. She sucked her bottom lip into her mouth and began to chew on it, battling with her emotions.

On one hoof, I should probably leave. This was obviously not something intended to be seen by other ponies. On the other hoof, this is so–

“Ah!”

Rarity blushed harder.

-hot…

Rarity was struggling in a fight against her body telling her to stay… and… perhaps… help?

No! I mustn’t think such thoughts! Fluttershy is my friend! She would hate for me to see her like thi-

A low groan cut off her train of thought, yet again.

Perhaps it wouldn’t hurt to stay for a little bit… Yes, yes… I’ll simply leave before she finishes and has a chance to notice me. Goodness knows it doesn’t look like she’ll be opening her eyes any time soon.

"A-ah! R-Rarity..."

That one little word broke Rarity out of her thoughts, but upon closer inspection, Fluttershy's eyes were, in fact, still closed, indicating that she did not notice the real Rarity standing at her door.

She... She must be... Oh Celestia, sweet, innocent Fluttershy is fantasizing about me!

The urge to stay was only that much greater, now that she knew what the object of Fluttershy's longing was.

So, Rarity stood at the door, watching Fluttershy pleasure herself.

She soon found herself being fascinated with the facial expressions Fluttershy made each time she did something especially pleasurable. Fluttershy would grind her hoof into herself just a little harder, and her eyes would scrunch even tighter, her mouth falling open slightly.

Then, she would go back to her normal rhythmic movements, closing her mouth, and biting her lip.

Rarity found the sight immensely hypnotizing, her own breath quickly catching up to match the pace of Fluttershy’s. Rarity squirmed a bit on the spot, unable to keep still.

Fluttershy was clearly getting close, her chest beginning to heave up and down, and her movements becoming more frantic as she writhed on her bed. She opened her eyes a little bit.

Distracted as she was, she didn’t really think about how her friend was standing in her doorway, wide-eyed, as she brought herself closer to climax.

Then it hit her.

Rarity…was in her doorway, and she was... fantasizing... about…

“EEEP! Oh, Rarity, I didn’t know you were here! Oh, uh…”

Fluttershy futilely tried to cover herself up, and Rarity looked on in horror, realizing she was caught.

Oops.

“Oh, uh, hello there, Fluttershy! I, er, came to fetch you, as Opal seems to be sick, and um… I didn’t mean to…”

She trailed off, having literally no idea how to reconcile the situation. She probably scarred the poor dear for life!

Fluttershy looked up at Rarity, who was still staring at her, frozen to the spot.

Her eyes widened as she took note of the fact that Rarity was subtly grinding her hind legs together, probably unconsciously.

“R-Rarity…?”

“Y-yes, Fluttershy, D-Darling?”

“Did you… I mean, were you…”

“…”

“…”

“…Would you like some help with that, Fluttershy?”

Rarity was surprised at the words coming from her own mouth, which had just betrayed her. How dare her mouth offer to… have… sexy times… with this beautiful pegasus… Alright, it could be worse.

Fluttershy’s eyes widened as she considered the offer.

Did Rarity really just… offer to help me? With this? Could I really go through with it?

Granted, Fluttershy had been really close, and her judgment was incredibly skewed due to her unbearable horniness. She could not have possibly guessed what would come out of her mouth the very next moment.

“O-okay… Rarity. If, um, well, you don’t mind, that is.”

Rarity was stunned. She did not expect Fluttershy to accept her offer. Rarity gave a predatory smile and slowly began to approach the bed that Fluttershy was still laying on. She punctuated each step with a word.

“Oh, not. At. All.”

Fluttershy looked nervous, and was still shaking a little bit from her brush with near-climax. Rarity, seeing this, relaxed her expression as she climbed onto the bed, hovering over the pegasus. The sunlight filtering through the window reflected beautifully off of Fluttershy’s golden coat. Rarity couldn’t help but smile at how gorgeous she looked.

Rarity leaned down, and kissed Fluttershy on the tip of the nose, and then leaned down and kissed her full on the muzzle. The smile that Fluttershy gave her afterwards was absolutely radiant. She leaned back down and locked lips with the buttery pegasus again.

She was really quite surprised at feeling the shy mare’s tongue gently brush up against her lip, asking permission to enter. Always polite, Rarity granted her request.

Instead of a battle for dominance, what went on between their tongues was an intricate dance, gracefully pushing back between their mouths. Rarity noted with slight interest that Fluttershy tasted like pine needles. It was not unpleasant; It was really quite enjoyable.

Eventually, they had to break the kiss for air, a single strand of saliva connecting their mouths for just a little while longer, before that connection was also severed.

Making eye contact with Rarity, Fluttershy’s smile was absolutely dazzling, a twinkle in her eye betraying a slight mischievousness. She leaned her head up and nibbled delicately on Rarity’s ear, drawing out a surprised squeak out of Rarity.

“Hahh… No, no, Dear! This is about you!”

Rarity grinned and kissed Fluttershy’s neck gently, eliciting a mewl when she nibbled slightly on the same spot. Repeating the treatment, she worked her way down Fluttershy’s neck, and down to her chest, making sure not to miss a spot with her kisses, licks, and nibbles.

Something tickled her foreleg, drawing her attention away from her current target. She soon recognized the feeling to have come from a feathered wing. Her interest was piqued, and she hovered over Fluttershy’s left wing just long enough to cause Fluttershy to look down and see what she was going to do.

Fluttershy’s eyes widened.

Rarity leaned down and delivered a tentative lick to the sensitive feathered appendage.

“A-ah! R-Rarity…”

Fluttershy convulsed a little bit, eyes shutting tight, as Rarity continued the treatment up the entire length of her responsive wing. Fluttershy was positively quivering by the time Rarity reached her wing tip.

Rarity made eye contact with Fluttershy, before leaning in and nibbling carefully on Fluttershy’s wing tip. She was glad she was looking into her eyes, as she got to see the wonderful sight of Fluttershy’s eyes widening and her pupils contracting as she trembled from the pleasure being shot up her spine.

Rarity then began the trek up the other wing, eliciting more whimpers and mewls. Rarity was once more approaching the tip of the wing, and Fluttershy couldn’t stand the teasing any more.

“R-Rarity… p-please…”

Rarity had been waiting for that.

Her horn began glowing as a tendril of magic extended to Fluttershy’s need. It began massaging her slit.

Wow… she’s positively soaked… Did I do that?

As Rarity once more nibbled on Fluttershy’s wing tip, the tendril of magic slipped in, and began to rapidly flick back and forth.

“Hnng! R-Rarity… It- It feels too good… Ah!”

Hearing that encouragement, Rarity picked up the pace, knowing that Fluttershy was once more close. The tendril of magic extended up to where Rarity knew Fluttershy’s most sensitive spot was located, and began massaging it.

Fluttershy practically screamed. The nearly over-stimulated pegasus was finally nearing her limits.

“Ahhh! RARITY! I’m almost…”

Rarity picked up the pace, and sat herself down on Fluttershy’s torso so that she could also use both of her hooves on her wings. Her magic was now frantically flicking over her clit, and thrusting in and out rapidly. She looked into Fluttershy’s eyes. Fluttershy looked back.

“R-Rarity! I… can’t hold out much longer! I’m going to- I’m going to-“

Time slowed down for that second, and Rarity felt like she was watching Fluttershy’s features contract in slow motion.

The dam burst.

“A-AH! R-RARITY!”

Fluttershy’s entire body convulsed as she rode out the most powerful orgasm she’d ever had, her eyes never leaving Rarity’s. Rarity could see each rush of unfathomable pleasure reflected in her eyes, each spasm inducing more writhing and cries.

It felt like it would never end, but Rarity kept up, still doing her best to lengthen and amplify Fluttershy’s pleasure. It was maddening in the best way, feeling Fluttershy’s muscles violently clamping down on her magic.

Fluttershy’s convulsions slowly started to calm down, and Rarity slowed down with her, until all that was left was a relaxing thrusting motion. Fluttershy’s eyes finally shut as she fought to catch her breath after such a powerful orgasm. She opened her eyes once more, and was met with Rarity’s smiling face.

[*][*][*]

Rainbow Dash stealthily took off from her perch outside of Fluttershy’s window, hoping she hadn’t been seen.

Well, that was hot.