Twice Shy

by Flint Sparks

Rating: teen
Tags: My Little Pony: Friendship is Magic, Romance, Fluttershy, Sex, Slice of Life, Twilight Sparkle
Length: 3278

Fluttershy, having never kissed a pony before, turns to Twilight for help

Fluttershy's never kissed a pony before. What's a girl to do? Ask a friend for help, of course.

Proofread and edited by Pearple Prose and Malefic Scholar.

Published 2013-11-10 23:30:03 UTC
Last updated 2013-11-10 23:30:03 UTC

Twice shy.

“Are you sure about this, Twilight? We don’t have to…” Fluttershy whispered, her eyes shifting left and right as if she were searching for predators. Her forelegs were curled up underneath her like a cat as she lay on the edge of Twilight’s bed, her pink tail swishing erratically with each breath as she tried to fight and push down her rising nerves.

Twilight, however, was leaning on her pillow as she flipped through the pages of her book. Her ear twitched in response to Fluttershy’s worried words, and she responded without breaking her gaze from the tome. “Of course, Fluttershy. Why wouldn’t I be?” Her tone was clinical, devoid of any empathy for her friend, not realizing her plight as the book commanded her attention.

Fluttershy flinched, instinctively hiding behind her mane. “B-because… b-b-” She squeaked, her heart hammering against her chance and making breathing difficult, a struggle for the nervous mare.

Twilight tilted her head, shifting her eyes to glance over her side toward Fluttershy. Fluttershy gulped, staring into deep pools of lavender did nothing to calm her nerves. The way her neatly cut mane obscured just the smallest portion of her lashes, the way her highlights shifted as Twilight turned her head, the way her mane parted around the horn to signify her status and power. Fluttershy could only watch as her pursed, moist lips parted to speak. Her tongue rolled appropriately with each syllable, entrancing the anxious mare. “Something wrong, Fluttershy?”

Fluttershy closed her mouth, feeling some dribble on her bottom lip, and frantically shook her head. Twilight took the signal as dismissal and returned to her book, her eyes flicking back and forth across the pages presented to her. Fluttershy observed the scholar devour knowledge like a timberwolf, hungry and without mercy. Her wings twitched uncertainly, her emotions scattered and her mind frantic as she watched Twilight read chapter after chapter.

She risked a glance outside, turning her head away from Twilight and glancing out the window. The sun was setting, orange hues kissing the horizon as Celestia’s enchantment lowered the vast orb. Fluttershy let out an accidental squeal of fright. She was running out of time! If she didn’t hurry, she would have to say goodbye and go home without achieving anything. The alternative…

What if she asks me to stay? I can’t do a sleepover! she thought to herself, biting her lip. A light, copper taste penetrated her mouth as her lip grew numb. Her mind continued to ponder worrying thoughts. Maybe with all the girls, but just Twilight and I? I’m too, well, shy! What if I say something silly? What if she laughs? What if Spike walks in and makes fun of me? It was my fault that I gave him the wrong gems, after all. He has every right to be angry. Why, I wouldn’t blame him if he came in right now and kicked me out! Maybe I should save him the trouble and do it myself… Fluttershy exhaled, releasing the sigh she had been holding in for several moments.

There was no point in being shy about it. Fluttershy peeked out of her mane, watching Twilight finish her book with a satisfactory smirk and levitating it as she stood up. Fluttershy reached out with a foreleg, but Twilight paid no heed to her silent advances and hopped off the bed to reshelf her book. Fluttershy tried to turn away, but her eyes were glued to Twilight’s form as the mare trotted to the top of the stairs. The multicolored tail swished as her hips rolled side to side with each step and bounce, pronounced with her light trot down each step. Fluttershy gulped, a pit forming in her stomach, as Twilight turned the corner and disappeared from sight.

Her wings twitched in agitation as she silently cursed her perpetual ineptitude. All she had to do is ask. Twilight is a nice pony, and my friend. She already said yes, I think. All I have to do is bring it up, and then I can go home. Yeah, ask her. Come on, Fluttershy! If you can stand up to the likes of Iron Will, then you can talk to your own friend! Fluttershy grinded her teeth in frustration, her ears twitching in emotional agony.

“Fluttershy! Are you still up there?” Twilight’s voice called from downstairs, hooking Fluttershy’s consciousness and drawing her out of her intrusive thoughts.

Clop clop clop clop.

Fluttershy’s wings ceased their twitching and hugged her sides as her she took a sharp intake of breathe, her heart skipping a beat as Twilight’s hooves pounded against the stairs in a steady ascent. She wasn’t ready yet. Fluttershy sighed and laid her forehead on the bed in shame, wondering why her talent didn’t extend to ponies as well as animals. Animal empathy made life beautiful, but did nothing for her sociability. A sentiment that left the mare several nights alone, cuddled with her animals and wishing for real conversation. Now that she had her own friend alone, alone with her, she couldn’t gather the courage to speak out. Fluttershy sighed once more, her forehead growing numb with pressure, before pulling her head up and looking out from behind her mane.

Into Twilight’s eyes.

“Eek!” Fluttershy screeched; her wings shot out and she leaped back in shock. Pain ripped through her spine. Her vision flashed red as a knife stabbed through her mind. Her wings numbed and she began to… float, in midair.

“Whoa, I didn’t mean to startle you, Fluttershy,” Twilight said as she set her friend down on the blue, star covered sheets. “You really jumped there, why are you so wound up?” Her horn’s magenta glow dissipated as Fluttershy’s body was cushioned by the mattress.

Fluttershy rolled her wing joints, looking down in discomfort. Her wings and stomach were pained by the throes of anxiety, and her forehead began to perspire with the stress. Now or never; that was the ultimatum. She opened her mouth to speak.

“...” Only a squeak came out of her hoarse throat, her throat being clutched by the vile claws of Tartarus. Fluttershy shut her mouth and rolled her tongue inside, trying to wet her parched gullet. Twilight frowned at her friend’s spectacle. She made no move, however, rather waiting patiently for her friend to speak at her leisure.

“...” She tried again, but only a squeak came out. Fluttershy closed her mouth and silently cursed herself. It’s just like we first met… Come on Fluttershy! You can do this!”

“T-Twi… T-Twilight,” Fluttershy managed to stutter, forcing eye contact with Twilight. A warm, encouraging smile formed on Twilight, giving Fluttershy a skip in her heartbeat and the will to continue. “Twilight, um, would you mind… I mean, would you like to… Will you-”

“Will I what?” Twilight asked, cocking her head with a teasing smirk. She placed her front hooves on the bed and shifted her weight, slowly pulling herself up. Fluttershy squeaked and crawled backwards on the bed, her plot nearly hanging off the other side as Twilight began to occupy the other side.

Fluttershy watched with wide eyes as Twilight crawled to the headboard and laid on her pillow, allowing Fluttershy breathing room. Grateful, she crept forward and laid at the foot of the bed, staring at Twilight. The two stared at each other; Twilight with a humored smile, Fluttershy with a nervous scrunch. Their chests rose and fall as they breathed, their eyes never wavering from each other.

Twilight moved her hoof forward, reaching out. Fluttershy instinctively flinched, but forced herself to stay still as Twilight pulled herself close, leaving less than a tail’s length between them. Her eyes closed, half-lidded and staring into Fluttershy’s soul as she moved her head forward.

“Twilight? What are you doing?” Fluttershy asked as Twilight stumbled and jabbed her horn in Fluttershy’s face. The unicorn shook her head and brought it back up, staring into blue with lavender. Fluttershy gulped as she brought her left hoof up and caressed her cheek, eliciting a prickly shiver along the tense pegasus’ spine. Her wings twitched as Twilight closed her eyes. “T-Twilight, w-what are you doing?”

Twilight eyelids shot up and she pulled back, holding her hoof to her chest and her ears tucked back. She frowned, looking away. “Uh, I was just, you know, doing what the book said to do. The procedure was very specific…”

“Book? Procedure?” Fluttershy asked, her mind attempting to wrap itself around current events. Was Twilight really about to..?

She twiddled her hooves; Twilight sheepishly grinned as a scarlet hue bled through her lavender cheeks. “Well, yes. Weren’t you reading with me? It was highly detailed with pictures as well. Heart Breaker is an excellent author, she deserves her fame.”

“Heart… Breaker?” Fluttershy blushed and turned her head to hide behind her mane, realizing that Twilight had invited her over to read, and that she had wasted it worrying when she could have just glanced over Twilight’s shoulder. Wait, then that means she must… She looked up again; Twilight was kneeling, her front hooves curled underneath like a cat’s perch.

Twilight nodded, her neat mane bouncing against her horn. Fluttershy caught herself staring at the magic catalyst, awed by the seamless design of her mane. Her eyes traveled downward, taking in Twilight’s angled, Canterlot eyes and her moist, plump lips. Twilight, in return, brought her tongue out and licked them, sensually wetting her lips before standing up.

“Um, it’s probably best if we don’t talk about it.” Twilight moved to Fluttershy’s side and laid down next to her, leaving only a few inches between them. “Heart Breaker says it ruins the mood, and the tension is intentional. We should, well, just do it.”

Fluttershy bit her lip and nodded. “Y-yeah, I guess. We should…” She turned her head and fluttered her lashes, returning Twilight’s nervous gaze. The two mares breathed, their hot breath warming the muzzle of the other. Fluttershy smelled the dry scent of hay; Twilight took in grasses and carrots.

“Are you okay with this?” Twilight breathed as she leaned forward, her nose touching Fluttershy’s. She moved her head ever so subtly, lightly nuzzling her close friend. Her eyes closed, holding her cheek against Fluttershy’s, and opened them again. “It’s okay-”

“Stop,” Fluttershy pushed her cheek against Twilight’s. “Like you said, it’s best not to talk.”

“Yeah.”

The two leaned back from each other, staring at each other, nose to nose. Twilight’s eyelids drooped, watching and waiting for Fluttershy to approach on her own free will. The pegasus closed her eyes, feeling it was appropriate to make the first move after her brief flash of assertion. It was finally time; she was the shy one and this was her trial to face. Her chest burning with the fires of anticipation, Fluttershy tilted her head, bringing their muzzles adjacent as she leaned forward, and parted her lips.

Their eyes closed, shutting out the rest of the world. And thus they kissed.

The initial sensation, as Fluttershy expected, was warm. Warm, moist lips pressed against hers for a brief moment. The moment faded as Twilight pulled away, lightly placing her hoof on Fluttershy’s muzzle.

“You’re too tense.” Twilight tilted her head and used her right hoof to motion toward her muzzle as Fluttershy flinched from her left. “You need to relax, Fluttershy. It’s okay.”

“I-I…” Fluttershy blushed and looked down in shame. “I thought that was how ponies did it…”

Twilight’s hoof cupped Fluttershy’s chin and lifted her muzzle up, bringing her gaze to her own. She gestured at her own mouth again. “You opened your mouth right, but you need to relax. You’re too stiff. It’s like kissing a board.”

Fluttershy nodded. “Right. Relax.” Her wings twitched again, despite her silent protests. Twilight frowned, pulling her hoof away and placing both on the bed in front of her.

“What’s wrong?” Twilight asked, shuffling her hooves in her sitting position. “It’s not about tomorrow, is it?” Her ears twitched, a tick of her own nerve. Fluttershy nodded. Twilight sighed, “I’m sure you’ll be fine. If Pinkie brings out that game, then-”

“What about Rainbow Dash? What if I…” Fluttershy shuffled her own hooves, nervously fluttering her wings at her sides. “What if I have to… kiss her?” She brought a hoof to her mouth and lightly rubbed her lips in contemplation.

Twilight’s ears tucked back in thought; it was a predicament she hadn’t thought of. “I’m sure she would understand-”

Fluttershy stared at her, eyes dull and unconvinced.

“-fair enough,” Twilight gulped, embarrassed. She broke eye contact and stared at her own hooves, allowing her mind to wander among the possibilities. Sighing, she brought her eyes up again and stared into Fluttershy’s. Her hoof slid across the soft sheets, lightly resting upon Fluttershy’s free hoof. “Maybe we should practice more?”

Fluttershy nodded, rose hues spreading across her butter yellow cheeks, and brought her hoof down. “I-I’ll try to relax this time. I promise.”

Twilight’s hoof wrapped around Fluttershy’s as she brought the other to Fluttershy’s cheek. She gently caressed it, spreading the blush further as her own cheeks burnt. She pulled Fluttershy’s muzzle up and leaned forward, pressing her lips against Fluttershy’s.

Like the first, Fluttershy opened her mouth and leaned in, ineptly taking in Twilight’s. Twilight fought down the rising urge to pull away as moist warmth touched her nose. Rather, she tilted her mouth up and drew out, reconnecting their lips. Fluttershy flinched, but released her tension and lightly pushed back.

The two held their kiss, their chests slowly rising and falling as their breath warmed each other’s muzzles. Twilight tilted her head to the right and deepened the kiss as their lips tenderly locked together. Gingerly, she opened her mouth and poked her tongue inside. Once Fluttershy allowed by returning the gesture, she slipped her tongue inside.

At first, Twilight found the sensation strange. She jabbed her long tongue inside, attempting to find some measure of intimacy. She felt the throat convulse as Fluttershy fought the gag reflex; she was doing it wrong!

Twilight pulled her tongue back, allowing Fluttershy to relax. Rather than completely retreat, her tongue rested on Fluttershy’s teeth. An interesting sensation; intrigued, she began to trace the mare’s teeth.

Fluttershy shivered, a light and pleasurable heat spreading through her body. Her wings stiffened; her heart skipped a beat. The last of stress left her body as she pushed back, kneading Twilight’s mass with her own tongue. Both mares purred; their tongues wrestled and slid against one another in an increasingly heated battle of intimacy. The intimacy spread.

Twilight felt her tail wrap around Fluttershy’s of its own free will. She hummed as she tasted fresh flowers of a sunny meadow. Mmm, lilacs… Breathing in through her nose, she smelt the enticing aroma from the pegasus’ coat. Even her mane… Twilight breathed in deeply, moaning as her mouth opened.

Fluttershy’s ears perked and her wings extended, brushing across her flanks. She stretched her forelegs and leaned up against Twilight, chests pressed together and heads raised. She stretched and twisted to the side, her wing brushing against Twilight’s barrel, wrapping around Twilight and turning the unicorn’s head. Fluttershy brought her hooves up and wrapped her forelegs around Twilight before falling down on her back.

Surprised, the unicorn pulled away and stood up. Fluttershy relaxed, setting her four legs strawn on the bed, and gazed up at Twilight. Her lashes fluttered; her blue eyes sparkling from the moonlight.

Moonlight.

Moonlight!

Twilight tore her gaze away and gawked out the window, having forgotten the time. Oh no! Spike is-

“Is something wrong, Twilight?” Fluttershy coaxed, her voice laced with honey reserved for her beloved animals. “If you’re not comfortable, I would completely understand…”

“No, it’s fine,” Twilight turned away from the moon and returned her gaze to Fluttershy, now completely relaxed. “It’s just… one more?” She blinked thrice, swallowing her doubts. They would have time; Rarity had a large order to fill for a Canterlot noble. Tonight was girl time.

Fluttershy nodded. Without further ado, Twilight raised a hoof and placed it on Fluttershy’s chest, dragging it against the coarse fur in a gentle caress, causing the laying mare to purse her lips and let out an aroused gasp. Smiling, Twilight set both hooves on Fluttershy’s chest and began rhythmically rubbing, massaging the mare’s soft and tight muscles. Fluttershy’s wings spread to the sides of the bed and stretched, her feathers quivering with euphoria.

Daringly, Twilight’s horn glowed and wrenched a loose feather free. Fluttershy squeaked in surprise, her eyes shut with the excessive stimulation, and raised her hooves to instinctively hug her friend. Rather, Twilight’s raised her hooves and took Fluttershy’s fetlocks, shoving them down on each side of Fluttershy’s head.

The surprised pegasus gave a weak push, but relaxed once her forelegs met resistance and allowed Twilight to hold her down.

Once she silently ensured consent, Twilight leaned down and placed her lips upon Fluttershy’s. Her rump raised in the air, a slight pulling sensation at its base from their conjoined tails. She lightly bit Fluttershy’s bottom lip with her teeth, inciting another gasp from the inexperienced mare. Her horn sparked with magic, levitating the feather down the bed and to the base of Fluttershy’s left hind leg. The feather lightly brushed against her ankle.

Fluttershy wiggled in Twilight’s grasp, giggling as the hot tongue explored the inside of her cheek and the feather slid up her leg, tickling. She squealed and light shook her head as Twilight wrapped her tongue around hers, simultaneously brushing the loose feather against Fluttershy’s flank in small, rhythmic circles.

Her horn ceased glowing and the feather dropped. Twilight, still holding Fluttershy down, lowered herself and laid her barrel and chest on top of Fluttershy’s as their tails shook in joined excitement. Heated lavender fur blended with yellow fur, sweat rubbed into each other as the two’s passionate entanglement continued.

Slam!

“Twilight! I’m home!” a voice called from downstairs.

Freezing, the mares’ eyes shot open and stared at each other in shock, their lips and bodies still joined.

Scaled feet shuffled downstairs and bangings noises came from books and furniture being moved. “Wow, I’m hungry. Rarity barely had a gem to spare after today’s work. Do we have any, Twi? Eh, whatever. I have my stash upstairs.” The stair boards creaked as Spike began to ascend.

The mares panicked. In a frenzy, they untangled and jumped on opposite ends of the bed.

“Yeah, I think I have a few- Oh hey, Fluttershy. Didn’t know you were over. You here for a sleepover?” Spike said, waving at the pegasus with a friendly smile. Fluttershy, her cheeks burnt red in shame, waved back and sheepishly grinned. Twilight tucked her hooves underneath her chest and looked down at the sheets, her face the same shade as her magic.

Fluttershy nodded, “Yes, it is late. If that’s okay with you, Twilight.”

Twilight grunted and nodded, biting her tongue. Personal secrets were hard to keep.

Spike yawned, stretching his limbs, and eyed his bed with glossy pupils. His legs made to move toward it, but something caught his eye. “Uh, why are your tails twisted together?” He rubbed his elbow with a claw, his eyebrow raised in confusion.

Twilight lifted her head and threw a pleading gaze at Fluttershy. Rather than return the pitiful expression, Fluttershy leaned over and rubbed her cheek against Twilight’s in a friendly nuzzle. Twilight’s frown melted into a smile as she opened her lips to speak.

“Research.”

Author's Note

I wrote this for fun to cool off after One-Shotober. Don't judge me.