Chapters Candles burned inside Rarity’s royal chambers. At least, that’s what they looked like to Fluttershy, who had never seen Rarity’s bedroom look more regal. The room was dim in the candlelight, but adorned with rose petals and a majestic purple on the walls. But that was nothing compared to Rarity’s bed. She had transformed it into a four-poster with silk curtains surrounding the bed and red satin sheets.
Fluttershy suddenly gasped as a white hoof touched her shoulder gently. She turned to see Rarity giving her a lascivious stare with her eyelids drooped. She had let her mane down, trading the signature curl she carefully wore during the day for a simple, straightened length of hair that was sultry in its simplicity. It was as if Fluttershy was looking at a side of Rarity the world rarely saw, an alabaster mare in her most comfortable and, indeed, most divine state.
Rarity caught herself in a giggle and gave Fluttershy a soft smile. She leaned towards Fluttershy and gave her a soft kiss on the lips, brushing against her mouth ever so slightly, lingering for just a moment before pulling away.
“Are you ready for this?” she asked, her face thinly veiling a twinge of fear. Fluttershy felt her cheeks flush as she gazed into the beautiful blue eyes of her long-time marefriend.
“About as ready as I’ll ever be,” Fluttershy said, swallowing nervously and giggling a bit. She tried to give Rarity a sultry stare, but Rarity held back a snort.
“I appreciate the effort,” she said, “but you don’t have to try to make yourself seductive. You’re alluring just the way you are.”
“Oh, I am?” Fluttershy asked. Rarity stepped closer and gave her another kiss, a bit firmer and a bit longer than the first.
“Absolutely. Why else would I have invited you to my bedroom? I’m not here to tease you or play games. I have been wanting this for a long time.”
“I feel the same way,” Fluttershy muttered, but her eyes shifted to the carpeted floor.
“What’s the matter, darling?” Rarity asked, able to gauge Fluttershy’s discomfort at the sight of her fidgeting and her pink cheeks. “I understand if you’re nervous. I’m also eager with anticipation, but there’s a bit of me that is unsure of what will come.”
“Rarity, it’s not that I don’t want to do this. I’ve been waiting for a long time, too, but I guess there’s a part of me that feels scared.”
“That’s perfectly understandable,” Rarity said, “especially for your first time.”
“And that’s another thing,” Fluttershy added, reminded of another qualm of hers by Rarity’s words. “You’re more experienced with this kind of thing than I am. I just want to make sure I can...measure up.”
“Oh, darling, there’s no need to fret about that,” Rarity said, lifting Fluttershy’s chin so she could look into her eyes. “I have no expectations about tonight. We’re going to take it nice and slow, get ourselves comfortable before we frolic beneath the sheets. I’m sure you’re going to be wonderful, because I love you so much.”
“I love you, too, Rarity,” Fluttershy said, with a serious gaze in her eye. Rarity smiled and stole a kiss from her, catching her off guard and making her blush again.
“If you wish, I’ll take the lead here,” Rarity said. “All you have to do is follow along. I promise I won’t leave you behind.”
Fluttershy nodded and shivered with giddiness. “I still can’t believe this is happening.”
“I completely agree. Yet here we are.”
Rarity turned away and crawled onto her bed. She laid on her side, facing Fluttershy and rubbing the sheets, enticing her to join her. Fluttershy smiled and climbed into bed next to Rarity. Rarity pulled her in close, their chests making contact and their hind legs intertwined. Rarity brushed Fluttershy’s mane behind her ear so she could gaze into her lovely sky-colored eyes.
She quickly closed the gap between their lips and planted a hot, wet kiss on Fluttershy’s mouth. She wrapped her hoof around Fluttershy’s head and pulled her in closer. Fluttershy felt herself melt as Rarity’s soft lips pressed against hers, and in her eagerness her tongue toyed with Rarity’s lips. Rarity welcome it into her mouth and played with it with her own tongue.
Rarity rubbed Fluttershy’s foreleg and stroked her side before lightly brushing against Fluttershy’s wing. Fluttershy shuddered but responded eagerly by wrapping her legs around Rarity’s waist. Rarity was caught off guard by the sudden movement and her stomach was churning, but she rubbed Fluttershy’s wing vigorously. She pulled free from Fluttershy’s lips and planted hot kisses on her neck, now pressing her hooves against Fluttershy’s chest.
She experimented with a little nip, and Fluttershy cooed, so Rarity gave her a few more bites that made her quiver. The anticipation was eating her alive, and she wanted so badly to spread Fluttershy’s hind legs open and delve into her folds with her tongue. But she knew she had to be patient; Fluttershy was as delicate as a flower, and needed to be treated with care so that her petals wouldn’t blow away in the wind.
Where did that analogy come from? Rarity wondered, but she figured that the rose petals had something to do with that line of thinking. She then mentally kicked herself for losing focus and resumed her delicate foreplay by pressing her lips against Fluttershy’s chest. Her hoof rubbed Fluttershy’s cutie mark, which made Fluttershy gasp and start to giggle.
“Ticklish?” Rarity asked between kisses.
“A little,” Fluttershy whispered with another giggle. “But that doesn’t mean you have to stop.”
“Well, then,” Rarity responded. She suddenly pulled Fluttershy’s hind leg up and stared down at her luscious pink petals, which were already dripping with her sweet nectar.
Come now, Rarity, enough with the floral metaphors! But there was no helping her from making one last analogy before swooping in for the kill.
It was about time for Fluttershy’s flower to be plucked.
Fluttershy was feeling nervous, the way Rarity kept trailing her kisses down her body. She felt breezies fluttering in her stomach that got more excited when Rarity started kissing her belly. The erotic sensation of her wings being rubbed was getting her heated. She started to breathe more heavily and make cooing noises that encouraged Rarity to continue.
Suddenly, Rarity spread Fluttershy’s hind leg open. Fluttershy looked down and noticed that Rarity was staring directly at her vagina, an area where she was already feeling slick. From the crude lessons in sex Rainbow Dash gave to Fluttershy in flight school, she could predict what was coming next.
She gasped as Rarity began to lick the soft, pink skin surrounding the opening in her privates, and Fluttershy’s breaths turned to gasps as she felt a sensation that was both fiery and electrifying at once.
Rarity seemed to know exactly what she was doing, quickly encroaching into Fluttershy’s opening with her tongue and toying with her inner bulb, a pink nub that made Fluttershy aroused whenever she touched it with her hoof. Rarity was doing more than touching it, though. She was flicking her tongue back and forth across the nub, causing it to twitch and send sparks of sensation through Fluttershy’s body.
Rarity could taste Fluttershy’s juices now and smell the raw scent emanating from Fluttershy’s flower. It got her excited enough to delve even deeper into the hole, trying to stick her tongue as far inside as she possibly could. She was feeling quite heated herself now, and to alleviate the aching arousal, she reached down to her own folds and rubbed herself.
Fluttershy’s breath was quickening and her heart was pounding. Images of Rarity filled her head as Rarity played with her so energetically. Fluttershy couldn’t help but moan when Rarity spread her folds apart to penetrate even deeper with her tongue.
Rarity worked with a sense of urgency, a rush of excitement that compelled her to make Fluttershy scream out in ecstasy as quick as she could. A flickering thought in the back of her mind told her it wasn’t right to rush this, but she had been waiting for this moment for so long that she quickly snuffed out that thought.
Fluttershy’s moans grew louder in between quick gasps, and she bit down on her lip to try to quiet them. But Rarity was relentless, and those moans quickly rose in pitch. Her breathing was louder, her loins felt like they were on fire, and she was clenching onto her bed sheets to relieve some of the tension. Her moment was coming soon, and she knew it.
Rarity’s lips were wet with Fluttershy’s juices, but she could clean that up later. She was so intent on getting Fluttershy to orgasm that her mind was free of all other thought. She rubbed her lips against Fluttershy’s folds as her tongue burrowed into her.
Suddenly Fluttershy screamed and spurted juices from her vagina as her body rocked her with spasms of pleasure. Fluttershy could hardly catch her breath, and she rocked her hips to ride along with these waves of euphoria. Rarity knew Fluttershy had reached her climax, so she extracted herself from her vagina and rubbed it with her hoof to prolong Fluttershy’s high. Soon, though, Fluttershy’s breathing slowly returned to normal and she stopped squirting fluid on the sheets.
Rarity was about to wipe her lips clean, but Fluttershy suddenly lurched towards her and kissed her passionately, licking Rarity’s lips clean and probing her mouth with her tongue. Rarity could feel a heat rising through her body as Fluttershy continued to kiss her. She half expected Fluttershy to go down on her and start returning the favor, but before too long the kisses softened in intensity and Fluttershy eventually stopped, rubbing a hoof through Rarity’s mane and gazing into her eyes with a satisfied smile.
The look made Rarity melt, and she had to bite back her slight disappointment to return Fluttershy’s look of adoration.
“Rarity,” Fluttershy purred in a voice that was starting to drive Rarity crazy. “That felt amazing . I didn’t even know my heart could beat that quickly.”
Rarity gave an exacerbated grin, trying to catch her breath herself. “Well, I’m glad you enjoyed it.”
“I absolutely did,” Fluttershy replied, and she pushed forward and kissed Rarity again, parting her lips with her tongue and pulling her body close. Rarity felt that fire start burning again, but she did her best to quench her expectations, assuming Fluttershy wasn’t comfortable enough to properly reciprocate the affection Rarity had just provided her.
The kisses stopped again, and Fluttershy let out a yawn.
“Ah,” Rarity said, “the post-coital drowsiness, or at least that’s what Twilight calls it.”
“Twilight?” Fluttershy asked.
Rarity cringed, realizing she had broken a promise she had made to herself. “I apologize,” she said. “Poor form and all.”
“Oh, I’m not mad,” Fluttershy clarified. “How can I be after what you just did to me? Oh, Rarity …”
Another barrage of kisses soon followed, but Rarity hadn’t the heart to enjoy them. She remembered that Twilight had hesitated to perform sexual favors initially during their relationship. Relationship , Rarity thought, that’s a polite thing to call it.
Fluttershy pulled away and gazed at Rarity sadly. “Is something wrong?” she asked, now looking carefully into Rarity’s eyes and finding a hint of torment in them.
“Not at all,” Rarity said with a giggle that she hated for its phoniness. “It’s great to be able to make you feel so good.” That comment felt laced with bitterness, and Rarity cursed herself for letting it leak out.
“No, I think I understand what’s going on,” Fluttershy responded. “You did all that work for me, and I haven’t done a thing to return the favor. Is that right?”
Rarity wanted to ensure Fluttershy that it was not necessary for her to do that if it made her feel uncomfortable. She wanted to hush her with a few soft kisses and cuddle up against her as they closed their eyes to fall asleep. Instead, her inner unease escaped with her words. “How did you know?”
“I have Dashie’s extensive history to go by,” Fluttershy said, “so I know how this all works in theory. But...it’s just, I’m not sure I’m ready to do that for you. It makes me feel so nervous and scared, but I know it would be unfair of me to leave you unsatisfied, so that’s making me uncomfortable, too. I wish there was a way to fix this…”
Rarity smiled and hushed Fluttershy with a soft kiss. “You’ve already done more than enough,” Rarity said. “We’ll get to that in time. For now, let’s just say you owe me one.” She winked at Fluttershy, and Fluttershy smiled softly in reply.
“Now that that’s settled,” Rarity said, “be a dear and cuddle up next to me so we can spoon.”
Fluttershy eagerly turned around and snuggled up against Rarity. The feathers on her wings made Rarity tingle when they touched her, but she wrapped her hooves around Fluttershy’s body and pulled her close, giving her soft kisses on her neck.
“Let’s just go to sleep for now,” Rarity said, “and we’ll talk in the morning. Okay?”
Fluttershy suddenly felt a wave of shame and despair. “Okay…”
“Splendid. Goodnight, my dear Fluttershy. I love you.”
“I love you, too, Rarity.”
Rarity was able to shut her eyes and breathe deeply, but Fluttershy kept her eyes open, looking about the room. Her guilt made her unsure how she was going to fall asleep, but her inhibitions kept her from alleviating that guilt.
She was stuck between a rock and a hard place, and it was going to take some time for her to resolve her thoughts before she could fall asleep with Rarity snuggled up close behind her. The thought of Rarity so near to her calmed her a bit, enough for her to close her eyes, but her thoughts were still wandering as she laid in bed next to her lover.
What am I going to do? Fluttershy asked herself in the dead of night. Rarity was sound asleep by now; her indecision had made sure of that. It would be quite rude of her to wake her, even if it was for something that pleasurable. There was nothing else she could do, so she decided it would be best to try to fall asleep.
What if Rarity breaks up with me? Fluttershy whimpered and then tried to snap herself out of her melancholic state. I’m being ridiculous. Rarity loves me. She would never leave me over something so trivial.
But it wasn’t completely trivial. In fact, sex was about as nontrivial as it got. Maybe if she waited long enough, Rarity would wake up on her own and then she wouldn’t need to worry about being polite…
Oh, this is stupid! Fluttershy berated herself. She turned over and prodded at Rarity’s shoulder. Rarity opened an eye and smiled when she saw Fluttershy.
“Then it wasn’t a dream,” she said groggily.
“Rarity, I’m really sorry!” Fluttershy said desperately. “It was so unfair of me to let you do...that to me and not bother to try to do it in return for you. If I could just swallow my pride and get over my fears then I can be the lover you deserve. But I’m just so scared, and I don’t know if I can—”
Rarity silenced her with a kiss, long and deep. She parted from Fluttershy and brushed her mane away from her face.
“You’ve already done more than enough,” Rarity said in an attempt to soothe her.
“No,” Fluttershy responded sternly. “No I have not. I’m going to make you happy no matter what it takes.”
“Fluttershy, darling, it’s really okay to wait if you’re not comfortable with this.”
Fluttershy kissed Rarity so fiercely that her thoughts were temporarily suspended. “If we were going to wait for me to be comfortable with anything, especially this, we’d be waiting for a very long time.”
“Are you sure, darling?” Rarity asked, trying to hide the excitement in her voice so that it wouldn’t influence Fluttershy’s decision.
“I’m positive,” Fluttershy replied. She lowered her head to Rarity’s succulent gem and stared at it blankly. She crawled back up to face Rarity sheepishly.
“Um...what am I supposed to do?” Fluttershy asked.
Rarity let out a hearty laugh, but stopped when she saw Fluttershy’s look of dismay. “Without getting too clinical, you know full well where the clitoris is. You just have to stick your tongue in there and play with it however you like.”
“Oh,” Fluttershy said with a nod. “I think I can manage that.”
“Just be wary, darling,” Rarity said. “I’m a bit of a squirter.”
Fluttershy chuckled and lowered her head again. She took a sniff and felt dazed from the musky aroma emanating from Rarity’s loins. But now was not the time to hesitate. She planted a wet kiss on Rarity’s other pair of lips to warm her up. Rarity giggled a bit, but those giggles turned to moans as Fluttershy kissed her more deeply. She could taste a salty substance that was quite delectable.
Fluttershy then stuck her tongue into Rarity’s hole, and Rarity gasped with anticipation. Fluttershy was shaking, so she wrapped her hooves around Rarity’s waist to steady herself and then started to flick her tongue around.
“Yes, that’s it,” Rarity said amidst deep breaths. “Don’t be shy.”
Kind of hard to when it’s in my name , Fluttershy thought, but she couldn’t let herself get distracted now. She drew back a hoof and rubbed Rarity’s folds. She could feel moisture gathering on her hoof, which was a promising sign. Rarity’s gasps of pleasure also encouraged her to keep at it.
There was a sharp intake of breath, and Rarity’s breathing became more shallow and excited. Her hips bucked on their own accord, and Fluttershy’s tongue slipped and fell outside of Rarity’s opening.
“Sorry, darling,” Rarity gasped as she tried to steady herself. Fluttershy smiled and probed Rarity again, this time flicking her tongue across faster. Fluttershy rubbed Rarity’s cutie mark with a free hoof, which made Rarity moan.
“Don’t stop,” Rarity pleaded amidst sharp intakes of breath. Fluttershy heeded the command and lapped at Rarity with even more fervor. Rarity could feel an energy start to build up from her stomach and emanating throughout her body.
“Fluttershy, yes . Oh yes !” Rarity screamed before her whole body began to rock. The energy sprung up from every nerve and could find only one escape in the form of shrieks of ecstasy. Rarity pounded the sheets with her hoof and her mind was clear of everything but the intense pleasure Fluttershy was giving her.
If Fluttershy could voice her thoughts, she would be cheering right alongside Rarity, but she remained focused on prolonging the orgasm. True to Rarity’s warning, she could feel a spray of fluid squirting on her muzzle. She did her best to avoid swallowing it, and she was extremely proud that she had been able to elicit that kind of reaction. It couldn’t last, though, as Rarity gradually came down and her breathing slowed to normal. As she caught her breath, Fluttershy crawled back up to her and gave her a wicked grin.
“Are you sure that was your first time, darling?” Rarity asked. “Because that was divine.”
Fluttershy nodded proudly, and Rarity laughed and gave her a heartfelt kiss. She could taste her own juices on Fluttershy’s mouth.
“So that’s what I taste like,” she mused as she broke away from the kiss.
“Tastes good, yes?” Fluttershy asked.
“Yes, darling,” Rarity said. “In fact, I’m ready for a second helping.”
Fluttershy groaned playfully as she melted into another passionate kiss. They reminisced about the magical night as they laid in bed together, lost in their emotion. When the reverie broke and the two of them gazed into each other’s eyes, they couldn’t help but smile.
“I think you’ve sufficiently paid me back,” Rarity cooed. “In fact, I might actually owe you now!”
“Let’s just call it even,” Fluttershy said. “I’m feeling a little tired.”
“Yes, I could use some sleep as well,” Rarity agreed. They tucked themselves beneath the sheets and snuggled up close to one another.
“Goodnight, sweet Fluttershy,” Rarity said. “I love you so much.”
“I love you too, Rarity. Sweet dreams.”
