To Find a Rainbow

“So. Dinner at one of Ponyville’s fanciest eateries and a private concert under the stars in the park. Sounds pretty romantic,” Carrot Top said, pausing to toss a freshly-pulled carrot into her bucket. “You slept with her yet?”

I groaned in response as I tossed aside my own handful of carrots and stopped to wipe away the sweat dripping down my brow. After a week of nice weather we suddenly had no wind to soothe the heat of the sun above and Carrot Top and I had been suffering for it all day. We had just started the harvest of the west field, a task that would probably take us all of next week as well to finish up.

While we toiled, Written Script sat at his usual place at the shaded table nearby, poring over a stack of papers with a quill held in the grip of his green magic. Tiny splotches of ink littered his hooves and lips where he sometimes nibbled on his quill, and every time he took a drink from the iced tea next to him a little more would smear around his mouth. The lucky bastard had it good over there.

And so I may not have had as much patience as I usually would for Carrot Top’s quips.

“I’m not in the mood, Carrot Top,” I said.

She huffed and bent down to grab another carrot stem. With a sharp yank, she pulled it free in a small shower of dirt and spat it into the bucket. “You know, I don’t know if I like New Will or not.”

“’New Will?’” I asked.

“Yes. Old Will got lost in Cloudsdale,” she said, rolling her eyes. “He would’ve either been afraid that I was upset with him or have recognized a joke and said one back. New Will is just kind of a dick.”

I knew that she was right. Over the last several days I’d been constantly bordering on the edge of frustration and I wish I could say I didn’t know why, but I did. And I felt even worse for taking it out on people that didn’t deserve it.

“Sorry,” I muttered.

“So what crawled up your tail and died?” Carrot Top asked, undeterred.

“But I don’t have a tail!” I said lamely, earning nothing more than an unamused frown for my pathetic excuse for a joke. “It’s been almost two weeks since Cloudsdale and I still haven’t seen her once.”

“Well, that’s what happens when you sleep with a mare’s little sister.”

“I haven’t slept with her!” I snapped. To her credit, Carrot Top didn’t so much as flinch, though Written Script looked up from his writing long enough to glance our way. I dropped my voice back to more reasonable levels. “We just went to dinner. It was nice and in no way inappropriate.”

“Uh-huh, keep telling yourself that,” she drawled. She plucked one more carrot from the ground before she collapsed onto her haunches, pulling her green bandana from her head and wiping her brow. “So, you going to see her again?”

Guessing it was time for a break, I sat back as well and pulled my gloves off. “Of course. We had a good time. Why wouldn’t we go out again?”

“Because you said you had a good time, and yet you’ve still been pissy ever since. I figured you were lying.”

The image of a blue feather lying on my bedside table came to mind.

I said nothing.

“Well, whatever,” she huffed, obviously upset at not getting any juicy gossip from me. “I have an errand I need you to run anyway.” She pointed to a small cart filled with several burlap sacks. “Those are this week’s deliveries. I need you to take care of them.”

“I thought you did those on the weekend?” I asked.

“I’m going to be busy this weekend reseeding the south field now that it’s ready. And since your useless butt can’t help, I have to do it on my own.”

“I would gladly help if you’d let me,” I said. But I had scarcely finished before she scoffed.

“You don’t have the earth pony charm to make the seeds sprout this time of year. You’re nearly as useless as Writty!”

I almost considered arguing further but didn’t; I just wasn’t in the mood to deal with her at the moment. Instead, I stood and stalked past her towards the cart. As I searched for the delivery list, I heard her harrumph as she got back to work.

After finding the clipboard against the side of the cart, I glanced over who all had deliveries this week. It wasn’t terribly long; only seven names, the majority of which were various restaurants or cafes in town. I was thankful at least the trip wouldn’t take too long.

Now, pony carts aren’t exactly designed to be pulled around by humans, surprisingly enough. I couldn’t exactly buckle myself into the harness, even had I wanted to try such a thing, as the shafts to which it was attached only came up to my thighs. If I tilted the cart up that high I’d just end up dumping my cargo all over the ground. However, the harness itself made a decent handle, and I could use it to simply drag the cart along behind me easily enough.

Testing the weight proved it wouldn’t be too tiring of a trip so, deciding not to waste any time, I set off for town.

The first several stops were uneventful. Hand over the bag/s, take the bits, move on. Sugarcube Corner was always a nice place to stop by, if only because the owners, Mr. and Mrs. Cake, were some of the most pleasant, genial ponies around. And their two young twins, Pound and Pumpkin, were a riot when they weren’t sticking their noses where they didn’t belong. I was forever thankful that Pinkie intervened when I told them that humans don’t get cutie marks as they had been insisting I show them to prove it.

Though I couldn’t bring myself to hold that against them. As I made to move on from Sugarcube Corner to my next delivery, I pocketed a Pumpkin-drawn crayon picture of what I’m pretty sure was supposed to be me with her and her brother. Her drawing skills are a little… unpolished so I was judging by the fact that the peach-colored blob was a lot taller than the yellow-and-cream-colored ones.

It had to go up on the fridge when I got home.

But before then I had more stops to make.

It was nearing mid-afternoon by the time I’d finished and was back on the path out of town. The sky overhead was almost entirely free of clouds, with only a couple lingering here and there. Every now and again the endless blue would be broken by a colorful speck of a pegasus fluttering by. I started watching them as I walked. I recognized a few even if I didn’t know any of their names.

It took me a minute to realize what I was doing. I grunted angrily as I forced my eyes back to the ground. Even if I were to spot her, she wasn’t going to come down. She’d been avoiding me too long. And even if she did, what would I say? ‘Sorry I’m dating your sister? Allow me to just break her heart to make you feel better!’ Yeah right.

I still would have liked to say something, though, even if I didn’t know what it was.

I sighed as I continued my trudge down the path to Carrot Top’s farm. At least, until I heard the familiar sounds of hooves landing down on the ground behind me. I stopped and turned, not believing that it could possibly be her.

But it seemed the universe had a sense of humor.

She stood there before me in all her rainbow-colored glory. Well, not so much ‘glory’ as ‘death warmed over.’ Her coat, never the most delicately-maintained thing as it was, was messier than usual, like it hadn’t been brushed. Her eyes had dark bags under them like she hadn’t slept in days. I wondered if I looked as bad as she did.

Probably.

“Hey,” she said simply.

“Hey,” I replied.

Somewhere, I’m sure I heard a cricket chirping. Neither of us had any idea what to say it seemed. I was dying to know what Rainbow wanted; it must have been something or she wouldn’t have stopped me. And yet there she stood, just as silent as I was while she hoofed at the ground like she was digging for gold.

Just before my patience could take no more, she cleared her throat and spoke.

“I’m sorry,” she said. And that was it. Just those two words, as if that somehow wrapped up everything in a nice little bow and nothing else needed to be said. As though it could undo her walking out on me or ignoring me for the last half a month.

“I’m sorry, too,” I sighed. “But that doesn’t fix anything, Rainbow. We need to actually talk about things!”

She growled and stomped her hoof against the ground hard enough to kick up a cloud of dust. “That’s all you ever want to do! Talk!”

“That’s what friends do, Rainbow! They talk about stuff!” I shouted. “How else am I supposed to know what’s going on in that thick skull of yours?!”

“Did you ever think I didn’t want to talk about some things?! Maybe it’s not as easy for me as it is for you!” Even as her face was contorted in the fiercest scowl I’d ever seen her eyes began to glitter in the corners. Her voice started to crack as it rose to a fevered pitch. “M-maybe there are things that I just don’t know how to say! L-like how I’m afraid I’m losing one of my best friends and my little sister and it’s t-too late to do anything about it! A-and maybe there’s a reason I couldn’t be with you but I didn’t know how to tell you until you were already kiss–”

Her tirade broke along with her voice and she fell down onto her haunches, rubbing furiously at her eyes with a hoof. Her chest heaved with sobs she wouldn’t allow out. She pulled her wings around her like a cocoon as her entire body began to shake.

“I’m not… I’m not gonna cry!” she grunted, sniffling even as she steeled herself. She gave a wet cough to clear her throat, and afterward she looked remarkably calmer, even if her eyes were still red.

“I know it’s hard, Rainbow,” I said softly before kneeling down to put us closer to eye-level. I was trying as hard as I could to not sound accusatory. “But I can’t know what you’re thinking unless you tell me. And when you told me no, I found somepony who did want to be with me.”

“It sure didn’t take you long,” she spat.

I gave up. “I don’t know what you want me to say.”

All at once, every ounce of fight she still had fled her, leaving her slumped and defeated. She hung her head and from under the curtain of her unruly rainbow mane, a single drop of water fell to the ground. “I just want my friend back.”

For some reason I couldn’t fathom, that hurt more than it would have had she punched me in the chest. I wanted to say something comforting or put my hand on her shoulder or even hug her; anything I could do just to see her smile again. To take us back to how things used to be.

But I couldn’t.

Instead, I merely mumbled, “Me too.”

After that we were at an impasse. I’m not sure how long we both sat there on that dirty little path, looking at everything and nothing but each other, but it felt like an eternity before she slowly stood, wiping her eyes one last time.

“So now what?” she muttered.

“Well… We both still want to be friends, right? Let’s do something together next week. Lunch or whatever,” I suggested.

“Y-yeah, maybe…” From the way she said it, I could tell it may as well have been a no. I hoped she just wasn’t ready yet.

She started to turn away but stopped at the last moment. “Could you… Could you tell the Squirt I’m sorry for missing sister night last week? I had my head up my tail and didn’t make it. Oh, and that I’m sorry for missing it tomorrow, too? I’ll make it up to her.”

“What are you doing tomorrow?” I asked, knowing Scoots would want to know.

“Gotta head back to Cloudsdale for some… weather business. Can’t get out of it,” she said, shaking her head.

I nodded shallowly. “Yeah, I’ll tell her.”

She returned my nod and turned ever so slightly away before she paused. In that moment, I was struck by the most curious feeling. It was like she was slipping away, and if I let her go I may never get her back. A blue feather flashed in my mind again and a dull chill fell over me like a cool breeze whipping through my soul.

And then…

I let her go.

Leaving me with only one last look at her rose-colored eyes, she took flight and was gone.

A haunting cloud hung over me for the rest of the day and I didn’t feel much better even as I woke up the next morning. Being Friday, I at least had my weekly errands for Rarity to distract myself with. I stopped by to grab the list of what she needed from around town, carefully dodging her less-than-subtle inquiries into how my date with Scoots had gone all the while, and set about a day of what was essentially gofer work. At least Rarity was nice enough to offer me a lunch of daisy sandwiches, blueberry scones and tea after I was done.

After I returned to my cottage for the day, I had a sneaking suspicion I’d be seeing a certain young mare come around before the night was done, and so I mostly just puttered around waiting for her to show up. I read for a little while and looked through some photos I hadn’t sorted yet, and sure enough about an hour before dinner time the front door swung open.

Scoots trudged in with a noticeable lack of spring in her step, and I thought she really mirrored how I’d been feeling. She had her school saddlebags on as she joined me on the couch, and I helped unbuckle her as she nuzzled my chin.

“Hey, Scoots,” I said as I dropped her saddlebags to the floor. “Got homework this weekend?”

“Hey, Will! Yeah, just a bunch of worksheets, though,” she said, shrugging. “Nothing major.”

With her saddlebags out of the way I stretched out across the couch, propping my feet up on one arm and my head on the other. Scoots climbed on top of me the second I was situated and laid on her belly along my chest, crossing her forelegs before her and resting her chin on them. I felt a brief flash of déjà vu but shoved it aside and focused on the scrap of cute peering sweetly up at me.

“So, anything exciting happen for you today?” I asked.

“At school? Yeah right!” she said incredulously. “The most exciting thing to happen all month was the time Pipsqueak was writing a love letter to Princess Luna during class and Miss Cheerilee made him read it out loud.”

“Somepony in your class is writing love letters to Princess Luna?” I asked, impressed. “What a little Casanova!”

She tilted her head to one side. “What’s a ‘Casanova?’”

“It’s a… human joke; nevermind,” I said.

To prevent the argument I knew was coming, I reached up and started scratching behind her ear. It worked perfectly; she exhaled and let her eyes close.

“Mmmm…” she cooed appreciatively as she leaned into my touch. “What about you?”

“Not much; just picking and hauling carrots like usual. I did this week’s deliveries around town yesterday, I guess. Saw the Cakes, got a lovely piece of art that I’m going to frame and hang on the wall someday!” I said jokingly. But then I remembered the other thing that happened, and I realized Scoots and I would need to talk about it and my meager attempt to laugh died off. “I, uh… I ran into Rainbow yesterday.”

Her eyes snapped open as she sat bolt upright.

“You did? What’d she say? Did you two fight again?” she asked in a rush. I took offense to her immediate assumption that we might have fought, but I decided not to press the issue.

“No, we just talked.”

She leaned subtly away from me, scratching the back of her head in what I think was supposed to be a nonchalant gesture. “Talked? Oh, okay. Uh… a-about what?”

“Not enough,” I muttered. Haltingly, I retold our conversation as best as I could recall. By the time I’d finished, Scoots had cuddled up closer to me and was nuzzling my neck.

“She thinks she’s losing us?” Scoots asked fearfully. “B-but she’s the one not talking to us!”

“I don’t know, Scoots,” I said, moving my hand to her back. There was something about touching her; about scratching my fingers through her coat that I found relaxing. “But she said she wants to make up missing sister night, so maybe next week you’ll get to talk to her. I’m sure you’ll work things out.”

“Well yeah, but… What about you?” she asked. “You two can’t work things out if you never try!”

“I know. And we will. But not tonight!” I said, trying to usher up a little more cheer. “Because tonight it’s me and you! How about we make some dinner?”

I was sure even she saw my pathetic excuse to change the subject for what it was, but at least she didn’t say anything. She just hopped off of me and slid to the floor while I convinced my old body to get up from the comfort of the couch.

Suddenly Scoots gasped. She darted over to her saddlebags and withdrew a white plastic bag. It looked and sounded like there were multiple somethings inside, but I couldn’t see what any of them were. “I picked up something from Barnyard Bargains for later. I thought we could have it as dessert or something.”

“Oh yeah? What is it?”

Rather than answer, she covered the bag with a foreleg and, strangely, blushed. “I-it’s a surprise! But it needs to be refrigerated until we’re ready for it. No peeking while it’s in there!”

“Fine, fine!” I mockingly groused, throwing my hands up in surrender. I’m not sure she got the gesture, but she laughed anyway and together we went into the kitchen in search of edible food for the night.

As I looked through my depressingly-empty pantry, Scoots shoved her mystery treat, bag and all, to the back of the lowest shelf of my fridge. She even threw a suspicious glance over her shoulder to see if I was looking and, upon catching my eye, gave a playful scowl.

Regardless, looking through the pantry provided little more than a fairly fresh loaf of bread and some cans of soup. Nothing I could make a decent meal of for the two of us. Why couldn’t I have picked up some vegetables and pasta from the market? I could have made something kind of nice from that…

Not that I was really in the mood to fix something special, still being tired from working all week, but I wasn’t exactly going to serve Scoots bland soup from a can. I guessed I could go out and bring something home, but it’d be late by the time I actually fixed anything. We could’ve gone out to eat again. I didn’t have the bits to take us to somewhere like Haute Cuisine again but there were other fairly nice places around Ponyville. Daisy’s was good that time we went there for lunch…

Before I could open my mouth to suggest it, Scoots nudged past me and grabbed the bread. I followed her back to the counter where she was throwing together two sandwiches with daisies, tomatoes, mayonnaise and cheddar cheese.

When she was done, she retied the bread bag and left it on the counter. She bit one of the plates and put it on her back and picked up the other before offering it to me.

“Is… is this all you want?” I asked as I took the plate from her. It looked like a good enough sandwich even if daisies weren’t my favorite, but it was still just a sandwich. Hardly fine eating.

Still, she just smiled brightly and nodded before heading back towards the living room. “Yep!”

It wasn’t until she disappeared around the corner, as happy as could be with only a meager little dinner that it dawned on me who I was dealing with. Scoots wasn’t somepony like Rarity. She didn’t expect fancy dinners or formal dates, our dinner at Haute Cuisine’s aside. She was Scoots. Practical. Simple. Fun.

I chuckled to myself at how silly I was being before I followed her. She was already sitting on the floor in front of the couch, using it as a backrest while she ate. Her plate was on the coffee table which she had pulled closer, as was a magazine on what looked like skateboards and the like. She must have brought it with her.

I took a seat next to her and passively read over her head as she flipped through it. I still didn’t know the first thing about any of it even after she’d tried to explain some of it to me. It mostly looked like a catalogue for new gear, but there were also a few articles detailing interviews with famous skaters or on tournaments that had recently happened. After a while, though, she got bored and set it aside.

It wasn’t the most exciting evening ever, sitting on the floor of my living room eating sandwiches. But I was sitting on my living room floor eating sandwiches with Scoots. My kinda-sorta-maybe girlfriend.

There was nowhere else I’d rather be.

And it was the best sandwich I’d ever eaten, by the way.

After we were both finished eating, she offered to take our plates into the kitchen so that she could get her surprise at the same time. She had the bag in her mouth as she reappeared and sat it on the coffee table before us. Rather than open it immediately, though, she just stared at it for a moment.

“So okay, maybe this was a dumb idea,” she said.

“Why do you say that?” I said, trying not to laugh. I reached out to see what this ‘dumb idea’ was, but she threw her forelegs over the bag to stop me. I tried to reach around her leg but she blocked me again, giving me a frown.

For several minutes we wrestled over the bag, nearly upending it several times but she managed to fend me off. Eventually I got a good idea and reached around to her other side and began tickling under her foreleg. The instant my fingers touched her, she bolted away from my hand, inadvertently pushing her back against my chest, and laughed out loud.

Finding success, I continued my assault, poking her body and wriggling my fingers through her coat as she devolved into a violently-squirming ball of giggles. I had to hold her in place with my arm just to keep her from getting away.

“S-stop! Hahaha, stop! I– heehee, I can’t breathe!” she managed between gasps for air and flurries of uncontrolled laughter. I finally relented and let go, after which she immediately jumped up and bolted towards the bathroom, her tail clamped tight between her hindlegs.

We were both still out of breath by the time she returned and she was trying hard to hide her lingering giggles behind a frown. I just smirked back at her.

“Jerk,” she said, sitting down next to me again. I ruffled her mane only for her to playfully shove me away, giggling again.

“So, come on,” I said. “What’s in the bag? I wanna see what you brought.”

Her shyness returned as she blushed. “Alright, fine! Here,” she said, pulling the bag over and passing it to me.

I opened it up to reveal a plastic container of mixed fruit: blueberries, strawberries, grapes and an assortment of other sweet things. Along with it was a spray canister of whipped cream. While I thought it would make a sweet little snack, it certainly wasn’t what I was expecting.

“You bought… fruit and whipped cream?” I asked, confused at her choice of dessert. She raised her wing to scratch at her cheek, subtly moving it between us so that I couldn’t see her mouth.

“Well… I just thought,” she stammered. Then she screwed her eyes shut and swallowed. “Sweetie said she and Spike did something like this after a date and it was really romantic and I thought it sounded really cool and I wanted to try it but now I realize it’s just dumb and I wish I’d never brought it up!”

My heart utterly melted at the note of panicked despair in her voice. Without a word, I patted her gently on the back before standing. Her eyes were still shut as I stood and went to the hallway closet to grab a little something before turning to the living room. I shut off all the lights and drew the curtains, leaving the room in near-blackness before setting a couple of candles on the table and lighting them. Opening the plastic container, I plucked out a nice, plump strawberry and squirted a dollop of whipped cream on the tip before hovering it in front of her face.

The sound of the spraying can caught her attention and made her finally open her eyes. She blinked in confusion, looking back and forth between the strawberry and myself. When I said nothing, she finally took a hesitant bite, getting a little cream on either side of her mouth. While she chewed, shyly looking at me, I wiped the mess away with a thumb and licked it clean.

“Y-you don’t think it’s lame?” she asked after swallowing her bite.

“I think,” I said, readying and offering her the rest of the strawberry, “that it’s terribly sweet of you.”

“Was that a pun?” she asked before accepting, her lips brushing against my fingers. I brushed her chin lovingly before I let my hand fall.

“Maybe a little,” I said quietly. “But that doesn’t mean it wasn’t true.”

She just gave an embarrassed little grin before taking the whipped cream can from me. Her head dove into the plastic bag and withdrew a plastic fork I hadn’t noticed before and she used it to spear an apple slice. Using both hooves, she gave it a liberal spray of cream and, like I had done for her, held it out to me.

I leaned forward, taking the apple slice into my mouth, but instead of biting it off I held there for a moment. I stared into her purple eyes, our faces inches apart, long enough for her to lose her nerve and glance away before finally taking the bite.

We passed the can back and forth, feeding each other as we cuddled together in the soft candlelight. Every time I offered her something, her lips seemed to linger a little longer on my fingers and she moved a tiny bit closer.

Between the closeness, the sweet treats, the touching of our bodies and the dim, flickering candlelight, it was all surprisingly intimate. A few weeks ago, I’d have never imagined that I’d be here, doing something like this. And yet there I was, in one of the most romantic moments of my life with a mare that I cared for so strongly; more than I could have ever put into words.

By the time we reached the bottom of the container, she was on my lap, licking the last few flecks of cream from my hand. My free hand scratched gently at the base of her head, running through her wild, spiky mane.

Once my hand was clean, I made to pull it away but she grabbed my wrist with both hooves to stop me. She held my hand close, laying small and slow kisses on my thumb and fingertips, hitting each one in turn. She stopped on my index finger, holding it against her lips for several seconds. I leaned down to return a kiss to the top of her head.

She turned then, until she was straddling my lap with her hindhooves on the floor to either side of me and her forehooves lightly pressing against my chest. They rubbed in small circles as she reached up to kiss my lips.

I was lost to everything but her velvet lips and her cashmere tongue. I wanted nothing but for her to never pull away, and my hand cradled the back of her head. Her hot breath blasted sweetly across my face as her tongue danced against my own and brushed the points of my teeth.

“Will,” she gasped, pulling away and bumping her forehead against mine.

“Y-yeah?” I asked through the haze of lust clouding my head.

“I want…” she said softly, seeming to lose her confidence. With a small whine, she screwed up her courage. “I want to stay here tonight.”

I knew in an instant what she really meant by saying that; it was clear by the way her hips were softly grinding against my lap and how her lips didn’t seem to want to move more than a few inches from mine. I also knew I should tell her no.

It was too soon. She was too young. She was far too young to even be dating someone like me, let alone spending the night. But the feeling of her body against mine, her smell, her taste were making it so hard…

“Y-you really shouldn’t,” I said. “We shouldn’t.”

“Will, please!” she begged. “R-remember what you said to me after we got back from Cloudsdale? ‘Forget about everything but us. Forget my age, forget what anypony will think. Forget it all.’ Do you want this or not?”

I wanted to kick myself even as I uttered, “Yes.” Not that I needed to, I don’t think; I’m sure she could’ve felt the answer already through my pants.

She looked me dead in the eyes. “Then what else matters?”

I answered her with another kiss.

Scoots felt like she weighed barely more than a feather in my arms as I carried her back to my bedroom. She laid peacefully in my grasp, clutching my shirt in the crook of her hoof as she nuzzled my chest. I barely even paid any attention to my surroundings as I approached the bed and gently set her down.

She stayed on her back, pushing herself up until her head came to rest on my pillow. I ripped my shirt off before climbing onto the bed and towering over her.

I dove into her, pulling her head close and kissing her again. She returned it in kind as her hooves began exploring my body. Her forehooves grasped at my neck and chest while her hinds trailed along my side and tugged at the hem of my jeans.

The hand that wasn’t grabbing at her mane dug under her back, rubbing down her bony spine and along her slowly-unfolding wings until it came to rest just above her tail. I groped at her scrawny flanks, massaging the flesh under her butterfly cutie mark. She had almost nothing in the way of chub there, and lacked the rigidity of muscle, but it was so undeniably her. She groaned with every squeeze.

A sudden pop sounded as my jeans button gave away. I didn’t stop her as she continued to push at them, eventually managing to undo the zipper as well. Soon they were at my knees, as far as they could go without me getting up, and one of her hind hooves found my thigh.

It trailed up slowly, past the bottom of my boxers and higher still until it came to rest right next to my awakening length. She hesitated for only a moment before reaching out and brushing it gently; just a feather-light touch to the side that was still enough to send a jolt of pleasure up my spine.

I nearly gasped, and she must have caught how much I liked it as she took to it with newfound eagerness. She rubbed generously up and down the top side of my member, using the soft underside of her hoof and being careful not to touch me with the hard outer wall. As I continued to tend to her cutie marks as best as I could, it didn’t take long before I could feel a wet spot building up on the front of my boxers.

Finally it got too much to take and I pulled away from her, awkwardly tugging my pants down as quickly as I could without standing up. Once they were off I hastily tossed them aside and grabbed the waistband of my boxers with every intention of having them join the rest of my clothes.

“Wait,” she said, causing me to pause. To my frustration, she had rolled onto her side with her tail blocking her lower body from my sight. She lifted a forehoof to point at my lap. “C-can I…?”

I could only nod dumbly as she rose and slowly crawled over. Her eyes were fixated on my impossible-to-miss tent, leaving me feeling rather self-conscious all of a sudden. Slowly, she leaned forward, her mouth closing in on my waist. I nearly jumped as her breath touched my skin. Finally her teeth grabbed my waistband and after only a brief hesitation, she began to pull downward.

My member bopped her nose as it sprang free from its prison, eliciting a startled squeak. At the same moment, she let go of my boxers and fell back onto her haunches, staring cross-eyed at her nose and rubbing it with a hoof. I couldn’t help but laugh at her face as I pulled my boxers the rest of the way off and sat back.

She gave me a frown and readied a sarcastic retort that never made it out. The moment her eyes fell upon my lap, they both went as wide as dinner plates and she blushed hard enough to be visible even in the darkness around us. For half a second, I worried that she was having second thoughts, but then, with halting, unsure movements, she took a step forward.

“I-I’ve never… seen a… a thing all” –she pointed at me– “like that before. Can I… touch it?”

My member twitched just at her words. “Scoots, you can do whatever you want.”

She took a few more cautious steps forward, biting her lip as she came to rest between my knees. A tentative hoof came up to lightly brush against me. She ran her fetlock up my entire length, accidentally wiping away a little pre at my tip. Noticing it, she stared at the small drop for a moment before bringing it to her mouth and licking it up.

My entire body shivered at the sight.

After realizing what she’d done, her eyes went wide again and her ears snapped back against her skull. She looked up to meet my gaze and giggled awkwardly while forcing a smile.

Unable to resist any longer, I lunged forward and pulled her back into a kiss. She squeaked again as our lips touched, but soon enough she melted into my embrace. I gently pushed back until she was once again on her back and I was over her.

I wasted no time pulling away from her lips. One kiss against her cheek, another against her jaw, a third to her chin. Down lower and lower I went; her neck, her collar, her chest. I rubbed the miniscule swell of her stomach around her belly button, pulling forth a couple cute giggles that I couldn’t help but hear again. Once I was satisfied, I stopped tickling at her navel and slid my hands down to her hips.

Her nipples were already begging for attention as I thumbed over them. Two little nubs, a few shades darker than her coat, just demanding to be touched and showered with affection. She gasped and jumped the instant I made contact with one, wrapping her hindlegs around my head to prevent me from pulling away. As though I’d ever want to.

I continued to lay a kiss every inch down her body as I left her navel and continued south. Each touch made her shiver and, once I reached the top of her teats, a moan as well.

“Ahh!” she gasped as my lips clamped around her nipple. Her hips writhed against my face as I grazed my teeth gently across her skin. I tasted the salty sweetness of her sweat as I pinched and rolled her sensitive flesh. Without letting go, I buried my nose into her coat and breathed deep, taking in the lingering traces of her fruity perfume and her own natural scent. Hanging heavy in the background, however, was the overwhelming musk of a pony that was not a filly, but a mare.

“W-Will, uh…” she grunted between panting breaths. Her forehooves found the top of my head and, assuming she wanted me to move on, I continued on my path south.

I resumed my trail of kisses along her pelvis and up the swell of her mound, but at the last moment I swerved to the left and moved to her thigh. She kicked her leg at my touch and let out a surprised yelp. I was lost in my own world as I peppered kisses up her thigh to nearly her knee and back down before doing the same to the other side.

Finally, after all the teasing and all the stalling, I figured she was ready as I trailed back down towards her burning nethers. I could feel her heat against my chin as I pulled close. One last touch, right at the inside of her hip, and I let my eyes feast upon the sight before me.

It shouldn’t have been any different than the time I’d seen her body in the bathtub. She had the same slit, the same puckered hole beneath it, even the same darker skin where her coat gave way, though it was more flushed than it had been then. But even beyond that, it was an entirely different sight. Back then, she hadn’t been heaving for breath, her body trembling with pent up anticipation. Her slit hadn’t been winking, teasing me with glimpses of her pink little nub. Nor had she been so aroused, her juices running thick and fast down her haunches and pooling on the sheets around her tail.

Nor… had there been the glimmer of metal down there?

It took me a moment to realize what I was looking at. Two little silver balls the size of beads glinted on either side of her tail, right at the base where her coat gave way to the longer purple hairs. Idly I poked at the tiny things, realizing they were a single curved barbell piercing.

“I didn’t know you had this,” I mused. I’d never been the biggest fan of girls with piercings before, but I wasn’t disinclined to them, either. On Scoots, however, I found it just the cutest thing. My little rebel with her piercings and that collar. I wondered if I could get her to wear it again sometime.

“I, hah… I-I got it a w-while ago,” she gasped. She was lying with her forelegs crossed over her chest, looking away from me and towards the wall. “O-on my last birthday.”

I waited a moment to see if she would continue but she didn’t. Instead she continued to stare at the wall, softly biting her lip again.

As I tried to meet her eyes, she was no longer trembling with anticipation, she was shaking. She wasn’t feeling her chest; she was clutching herself like she was clinging to a lifeline.

She wasn’t meeting my gaze because she couldn’t.

“Scoots? Is everything alright?” I asked, reaching out and gently brushing her hoof. She didn’t react beyond screwing her eyes shut.

I moved up to lie next to her, all other thoughts but her forgotten. I pulled her into a hug and she buried her face in my neck.

“Hey, hey! It’s alright,” I whispered. “It’s okay! We don’t have to do anything you aren’t ready for, okay? Come on, it’s alright!”

“But I do want to!” she said. She pulled back enough to look me in the eye again, even though hers were now glittering at the corners. “I want this! I want you to see I’m not…!”

“What? That you’re not what, Scoots?” I asked.

She took a deep breath to steady herself. “I know you and Rainbow did… this stuff.” She hiccupped. “And if she can do it, so can I!”

“No,” I said firmly, cutting her off. “We are not doing this just because you want to be like her.”

“It’s not just that!” she shouted. “I don’t just want to be like her. I…” She trailed off briefly, and when she started again her voice was calmer and more distant. “The other fillies in my class sometimes talk about how great it is to… you know, do it with somepony you like. But I’ve never met a colt before that I liked in that way. At least, until…”

She looked up and our eyes met.

“I want this, Will,” she stated calmly. “I’ve thought about what it would be like for a while now. And it started so good! Everything was perfect! But then you were kissing me and… I’ve never had anypony touch me like that before. A-and it felt amazing! But it was just… it happened so fast…”

“Scootaloo, I’m so sorry,” I said softly. “I got caught up in the moment. I never stopped to think that it was your first time. I should have taken things slower.”

“No, don’t be sorry!” she begged. “If anything, I’m sorry. I’m the one being a dumb foal and freaking out over nothing.”

“Oh, Scoots!” I said. I grabbed the back of my silly little marefriend’s head and kissed her crown. “There’s nothing wrong with not being ready for sex and you’re not being a dumb foal. Quite the opposite, it’s the adult thing to do to admit that you aren’t ready.”

“Oh please,” she said, giving a few weak, wet chuckles. “Trying to tell me how ‘adult’ I’m being only makes me feel worse.” Despite her words, she was at least smiling again and I felt immeasurably better.

“Sorry, but I mean it,” I laughed as I ruffled her mane again. “I’m glad you said something. If I’d kept going when you didn’t want me to? I… I don’t know what I’d do. Never forgive myself at the very least.”

She nuzzled my chin comfortingly.

“You know I’d never do that, right? I’d never make you do anything you weren’t comfortable with.”

“I know you wouldn’t,” she said with a peck to my chin.

“Good,” I said, giving her shoulders a squeeze. “So, you feeling better?”

“Yeah,” she said, giving a small nod. She struggled out of my hug and crawled onto my chest where she laid on her belly facing me. Gently, she started kneading her hooves against my chest like a cat. “So, can we… pick up where we left off?”

“What?” I asked, shocked. “Scoots, I don’t think that’s a good idea. If you aren’t ready, we shouldn’t push things. We can always do this again whenever you are.”

“Will, I am ready! I want this. It was just… a little too much too fast! Can we just take it a little slower?” she asked.

I was torn. I really believed she was being honest about wanting to continue, but the last thing I wanted was a repeat of what just happened. Granted I really, really wanted her, but not at the expense of hurting her.

“Look… If you really want, we can keep going. But you have to promise me something,” I said. I tried to impress upon her with my tone how serious I was. “If you get uncomfortable again or anything, please say so. I do not want to be doing anything you aren’t okay with.”

She rolled her eyes but grinned. “Alright, alright, I promise. Can we go now?” She paused, blushing slightly as I felt her hips squirm over my stomach. “I was kinda… close before, if you know what I mean.”

I laughed. “Yeah, I know what you mean. Actually, I have an idea! Hop up a second.”

She did as I asked and I sat upright, resting my back against the headboard and sitting cross-legged. Her eyes were once again locked on my crotch, though I couldn’t blame her for that. If our roles were reversed I’d probably be the same.

Once I’d settled, I got her attention and beckoned her with my finger. She crawled hesitantly closer until she was within arm’s reach and I scooped her up. She playfully squirmed in my grasp until she came to rest against my chest and I pulled her into a kiss. I only needed one hand to hold her up, so I used the other to stroke myself in the meantime. After the brief scare, I’d gone flaccid again and needed to get things warmed back up before the show could proceed.

Scoots lightly nipped at my lip before she pulled away and slithered out of my grip. She slid down my stomach until her hips collided with my lap. Her blazing hot, dripping folds landed right on top of my half-mast, drawing forth a high-pitched yelp of surprise. Once it dawned on her what had happened, she laughed and smirked at me before she started slowly rocking her hips back and forth.

The feeling of her sex working against mine was far more efficient than my hand at returning my length to its full size. Before I knew it I was buried between her legs with my tip under her tail, feeling the slight chill of her piercing.

“H-hey, can I ask you something?” I managed between the waves of pleasure rolling through my body. I almost didn’t catch her nod. “Why’d you get that piercing?”

She laughed before responding. “This filly in my class, Diamond Tiara? She said once that colts really like that kind of stuff, and… I don’t know, I thought it was cool. And kinda s-sexy,” she stuttered shyly.

“It’s… sexy, alright.” It was getting harder and harder to focus on what we were saying. Her hips were gyrating and rolling rhythmically, driving me wild. “S-Scoots…”

“You ready for more?” she teased. She lost a little of the confidence in her voice. “Okay, let’s see here…”

She leaned back, trying to move her hips into position. She tried several times to line us up, and at one point she was standing up on her hindlegs straight enough I was afraid she’d fall over backward. Deciding to lend her a hand (or two) I braced her back and guided my length so that it finally met her folds.

“Okay, take it slow…” she mumbled to herself as she bent her knees and began to let herself slide down.

Scoots’s pliable lips spread around my tip and, inch by agonizing inch, she took my length inside her.

“Haaa…” she moaned aloud as soon as my head had popped inside. “S-slowly…” she intoned again as she continued down.

Her velvety, rippling inner walls gave way as she continued to take more of me inside her. After what felt like an eternity, her haunches finally came to rest on my hips and she let out a long exhale, resting her forehead against my chest. I rubbed her back comfortingly as she shuddered around my member.

“How ya feeling?” I asked once she seemed to have adjusted.

“G-good,” she said, straining to force the words out. “It feels even bigger than it looked.”

I gave what was probably a goofy smile as my confidence swelled. It was certainly a nicer thing to say than other things I’ve heard before.

Scoots shivered again as she wriggled her hips, causing her oh-so-tight walls to clench around me. “AB told me once, whew… that it can hurt if you go too fast. But that wasn’t so bad.”

“Good…” I was barely able to mumble through the sensations she was putting me through.

“I-is this how humans do it?” she asked suddenly. “I’ve never heard anypony doing it like this before. D-do you start or…?”

“Uh… no,” I muttered, trying to gather my thoughts enough to answer her questions. It wasn’t easy. “Humans do it a lot of different ways, but… I figured this one would be good since you’re on top. You can control how fast we go. I actually can’t do a whole lot, so whenever you’re ready…”

“O-oh! Okay…” she said.

She lifted herself up on trembling legs until only the barest tip of my length remained inside of her. Then, just as slowly, she lowered herself back down until our hips softly bumped together. I could barely hold in a curse; her wet walls were unbearably warm and welcoming as they clamped me like a vice. I could feel them undulating; squeezing in waves down my length as she tried already to milk me for everything I was worth.

Scoots barely gave herself time to give a long, pleasured sigh before lifting herself and doing it again and again. With each motion she got faster and faster until she was bouncing on my lap like an excited filly on Christmas morning. Her breathing grew rapid and labored as she built up her momentum.

At first, I could do very little for her in return. I couldn’t thrust very well sitting like I was, though I did as much as I could, but I needed to do more to give her back some of the pleasure I was feeling.

I was already holding her back to help keep her upright, but then I started rubbing gently between her wing joints. Using my thumb and forefinger, I massaged either side of her left wing, digging as deep into her flight muscles as I could without hurting her. She moaned out loud at the first touch and continued to coo at the back of her throat as I tended to her wings.

As she continued to piston herself on me, I tried to meet her head at the top of each bounce for a kiss to her sweat-slicked mane. I was getting close. Far closer than I liked considering I was sure she hadn’t finished yet. I moved one of my hands to her stomach, brushing lightly against her coat as I moved south. Following the curve of her mound with a fingertip, I made it to her slit and grazed across her clit mid-wink.

“Ahh!” she cried out as her entire body shivered, causing her to give my length a tight squeeze. “W-Will? My t-tail…” She trailed off, breathless.

“You want me to pull it?” I’d heard before that some mares really liked that. I even let go of her wing to grab ahold of her silken purple tail.

“N-no,” she said, causing me to stop. “My dock, uh… by my piercing. Can you… rub there? Please?”

“Uh… like this?” I asked as I moved to where I thought she meant. There was only a small area of muscle on the underside of her tail, and figuring that’s what she meant I gently stroked along its length with my index finger. I rubbed between either bead on her piercing with each pass. She subtly leaned her haunches back towards my touch, I guessed that she wanted more. I reached further back, including the crevasse just above her round tailhole into my ministrations.

Between the attention to her clit and her dock, her bouncing became erratic and unsteady. Her moans had reached a fevered pitch to the point she was nearly screaming, her voice echoing shrilly against my bedroom walls.

“Oh, W-Will, I’m…!” She couldn’t even finish her thought as she came; hard. I could tell both from the ear-shattering shriek she let out and from the way her depths locked down upon me. She didn’t let up her bouncing for a moment, even as her marehood refused to let me go.

The extra tightness and the rush of fluids splattering my lap proved too much. Unable to hold out for even a second longer, I hunched over her and buried my face in the top of her head as I went over the edge. It felt like it lasted for years as I released into her. She was already small enough that I barely fit inside her, and so it seemed as early as the second burst my seed was spilling out and pooling around my crotch.

Ages past as we both wound down from our respective climaxes. Scoots’s legs had given out at some point and she was resting heavy and limp against me. She was gasping for breath as her wings laid listlessly out to the sides, her feathers tickling against my thighs.

She was either unwilling or incapable of moving, and so it was up to me to carefully pick her up. As I slid out of her I was rewarded with another gush of our sticky combination of fluids. I barely even noticed it as I laid us down with our heads on the pillows and her small body against my chest. I found the edge of the blanket and carefully pulled it over us, being careful not to disturb her too much. Despite my efforts, she rolled over to face my and nuzzled into my neck.

“That was… the most… amazing… thing ever!” she panted, grinning brightly. She was flushed and her eyes were bleary and unfocused, and even her mane was a bit of a mess, but in that moment? She’d never looked more beautiful. “The way you… with my dock? That was great! I usually… use a pillow, but your hands are way better!”

“You do that while looking at that magazine?” I asked teasingly, causing her to roll her eyes and smile shyly. It was as good as a yes. “You’ll have to show me it sometime.”

“Oh, fine,” she huffed. “There’s a few pictures of… Spitfire and Fleetfoot you’d probably like.” She fell silent for a moment as she settled more comfortably against me, ending up with her back against my chest. “Hey Will?”

“Yeah, babe?” I asked without thinking as I continued to gently rub her side and stomach. She didn’t seem to mind the nickname, though.

“There’s something I want to tell you. Ever since we met, I’ve… I don’t know, I’ve felt something around you,” she said slowly. At first she had been looking away from me towards the wall, but then she turned and cautiously met my eye. “You treat me different than other ponies do. I don’t feel like… like I’m some stupid little foal. You take me seriously. You listen to me! I feel like… like I can tell you things that I couldn’t tell anypony else; not even Apple Bloom or Sweetie Belle!

“I don’t care that you’re not a pony. I don’t care that you’re older than me. I don’t care what anypony else thinks. All I know is that when I’m with you, I’m happy. Even when there’s all kinds of drama happening,” she said, stopping to laugh. She took a deep breath before she continued. “I know we’ve only been together a really short time. And I know it’s way too early to say this, but… I think I love you, Will. I understand, though, if… if you don’t feel like that, but…”

“You’re probably right,” I said, cutting her off. I brushed aside a stray lock of her mane to more clearly see her eyes. “It’s probably way too early. But I’ve had feelings for you for a while now. Long before you asked me on that date,” I paused as we shared a smile. “I think… I think I love you, too.”

I would never have imagined that a tear-streaked smile could look so happy, but there she was, beaming even as the tears flowed down her cheeks. She gave a half-sob as she lunged at me for one last kiss. Not lustful, not hungry or forceful, but sweet. Gentle and loving and caring but with more passion than any I’d ever had before.

For what felt like the first time in my life, I fell asleep embracing some I loved and who loved me in return.

I jolted awake at some point during the night.

I had no idea what time it was nor why I had so suddenly awoken, but my first instinct was to check on Scoots. Thankfully she was still in bed with me, curled into a small ball under the covers with her muzzle tucked under her wing. With memories of what we’d just shared flooding my mind, I smiled as I lovingly brushed her mane while she slept.

Since she was still safe and sound and the house was silent, I figured it must have been nothing and settled back down beside her. No sooner had I pulled her closer and prepared to go back to sleep did I hear the sound of something hard slamming into wood.

It was loud enough to echo throughout my cottage and I bolted upright. This time, Scoots woke as well.

“W-what was that?” she asked.

“It was the front door,” I said, recognizing the sound. I threw the covers back and got up to find my boxers and some pants. After getting dressed, I leaned down and kissed the top of Scoots’s head. “Stay here. I’ll go see what’s going on.”

The living room was pitch black as I entered; the candles I’d forgotten about must have burned out while we were busy. I flicked on a light before unlocking the door and throwing it open, ready to chew out whoever was waking me up at God-knows-what-o’clock.

To my utter shock, Twilight stood at my door. Her mane was in disarray like she’d woken just as quickly as I had and she had deep bags under her eyes. For half a second I panicked, thinking she knew about what I’d just done with Scoots but that was crazy. There was no way she could have known already.

Right…?

I shook the thought from my head. “Twilight? What are you doing here? What time is it?”

It was then that I noticed the dire frown she wore. “Will, it’s the portal! It’s just opened!”