The next couple of weeks passed pretty uneventfully. I kept going to work during the day and hung out with Rainbow most nights. Scoots joined us on Fridays, which were quickly becoming a hangout night for all three of us instead of just a sister night. I felt a little bad about inserting myself into the time they set aside to be with each other, but they always seemed to have just as much fun as I did, so I couldn’t bring myself to get too torn up. And I had to admit, those evenings were becoming the highlight of my week. Even the nights where it was just Rainbow and me seemed just a little less fun. It really wasn’t the same without all three of us there.

Especially since Rainbow was getting more and more tense as the weeks passed. Her audition for the Wonderbolts was coming up in one more week and I could tell she was getting nervous even though she tried to hide it. I couldn’t blame her. It was a chance to make her dreams come true; hell, I’d be freaking out a lot worse than she was.

But it was Friday afternoon, and I was getting my house ready for my two favorite mares to come over. I was comfortable enough having them over that I didn’t feel the need to make my house spotless anymore, though I still liked things to look at least somewhat presentable. My cottage may be an obvious bachelor pad, but it didn’t have to look like one. At the very least I could get rid of the mountain of garbage around the trashcan.

I had no sooner returned from tossing a disturbingly large bag out when the front door opened behind me. Rainbow strutted in, surprisingly alone, and made herself at home on my couch. She flopped onto it upside down, stretching out pathetically as she panted for breath. It was only as I looked closer at her that she looked completely exhausted. She was once again dripping with sweat and her wings twitched occasionally in the way that particularly worn-out muscles will do.

“Hey…” she mumbled, breathless.

I sat down next to her and absently scratched her stomach though it got no reaction from her. The stale musk of sweat was coming thick off of her, but I was too used to the smell by now to care. If anything, it just reminded me of that first night we had together. “Sup, Rainbow. You feeling okay? You also kinda smell.”

“I’ve been… practicing my routine… all day! It’s gonna be the best… ever! But I can’t feel my wings,” she gasped. Despite her words, she glowed with pride and managed to lift her head enough to beam up at me. After, she bent further to sniff her body and recoiled. “Yeah, I could use a shower…”

I silently agreed as she struggled to lift herself back off the couch. She barely managed to roll halfway over before wincing and falling back. “Okay, I’m gonna have to rest a minute. ‘Less you wouldn’t mind carrying me?”

From the wide grin on her face, I couldn’t tell how much she was putting me on. I knew it was at least a little given Rainbow’s laziness knew no bounds when it came to anything not related to flying, but she did look pretty tired. And even if she was just trying to get me to carry her around, she weighs almost nothing so it wasn’t exactly the worst thing in the world.

“Alright, ya lazybones. Come here,” I said, carefully scooping her up in my arms so as to not stress her flight muscles.

“Aww, what a pal! Thanks, Will,” she said as we made our way to the bathroom. I threw back the shower curtain and gently sat her down inside. She looked almost comically small in it, seeing as how I’d had it custom-made larger to fit me.

“Alright, you gonna be fine on your own?” I asked. She assured me she would and I made to leave but a thought struck me. I turned back as she was fiddling with the knobs. “Do you mind if I ask you something real quick?”

“Sure.”

“Do ponies sometimes bathe together? Like, friends and family together? Is that a thing ponies do?” I asked. She cocked her head to the side in confusion.

“Yeah, it is. A lot of ponies do it. Hooves don’t reach the back too well, you know?” she asked, proving her point by trying to bend her legs backward. “Usually only close friends or family do it. I mean, it has to be somepony you feel cool with getting that close to. Why do you ask?”

“Oh, well…” I wasn’t sure if I should say anything about Scoots asking me to join her when I went over to her house or not. Even knowing it was something entirely platonic, I still couldn’t shake the weird feeling. But I decided to take the chance; Rainbow had always been pretty understanding about most things. “Scoots asked if I wanted to join her in the shower when I went over to watch her on her scooter. A human wouldn’t normally do that with a friend, so I was just wondering if it was one of those things that were different between us, you know?”

“Huh, I didn’t know she liked you that much. But yeah, it’s pretty normal. Hell, I would have asked you by now if I didn’t know how much you hate taking your clothes off.”

“Well, do you mind if I join you then?” I asked. She blinked in shock before laughing.

“Like you have to ask! You can help me with my wings. But are you sure you’re okay with that? You kinda have to be naked to take a bath.”

“Rainbow,” I said, giving her a deadpan stare. “I have ejaculated in your mouth. There’s no shame between us anymore.”

She snorted as I started undressing. Even as I pulled off my boxers and slid into the tub behind her she was still giggling. The water was blazing hot, though not quite enough to be uncomfortable and felt pretty good on my sore muscles as well. With working on a farm near every day, I should probably take better care of myself.

“It’s not that you’re wrong,” she said, trying to regain control of herself, “’cuz you’re right. You have done that. It’s that you actually said it out loud. You get along too well with Rarity to say something so ‘crass’ and ‘barbaric’ or whatever she’d call it. Can you imagine her face if you said that in front of her?”

“It’d probably be almost as bad as telling you there won’t be any more Daring Do books,” I quipped. She spun around as fast as her tired body would allow and fixed me with a murderous scowl.

“Don’t even joke about such things!” she growled, turning around and leaning back against me. Her wet feathers tickled my stomach as she got comfortable. “You know, I should go see her again. It’s been too long,” she mumbled, more to herself than me.

“Don’t tell me you actually know the author. I’ll buy you know the princesses and all the life or death adventures you went on, but you being friends with a world famous author? Come on, there’s only so much I can take!”

She hummed, sending small vibrations through my chest. “Okay, look. This is supposed to be a secret, but… yeah, I know A.K. Yearling. She lives in this little cabin out in the middle of nowhere so that she can write in peace. And the truth is, she actually is Daring Do. All her novels really happened!” She sounded completely serious, but I couldn’t help but be skeptical.

“You’re pulling my leg. You have to be! There’s no way those stories are actually real!”

Rainbow looked up at me with her big rose-colored eyes; they were shining with the same excitement with which she talked about anything cool or awesome. “They are! I met her once and even went on an adventure with her! You can ask any of the girls; we all went together! Hay, if it wasn’t for us, she wouldn’t have made it through alive.”

I pondered on that for a few minutes. It wouldn’t be that far removed from Rainbow to make some big claim for the sake of making herself sound cool or even to pull a prank, but she actually sounded sincere. Rainbow loves joking around, but she’s not great at selling a story that didn’t happen. She goes too over the top to be believable. For what it was, the fact that she was being relatively subdued left me pretty inclined to believe her.

“Like I said, you can’t tell anypony, okay? She lives off on her own specifically so ponies don’t bother her and I kinda promised I’d keep her secret. I trust you, though.”

“Alright, I promise. It’s not like I have anypony to tell, anyway. The only ponies I really talk to are you and Scoots. Speaking of, where is she? Is she not joining us tonight?”

“Oh, she had some homework or something to do with Apple Bloom and Sweetie Belle. They were going to go finish it and then she’d be over afterward. Now, mind helping me with my wings?”

I proceeded to wash her wings, thankful for her step by step instructions as I worked. Turns out you don’t have to do anything particularly special. You just have to scrub with the grain so that they don’t get bent or unnecessarily ruffled and then wash the soap out a little more thoroughly than normal so that no residue gets left behind. Usually she would use a special kind of soap that doesn’t leave behind anything, but regular soap is fine every now and then as long as you’re careful.

Once I’d finished rinsing, I decided on a whim to massage her wing joints. I knew they were a particularly sensitive spot as it was, and I figured it would feel pretty good for her while they were tired from her workout. She groaned in pleasure the second my thumbs touched her back. I worked my hands in small circles, digging deep without being too rough and soon felt her tense muscles begin to loosen. Her entire body began to relax against mine, making it more and more difficult to reach her back as I went. Eventually it got too much.

“Hold on,” I said. She shakily leaned up, curious as to what I was doing as I let my butt slide forward. I was nearly lying down in the tub by the time I stopped. I helped Rainbow spin herself around so that she was lying on top of me, stomach to stomach. “There, much better, huh?”

As I asked, I pressed my thumbs hard into her side, immediately under her wing. Whatever response she’d tried for died in a large, shuddering exhale before she fell apart into incoherent murmurs. While I worked her wings began to extend, slowly opening and stretching outward but never becoming fully upright. Probably because her muscles were too relaxed to hold them up that much.

When her pleased cooing began to die down, I instead began running my hands along the rest of her body. From her shoulders to her haunches and back up again. She shivered every time I grazed by her tail and whined every time I didn’t go underneath. I loved teasing her, from the little noises she made to how her body would twitch and shake each time I denied her what she so dearly wanted.

With the silken wetness of her coat pressing into me from above and her twitching tail thrashing between my legs, it wasn’t long before I was nearly as aroused as she was. My length was sandwiched between our bodies; the feeling of her taut stomach rubbing against it was nearly heaven. And despite how much I loved working her up into a lustful frenzy, my plan was backfiring and I was getting close to my limits as well.

“Oh, come on!” Rainbow grunted, lifting herself up from off of me. The loss of her fur against me was disappointing, but I couldn’t complain when it was replaced by the searing heat of her marehood coming to rest upon my length. She gyrated her hips, running her folds up and down me, sending bolts of pleasure up my spine. We both shivered simultaneously.

“We don’t have all day,” she said between gasps for air. “Scoots’ll be here soon. If we’re going to do this we need to get it done. And you are so not leaving me with stiff wings!”

She lifted her rump and began awkwardly trying to line herself up. Realizing it was a pretty strange position for her, I carefully sat back up, using a hand on her back to hold her up and the other to move my member into position for her. I shuddered as my tip brushed her dripping lips. She lunged forward, locking her lips with mine. Her tongue wasted no time in infiltrating my mouth, brushing against and dancing with mine, occasionally taking time to run along the points of my teeth.

We broke apart as she lowered herself down, taking me in inch by inch. She hissed as our hips met, her tail swirling about in the water between my legs. Occasionally the soft hairs would graze my inner thighs, both tickling and teasing me in an agonizing euphoria.

Pausing there to savor the connection of our bodies, we both took a breath. Then her lips found their way to my collar, alternating between quick pecks and small nips as she worked back towards my neck and jaw. Finally our lips reconnected and her hips began moving.

She started by lifting herself almost all the way back off me until only my head was still inside her. Then she let gravity take over and force her back down in an instant.

“Damn!” she gasped. Letting her shivers subside, she lifted up and did it again. The next time she didn’t wait and started building up a jerky rhythm. “Hey… can you do the thing… with your fingers?”

“You mean… this?” I asked playfully, reaching between our bodies and brushing my finger across her clit.

Her hips bucked against me out of rhythm and she let out a cry before biting down on my shoulder. The pain only served to fuel the overwhelming barrage of sensations coursing through me. My other hand was still on her back, and realizing it was missing out on pleasuring the mare on my lap, I dipped it lower.

I brushed the base of her tail, massaging it between my palm and my thumb. Meanwhile, my fingers wrapped around underneath, exploring her dock and the crevasse underneath. She moaned into my neck, though whether from that or the continued attention to her clit I couldn’t tell. She wasn’t telling me to stop, though, so I didn’t.

I did hesitate slightly when I went a bit too low and brushed her tailhole. I was struck with an idea, but I wasn’t sure if I should act on it or not. Rainbow and I hadn’t exactly done anything involving that before, but I couldn’t deny I was interested. I loved every part of Rainbow’s body, and I wanted nothing more than to explore it all.

Tentatively, I circled the outside of the small mound, barely tracing around its edges as though asking if it was okay. Her body tensed in my lap, but she said nothing. After a moment, she lifted her tail higher. Recognizing permission when I saw it, I wasn’t afraid to continue.

The tip of my finger came to rest right in the middle of her tailhole, pressing gently, testing the resistance. She didn’t give way easily, her hole tight and unrelenting. Struck by a sudden good idea, I fished around for the bar of soap that we’d almost completely forgotten about and found it down by my knees. With one corner, I smeared it around until I had a sufficient amount of suds.

Rainbow, for her part, was squirming and grunting with every touch. Her hips were still slowly pumping up and down, letting her take her time and enjoy the feeling.

“I-I’ve… never done that before. Go easy on me, okay?” she mumbled.

“I haven’t either,” I managed, tossing the soap aside and massaging her hole again. “Just really wanted to try it. ‘Specially with you.”

She laughed. “C-can’t blame ya. My tail is pretty awesome! One of the… best around!” I was impressed she was actually capable of bragging while half out of her mind with lust. She was definitely more composed that I was feeling at the moment.

Slowly so as to not hurt her, I slid my finger inside her. I had barely made it past the nail when she let out an audible moan. At the same moment, she slammed her hips down and squirmed side to side, sending bolts of pleasure up my body. I fought not to lose it right there. With the sudden movement, though, I lost track of what I was doing and ended up ramming my finger inside her up to the knuckle. Her ass squeezed around me so tight it almost felt like my finger was losing circulation.

“Ugh! Shit…” she said, letting out a long exhale. “I’m… I’m close! Just a little more…”

I redoubled my efforts, stroking and prodding every inch of her insides that I could reach while my other hand worked faster than ever against her little nub. Her breathing was coming in near-hyperventilating gasps and her hips were swinging wildly, having long lost her measured pace as the pressure built.

Finally, with one last massive slam, she drove herself home upon my length and froze. Her marehood gripped me like a vice, her walls undulating, trying to simultaneously draw me and milk me dry. She let out a moan that reverberated against the bathroom walls, sounding far louder than it probably was.

As she slowly wound down from her blissful high, I was amazed I had managed to hold out and not cum as well. She certainly hadn’t made it easy. And though I was aching for my own release, I waited patiently for her to recover, occupying myself with cleaning off her backside in the meantime. Eventually she managed to sit up and fix me with a tired, if satisfied, grin.

“Damn, I don’t think I’ll ever get tired of those fingers of yours! Dunno how much I liked the tail thing, but I guess it wasn’t so bad.”

“So you wouldn’t mind trying it again sometime?” I asked hopefully. “Maybe trying a few other things like that?”

“Maybe next time. It still feels kinda weird; I think I’ve had enough for one day,” she said.

“Well, alright,” I said. I couldn’t blame her if it wasn’t her favorite. “But would you mind helping me out? I kinda didn’t finish.”

“Aww, you poor guy,” she said, waggling her eyebrows. It amazed me how quickly she could recover her cocky personality after something like that. “Don’t you worry; I’ll take care of ya!”

She lifted herself off me on shaking legs and moved herself down to bring her face-to-head with my member. No sooner had she opened her mouth was there a knock on the door.

“Hey, are you two in there?” called a familiar voice.

“Oh shit, Scootaloo!” we both said.

“Uh… Yeah! Just a second, Squirt!” Rainbow called out. Then she turned to me, her voice dropping to a whisper. “What’re we gonna do?”

“We can’t let her in!” I whispered back.

“Do you want to be the one to tell her you’re okay bathing with me and not her? How is that going to make her feel?”

I hated that she had a point. “But I’m still not wearing anything!”

“Are you guys alive in there?” Scoots called out. “What’s going on? Can I come in?”

“Just one more sec!” Rainbow shouted. “Will, it’s just Scootaloo. Is it really that big of deal that you’re naked?”

“Yes! Not to mention, I still have an erection!”

Rainbow rolled her eyes. “Stallions get erections in the bath all the time! Hay, she’s probably seen her dad’s! It’s not going to kill her or you. But fine, whatever! You’re going to be the one to explain it to her, though.”

We both groaned in frustration with each other. How could I tell Scoots that I was okay with bathing with Rainbow but not with her? I’d have to tell her that Rainbow and I were sleeping together, but something in me desperately didn’t want to tell her that. And not just because Rainbow didn’t want to either. It wasn’t that I was ashamed of what we have together, as it’s quite the opposite. I was proud of my relationship with her, even if we weren’t a committed couple. I loved spending time with her and I didn’t care who knew it.

Except Scoots, for some reason. I suddenly felt like I was sneaking around as the thought struck me. It was absurd, of course, since Scoots and I were just friends. And I hadn’t even met her until after I started sleeping with Rainbow. But something in me just didn’t feel right about things, regardless.

I shook my head to clear the thoughts away. I didn’t have time to think about it. I needed to decide what to do.

Without telling Scoots about Rainbow and I, anything I told her about humans and the nudity taboo would seem hypocritical. And not explaining it at all would just make her feel like I didn’t like her and trust her as much as Rainbow, which wasn’t true. I couldn’t bring myself to hurt her feelings like that, but I couldn’t just let her see me naked, either. It didn’t really matter that she wouldn’t care, because I would care.

And so, stuck between a rock and a hard place, I needed to find a compromise. The idea that came to me was hardly a great one, but it was the best I could come up with.

“Alright, fine. But on one condition: you have to stay right where you are. No moving at all,” I told her. Where she was at between my legs, if she sat close enough to me then Scootaloo would have to sit on Rainbow’s other side if she wanted to join us. From there, she shouldn’t be able to see any of my lower body. And even if she didn’t want to join us, which I wasn’t expecting to happen, she wouldn’t be able to see anything over the edge of the tub. It wasn’t a perfect plan, but it’d do.

“Okay, I can do that,” she said. Her voice dropped, as did her eyes. When she spoke again, she didn’t sound as frantic as she had, instead taking on a more apologetic tone. “Look, I know you aren’t comfortable with this and I’m sorry. I just can’t have that conversation with her yet. She’s my little sister and I’m supposed to be setting a good example for her, you know? I promise I’ll make this up to you.”

“It’s alright, Rainbow. Don’t worry about it,” I said, trying to reassure her as much as myself.

“Okay, you can come in, Squirt!” Rainbow called out.

My heart was hammering as the door opened and Scoots’s head poked through. I clutched Rainbow a little tighter to me without meaning to, but if either she or Scoots noticed, they didn’t say anything. Actually, Scoots just looked a little concerned.

“You two sure you’re okay?” she asked.

“Yep, we’re just fine,” I said. It came out incredibly high-pitched, something Scoots seemed to notice as she quirked an eyebrow. I coughed to clear my throat before I continued. “So, you finished your homework?”

She looked for a moment like she would press the issue but thought better of it. “Yeah, it was just some chemistry stuff that we didn’t finish in class. Apple Bloom’s great at it though, so it didn’t take very long.”

“That’s great, Squirt!” Rainbow blurted out. “Hey, why don’t you head into the living room and we’ll be out in just a minute?”

“Oh, I was hoping I could rinse off while you already had some water run. It’s been kind of a long day,” she said. “Besides, I really need to wash my mane. Mind helping me out, Rainbow Dash?”

I guessed it was too much to ask that she would just leave without fuss. I bit back a sigh as Rainbow turned to look at me. Wordlessly giving her my permission with a nod, she looked back to Scoots.

“Sure thing, Squirt. Hop in.”

She trotted over and scrambled over the edge of the tub, placing herself on Rainbow’s other side like I thought she would. It didn’t stop me from trying to cover my lap with my hands, though. She paid little attention to me, however, and immediately proceeded to dunk herself under the water. When she came back up, her spikey mane was plastered down to her face and neck and she giggled as she brushed it out of her eyes.

Meanwhile, Rainbow grabbed a bottle of shampoo from a shelf on the wall and, after giving Scoots a thorough noogie-ing, started scrubbing a hoofful into her mane. As she sat the bottle aside, I picked it up and started doing the same for her. I needed something to distract me from how painfully unsatisfied I felt. I knew it was just poor luck that Scoots arrived when she did, but I couldn’t help but curse the fact Rainbow had gotten off and I hadn’t.

Okay, I needed something more.

“So, you have Apple Bloom help you with chemistry homework? Not your favorite subject, I take it?” I asked.

“Hay no! All those abbreviations and prefixes and compound naming conventions! It sucks. A.B.’s great at it, though. She’s been studying potions with Zecora for years now, so she’s picked a lot of stuff up. Me and Sweetie both have to ask her for help.”

“Heh, I never even took chemistry,” Rainbow said. She scrubbed extra hard on Scoots’s head, making her yelp and playfully fight her off. “I dropped out of Flight School before we got that far. So you’re already doing better than I did!”

That caught me by surprise. I’d known she’d dropped out of Flight School, but I figured it had been in her last year or something. I mean, she was the captain of the Ponyville weather team. It may be a small town, but being the boss is still a fairly prestigious position.

“How old were you when you dropped out?” I asked.

Rainbow went silent for a moment. She had a contemplative look on her face while she continued to work her hooves into Scoots’s head.

“Fifteen; as soon as you can legally drop out. I was young and headstrong and thought they were just holding me back. We spent so much time studying all this book stuff when I thought we could be flying, instead. So I left to go my own way. I thought the more time I had to fly, the sooner I’d join the Wonderbolts. Pretty dumb of me, but I didn’t know any better back then.”

“Wow…” Scoots said. “I can’t imagine dropping out like that. I mean, part of me has wanted to before, but I’ve never actually considered it. My dad would kill me if I did. How did your parents not freak?”

“Oh, they did,” Rainbow said, chuckling hollowly. “They were pissed! But they couldn’t technically force me to go back if I didn’t want to, not that they didn’t try. I swear, every time we talked for the next month turned into them trying to convince me to go back. I got so fed up with it that I moved out to Ponyville.”

“I thought you moved to Ponyville because Fluttershy lived here?” Scoots asked.

“Yeah, that was why I moved to Ponyville. I decided to move out because I couldn’t stand my parents nagging me every day. I know now they only did it because they were worried about my future but like I said, I was pretty selfish at the time. I only thought about what I wanted, and not about how my parents might just want what’s best for me.”

She pulled Scoots into a headlock, making her squeak in surprise, and gave her another noogie. When she was done, instead of pulling away she rested her chin on top of Scoots’s head and sighed wistfully. I forgot about washing her mane as she leaned away from me and rinsed my hands off in the water.

“Don’t be like me, okay, Squirt? Finish school and get your diploma at least. You’re too smart to spend your life being any less than the best you can be.”

Despite looking just as confused as I felt about Rainbow’s sudden bout of mushiness, Scoots just leaned into Rainbow’s embrace and nuzzled her neck.

“O-okay, Rainbow Dash. I will,” she mumbled back, hesitantly.

Slowly, Rainbow pulled away, leaving a trail of bubbly suds on her chin. She smiled warmly down at Scoots before clapping her on the back.

“Alright. Yeah, that’s good. Yeah.” She paused to glance around, like she was looking for inspiration. I was a little worried if there was something up with her. Rainbow always wore her emotions on her sleeve, but being so openly compassionate and, dare I say, nurturing was a first. Scoots seemed to agree, if the questioning look she gave her was anything to judge by.

Rainbow cleared her throat. “Alright, yeah. Anyway, one more things, Squirt. Close your eyes.” She barely gave Scoots time to think before she dunked her under the water.

Scoots came back up spluttering and gasping, her legs flailing around as she spat water out. Her mane was once again plastered over her face, dripping but not completely free of suds. She swiped a hoof across her face so she could see and, with a playful growl, lunged at Rainbow and tackled her into the water.

I backed up until I was against the wall as the two mares wrestled and splashed each other in the water. As they burned through that extra energy that all pegasi seem to have, I just sat back and watched. Normally a little playful wrestling with Rainbow would be a ton of fun, but I was still naked and I didn’t want to have that sort of wrestling with Scootaloo involved. Besides, it was fun in its own right just witnessing their joy in being together. It was clear how much they loved each other, and just being able to be present as they expressed that love was… almost touching. Maybe that’s a bit melodramatic, but it was how I felt regardless.

After a while they settled down, coming to rest side-by-side in the middle of the tub, each with a foreleg wrapped around the other’s shoulders. I realized with a start that Rainbow was no longer shielding my body from view and I placed my hands over my lap again before Scoots noticed. Luckily things had… calmed down south.

I told myself it was fine. Like Rainbow said, ponies are used to nudity. There was nothing inappropriate happening and everything was going to be alright. We were all adults simply sharing a bath together. Not what I was used to, but there was nothing wrong with that.

Yes. It was all fine.

Next to me, Scoots was out of breath and still chuckling as she said, “Alright, alright! You win, Rainbow Dash.”

“Of course I won,” Rainbow bragged. “I always win! Now somepony wash my tail, I’m ready to get out. My hooves are starting to wrinkle.”

“You could say please, you know,” I said. I was rewarded with a wet tail being whipped at my chest.

“Yeahyeahyeah, wash my tail, please,” she said.

Sighing, I grabbed the shampoo bottle again and set about it. Rainbow stood with her hindquarters hovering over my lap as I ran my fingers through her tail. She lifted it up to give me easier access, revealing her still-glistening marehood, though I did my best to ignore it. I had to guess I was going to be on a hair-trigger for a few days after missing out on getting off earlier, and I didn’t need to take any chances.

It didn’t help that Scoots asked Rainbow to wash her tail as well. Rainbow had to move to sit on my lap to free her forelegs up and, after Scoots turned and offered her tail, took it between her hooves. I was left with the sight of Scoots with her tail raised and nothing to cover what lied beneath it.

There’s a big difference between getting brief glances at something and then getting a completely unguarded view of it. When ponies walk around with their goods on display save for their tail usually hanging over it, you see your fair share of random strangers’ junk. Everypony. Mares, stallions, even the foals. It didn’t even matter if you tried to look or not because eventually you were going to see it anyway.

But to have it just be suddenly sitting there in front of me? Well, I was taken by surprise enough that I couldn’t stop myself from taking in the details. The first thing I noticed was that Scoots’s marehood was almost identical to Rainbow’s, the only pony’s that I’m particularly familiar with. That may sound obvious since genitals don’t vary a whole lot, but it was still the first thing that went through my mind. Also like Rainbow’s, her coat gave way somewhat to her skin, which was a slightly darker shade of orange.

The last thing I couldn’t help but notice was that she was wet. From the water in the tub, sure, but still…

I didn’t need that image. I didn’t want to be thinking about that for who-knows-how-long.

I felt like a creep as I tore my eyes away and tried to refocus on Rainbow’s tail. Not only was it just rude to Scoots, but it was betraying Rainbow’s trust as well. This was her little sister, and she was expecting me to treat her with respect, not ogle her like a piece of meat! Not to mention it was probably in very poor taste to turn bathing together into something so perverted, especially when it seemed like an entirely platonic pony custom.

Well, at least when it involved family. What Rainbow and I were doing before didn’t count.

Rainbow suddenly whipped her tail, making me jump. “Yo, Will. Mind actually washing my tail? I wasn’t joking about my hooves wrinkling.”

“Uh… right. Sorry, Rainbow,” I said, realizing I had slowed down to doing practically nothing in my musing.

Thankful for the interruption, I was able to mostly focus on the task at hand until I was done without taking any inappropriate glances where my eyes didn’t belong. Without getting distracted like I had, Rainbow had already finished and scrambled out to grab some towels from the cabinet under the sink. She even threw an extra one on the floor to mop up the water she spilled everywhere. She and Scoots helped dry each other off while I got myself. Last thing I needed right then was for either of them to try rubbing me down.

As Rainbow tossed their towels into the hamper, she turned to Scoots. “Hey, why don’t you go pick out a movie or something? After he gets dressed we’ll get something to eat.”

Scootaloo agreed and took off. I tied my towel around my waist as Rainbow and I went back to my room. As I dug clothes out of my dresser, she closed the door behind us.

“Hey, how’re you doing?” she asked.

“I’m fine,” I lied as I pulled my boxers on. I was perfectly okay with not talking about what just happened, but Rainbow didn’t seem to feel the same.

“Come on, I know that had to have been weird for you. I just wanted to make sure you were alright.”

I finished pulling on a pair of sweatpants and a t-shirt before answering. “No, it’s really okay,” I said, sitting on the edge of my bed with a sigh. She trotted over and reared up to rest her forelegs on my thigh. I scratched behind her ear and she hummed contentedly. “It was pretty weird, but it actually wasn’t as bad as I was expecting. I think it helps that it was Scoots. I don’t think I would have been as comfortable had it been anypony else. She’s my closest friend outside of you.”

She smiled sweetly, practically glowing even through her ruffled mane and matted coat. “I’m glad you two are getting along. It would have sucked if you didn’t like each other.” She stopped to nuzzle my chest. “And I am really sorry we got interrupted. I hate not returning the favor. I promise I’m going to make that up to you!”

I smiled and gave her a hug. “Don’t worry about it, Rainbow. It was just poor timing; you didn’t do it on purpose. But I will take you up on your offer, if you don’t mind.”

She laughed. “That’s cool. Just you wait, I’m gonna come up with the most radical, most amazing, most awesome-est idea ever!”

I couldn’t help but find her bravado infectious. “Well, don’t make it too awesome. I might not be able to one-up you next time!”

“Please, like you could ever one-up me anyway. You’re just not awesome enough.” Her expression softened. “But I guess you’re close enough.”

“Thanks, babe,” I said without thinking. I was worried if that was going a bit too far, but she just quirked an eyebrow and grimaced.

“Yeah, let’s not do pet names. Those’re lame. Anyway, we should probably be getting up front. Scoots is probably wondering what we’re up to.”

I was glad she didn’t seem to have taken it badly. I wasn’t even sure where it had come from. I’d never come close to calling her anything like that before. I mean, who would call their friends that? Even if that friend was a girl that you slept with. After all, it wasn’t like I wanted to be more than that or anything.

Did I…?

Oh, no. I’m stopping that train of thought right there. There is no way I like Rainbow Dash like that, I thought. She was my best friend and that was all. Nothing more.

Besides, even if I wanted more, she didn’t. So it didn’t matter anyway.

“Come on,” Rainbow said, sliding off of me and trotting for the door. “I promised Scoots food and I’m pretty hungry myself. What do you got?”

Together, we headed up for the kitchen where I caught a glimpse of Scoots in the living room looking over my movie collection. Most of them had been gifts or random buys for the sake of having anything to watch so I hadn’t gotten around to seeing a lot of them yet. Whatever she picked would likely be new to me.

Between the two of us, Rainbow and I were able to throw together a fairly simple supper of some leftover spinach casserole I’d tried making the night before and some apple juice since I was all out of cider. After quickly warming it up, we carried it all into the living room, where Scoots was reclining on the couch. She perked up as we entered.

“So, what’re we watching?” I asked as we divvied out the food.

Scoots excitedly held up a case showing an earth pony mare shrouded in shadow while hovering eerily a foot off the ground. “My favorite! Supernatural Activity!”

Rainbow’s wings drooped and she lost some pep in her step. “Oh. That’s… great. Love that one.” A little more sluggishly than she’d been moving before, she crawled up onto the couch next to her sister while I sat on the floor. It was surprisingly comfortable as I leaned back against the couch’s foot between them.

Contrary to Rainbow’s obvious reluctance, I love horror flicks and I hadn’t seen any pony ones yet, so I was pretty excited. Scoots wasted no time in turning it on as soon as we were all settled.

The plot was… well, it was nothing ground-breaking. A newlywed couple was moving into a new house and ghostly stuff started happening. Lights flickering on and off, doors closing on their own; pretty standard fare. The coolest moment was when the mare on the cover left the living room to answer the door only to find nopony there. But when she returned to the living room, she found all of her furniture gone. She stared in disbelief for a moment before, with a giant crash, everything that had been in the room fell from the ceiling. She let out a piercing scream at the same time that a yelp sounded behind me, nearly scaring the crap out of me, too.

I turned to find not Scoots, but Rainbow trembling and biting her hooves, her eyes as wide as saucers. When another scare happened on screen, she lunged forward and wrapped her hooves around my neck.

“Aww, scared of the ghosties, Rainbow?” I asked, reaching to scratch behind her ears. “Don’t worry, I’ll protect you!”

“Shut up, you!” she grumbled. The hostility in her tone was undermined greatly by how much her voice was shaking.

“No, wait,” Scoots cut in. “You love scary stories! Hay, some of your stories were so good they gave me nightmares when I was little! How can this stupid movie scare you?”

“Because it’s different when you can see it! The way stuff just moves with nopony touching it! It’s creepy, alright? That doesn’t make me a scaredy-cat or anything! I’m still one of the bravest, most adventurous ponies around!”

“Aww, don’t worry, Rainbow. Neither of us thinks any less of you, right Scoots?”

“No, of course not! Everypony has something that they’re scared of. Like Will said, we’ll protect you from all those spooky, scary ghosties!”

“Screw both of you!” Rainbow shouted, jumping up and retreating to the corner of the couch where she crossed her forelegs over her chest and pouted.

Scoots and I looked at each other and smiled but in the end we backed off and left Rainbow alone. Instead, we just turned our attention back to the movie. Before long, Rainbow’s grumpiness wore off and she rejoined us in the middle.

The rest of the movie went pretty smoothly barring a few more jumps from Rainbow that Scoots and I pretended not to notice and before we knew it the credits were rolling. After shutting the TV off and putting the movie away, I went to refill everyone’s glasses. While I was in the kitchen, I found myself craving something sweet, so I grabbed a bag of toffees that I’d picked up from a local confectionary. Yeah, Ponyville has its own local confectionary called Bon Bon’s Bon Bons.

What a mouthful.

But with the bag and glasses in tow, I returned to the living room. Seeing what I brought with me, both mares joined me on the floor and soon we were sharing in the sugary goodness. We went around in turns, opening candies and passing them to each other. Rainbow and Scoots made a bit of a game of it, tossing candies up in the air for the other to catch with her mouth. Rainbow was, of course, fantastic at it, but Scoots held her own fair enough. I found myself mostly preparing the candies for them, since fingers make opening wrappers far easier.

As the girls wound down, Rainbow came to rest on her back next to me with her head on my thigh while Scoots was on the opposite side with her head on my knee.

“So, did you guys like the movie?” Scoots asked, bouncing a toffee between her hooves on the floor.

“I loved it,” I said. I unwrapped another candy and offered it to Rainbow, who bit it in half. Shrugging, I ate the other half. “It’s my favorite kind of movie: cheesy horror. The goofier the better in my opinion.”

“Yeah, right?” Scoots beamed. “I loved how you could still see the glow of the unicorn’s magic in some of the effects! Oh! We should watch The Night Mare of Maple Street next! Have you seen it? It’s a classic!”

“Sounds good to me!” I said.

Rainbow groaned. “Can’t we go back to Daring Do?”

Taking pity on her, I reached over to scratch at her exposed belly. She sighed contentedly and squirmed until I got a particular spot on her side before relaxing back.

“Hey Rainbow Dash, can I ask you something?” Scoots suddenly asked. Rainbow stretched to look at her upside down across my lap and nodded. “Is everything… okay?”

Rainbow just looked confused. “Of course it is. Why wouldn’t it be? Wait, is this about the movie? I told you guys, I wasn’t that scared! I just thought it was creepy!”

“No, that’s not what I meant. I was talking about before. In the bath. You’ve never talked like that before; it wasn’t like you. I just wanted to make sure everything was okay.” Scoots’s voice was low and halting as she asked, and her ears were folded back against her head.

Rainbow jolted, turning away from her and staring fixatedly at the ceiling. She cleared her throat and when she spoke, her tone was terse. “I don’t know what you’re talking about. Everything’s fine.”

Scoots deflated and looked away. “Oh… okay.”

“No, I was wondering that, too,” I said, drawing both their attention. “Scoots is right. You were… unusually emotional for you. I was going to ask when we had a moment alone, but… Is everything alright?”

This time it was Rainbow’s ears that folded back, and she rolled further until she was facing away from me as well. Scoots’s look of concern likely mirrored my own.

“I said everything was fine, alright?” she barked.

I placed my hand on her shoulder just at the moment Scoots did the same with her hoof. Rainbow jerked, and for a second I thought she would shake us both off, but instead she just relaxed into our touch.

“I’ve just been kind of stressed, I guess,” she mumbled. It was so quiet I almost didn’t hear her.

“About what?” Scoots asked.

“It’s… it’s really nothing you need to worry about, Squirt,” Rainbow said, trying to sound cheerful again but instead just sounding tired. “It’s just stupid adult stuff, anyway. I’ll be fine.”

Scoots narrowed her eyes and scowled. It was the maddest I’d ever seen her, and for a second I thought she was going to start yelling. But then she instead just turned away from Rainbow with a huff and tucked her face under her wing. I recalled our conversation about how she felt when her dad or her friends’ sisters treated her like a little filly and my heart went out to her. I was sure Rainbow hadn’t intended to make her feel like that, but it had clearly upset her regardless.

“Rainbow,” I mumbled, nudging her back. She didn’t react at first, so I did it again, harder. Finally she rolled over to face me and I glanced pointedly at Scoots. “Will you please talk to us? We’re worried about you.”

She looked back and forth between us incredulously before shaking her head. “Look, it’s really not a big deal! I’m just a little nervous about the auditions next week. It’s just pre-game jitters, you know?”

“Then why not talk to us about it?!” Scoots asked, bolting back upright. “What, do you think I can’t understand ‘cuz I’m just a little filly?”

“That’s not it at all! I… just don’t want to talk about it!”

“But…!”

“Alright, come on, ladies,” I said, placing a hand each on their shoulder. “Let’s calm down and take a breath, alright?” I waited to see if either would argue, but neither did. “Okay. Now Scoots, if she doesn’t want to talk about it, forcing her isn’t going to help things. It’ll just make her feel like we’re ganging up on her.”

“But you felt better after we talked!” she said. Rainbow’s ears perked up. I hadn’t told her about my conversation with Scoots, nor had I any intention to anytime soon. Regardless, I pressed on.

“Be that as it may, we still shouldn’t pry. How would you feel if she kept pestering you over something you didn’t want to talk about?”

She rolled her eyes. “Oh, save it. I understand. If she doesn’t want to talk about it, then whatever.”

“Thanks,” Rainbow said, her voice softer than it had been.

“Hold on,” I said. “I also want you to remember, Rainbow: we’re only asking because we care about you and we just want to help.”

“Yeah, I know,” Rainbow mumbled, her ears folded as her gaze fell. Scoots leaned across to bridge the gap and nuzzled her cheek.

“It was pretty nice of you to be looking out for me, I guess,” she said, laughing quietly. “Even though I was already planning on doing what you said anyway. It was just kinda weird. We don’t normally talk about stuff like that. I wouldn’t mind if we did more often, though.”

“Yeah, I’m… not very good at the whole ‘talking about my feelings’ thing, am I?” She sighed and slowly crawled onto my lap. Surprised, I automatically placed a hand on her back to hold her up as she held out a leg to Scoots, who joined her in a tight hug. I couldn’t help but join them. Rainbow continued to hold onto her little sister as she spoke in a low voice.

“It really is just nerves about the auditions. Will, I’ve never told you, but this isn’t the first time I’ve tried out for the team. I’ve had a lot of chances, actually, and I was never good enough. Too young, too headstrong, not enough of a team player, yadda yadda.

“I’ve spent my whole life doing everything I could to train myself to be good enough to join the ‘Bolts. I dropped out of school, missing out on a huge chunk of my education, and for what? To never achieve what I set out to do. Hay, if I’d gotten my diploma, I could be working in Cloudsdale managing the weather across Equestria instead of just in some little country town.

“Don’t get me wrong, I’m damn proud of where my life’s gone. I’ve got a bunch of amazing friends, an awesome little sister” –she gave Scoots a loving nuzzle– “and a pretty good job for somepony who never finished school. Actually, a pretty good job for anypony, period.

“But when I think about where I might be if I’d done things differently?” She sighed. “I just don’t want you making the same mistakes I did, Squirt.”

She sniffed and rubbed her eyes. Her voice came out extra-scratchy when she claimed, “I’m not crying, by the way. I just have something in my eyes.”

“Y-yeah, well…” Scoots mumbled, her voice sounding pretty thick as well. “I’d be proud to end up like you, Rainbow Dash. You’re one of the coolest ponies I’ve ever known. You’re going to do awesome at the auditions. And even if you don’t get the spot, you’re still the best flier in Equestria, and it’s their loss if they can’t see it. I can’t think of anyone I’d rather be like.”

“I can,” I said. They both looked up, but neither let go of each other. I moved my hand from around Scoos and placed it on her head. “I’d rather you be like you. You’re pretty awesome, too.” She just beamed and wiped her eyes before nodding.

Rainbow gave a wet laugh and cleared her throat. When she finished, a look of relief had come over her, like a great weight had been lifted from her shoulders. And the smile on her face shone like the stars on a crystal clear summer night.

“Oh Celestia, that was too much. We’re getting way too sappy! Let’s turn it down a notch, huh?” She cleared her throat one more time while Scoots and I just laughed. “Hey, how ‘bout we put in another movie? Will, do you have that Night Mare whatever-whatever the Squirt was talking about?”

“I think so…” I said, looking to Scoots for confirmation, who nodded.

“Then let’s put it in!”

I clicked the power button on the remote and placed it on the coffee table, throwing the room into darkness as the TV turned off. During the movie, all three of us had migrated from the floor to the couch, where we all were cuddled up tightly to fit. I was lying along the back, squashed into place with Rainbow along my chest and Scoots along hers. Scoots was already out like a light and had been for the last twenty minutes at least while Rainbow gently stroked her mane.

“She’s a really good filly, you know?” she whispered.

“She’s a really good mare,” I corrected. “She’s growing up, you know.”

She sighed wistfully. “I know. I just forget sometimes.” I couldn’t think of anything to say to that, so I just stayed silent. “Thank you, by the way.”

“For what?” I asked.

“For listening. For using your crazy reverse psychology stuff to get me to talk.” She laughed quietly so as to not wake Scoots. “I know I’m really bad about talking about feelings and stuff. But I’m glad I did. I feel a lot better, now.”

“I’m not sure that exactly counted as reverse psychology, but I’m glad it helped, regardless. You don’t have to try to be perfect around us; you know that, right? You can tell us if you’re nervous or scared or anything. We aren’t going to think less of you.”

“I know, it’s just hard. Even with the girls I’m just not that kind of pony.” She turned to face me, though in the darkness I could barely make out the glint of moonlight against her eyes. “But you know that you can always come to me if you need it, right? Just because I don’t like to talk about my stuff doesn’t mean we can’t talk about yours, okay? So if you ever need to talk, you just let me know, alright?”

“Yeah, I know you’ve always got my back, Rainbow,” I said. I punctuated it by burying my face in her mane and kissing the top of her head. “Just try and remember I’ve got yours, too.”

I couldn’t see it in the darkness, but I could feel her smile. “I will. I promise.”

And there, in the quiet dark of my living room, cuddling on the couch with the two mares that mean more to me that anypony else in the world, she kissed me. It wasn’t hungry, it wasn’t lustful; it was just a simple pressing of her lips to mine. But in it there was a passion and caring that I’d never felt from her before.

When we broke apart, there were neither fireworks nor any breathless gasps as we tried to recover. Instead, we simply exchanged goodnights and allowed ourselves to be lulled to sleep by the rhythm of our hearts and the sounds of our tranquil breathing.

By the time I woke in the morning, I for some reason wasn’t surprised to find Rainbow and Scoots both exactly where they had been the night before. Scoots was still wrapped protectively in her sister’s forelegs, her own hindlegs kicking occasionally as she dreamed some faraway dream. And despite the stiffness in my shoulders from sleeping scrunched up on the couch all night and the rumbling in my stomach demanding breakfast, I realized I’d never felt so in place in all my life. Nothing had ever felt so right as it did to wake up next to Rainbow and Scoots, my two best friends.

No, that wasn’t enough. Whatever they were to me now, ‘best friend’ didn’t come close to describing how important they’d become over such a few short weeks. As I looked over them both, only one thing came to mind. Just three little words I whispered aloud before my brain had a chance to wrap around them and muddle it by over-thinking.

“I love you.”

Author's Note

Fun bit of trivia for this chapter: I went through about four different versions, each one ranging from about 2k-5k words before realizing it wasn't working and having to start over. The problem was I knew what I wanted to accomplish, but couldn't figure out a good way to make it there, so I came up with three or four different scenes that I'll probably never use before realizing I needed to just cut to the chase and get to what needed to happen.

In short, plan out where you're going to go before you start writing, kids. Not after. Save yourself the headache.