Twilight settled back down to nice, solid ground after her practice flight. She wasn't panting and sweating as much after practice these days. It was a nice change.
“Nice work,” Rainbow said, flitting down next to her. “A little more work on your loops, and we'll make a Wonderbolt out of you yet!”
She looked over at her 'official trainer' and raised an eyebrow. “Princesses can't be Wonderbolts.”
“Not with that attitude!”
Twilight just shook her head. The things that Rainbow went on about sometimes... Nopony could never guess what might come out of that little blue mare's mouth next. At least it couldn't get any worse, right?
“So...” Rainbow leaned in conspiratorially close. That was never a good sign. “Which one of your new vampony guards has the biggest wang?”
“Rainbow!” Twilight shoved her away with a thrust of her hoof.
“What?”
“How could you even say that?” Twilight berated herself a little on the inside. She should have known that Rainbow could always say something worse. “And ... and they're not vamponies! They're bat ponies. The vampony thing is just superstition and vicious rumor.”
“Oh?” Rainbow leaned in again. Again, it was probably a bad sign. She was getting really close this time. “And do you know about that other rumor I've heard?”
“I probably don't want to...”
“I heard they've got some really amazing long tongues!”
Twilight groaned. “Rainbow, you're unbelievable.”
Still leaning in, almost rubbing their cheeks together, Rainbow smiled in the least genuine way possible. “You did say you could introduce me to them...”
“You met all of them at Pinkie's 'Nighttime Bat-Welcoming Bash'.”
Rainbow just stared at her from under heavy brows. The point had been made.
“Oh for pony's sake!” Twilight stood up, shaking her hoof at Rainbow. “Don't you get enough action already?”
Rising up as well, Rainbow plastered a thoroughly unconvincing smirk over her face. “Heh heh, yeah! Yeah, I get more than anypony! I just ... uh ... want a break from my ten-stallion gangbangs, and I thought a night with your six and ... you would be relaxing. Heh.” Her smile stretched for an uncomfortably long time.
“Riiight.” After a moment of thought, though, Twilight smiled and decided to relent. She had sort of promised Rainbow a little fun when she'd first made the announcement, after all. And Rainbow did seem pretty pathetically in need of it. “Okay. But you'll have to wait until nightfall. They'll all be sleeping right now.”
“Sweet!” Rainbow did a loop in the air before shooting off in a flash.
What was she in such a hurry for? It was barely past eleven, so there was plenty of time to get ready for tonight. Whatever. Rainbow had never been the type to go slow in the first place.
* * *
Something banged on Twilight's window. She jumped up from her half-sleep, her heart hammering.
It banged again, just a knock this time. The silhouette of a hovering pegasus cut in front of the moonlight on the crystal windowpanes.
Before Twilight could disentangle herself from her bedsheets, the unlatched window opened. Rainbow Dash swooped in. Her mane was primped ... or at least combed, her feathers were preened, and her hooves were polished to a high shine.
It all came back to Twilight then, the half-forgotten conversation after flight practice...
One of her bat pony guards, Night Spear, rushed over. He closed the gaping window and placed his trademark spear between Rainbow and Twilight in one smooth motion. “Would you like us to deal with this intruder, Princess?” It was good to see that her training had improved their professionalism, at least.
“No.” Twilight shook her bedsheets off and roused herself fully. “Well, not in that sense, anyway. Summon the rest of my night guards.”
Night Spear saluted and rushed off, leaving Twilight alone with Rainbow Dash in her bedroom. For all her subtle mane primping and not-so-subtle hoof shining, Rainbow gave off an uncertain air – she kept glancing around, fidgeting her legs. She looked ready to bolt at any moment.
“It's going to be fine.”
Rainbow jumped when Twilight said it. “Oh, I uh... I know.”
Twilight smiled and shook her head a little. “Don't worry. The bat ponies are great, and it's going to be a lot of fun.”
“Yeah, fun. Uh-huh.”
It wouldn’t do for Rainbow to be having second thoughts about it, even if for some reason, Twilight got the impression that the bat ponies weren't what was bothering her. She needed a distraction, something to get Rainbow's mind off of it. “Oh, and about your question earlier... It's Glimmerlight.”
Rainbow stared at her. “Huh?” At least the nervousness was gone, even if confusion had taken its place.
“He's the biggest one.”
“Oh.” Rainbow glanced at her, but then quickly looked away again. “Which one is Glimmerlight?”
At that moment, the bedroom door burst open, and all six bat pony guards rushed in, forming a row from highest to lowest rank. Twilight pointed to the one on the far left. “That one's Glimmerlight.”
Glimmerlight nodded and gave a curt salute.
For some reason, Rainbow actually seemed to have relaxed once the bat ponies came in. If she saw them as a relief, then what was she being so nervous about? Still, it wouldn't do to force Rainbow into something she wasn't comfortable with. “Are you okay, Rainbow? We don't have to do this if you're—”
“No!” Rainbow surprised Twilight with her vehemence. “Let's do it!” Without a moment's hesitation, she darted toward Glimmerlight, spun around, and presented her raised tail to him.
Glimmerlight still stood at attention, but more stiffly now, still managing to show confusion and distress without having moved a muscle. “Princess,” he said, “permission to—?”
“Granted.” Really, Twilight impressed even herself with how well she'd adapted to the role of being in charge. “Starglide and Squeaks, help him with Rainbow Dash.” She headed for the other end of the line, more slowly and more assuredly than Rainbow had. “Spear, Midnight, Dusky – you three are mine.”
Her guards knew their stuff by now, and even if they hadn't ever been shared with another mare, they knew what to do. Midnight Fray was behind her in moments, already getting lined up with her entrance as her tail rose. Night Spear and Dusky Fluffentuft were stepping in front of her, side by side, when she stopped them.
“No, no. Sorry, boys, but I want to watch how Rainbow's doing. Lay down on the floor, Midnight.” As he lowered himself, Twilight followed him backward until she hovered right above his tip. “You two, you'll just have to use your tongues until Midnight's done.”
They obeyed in moments, gracing Twilight's nethers with their tongues, preparing her for... There it was. Midnight's warm tip touched her, slowly spreading the lips of her pussy open and slipping just barely inside.
Twilight gasped, lowering herself down on now-shaking legs. As her other two guards fought over the right to lick her winking clit, she was finally able to take a look and see how Rainbow was getting along.
Shockingly well, actually. Rainbow was sandwiched between Starglide and Squeaks, one in front of her and one behind. Glimmerlight stood on his hind legs nearby, filling Rainbow's mouth with his massive cock. It was hard to see Rainbow with so many bat ponies around her, but judging from the positions of them and the way they moved in tandem, both Starglide and Squeaks were inside her. Even more impressive than her skills at taking everything the guards had to offer, it seemed like Rainbow had already managed to orgasm at least once, judging from the sweat in her mane and the puddle on the floor. And yet, despite all of that, Rainbow still gave off the feeling of nervous tension, especially when she glanced in Twilight's direction around the curve of Glimmerlight's flank.
What could Rainbow still be nervous about after taking all that cock, after already getting off once? How could she even climax that quickly in the first place? Even for a mare who prided herself on being fast, that was fast. Twilight couldn't understand it ... but then Midnight bottomed out in her, and her clit rested a moment in the crease between his balls, and Twilight almost understood. She came so close to understanding, right then and there, but she was no Rainbow Dash.
Still, it was enough to make her gasp, which got Rainbow to glance in her direction again. Was that blush on Rainbow's cheeks just arousal, just her being stretched by the enormous shaft in her mouth ... or was it something more?
Before long, though, the tongues flicking at Twilight's clit and the warm cock deep inside her began to have their effects, making Twilight lose more and more interest in Rainbow. She rocked back and forth, never letting Midnight slip even a little bit outside her, but still enjoying the delicious motion, the unyielding firmness inside. Every rock forward brushed her most sensitive little bit across the pointy tips of Spear and Dusky's tongues. Her breaths came in shorter and shorter gasps, and soon she shuddered to a halt, slamming herself down on Midnight's cock as her juices flooded out around it. She was transfixed there, trembling from the other two guards' unabated tonguing, her eyes staring out straight forward.
And that's when her eyes met Rainbow's. Glimmerlight had just pulled his shining-wet cock out of her mouth, his tip flaring wide and blocking much of her face from view ... but her eyes met Twilight's. Neither mare could look away as Glimmerlight let loose, showering Rainbow with thick strands of gooey white. Still lost in her own orgasm, Twilight couldn't comprehend – but also couldn't deny – the connection she made with Rainbow. As her legs trembled and her inner flesh clenched around Midnight, almost in perfect timing with Glimmerlight's spurts, Twilight had the strangest sensation that she was the one enthusiastically painting Rainbow's face white, that she was the one writing This mare is mine! in dripping white letters.
And Rainbow knew it too. Just as the last few drops dribbled from the end of Glimmerlight's cock, just as Twilight's convulsions faded and let her breathe again, Rainbow came – she came explosively. She screamed, white droplets scattering from her lips as she did, and she squeezed Starglide to her chest hard enough to make the stallion's armor creak. Her thick, syrupy nectar sprayed from the gap between the two cocks inside her, landing in streams on the crystal floor. The whole time, Rainbow never once broke that precious eye contact with Twilight, not even when some of Glimmerlight's seed came dangerously close to dripping into her eye.
A moment later, both mares were gasping and pulling themselves off of their respective bat ponies. Their eyes met again. Rainbow blushed, but Twilight smiled. So that was what Rainbow was so worked up about. There was something – did Twilight dare call it a crush? – between the two of them, and this had finally brought it to the surface. But Rainbow looked away, back down at her own hooves. They were still impeccably well-polished, despite the various drippings they'd just been soiled with. Rarity's work, perhaps? Who else would Rainbow trust with touching her sensitive hooves? Did Rarity know what was happening tonight?
But the fact that Rainbow looked away – in shame? – meant that... Oh no. Rainbow still hadn't really come to terms with this ... thing they had between them, whatever it was.
Well, this was nothing Princess of Friendship Twilight Sparkle couldn't handle! This was just another kind of friendship problem, and ideas were already spinning in her head about how to solve it. “Private Night Spear, front and center,” she called out.
He was in front of her in no time, standing at full attention. His cock was painfully erect, and yet completely dry, save for a little pre-cum dribbling onto the tip. Only his tongue had seen action so far. That wouldn't do, not at all. “Spear,” she told him, “in recognition of your exemplary performance in responding to an intruder tonight, I'm going to give you something none of you have had yet, something we only now have the opportunity for: receiving oral sex from two mares at once.” There. Not only had she given a very plausible excuse to get closer to Rainbow without explicitly acknowledging what they had between them, she'd also found a way to incentivise discipline and improve morale among her guards. Just another day's work for the Princess of Friendship!
“We're going to do him ... together?” Rainbow asked.
Twilight nodded. “That's okay, isn't it?”
“A-are you thinking... You think I'm going to chicken out!”
“Rainbow Dash, the Rainbow Dash, chicken out?” Twilight smirked. “Never.”
“You'd better believe it!” Rainbow trotted over next to Twilight, almost touching, but not quite.
Twilight just grinned to herself as Night Spear heaved himself up onto his back legs, giving them easy access. She glanced at her other guards. “I'll expect the rest of you to take care of us while we're busy with Spear.”
“Of course, Princess,” five voices came back in unison.
Rainbow took Spear's cock in her already-slick lips without any hesitation, sinking down on it and leaving Twilight with only his base and his balls. Of course, that suited Twilight just fine. She slid her tongue up the cleft of his impressive sack, across his sheath, and up his dark-skinned length, stopping just shy of Rainbow's lips. Dusky reared up behind her and pressed himself into her pussy, while Midnight mounted Rainbow. Moving back down to Spear's balls, Twilight smiled to herself at the thought of Midnight's cock, still coated in her own juices and pressing those juices deep, deep inside Rainbow. Already, a little part of herself was inside her friend.
Twilight again moved up on Spear's shaft, this time not shying away from Rainbow's mouth. But every time the two mares' lips came close, Rainbow shied away, retreating further up on his cock and leaving Twilight with nothing but a little taste of Rainbow's drool on his warm flesh. Again and again, Rainbow wouldn't let Twilight make contact, until Rainbow had only his very tip in her mouth, and then until she was only kissing the very end of him. Rainbow and Twilight ended up facing each other with the throbbing tip of Spear's cock separating them.
It was frustrating, to say the least. Obviously, Rainbow wanted something to happen, but she was just too stubbornly proud to admit that she wanted something she didn't already have!
Night Spear, apparently oblivious to this drama, seemed to sense an opportunity in this position, though. He thrusted forward, sliding his cock between the two mares' lips and groaning very unprofessionally in his pleasure. Twilight could feel the ripples of his veins, the bump of his medial ring, as they passed back and forth over her sensitive lips.
And then it happened again. Twilight made eye contact with Rainbow. Their connection deepened across the warm, fleshy bridge between their faces. Twilight reached out, wrapped her hooves around the back of Rainbow's mane, and pulled her friend closer. It only put more pressure between their lips and Spear's cock, but it felt right. When Spear, in his excitement, pulled back a little too far, his tip popped out from between them, and both mares fell gently into each other's wet lips.
That's when Rainbow's tough facade finally broke. She wrapped her hooves around Twilight and began making out in earnest, taking the accidental contact of lips to a heated kiss full of needy tongues tasting each other for the first time. Twilight could taste a little bit of Glimmerlight's cum left on Rainbow, but also an electric thrill that could only come from the long-repressed desire of such an amazing mare.
Of course, Night Spear wasn't to be ignored for long. His tip soon pressed against the side of Twilight's mouth, pressing in until it forced itself between the two mares. But he must have enjoyed the show, because now he made sure to pull all the way back on every thrust, allowing Twilight and Rainbow another entrancing kiss before each new stroke.
He wasn't the only one enjoying the view, apparently. Midnight gave a throaty grunt from on top of Rainbow's back, and his back hunched as he pressed himself into her, filling her. The two stallions licking Rainbow's mound just barely managed to get clear before cum began welling up out of her. Twilight's lips met Rainbow's again, and Twilight could feel Rainbow's slight moan in response to the heat gushing into her.
Dusky's breath against Twilight's own neck was getting hotter and faster. She could feel his flare beginning to stretch her deep inside. He wouldn't last much longer, either. As Midnight pulled wetly out of Rainbow Dash, though, Twilight knew she couldn't keep that pleasure to herself. When Night Spear pushed his tip between the two mares' mouths again, Twilight pulled away just long enough to shout, “Not in me! In Rainbow! All of you, do me until you're almost ready, then finish inside Rainbow!” Then she was on Spear's cock again, still wrapping her hooves around Rainbow.
Dusky pulled out of her, his wide flare stretching her obscenely as it popped loose, and the moment Midnight was clear, Dusky shoved himself into Rainbow's sloppy pussy. He came almost immediately, emptying another stallion's worth of hot cum into her, earning Twilight another sweet moan from Rainbow as their lips met again.
Then it was Starglide's turn on top of Twilight, and he slid into her familiar pussy with all the enthusiasm of the very first time. Squeaks, though, must have been tending to himself as he licked Rainbow, because he apparently didn't need any more stimulation. He went straight to Rainbow Dash. As Dusky pulled out, even before the glob of sticky white could ooze out of her, Squeaks pressed himself forward. He began spurting even before he made contact, spraying his first pulse all over her ass and legs, but he managed to get inside her before letting loose the rest of his load. Not to worry, Twilight knew. Squeaks was always very prolific, and Rainbow wouldn't be left wanting.
One after another, each of her stallions reached his full and emptied themselves into Rainbow. Even Glimmerlight took another turn, giving Rainbow another taste of what was now getting dry and sticky on her face.
All of them took their turn ... except Night Spear. Perhaps his discipline wasn't as good as Twilight thought, because instead of following her instructions and giving it to Rainbow, when his flare grew too wide to slip between the mares' lips, he grabbed Twilight's head and shoved himself rudely into her mouth. Or ... at least he tried. The flare was too big, too wide, and Twilight's lips wouldn’t stretch all the way around it. It did force her mouth open, though, and Rainbow – with a devious glint in her eye – redoubled her work on Spear's shaft. Before Twilight could do anything about the situation, Spear climaxed. Thick, powerful streams of cum surged into Twilight's mouth, sliding against her tongue and splashing against the back of her throat.
She didn't swallow, though, not a drop. Being a quick-thinking mare, she already had a plan, so she let his thick, musky-tasting cream build up in her mouth, even when it puddled and sloshed, even when it filled her mouth completely and sprayed out around her lips, draping sticky lines across her cheeks.
Finally, when Spear had emptied himself of every drop, Twilight pulled away from him ... and turned her eyes on Rainbow Dash.
Rainbow took one look at her puffed-out cheeks and the look in her eyes, then went a little pale, her own eyes going wide. “Twilight, what are you—?”
Twilight pounced, knocking Rainbow to the ground, butting Glimmerlight away from Rainbow's rump even before he was completely finished. The last of Glimmerlight's cum sprayed out over both mares as they fell to the floor, laying drippy strands that stretched between the two of them, but Twilight paid it no mind. She had laid Rainbow out on her back and now loomed over her friend, their bodies pressed together. Rainbow's normally tight and trim belly felt oddly bigger and softer now ... that couldn't possibly be because of all she'd just been filled with, could it? But the important thing was that she had Rainbow right where she wanted her.
It was quickly dawning on Rainbow what Twilight meant to do, and though she cringed away at first, when she looked into Twilight's eyes and saw the desire there, she softened. Her eyelids drifted half-closed, her muzzle rose back upward, and she parted her lips just slightly, ready for another kiss.
And what a kiss Twilight gave her! As soon as their lips met, Twilight finally let Spear's cum flow. It poured onto and into Rainbow's mouth, coating her muzzle in one huge gush. Twilight didn't think of it as Spear's, though. She thought of it as her own – her own cum, her own way of marking Rainbow Dash, of laying her claim. And Rainbow accepted it, gulping it down greedily as the last of it glopped out into her mouth. She ignored the thick streams of it draining across her face and gave her full attention to their sloppy kiss, passionately stroking Twilight's cum-sticky tongue with her own.
When they separated, a thin milky strand connected their mouths for a moment before it broke and fell across Rainbow's face. Rainbow didn't react to it at all, looking up into Twilight's eyes. Something passed between them, something primal and fiercely joyous. An intimate knowledge of 'I am hers and she is mine' that didn't need to be spoken in any language other than the language of soft lips and warm, dripping bodily fluids.
They stayed like this for one brief, eternal moment – a silent conversation held in the tiny moment between panting breaths.
And then Rainbow smiled. That devious glint was in her eyes again. As Rainbow began scooching lower sliding against the floor, she kissed Twilight's neck, then her chest, then her belly.
Twilight looked up at her night guards. She gasped when Rainbow's trail of kisses met the sensitive softness of her teats, but she managed to bark out a quick command: “Dismissed!” She gave a shrill moan when Rainbow's cum-slick lips latched onto a hard nipple, and she yelped in pleasure when Rainbow moved lower still, finding her clit. By the time she finally recovered enough to look around again, her night guards were gone without a trace.
Well, without a trace other than a few little white puddles here and there.
Author's Note
This story was chosen by my 
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