Feels Like the First Time

by CarcinoGeneticist

Rating: mature
Tags: Slice of Life, Sex, Main 6, My Little Pony: Friendship is Magic, Romance
Length: 49414

A round-table storytelling session of the mane six's first times.

An off-hoof comment from Pinkie Pie one night leads to the revelation that Applejack, Rainbow Dash, Rarity, Twilight Sparkle, Fluttershy and Pinkie Pie have all had an experience with mating that nopony else knew about, and in the interest of furthering friendship, they decide to take turns sharing that special story of their First Time.

A collaboration with DragonShadow.

Now with a solo-venture sequel by Dragonshadow: In the Heat of the Night

Published 2012-06-19 13:54:01 UTC
Last updated 2012-07-12 19:56:17 UTC

Chapter 1: Applebuckin'

Chapter One: Applebuckin’

“Ah hate this place.”

Applejack kicked limply at the pillows atop her bed. All eight of them. Celestia above, how could any single pony need eight pillows? She was more than happy with one, thank-ya very much, and she sure as heck didn’t need it to be down-stuffed and wrapped in a silk pillowcase with lace on the rim.

Maybe she should just go home, she wondered half-heartedly as she looked around the guest room that had become hers over the last couple of weeks. She had come out here to Manehattan to find herself, to discover her special talent. Yet so far all she’d discovered were a bunch of snooty city ponies who wouldn’t so much as look at her unless it was to sneer at her. Her cousins and aunts and uncles were nice enough, but even they expected her to suppress everything unique about herself and act like that smart-alec unicorn back home--

“Excuse me?!”

“Just addin’ a little flavor, Rares!”

The point was, she was quickly losing all hope that she would ever find her special talent out here in high society with these arrogant city ponies…

“Applejack!” her Aunt Orange suddenly called from downstairs. “Dinner is in ten minutes! And put on your nice things, we have a guest tonight!”

“Guests? Great! Jus’ what Ah needed!” she exclaimed out loud in a huff as she turned to march over toward her closet. She hated wearing these snooty frou-frou dresses, but seeing as she was still technically a guest herself, it just didn’t seem right to refuse such a simple request, no matter how much it ruffled her fur.

She slipped into one of the nicer gowns her aunt had bought her and made her way downstairs after taking a moment to steady herself. She reached the living room at the same time there was a knock at the door, and her aunt and uncle swept through in a flurry of activity, with Aunt Orange ushering Applejack up toward the door with one strong hoof.

“Hurry, hurry!” her aunt exclaimed. “We need to be ready to greet them properly!”

Applejack heaved a sigh. It took her aunt and uncle another two minutes to get everything ready until Applejack and Aunt Orange stood in front of the door while her Uncle Orange stepped forward to open the door to two older ponies and, to Applejack's surprise, a younger colt no larger than herself.

He looked about as excited about all this as she felt.

“Welcome, welcome! It’s so lovely to have you over at last!” Aunt Orange bowed gracefully, a gesture Applejack mimicked with a grunt. “We’ve all been so excited for this dinner!”

Uncle Orange shook hooves with the other stallion. “Please, come in, come in!” he said cheerfully. “We’d like you to meet our darling little niece, Applejack, of the Ponyville Apples! Applejack dear, this is Sweet Potato, he’s the number one name in the potato business. And this is his lovely wife Rosemary, and their son, Chip!”

Applejack felt a groan of exasperation brewing in her gut; great, more filthy-rich suits to suck up to. But she held it down and put on a smile, forcing herself to speak in the refined accent her Aunt and Uncle encouraged.

“Hello, sirs and ma’am. So nice you meet you all,” she said through gritted teeth.

Her uncle smiled brightly in approval. “Applejack, why don’t you show Chip around the orange grove while dinner finishes up? The adults have a lot to discuss.”

“Of course, Uncle Orange,” Applejack bit out. “This way, Chip.”

Applejack could swear for a brief moment she saw the same wooden grin plastered onto his face that she wore herself, but she dismissed the thought a second later. He was a rich city pony just like everypony else here, she assured herself, and the thought was forgotten entirely when the two foals reached the orange grove behind her Aunt and Uncle’s home.

Applejack turned to glare over at him, to find him already glaring back with an annoyed expression on his face. Almost in the same instant the two young foals stuck their tongues out in disgust and blew raspberries in each other’s faces. Applejack blinked at the feeling of his slobber all over her face, and the sight of him covered in hers, seeing the same exact expression on him. The shock remained for only a couple of moments before the two foals broke down into fits of laughter, collapsing to the grass in their fancy-shmancy totally pointless clothing--

“Now you're doing it on purpose to annoy me!”

“Ahem, Ah’m tellin’ a story here Rarity!”

“Hehehe, yer not as bad as I thought ya’d be, Chip!” Applejack spoke as she finally began to calm down from her laughter, completely forgetting about the accent her aunt and uncle had taught her to use.

“Hyeah, you too. You’re not at all like the other fillies around here! I think their dresses are too tight, because they act soooo boring!” Chip stood up from the grass as well with a grin on his lips. “Actually though, I don’t think I’ve seen you around here before. Are you new?”

“Kinda, Ah’ve been here a couple’a weeks now, but Ah’m really from Ponyville,” Applejack replied with a soft blush on her cheeks. “How ‘bout y’all? Yer not like anypony else ‘round here either.”

“I grew up around here, wish I’d grown up in Ponyville though, if the fillies are like you. I really like the way you talk,” Chip told her with a smile.

“Ahehe… thank ya kindly…” Applejack blushed and grinned broadly. For a long moment she simply looked at him, absorbing his presence in a new, more open-minded light. He was quite a cute young Earth Pony colt, with a pale blonde coat and a dirty brown mane that he appeared to have tried to comb and control but was in fact rather unruly by nature. He didn’t have a cutie mark yet, but that was okay, neither did she, after all. His eyes, though, were what really grabbed Applejack’s attention, the same sort of brilliant green as her own. Yes, this was quite a boy she had on her hooves...

“Y’know, ah wouldn’t really hate hangin’ ‘round with ya, if ya wanted ta explore a bit or somethin’.” Applejack cleared her throat in a nonchalant, dismissive manner.

“Heh… I wouldn’t hate that either,” Chip replied with a ready smile.

“Great…!” Applejack cast her gaze out to the orange trees filling her aunt and uncle’s land. “So, uh… where ya wanna explore first?”

“Well, the adults said you should show me around the orange grove…” Chip offered.

“Alright… but how about we make it interestin’?” Applejack responded with a rebellious grin.

“Interesting how?”

“Race ya round the orchard and back! One two three GO!” Applejack announced, and took off like a bullet.

“Hey! No fair! You didn’t give me enough warning! Cheater!” Chip howled and took off after her, racing across the expansive orange orchard, ducking and weaving through the trunks of the tall trees. With a chuckle and a wild grin Applejack didn’t slow down, leaving the howling boy in her dust with ease. He was such a city pony, she thought to herself. She could never leave Big Macintosh behind that quickly, even her old friends at her old school in Ponyville could run faster.

Applejack rounded the last turn and gasped when she saw Chip already leaning against the trunk of a tree near the house with a cocky grin on his lips.

“Heey! Y’all cheated!” Applejack huffed as she approached, panting heavily from her run.

“Hey, you said around the orchard, you didn’t say how much of the orchard.” Chip grinned.

“Ah meant the whole thang!”

“Shoulda said so then! Besides, you cheated first.”

“Why you… Ah aughta buck you upside the head!”

“Haha, okay, okay, I’m sorry, don’t buck me in the head, please!” Chip laughed.

“Hmph, Ah could too! Ah’m real strong! Jus’ as strong as any colt!”

“Really.”

“Really! You wanna see how hard Ah can buck? Ah bet Ah could knock more oranges outta that tree in one kick than you could! Assumin’ ya don’t cheat this time!”

“Alright, you’re on!” Chip grinned. He pushed off the trunk of the tree he was leaning on, facing away and setting his hooves, and a second later pushed off the ground with both hind legs, rearing them both up into his belly before firing them out to connect with impressive force against the trunk of the orange tree. The tree shook mightily under the force of Chip’s kick, and a respectable number of oranges fell from their branches to litter the ground around them. From the look of it, almost half the oranges in that particular tree had fallen.

“Not bad, not bad,” Applejack said modestly, but full of confidence nonetheless. “Now let a pro show ya how ta buck!” She stepped toward the orchard again, her eyes searching for a good, ripe-looking…

“Ah-ah-ah!” Chip stopped her. “Don’t you remember? You bet me you could buck more oranges out of THIS tree!”

Applejack froze, and silently cursed herself. Dangit, he had her! He’d already bucked down all the loose ones, and nearly half the tree besides! She’d need to clear the whole dang tree to beat him! Well fine then... if she had to buck down the rest of the tree, she’d do just that!

Applejack approached the tree and glared up at the leaves before turning herself around to face away from it. She’d learned from the best applebucking colt in all of Equestria, and she’d gotten in enough practice to know how it was done. She just had to remember how to do it... rear up on her front legs, bring her back legs in, tuck as far underneath as she could...

A sudden sensation on her lips took her by surprise, making her kick more wild and harsher than she’d hoped. The buck was almost as quick as the kiss against her lips, slamming into the tree and bringing a small shower of oranges raining down around them. Her heart felt like it was fluttering in her chest as the rain of oranges came to an end, and the kiss ended immediately after.

“What…..in tarnation was that?!” Applejack sputtered, her cheeks blossoming with color.

Chip blushed just as strongly. “I, uh… I’m not sure, it just… seemed like a good idea at the time… I think you maybe overdid the bucking, by the way.”

Applejack snapped out of the surprised daze his kiss had left her in and looked at the tree. Sure enough she’d kicked too high and struck near a low-hanging branch, and the entire branch had snapped off and fallen, breaking a section of the white picket fence around the grove.

“You… y-you made me do it!” Applejack stammered.

“I’m sorry!” Chip said again. “I just, I was watching you getting all set to buck, and you looked so intense and determined and I thought… it was really cute, so…”

Applejack blushed harder still. “Ya think… ya think Ah’m cute?”

“W-what?! O-of-of course not!” Chip stammered helplessly and whirled away from her. “You shouldn’t have broken that fence! I-I’m gonna go tell on you!” With that Chip was off like a shot, dashing back towards the house.

“Hey! Ah told ya Ah didn’t break the fence! Whatever he says he’s lyin’!” Applejack raced after him, but couldn’t stop her cheeks from reddening even further. That was her first kiss, and then for him to turn around and stab her in the back like that mere seconds later? Ooohhhh that really steamed her up! He’d said he thought she was cute, she was sure she didn’t imagine that. What was he doing turning around and denying it?

“Ugh, boys...”

The chorus of “awwwwww’s” was absolutely deafening in Pinkie Pie’s bedroom in Sugarcube Corner; even Rainbow Dash couldn’t resist, though she quickly forced it into a gagging noise.

“That’s so adorable Applejack, I really envy you,” Fluttershy spoke in a soft voice. “I wish I’d known a colt like that when I was a little filly.”

“Yeah well, it didn’t really lead ta nothin’. We hung ‘round a lot fer the last few days Ah was in Manehattan, but then Ah came home ta Ponyville and we sorta lost touch after a while.” Applejack sighed wistfully. “Ah mighta stayed a bit longer ta be with ‘im if it weren’t fer the sign Rainbow Dash gave me.”

“Well, it’s better to have loved and lost than never to have loved at all, as they say,” Rarity said with a sagely nod. “Especially if that love involves a cute colt.”

“But I don’t understand, what does this amazing colt have to do with your first time mating?” Twilight asked curiously. “If you’re still comfortable talking about it…”

“Ain’t no big deal,” Applejack replied with a soft smile. “We kept in touch fer a while over the mail, but finally we both got so busy that the letters just stopped bein’ sent. Ah got so busy with the apple farm Ah didn’t even think ‘bout it until we got an order for some apples ta be delivered ta Manehattan. They wanted the best in Equestria, and ya don’t go nowhere else fer that. The deadline was too soon fer the usual delivery, so Ah decided ta take it down there mahself…”

It just had to be raining.

Applejack grunted in annoyance as she pulled her wagon full of apple barrels up to the address she’d been given, soaked to the bone and shivering under the pouring rain, but with every apple accounted for, and delivered early to boot. Let nopony ever say an Apple family member didn’t hold up her end of a bargain. Sure she’d had to keep up a brisk pace, but her alternative was leaving her precious apples sitting out in the open in the wilderness while she tried to get some sleep mid trip. Instead she’d made it just after sundown, and her customer would have that much longer to prepare her apples for… whatever city pony party they were throwing. Who was the buyer anyway, Applejack wondered to herself as she knocked on the front door. She hadn’t even thought to look at the name on the order.

“Hello? Got a delivery fer y’all! Four barrels o’ Sweet Apple Acres’ finest! Anypony home?” she called out.

She didn’t have to wait long; the door flung open a few seconds later, and framed in the doorway was the face of an oddly familiar colt…

“Applejack? Applejack, is that you?”

Applejack’s jaw dropped. “Chip?! You ordered mah apples?!”

“Y-yes, I did! Wouldn’t go anywhere else for an apple order!” The excited young colt – young stallion, Applejack reminded herself, and sweet Celestia had he ever become a stallion – held out a hoof and pulled her into a hug, not seeming to mind that she was dripping with rain water. “It’s so good to see you again!”

“Oh mah stars, Ah didn’t think Ah’d ever see you again!” Applejack hugged him back warmly with a broad grin. “It’s been years since our last letter…”

“Yeah, sadly…” Chip replied in a softer, sadder tone. “I’m so sorry Applejack, things just got so busy, and they only got busier when my parents asked me to take over.”

Applejack chuckled and looked down at his hip, where a big cutie mark of a potato was highly visible on his blonde flank. “Yeah, Ah know the feelin’ darlin’, don’t ya worry ‘bout it. Ah understand, an’ Ah’m sorry too.” Applejack pulled back, stumbling slightly as one of her legs trembled from the cold. “Gah! Consarnit, rain’s been getting’ ta me…”

“You should come in. I’m sorry to make you come out in this weather, if I’d known you were hoofing it all the way from Ponyville in weather like this I would have pushed back the deadline.” Chip pulled Applejack fully inside, closing the door behind her.

Applejack sniffled and looked back. “The apples’re still out there.”

“They’ll be fine, I’ll have some of my staff bring them in, you just worry about getting warmed up.” Chip nudged her shoulder with a gentle touch and pushed her into the living room while he turned to head toward the kitchen. Applejack obediently made her way into the living room, where a bright, gloriously warm fire was alight in the fireplace. The room itself was pretty cozy too, Applejack realized. She hadn’t seen such lush carpeting outside of the town hall in Ponyville.

“It’s good ta see yer doin’ well fer yerself,” Applejack called after Chip as she approached the carpet in the middle of the room on shivering hooves and let herself plop down. She hadn’t even realized how weak she was getting until she laid down.

“Well, we don’t have Sweet Apple Acres’ fame, but we do well for ourselves,” Chip replied as he came back with a platter of warm, slightly bubbly looking drinks.

“Better’n us, from the looks of it,” Applejack noted.

Chip knelt down beside her and offered one of the mugs, which Applejack gratefully took and drank deeply from. “Ah, well, this is really my parents’ money at work, not mine… I’m working on some ideas to make my own hoof-print on the business, you know?”

“Ah hear ya,” Applejack nodded her understanding, shivering just slightly still.

“Here, I brought you this too,” Chip said the moment he saw it, and passed over a large fluffy towel for her to dry off with. “Come here and sit closer to the fire, you look like you’re freezing… where were you planning on staying tonight?”

Applejack ran the towel through her mane and soaked up the worst of the moisture. “Oh, well, Ah just figured Ah’d find a room at the inn--”

“And go back out into that downpour?” Chip said, aghast. “Absolutely not, I insist that you stay here tonight.”

“Stay here?” Applejack echoed, already feeling a hot blush creep into her cheeks that had nothing to do with moving closer to the fire. “With you?”

“If that’s alright. I have plenty of room, after all, and, well… heh, not many ponies to share it with. You rushed my order out here in record time, the least I could offer in return is a square meal, a hot bath and a good night’s sleep.”

Suddenly Applejack felt her stomach rumble and the grime on her coat from the trip felt extra filthy. “Well… Ah sure would be grateful fer that, Chip, if yer offerin’…”

“I wouldn’t take no for an answer,” Chip told her with a smile.

Applejack lowered the towel and turned back to him with a grateful smile. “Hehe, thank ya kindly, Ah feel warmer already. Ah can help ya make dinner if ya like.”

“No way, you go get a warm bath and I’ll meet you out here with dinner,” Chip told her with a soft nuzzle that only made Applejack blush deeper. “Go on. The bathroom is down the hallway there.”

“Alright… thank ya again.” Applejack smiled and turned to head down the hallway, feeling her heart racing. Thoughts kept creeping into her mind that she tried again and again to squash, but didn’t succeed very well at it as she entered the bathroom and turned on the fancy Manehattan faucet to let the sturdy tub fill up with warm, steaming water. Applejack slipped over the side and into the water, letting it engulf her even as it continued to rise, washing away the bitter cold from the rain outside.

It wasn’t long before she began to warm up to normal levels, and she could smell something amazing floating into the bathroom from the kitchen. Wow, not only a kind, generous pony, but a great cook too. She just might be falling in love.

Wait, did she really just think that…?

Oh, ponyfeathers, she did. She actually liked this stallion.

Well crud, that just wouldn’t do. He lived all the way out here in Manehattan running his family’s potato business, and she had Sweet Apple Acres in Ponyville. There was no way they could make a relationship work, not any time soon. Not short of one of them leaving their family business, anyway, and that was about as likely as spontaneously sprouting wings and a horn. He was cute, sure… real cute, if Applejack was being honest with herself, but that was hardly enough to change her opinion.

Applejack sank under the water and let out a resigned sigh that turned into a stream of bubbles. Yes, this was the smart conclusion, Applejack admitted. She wasn’t going to fool herself into thinking a relationship with Chip was plausible.

Darn shame, though. He was a heck of a stud now that he was all grown up. The thoughts running through her brain as she imagined what he could do with that stallion physique of his were enough to leave her breathless and make her pop back above water to recover. Blushing hotly, Applejack scrubbed the rest of her coat clean and left the bath in a hurry before she could get too comfortable in her daydreaming.

The thick towel hung conveniently beside the bathroom door helped dry off her coat without wetting down the entire bathroom with a pony’s usual shakedown. It also helped Applejack clear her head somewhat as she reached back into the tub and pulled the stopper to let the water flow down through the drain to she-knew-not-where. It felt like Manehattan was a world away from Ponyville, there was just no hope for her and Chip like that. Any relationship was doomed to failure… for now, at least.

When Applejack felt like she was dry and calm enough to head back into the kitchen just past the living room she found Chip just setting out two large plates of steaming-hot food that made her mouth water even more the closer she got to them.

Chip flashed her a boyish smile when he noticed her enter the kitchen. “I hope you’re ready for this, it’s one of the few things I actually know how to make really well. I’m sure you’re more used to eating apples than potatoes, but...”

Applejack replied with a chuckle and a grin. “If it tastes half as good as it smells Ah think Ah’ll like it just fine.”

“Well then, bon-appetit… as my parents would say. Or stuff your face, as I prefer.” Chip and Applejack shared a boisterous laugh as they settled down on either side of the table and dug carefully into the still piping hot food. After she’d blown on it enough to not burn her mouth she found the taste was even beyond what she’d expected. It was like every bite only made her want to eat more instead of filling her up. So this was what made city-ponies a bit rounder than rodeo-ponies.

Not that Chip looked in any way “round.” He looked as fit as any other Earth Pony she knew. Fitter, if she was comparing him to Pinkie Pie…

“Good heavens, are you calling Pinkie fat?! Have some decorum, Applejack, you can’t call the birthday girl fat!”

“Ah’m just sayin’!”

“Everything alright, Applejack?”

Applejack shook her head sharply. “Y-yeah, everything’s jus’ fine.”

“You were, uh, heh… kinda staring at me,” Chip told her with a blush.

“Oh, uh… sorry ‘bout that, just, uh… rememberin’ old times,” Applejack said with a blush of her own. It wasn’t a lie, really. She had been thinking about one particular moment…

“Oh yeah? Do you remember that day with the broken fence…?”

Apparently, so had he.

“Remember? How could Ah forget?” Applejack gave him a wry grin. “Ya stole mah first kiss, ya big jerk…”

“Stole?” Chip laughed nervously. “Well, maybe it was a little spontaneous, but I didn’t hear you complaining about it too much…”

Applejack laughed and smiled more warmly. “Hah… naw, Ah reckon Ah didn’t really mind, y’all were the one makin’ a fuss ‘bout it.”

Chip shook his head with a chuckle and a grin. “That feels like a lifetime ago...”

Applejack nodded. “Sure does...”

Their smiles slowly faded as they both fell into silence, munching on the delightful dinner. That had been the day they’d met a little over twelve years ago, almost to the day. Boy howdy, had it really been so long? And yet spending time with him now felt no different than it had back then. Being here made her feel like a filly again, it made her remember how she’d felt… and reminded her that this could be the only meal they shared for another twelve years.

Glancing across the table, she could see the energy had been sucked out of him as well, as if he was reaching the same conclusion. It wasn’t right, Applejack thought. They obviously connected, they obviously liked each other... it shouldn’t end this way, not again, not so quickly, with hardly anything to show for it. Applejack had to do something... anything to make this chance meeting mean something more than just that.

With one final bite of her dinner Applejack pushed the plate away and stood from her seat, moving around the table to join him on his side. His eyes followed her on her journey, until she reached him and hooked a hoof around one of his, pulling him from his seat toward the living room.

“Is something wrong with the food?” Chip asked softly.

“Not at all…” Applejack assured him with a smile as she pulled him into the living room, towards the flickering orange glow of the fireplace. “Ah jus’ don’t wanna remember ya doin’ nothin’ but eatin’ dinner…”

“What do you want to remember me doing…?” Chip asked in a soft, but not at all nervous or angry voice.

“Do ya remember the last thing Ah said to ya when Ah was on mah way back home?” Applejack asked.

“Hah, yeah… you said you loved me,” Chip chuckled breathily. “That was so long ago…”

“Yet nothin’ changed…” Applejack told him in a gentle voice. “Ah like ya. A lot. Ah didn’ mind sayin’ so back then an’ Ah don’t mind now. But the thang is…”

“I know… we have completely different lives,” Chip finished for her, understanding where she was going. Or thinking he understood, anyway. “It wouldn’t work between us, even though we want it to…”

“Yeah…” Applejack agreed. “But…” She sat him down with her in front of the fire. “We’re here now… together. Ah wanna make the most of it…”

Chip’s eyes widened in amazement. “A-Applejack… you can’t be serious…”

Truth be told, Applejack wasn’t entirely sure it was the best idea. Her family wouldn’t approve, and she’d certainly never given herself to anypony before. But then, she’d never felt so strongly about anypony before, either. Denying how much she wanted him right now would be lying to herself.

Applejack hated lying.

“Ah’m serious, Chip…” she said, more softly. “If we can’t make a relationship work, then… Ah’d at least like ta have tonight… just one night. If that’s okay with you…”

“Just one night huh…?” Chip stared into her eyes as Applejack moved just slightly closer to him. Almost as if on reflex one of his forelegs circled her shoulders, pulling her chest solidly up against his own. Her hoof rose to stroke his shoulder with a soft touch, feeling the muscle contained underneath his well-maintained fur. He kept himself like a city-pony, but he definitely knew the value of hard work out in the fields. As he pulled her closer, his strength only became more obvious.

“I’d love nothing more… as long as there are no regrets…” he told her in a soft whisper.

Applejack leaned up against the side of his neck, nuzzling against his soft fur and running her lips over the base next to his shoulder in a series of soft kisses. She could feel him tremble slightly in response, his fur standing on end from his body in the beginnings of arousal. “Ah never say what Ah don’t mean, Chip… Ah won’t regret a thang if you won’t…”

She felt his strong hooves circle her torso then, his own cheek nuzzling sharply into the nape of her neck, sending electric currents of arousal racing through her body, her breath coming in just slightly deeper gasps. “How could I regret being with the filly of my dreams…?”

With a soft moan of approval Applejack slipped both forehooves around him, pulling his neck up against her own, feeling him nuzzling deep into her fur, his lips finding the flesh underneath to plant a series of gentle yet passionate kisses. Applejack bit her bottom lip as the gentle sensations moved through her, unfamiliar from anywhere except in her most uncontrollable dreams.

His front hooves slid their way tentatively down her sides, as if still a bit hesitant to push the envelope and reach for something more suggestive, so Applejack did the work for him. Her own forelegs dropped from his neck and quite firmly pushed his lower, until they were pressing against her cutie marks on either side. His surprise was apparent, but when Applejack let out a longing hiss of satisfaction, Chip rolled with it, circling his front hooves over her cutie marks until her hissing turned into an outright moan.

It wasn’t much longer before Applejack felt a sudden gentle pressure on her chest, and her breath caught in her throat for a moment because she was pretty sure she knew what it was. She chanced a glance down between their bodies and—yep, there he was alright. Unsheathed and hard as a rock. Applejack found herself staring for a bit, gulping and blushing like a little filly again. Sweet Celestia, it certainly matched the rest of him…

“Um… A-Applejack?” Chip stammered. “Y-you’re, um… s-staring again…”

“…Yeah, Ah know. It’s, uh… it’s a good thang.” Applejack leaned in with a smile and a soft blush to whisper into his ear. “Cuz Ah’m all wet too…” She lowered one hoof down his body, running it across the top of his erection. She was unfamiliar with how to please it, but the hiss that escaped his lips let her know she wasn’t doing a bad job of it. She cupped it between both forehooves as she felt his hooves continue stroking the sensitive flesh under her cutie marks, felt him begin to thrust as if by reflex against her hooves.

He moved slightly closer to her, his erection pushing more firmly up against her chest as he stroked even more firmly at her cutie mark on one side. His other hoof explored further down her body between her legs, pressing up against her slit, which was already slick with her juices. She never told a lie, after all.

“Aaughn…” Applejack grunted in surprise, but also deep satisfaction at feeling him exploring her. She sat back on her haunches and let her legs drift open a bit wider. He followed close by her side, stroking more firmly against her body and pushing up against her, which she welcomed with open hooves. She moves her forelegs up from his erection to his torso, pulling his chest up against her own to give him a deep, passionate kiss.

“Ah dunno about y’all, Chip…” Applejack whispered against his lips, “but Ah really want ya on toppa me…”

“Ah-heh, I’m, uh, kinda already on top of you…”

“No, Ah mean… Ah want ya on top of me…”

“O-oh…!”

Chip blushed once again, but he obediently leaned away from Applejack’s body and sat back on his own haunches, giving Applejack a particularly unobstructed look at everything he had to offer. It sent a shiver of excitement up her spine, and she had to physically restrain herself from literally licking her lips. Instead she rolled onto all fours, her tail just long enough to give him a quick and teasing flick across his muzzle… and then it tucked itself off to one side, her hips rose and her front half dipped to the floor. It was about as direct and blunt as it was possible for a mare to be. Then again Applejack had never been one for subtlety.

“Sweet Celestia…” she heard Chip whisper.

Applejack wiggled her hips a bit, just for good measure, and the throaty gasp that escaped his throat told her the gesture had done its job. “Well…? Whatcha waitin’ for, sugarcube…?”

It was barely a couple of seconds before she felt his chest press up against her back, rubbing her fur somewhat uncomfortably the wrong way as he slid into position, but somehow that only made her more excited to feel his weight press down on top of her back, which it did only a few more moments later. She reached back behind her head with one hoof, stroking the side of his neck as he leaned down to nuzzle her again, his hips pushing forward to meet hers.

Applejack bit her lip to hold back a piercing yell as she felt his erection push against her wet slit, opening her wider than she was sure she’d ever been before, wider than she ever thought she could be, and yet what pain she felt from the first penetration was quickly drowned out by the sensation of his lips nibbling on the side of her neck, his hooves wrapping around her chest and stroking her fur in a tender, comforting manner, as if he knew that he would be causing her pain.

She wrapped her hooves around his, holding them around her as she felt his hips make their first thrust, followed by the second, and a third yet. The sensations were indescribable, and Applejack was certain for a moment she was about to wake up in bed uncomfortably aroused and unfulfilled, but there was no such awakening tonight. Only the firm, but careful thrusting of the colt now very much perched on top of her, cradling her body even as he thrust against it.

“Oh mah stars… oh Goddess… oh gosh…” Applejack panted in pleasure and nuzzled at the side of his cheek, reaching her hoof around his neck to hold his head close to hers. “Oh Goddess, don’t ya… dare stop…”

She trembled underneath him, some part of her a little embarrassed at herself for being so… submissive, for enjoying being submissive, for wanting this stallion laying on top of her as he was laying into her. She was used to being in charge, in control, and now here she was with her face to the floor and her legs straining to hold up the bulk of a full-grown stallion’s weight while he had his way with her. She wasn’t sure if Chip realized it, but for Applejack it was an enormous show of trust in him to let him do this to her… and somehow that made it oh-so-much sweeter. Maybe it was a natural, vanilla, boring position to some ponies, but she was a simple pony with simple pleasures, and having a gorgeous stallion she truly cared about mounting her and rutting her into the floor was driving her wild.

“Applejack…” Chip whispered her name, sweet candy to her ears between his primal grunts of pleasure. His body was really thrusting hard now, the wet slapping of strong hips against drenched haunches growing more and more audible, and Applejack moaned ever louder in response. She could take it, she wanted it, she needed it.

The thrusts only came faster, and harder, and faster still, and yet it felt like they were never quite fast or hard enough. She could feel the muscles in his chest flexing against her back with every powerful thrust, and she could no longer hold back the loud groans and yelps that escaped a jaw limp in pleasure, resting on the floor even as she was taken so powerfully by this stallion she yearned for.

The sensations were simply too much; she almost felt like she was going to black out for a moment, her eyes shooting open and her lips letting out a trembling, guttural sound somewhere between a shriek and a moan. Still the sensations didn’t stop though. Part of her wished they would, and part of her wished they could last forever. If it wasn’t Chip who was on top of her, she might have freaked out… but she could never freak out with him there.

She felt his hooves press down on his back, scrambling against her fur to perch himself slightly more upright even as he gave a couple more powerful thrusts. Applejack gasped at the motions, and the sensations of his erection jerking deep inside of her, letting loose a torrent of seed with every motion. She groaned and tried to push herself deeper back against him, though she could barely move with his weight holding her against the floor. She could only wait as the seed washed inside of her, followed by more, and more, and more, searing hot and yet cooling the fiery heat in her loins until nothing remained on her face but an ecstatic, satisfied grin.

He didn’t move away from her when he finally, finally finished firing into her, and for that Applejack was grateful. She didn’t want that pressure inside her most intimate of places to leave, not just yet. Instead he merely laid down on top of her as her hips sank to the floor, and the two lovers simply basked in the warmth of both the fire and the afterglow of their frantic lovemaking.

“Chip… mah goddess that was amazin’…”

“You’re amazing, Applejack…” Chip replied, nuzzling her neck. “I wish… I could have you like this every day…”

“Heh… yeah… me too Chip…”

“…I guess tomorrow you’ll have to--”

“Chip… forget about tomorrow. Ah don’t wanna think about tomorrow right now. Just…” Applejack lifted her head up, knowing his was just beside hers, and captured his lips in a tender kiss.

“Just be here with me tonight… and make love to me…”

Chip kissed her right back with a boyish, yet tender smile. “I wouldn’t hate that at all...”

Every jaw in the room hung slack, and every cheek was pink.

“So… you did it again?” Rainbow managed to speak up first.

“Three times,” Applejack admitted with a proud blush. “It was jus’ magical…”

“Oh my, that’s, well it’s, I mean, that’s very--” Fluttershy stammered over three sentences at once.

“I think you broke Fluttershy,” Rainbow Dash snickered. “That was a hay of a story though, I can’t believe you told us all that! Aren’t you embarrassed?”

“Embarrassed?” Applejack shrugged. “Aw naw, Ah know y’all won’t make fun o’ me or nothin’, why would Ah be embarrassed around you?”

“Of course we won’t, and of course you shouldn’t be,” Twilight assured her with a smile. The other ponies all nodded in agreement. Fluttershy and Rarity both looked too flabbergasted to speak real words yet, but Pinkie Pie was grinning and bouncing in excitement.

“Oh my gosh that was so amazing Applejack! Hehehe! This is the best party ever! Okay, who’s next? We need more sexy stories!”

“Next…?” Twilight blushed and exchanged a glance with Rarity, both of them backing away a bit, while Fluttershy just looked like a demure ball of yellow fur huddled up on the floor.

“Oh whatever, if AJ can spill the beans on her first mating time, I can too!” Rainbow Dash hovered out into the middle of the circle of friends, nudging Applejack out of the way.

“Now just hold on a moment!” Rarity blocked Rainbow’s path. “Applejack, surely you aren’t going to leave us all hanging like that?!”

Applejack blinked at her, nonplussed. “Uhhh…?”

“Chip!” Rarity wailed. “What happened to Chip?! How could you let such a gorgeous and kind and… well-equipped stallion get away?!”

Applejack sighed a bit dreamily. “Oh, it ain’t so bad, Rarity… we keep in touch still, talked about another ‘personal delivery’ here and there… an’ who knows, maybe someday things’ll work out and we can really settle down t’gether…”

“There, they’ve got a long distance thing going on, you happy?” Rainbow glared at Rarity. “Can I tell my story now?”

“Jus’ try ta keep the braggin’ and showboatin’ to a minimum,” Applejack warned her with a smirk, and took a seat in the circle again.

“Yeah yeah, whatever,” Rainbow waived off the barb. “So anyway, my awesome story…”

“Yaaaay, Dashie! I can’t wait to hear the awesome sexy time you had with your special somepony! Ooh ooh ooh, was it Gilda? I bet it was Gilda!”

“Argh, no, Pinkie, jeez, why does everypony think that?!” Rainbow snapped.

“Well then who was it, dear? Anypony we know?” Rarity pressed.

“Er… yeah, you could say that…”

Chapter 2: Rainbow Connection

Chapter Two: Rainbow Connection

This was it. Cloudsdale Flight School, the Pegasus academy where the best flyers from all over Equestria trained. The Wonderbolts themselves came here to learn to fly. There was no other place to learn to be the best, and that was exactly what Rainbow Dash intended to do. It was here, in this city atop the clouds, that Rainbow Dash would go from being a filly who loved to race, to being the filly who won every race, who others looked up to and admired as a spotlight as glorious as her rainbow colored cutie mark.

“So this is it, huh?” Gilda scoffed a bit at the ponies milling about in front of the giant cloud school, where many young Pegasi flyers were zipping back and forth across the sky with admittedly impressive speeds. “Should’ve known, it’s all ponies here too.”

Rainbow Dash nudged her Griffon friend in the ribs. “Heh, hey, they accepted you, didn’t they? All that time in Summer Flight Camp was really worth it.”

“I don’t know if I’d say that,” Gilda responded with a shudder. “I’ll never get that chant out of my head…”

“Don’t be so down, this is the real deal!” Rainbow Dash flipped excitedly into the air, hovering in a lazy circle around her friend’s head. “No more flopping around the clouds like a fish out of water, no more babying! We’re going to learn to really fly here! I know you’re with me, right?!”

“Heh, whatever you say Dash,” Gilda replied with a soft, tolerant smile. “Come on, we should get registered and settled before nighttime.”

Rainbow nodded her agreement and let Gilda lead the way through the crowd. Her bigger, bulkier physique made it easy for her to part the crowd, allowing Dash to simply follow in her wake without effort. Her mind wandered into idle daydreams rather quickly, pictures of gold medals and blue ribbons and first place pedestals dancing in her head. This was going to be the best time of her life, Rainbow was sure of it. She’d be learning advanced tricks, facing the toughest competition, and maybe even catching the attention of the Wonderbolts themselves, all while hanging out as roommates with her number one best friend in the whole wide--

“Whaddaya mean there’s no more empty rooms?!”

Rainbow snapped out of her daze at Gilda’s sudden shriek of rage, narrowly avoiding walking face-first into her rump, and circled around to her front. “What’s going on, Gilda?”

“This punk is telling me they don’t have any more empty rooms!” Gilda snapped, more at the stoic Pegasus colt behind the registration desk than at Rainbow. “We signed up together! We’re supposed to be roommates, you little piece of--”

“Whoa whoa whoa, easy, Gilda, easy!” Rainbow interrupted before she could say something unpleasant, and glanced at the colt herself. “Seriously though, what’s the deal? We signed up to be roommates.”

“Sorry, but preferences you marked on your applications are not guaranteed to be filled, depending on availability,” the colt droned. “You got here late, rooms filled up.”

Rainbow groaned. “Oohhh, I knew we shouldn’t have stopped for hayfries!”

“Preferences not guaranteed to be filled? I’ll fill your preference you mother--”

Gilda was halted suddenly by Rainbow clapping a hoof over her beak, pinning it shut. “It’s not that big a deal, really. Just give us two rooms as close together as you got! You do have rooms beside each-other, right?” Rainbow looked at the stoic colt nervously.

“Sure we do,” The colt nodded without an ounce of emotion and reached behind him with his two wings, deftly plucking a pair of keys off of the wall behind him without even turning around and bringing them forward to the two girls. “Rooms 206 and 207 are both only half-filled.”

“Hmph! Barely good enough!” Gilda snapped up her key with an angry swipe, but Rainbow was a bit distracted.

“Hey, can you teach me to do that thing where you pick things up with your wings? That was so awesome…!” Rainbow’s eyes shined.

“Rainbow, stop being nice to the lame jerk!” Gilda commanded and whirled away from the colt.

“Have a pleasant evening, madam,” the colt replied.

“Lame-o!” Gilda shot back. With a chuckle and a shake of her head Rainbow turned to follow after her friend, again using her as a plough to get through the crowd. Gilda was Gilda, especially when one pissed her off, but she would calm down soon enough. She always did.

“Well, maybe we can convince one of them to switch…” Rainbow suggested optimistically.

“Fat chance,” Gilda grumbled. “I bet you they’re both unpacked. Or jerks. Or both.”

Rainbow snickered a bit. “Hah, yeah, with our luck…”

“Ah, whatever, I’d probably just get sick of you anyway,” Gilda offered with a smirk.

“Puh-leez, your snoring would get to me way before I got to you,” Rainbow shot back without hesitation, and the two friends shared a mirthful laugh.

Rainbow finally came to a stop as she and Gilda reached the dormitory building’s second floor and found the door marked “206.” Rainbow let out a sigh as she glanced between it and the nearby but distinctly separate room 207, and hoisted her stuffed saddlebags a bit higher up her back. “Well, here’s hoping we don’t get complete jerks for roommates…”

“Maybe you’ll get a hot colt roommate,” Gilda said with a wink.

“Puh, as if I’d have time for that…!” Rainbow scoffed, but not entirely without blushing.

“Uh-huh. Cute mare, then?”

“Shut up!”

“Riiiight,” Gilda snickered. “Well, I’ll see you bright and early in the morning, Dash. We got the same classes, after all.”

“Of course, wouldn’t have it any other way.”

Rainbow and Gilda bumped claw to hoof, then both slicked their hair down smoothly as they turned to their respective rooms. The two of them had been the best of friends ever since they met in Junior Speedsters Flight Camp years ago, before Rainbow Dash even had her cutie mark, and it was thoroughly disappointing to say the least that they wouldn’t get to room together here. But at least she knew nothing could come between them.

The door of Room 206 swayed open with ease, being made of cloud stuff. Rainbow Dash took a tentative step inside, where she saw a silvery-grey Pegasus pony standing on the other side of the room packing things into one of the dressers. It was a filly for sure, and as Gilda had predicted, almost all of her stuff was already packed away. Aw well, so much for that plan. Still, there was no reason to be rude; it’s not like it was this pony’s fault her and Gilda were late.

Rainbow walked up behind the pony with a smile. “Hey roomie, the name’s Rainbow Dash!” Rainbow introduced herself with a cocky grin.

The filly looked behind her, grinned a lopsided grin and--

“Oh! Oh! Is it your friend Water Lily!?”

“What? No! Pay attention Pinkie!”

The filly looked behind her, grinned a lopsided grin and opened her mouth to say--

“Scootaloo!”

“Double ewe! And no, she would’ve been in pre-school!”

The filly looked behind her, grinned a lopsided grin and opened her mouth to say, “Heya Rainbow Dash! My name’s--”

“Petunia! I call Petunia!”

“Consarnit Pinkie Pie! She ain’t even a Pegasus!”

“Oh yeah…”

“ANYWAY…”

The filly looked behind her, grinned a lopsided grin and opened her mouth to say, “Heya Rainbow Dash! My name’s Derpy! Derpy Hooves!”

“DERPY?!”

“Y’all knocked boots with Derpy?!”

“Look, do you guys wanna hear the bucking story or what?!”

“Uhh…” Rainbow’s grin faded a bit, and one of her eyebrows rose into her mane. “Derpy? What kind of name is that?”

“I don’t know, it’s just what everypony calls me!” the filly said with a carefree smile and a gaze that sincerely weirded Rainbow out; one eye was looking right at her, but the other seemed to be staring at the ceiling and about five feet to the left.

“Yyyeeaaaahh…” Rainbow slowly drawled. “Well, uh, nice to meet you… erm… Derpy.”

“Nice to meet you too, Rainbow Dash! Can I help you unpack?” Derpy offered. She then trotted forward with a toss of her messy blonde mane and clamped her teeth around Rainbow’s saddlebag without even waiting for an answer.

“Uh, no, that’s okay, I think I’ve got it,” Rainbow tried to ward her off, but the other filly was already pulling the bags open.

“Oh wow, is this a Wonderbolts snow globe?!” Derpy marveled with an excited grin.

Rainbow felt an unpleasant jolt in her stomach. “H-hey, be careful with that, it’s a collectors’ item…!”

“I had one of these too! They’re so pretty! I would play with it every day and watch the snow and--”

The globe suddenly slipped right through her hooves, smashing into the ground with a crash that sent a sharp pain racing through Rainbow’s stomach. “…And then that happened… oops… sorry Rainbow Dash…”

“That… was… my most prized possession… you…!” Rainbow Dash growled and fixed a sharp glare on the pony, which she looked like she was trying to return, but her pupils simply missed. “Just get away from me! I don’t want your help unpacking, I don’t even want to know any more about you! In fact you’re kind of freaking me out!” Rainbow snatched her bag away from the cross-eyes filly and marched over to the empty bed, putting as much space between them as possible.

When she looked over her shoulder she saw the filly looking sadly at the ground… with one eye, at least. The other seemed to be trained right on Rainbow Dash. The sight sent a shiver down her spine. Was she actually looking down in guilt or studying her like a bug in a jar? The fact that she couldn’t even tell made Rainbow honestly sick to her stomach.

“Look could you… maybe not look at me?” Rainbow asked in a cold voice.

“Oh, okay… sorry…” Derpy turned away from her and plopped down on her butt, her face buried against the corner of the room now. Great, Rainbow Dash thought to herself, now she was starting to feel guilty for being so hard on her. This was shaping up to be a stellar first day of flight school…

“Yyyyyep, that sounds about like somethin’ Derpy’d do,” Applejack nodded along as Rainbow took a pause.

“Oh, that poor girl, always so prone to accidents,” Rarity sighed. “You’d think she was cursed or something…”

“I didn’t know Derpy went to flight school with you, Rainbow…” Fluttershy spoke up. “You never mentioned her being there before.”

“Yeah, well, it was kind of a rocky relationship to start out, obviously,” Rainbow said.

“Come to think of it, you never really talked much about your time in flight school at all,” Twilight observed.

“Oh my gosh you’re right, Twilight! Wow, Dashie must have a lotta secrets from back then!” Pinkie exclaimed.

“It’s not like it’s a bunch of secrets,” Rainbow said with an eye-roll. “It was just a weird time in my life, and I’m not exactly proud of how it ended.”

The room grew ever so slightly more subdued at that, with everypony but Rainbow exchanging worried glances.

“…How did it end?” Rarity finally ventured.

“Hold your hooves, Rarity, I’m getting to that…” Rainbow muttered. “Anyway, things were really tense with Derpy for a while, but we started to move past it eventually… we even started getting to be pretty decent friends…”

“Derpy, don’t touch that.”

Rainbow smacked Derpy’s hoof away as she stretched out a roll of duct-tape to attach her signed painting of the Wonderbolts to the wall so securely a hurricane couldn’t pry it off.

“Ow! Sorry Rainbow Dash, I just really like your painting!” Derpy stood back with a lopsided smile to admire the picture now hung on the wall.

“Heh, you a big fan of the Wonderbolts?” Rainbow asked curiously as she laid her duct tape on the foot of the bed and sat back to join Derpy on the cloud.

“Am I!? I want to be a Wonderbolt someday!” Derpy smiled wistfully as her eyes grew just a little bit more unfocused than they usually were. “Fly high in the sky, where you can’t crash into anything, where nopony can laugh or talk about weird things.” Derpy sighed softly and closed her eyes, her wings spreading out from her back as if she was taking flight right there. “Just get lost in the clouds and be somepony important.”

Rainbow Dash gazed at the filly in surprise. They’d been roommates for a couple of weeks now, but Rainbow had never really sat down and talked to the filly. In fact she’d mostly avoided her, after the first fiasco, but--

Rainbow’s thought went unfinished as the door to her room flew open, showing a powerful Griffon standing on the other side. “Hey Dash, you ready to get some grub?”

“Sure!” Rainbow stood up quickly, but paused before turning away. “Hey, you know Derpy… you wanna hang out with us for a while? Get something to eat?”

Derpy whirled toward her and stared in genuine surprise. “What…?”

“What?!”

Rainbow glared at Gilda for a moment to chastise her outburst. “Hey, come on, she’s cool. She’s a Wonderbolts fan and stuff.”

“You… you really want me to hang out with you, Rainbow Dash?” Derpy asked, as if she couldn’t quite believe it.

“Yeah, sure, why not? We can get to know each other better!” Rainbow answered with a smile.

“Ugh, fine, but I’m picking the place,” Gilda snapped.

Rainbow felt her stomach lurch. “Eurgh, Gilda, you always want to go to the same place…”

“What’s wrong with the Griffon’s Goblet?!” she snarled back.

“All they serve is meat!” Rainbow gagged. “We can’t eat that stuff, how many times do I have to tell you that?”

“Fine, you two can go nibble on salads and rabbit food by yourselves, then!”

And with a huff of annoyance and a snap of her whip-like tail Gilda stormed from the doorway, leaving the two Pegasus fillies quite stunned.

“Um… s-sorry, Rainbow Dash, I didn’t mean to cause an argument with your girlfriend--”

“Derpy, first off, Gilda and I are not girlfriends,” Rainbow stopped her instantly.

“…Oh.”

“And second of all, don’t worry about it, Gilda kinda throws temper tantrums like that a lot. She’ll be fine in like an hour. Just enough time for us ponies to nibble on some rabbit food.” Rainbow let out a snicker, which Derpy quickly echoed.

“Well, okay, Rainbow Dash, if you’re sure…”

“Sure I’m sure, got no reason not to be.” Rainbow pulled the blonde filly off the floor and turned to head out, seeking their own kind of food.

It was their first night out on the town together, and Derpy Hooves was a surprisingly fun pony, even though a lot of the time she didn’t mean to be. The way she looked at things, as funny as they were, were kind of a breath of fresh air to Rainbow, who’d spent the last several weeks so focused on her flight training that she’d barely stopped to look around. It was nice to cut loose and be out in Cloudsdale on her own with Derpy, which was a lot like being alone, but more fun.

The weeks faded into months, and Rainbow’s excursions into Cloudsdale with Derpy were punctuated by the time she spent in hard training. The classes only got tougher, and frankly it was difficult to get up in the morning at times. Sometimes she didn’t even have the energy to bathe before bed, and awoke with sticky fur and a distinct wet dog smell. Eventually she became so busy she didn’t notice that Gilda seemed to be coming around less often… nor did she notice that she went to see Gilda less often herself.

That was until one day, as Rainbow Dash and Derpy returned from one particularly tough class they shared, stinking of sweat and laughing off the adrenaline that had been keeping them awake thus far. Their classes on Fridays were always the most intense, but at least they had the day off tomorrow to cut loose again. Perhaps she could even get Gilda to come along with them without throwing one of her usual tantrums…

“Hey, Dash. Derp-face.”

…Ooooorrr maybe not.

“Puh, you two reek. What’ve you been doing all day? Actually, strike that, I don’t really want to know. Although I thought you had higher standards than that, Dash.”

Rainbow turned her head to find Gilda joining their walk back to the dorm, giving them a smirk and a barbed stare. “Hardy har har, Gilda,” Rainbow shrugged it off. “We were just in class, sheesh.”

“Yeah, sure. Look Dash, we gotta talk.”

“Uhh… okay, so let’s talk.”

“I mean we need to talk. As in you and me and not her,” Gilda said.

“Well can it wait? As you so nicely pointed out, we kind of reek and there’s a couple of showers with our names on ‘em.”

“Another excuse, big surprise,” Gilda grunted, and spread her wings again. “Whatever, when you feel like remembering who your real friends are, I’ll be in my room. Ya know, the one that’s still right next to yours.”

Rainbow rolled her eyes in exasperation as Gilda took flight again and left the two Pegasi alone. “Jeez, what is with her lately…?”

“No idea,” Derpy said with a sigh. “I don’t think she likes me very much…”

“Ah, don’t let it get to you, she’s just gotta warm up to you, that’s all,” Rainbow assured her. “Speaking of warming up, how about that shower?”

“Hehe, a shower sounds amazing, I don’t like being all sweaty,” Derpy replied with a smile.

“I do, but only when I’m doing something worth it.” Rainbow winked as the two fillies floated past their shared room toward the showers down the hall. Not a lot of ponies around Equestria had showers; most continued to take baths. But Cloudsdale Flight School had managed to get a couple, and Dash had quickly fallen in love with them. It was like a bath and a massage all at once. It felt so good!

The two fillies headed into the small shower room, which was somewhat cramped, with just enough room for four ponies to stretch out their wings underneath the four open showerheads, and approached the two on the farther side of the room. When the water turned on Rainbow Dash couldn’t help but grin and stretch out her back, letting the water cascade down through her fur and feathers.

“Hehe, you look like a cat, Rainbow Dash,” Derpy told her with a soft giggle from under her own faucet, which was spraying water across her head, matting her mane down against her scalp and over her eyes.

“And you look like a really shaggy dog in the rain,” Rainbow shot back with a crooked grin.

The two fillies laughed together briefly, and then fell silent, just letting the warm water flow over them for a while. Nopony else bothered them; classes were out and it was Friday night, most ponies weren’t fond of hanging around in their dorms at this time of the week. They could sit there and bask in the warm water as long as they wanted…

“Hey Rainbow Dash?”

Rainbow couldn’t help but blush slightly every time Derpy said her name. Almost everypony she knew liked to shorten it, whether it was ‘Rainbow’ or ‘RD’ or even just ‘Dash,’ but Derpy always seemed to insist on calling her by her full name. She would’ve thought it’d bug her, having somepony always slow things down enough to say her full name, but it was kind of cute and endearing, the way Derpy did it…

“…Rainbow Dash?”

“Y-yeah, sorry!” Rainbow snapped out of her thoughts. “What’s up, Derpy?”

Derpy shuffled her hooves a bit nervously, taking a moment to tuck wet blonde mane back out of her eyes so they could look at Rainbow directly. One of them, anyway. “It doesn’t bother you the way Gilda makes fun of us, does it? Acting like we’re… you know…?”

Rainbow shook her head and scoffed at the very idea. “Of course not. She’s just being Gilda, and it’s not like there’s anything wrong with two fillies being together anyway.”

“Some ponies think there is…” Derpy reminded her.

“Well they don’t matter,” Rainbow Dash nodded firmly as if simply stating a fact.

Derpy’s eyes focused cleanly on her for the first time as the blonde filly gave her a soft smile. “Yeah, I think so too. I wouldn’t even mind being your girlfriend, you know?”

“Is that right…?” Rainbow asked curiously with a blush on her cheeks. It was such a blunt statement… was she really just that honest, or did she not know what she was saying? No, Rainbow concluded, she did know what she was saying. Derpy was a lot of things, including slow at times, but she wasn’t stupid, and she wasn’t a liar. In fact Rainbow couldn’t remember a time Derpy had lied.

“Well, I mean, it would be nice, and I’ve thought about it, but if you wouldn’t like it, that’s okay.” Derpy’s smile never wavered. “You’re an awesome friend too, the most awesome I’ve ever met!”

“Hah, well thanks Derpy, you’re pretty cool too,” Rainbow admitted. “Although I gotta say, I never really gave much thought to going out with a filly. Then again I guess I haven’t thought much about dating at all, so…”

Derpy gave her a look of honest, sincere curiosity. “Well, now that you’re thinking about it… do you think maybe you might… be attracted to fillies?”

It wasn’t the first time Rainbow had been asked that, but always before it had been in the form of Gilda’s teasing, snarky jabs they always traded with each other, nothing she had ever given any serious thought beyond coming up with an equally snide retort. Coming from Derpy though, in the form of an honest, sincere question, it was the first time Rainbow really thought about her answer.

“I… guess I’m not really sure,” Rainbow answered as honestly as she could. “But… for a good friend like you? I guess I’d be open to the idea.”

“R-really?!” Derpy lit up brighter than Rainbow had ever seen her, and she had to admit it was making her feel pretty warm inside herself.

“Yeah, really. I mean, I might as well give it a shot, right? See if I’m attracted to fillies at all…”

Somehow Rainbow knew she should have been prepared for the next question, but for whatever reason it still hit her like a chariot to the face.

“Well… are you attracted to me, Rainbow Dash…?”

Rainbow Dash could only stare for a couple of moments, then let her eyes wander down over her companion’s body, with her fur matted down over her sleek, only slightly gangly frame. She didn’t have a lot of meat on her, but she wasn’t too skinny either, and she had plenty of meat in the right places to have the curves a sexy filly should have. As she looked Rainbow felt her cheeks grow a bit hotter, but in the face of such sincerity, she found it impossible to lie.

“Yeah, I think I am,” Rainbow replied with a sincere smile.

“Good! I’m kind of attracted to you too,” Derpy confessed.

“You are? Since when?”

“Hehe… since you asked me to dinner…” Derpy replied with a soft blush. “It was just so nice and you’re just so cool…”

“Heh, I guess that makes sense. Hey, come over here…” Rainbow lifted one of her legs toward Derpy who cocked her head curiously and let her hair plop down over her eyes again so she could move toward Rainbow. She almost walked head-on into the wall beside her before Rainbow slung a hoof around her shoulders to stop her moving forward with a soft chuckle. “Whoa there cowgirl, don’t go hurting yourself anymore…” Rainbow smiled as she swept Derpy’s hair out of her eyes again with her free hoof, tucking it behind her ears to keep it out of the way.

“T-thanks, Rainbow Dash,” Derpy said, barely above a whisper now. “S-so, um… w-what happens now…?”

“Well…” Rainbow began, but found it hard to continue now that the other Pegasus was under her embrace. It was much closer proximity than Rainbow was used to being with another pony, let alone one she admitted to finding attractive, and it was starting to have a noticeable effect on her wings. Derpy seemed to be having similar thoughts, because her own wings were mirroring Rainbow’s, slowly rising unbidden from their place tucked in at her sides and unfurling little by little. It was a reaction not uncommon in Pegasi, Rainbow understood, but in this case it especially drew her attention. Because as Derpy’s wings sprang out to their full length, Rainbow looked at them, really looked at them for the first time, and felt her breath leave her lungs, because they were the most beautiful, majestic wings she’d ever seen in her life, stretching far broader and wider than Rainbow’s own wingspan without being too thick or bulky. They almost looked to be too big for her body – no wonder she was so prone to crashing, Rainbow realized – but it didn’t detract from the fact that, even soaking wet, they were absolutely gorgeous.

“W-wow, Derpy…” Rainbow heard herself whisper. “Your wings are… amazing…”

“I’m still trying to learn to fly with them… I’m not nearly as good as you, Rainbow Dash. I’ve watched you fly a lot, and you’re really incredible.”

“You’ll get there… I know you have it in you.” Rainbow’s hoof slowly slid down Derpy’s back to stroke the base of one wing, her hoof sliding up the meat of the wing, stroking up and down the powerful appendage. She could feel the wing shudder from her strokes, almost instantly snapping out to full extension over Rainbow’s head. Rainbow just looked up at them with an admiring gaze as her hoof stroked down Derpy’s back between her wings.

When she looked down at Derpy’s face again she saw a deep blush across the grey filly’s cheeks, and her breath was coming in slightly deeper gasps. The filly didn’t move away though, instead she pushed her side up against Rainbow’s embrace, which Rainbow gladly tightened, running one hoof up the side of Derpy’s neck to her cheek so she could pull her head around to look into her eyes, which were once again strangely focused in on her.

“Are you turned on?” Rainbow asked bluntly, feeling no need to beat around the bush or hide anything from the most sincere pony she’d ever met.

“Uh-huh… a lot…” Derpy replied in a breathy whisper.

Rainbow couldn’t help but grin with delight. “Good… so we’re on the same page, then.”

“W-we are…? Y-you mean, you’re… turned on, too?”

“I think my wings’re making that a bit obvious…” Rainbow admitted with a chuckle. The laugh ended almost instantly though, as Rainbow found herself leaning closer to Derpy’s face, felt her own hoof sliding further around the grey filly’s back, felt Derpy lift her hooves and drape them around Rainbow’s neck and shoulders, until they were holding each other nose to nose, assaulted with each other’s scents even as the shower water cascaded down over them.

“R-Rainbow Dash…” Derpy whispered through a gulp of nerves. “I-isn’t this a little fast…?”

“Hah… a little fast? Don’t you know me at all, Derpy?” Rainbow snickered, in barely above a whisper herself. “I’m all about fast… and I wanna see where this goes…”

Without further warning or preamble, Rainbow made her move, closing the distance and giving the other Pegasus a firm, powerful kiss. Derpy trembled in her hooves, whether in arousal or fear Rainbow wasn’t sure at first; but her uncertainty was gone moments later when she felt the blonde filly return the kiss with a power equal to her own. The water matting their fur down made sure that as they touched each other, their hooves traced the outlines of each other’s sensitive flesh, up and down their backs and flanks as their hooves began to explore one-another everywhere they could reach.

Curiously Rainbow Dash slid her legs up her partner’s flanks, pushing across her fur back towards her wings, where her hooves lightly pressed into the joints where the wing met her back. A gasp slipped out between their lips as Derpy shuddered, and her legs seemed to turn to jelly, dropping them both to the floor with Rainbow on top. Rainbow proceeded to push her hooves more firmly into her partner’s wing joints, pulling her head back slightly to watch Derpy squirm.

“Ohhhhh Rainbow Dash… I… didn’t know…the wing joints were so… so sensitive…” Derpy moaned through deep breaths, her whole body shaking with the sensations.

“Heh, I heard about it once…” Rainbow Dash told her with a grin. “Always wondered if it was true… guess now I know it is.” Rainbow continued to stroke Derpy’s wing joints as she leaned her head down, kissing and nibbling passionately at the bottom of Derpy’s neck just under her chin, which lifted with a passionate whimper to give her better access.

“Oh my gosh, Rainbow Dash…” Derpy cried out, almost too loudly.

“Shhh… not so loud, or somepony will hear…” Rainbow hissed back, but continued her trail of kisses anyway, down her neck and over her shoulder briefly before tracing further down to her chest. Rainbow gently pushed Derpy off her haunches, urging her to lay back, and her partner swiftly obeyed, leaving Rainbow poised over the other filly’s prone body and kissing down the inside of her chest.

“Ahh…! Rainbow… Dash…” Derpy gasped again, struggling to keep a lid on her volume this time. Her mane spread out haphazardly in every direction on the cloud floor underneath them, and all four of her legs mimicked the posture, splayed out wide and giving Rainbow unrestricted access to her underbelly.

Rainbow swiftly took advantage, her kisses growing more urgent and rapid the further down Derpy’s body they got. In a few seconds her lips were pecking her stomach. A few more ticks and there were strands of rainbow mane brushing the inner thighs of Derpy’s back legs. Another second or two and Rainbow’s lips found her partner’s nipples, paying them a little extra attention and making Derpy clamp her front hooves over her mouth to hold back her pleasured cry. And then Rainbow moved the last few inches down…

Derpy’s slit was already shimmering with moisture by the time Rainbow reached it, but only a little bit. Not nearly good enough, Rainbow thought with a wicked grin, before she plunged her snout forward, and pressed her lips against it. She let her tongue snake outward, slipping up and down her lips and pressing just half an inch inside of them in a slow, half-experimental, half-teasing motion.

Derpy’s cries were reduced to almost violently passionate whimpers in her desperation to remain quiet, her entire body shuddering. Rainbow Dash brought her hooves up to gently hold Derpy’s hind legs further apart, glancing up the grey-furred body as her tongue continued to explore. The blonde filly’s eyes were clamped shut and her lips were open in a passionate pant as her wings beat furiously on the ground, splashing the pooling water around them both.

Rainbow let her tongue slide off to one side or the other as her hooves stroked down her inner thighs. Some touches made Derpy quiver, others saw her relaxing. Naturally, Rainbow Dash went back to those motions that made Derpy quiver harder, which strangely enough included when Rainbow licked slowly along the outside of her slit, licking up each side of it like a lollipop. The blonde filly yelped with each lick, her hips bucking reflexively up against her tongue.

“Feels ssoooo good…” Derpy groaned breathily.

“Heh… that’s the idea, baby…” Rainbow grinned again.

“But… aren’t I… supposed to… make you feel good… too…?” she forced out between gasps.

Rainbow paused, and flushed excitedly. “Well, if you want to, I wouldn’t say no…”

Derpy nodded frantically. “Yes…! I-I want to… make you feel like this…”

“You got it, babe…”

Rainbow (reluctantly) withdrew her lips from the gooey flesh of Derpy’s slit and, with a moment of swift thinking, she crawled back on top of her partner, turned around and sat her haunches down over Derpy’s face, her rear legs knelt down to the floor on either side of her head. Rainbow felt a flush cross her cheeks, surprised at her own forwardness, but knew it must have been nothing compared to what Derpy was feeling, having a moist crotch abruptly shoved in her face. Rainbow wasn’t mincing words either, she was seriously wet by this point, and Derpy definitely knew it, if the throaty gasp from under her rump was any indication.

A second later Rainbow felt the first strokes of Derpy’s tongue against the outer lips of her slit, and was immediately in heaven. Her head rolled back and her own tongue lolled out like a dog for a few moments, feeling jolts and shudders of pleasure shooting through her at Derpy’s eager-to-please ministrations.

Her cheeks flushed in pleasure, Rainbow leaned slightly back against Derpy’s face, whose tongue and hooves were working away at her nether-regions with even more energy than she’d expected. She felt Derpy’s hooves circle her thighs, holding her down against her snout and stroking her cutie marks with her hooves, sending sparks of passion and pleasure racing through Rainbow’s body.

She was lost in the pleasure for several moments until she realized Derpy’s slit remained underneath her, her legs wide open, exposing herself openly to both Rainbow and the jets of water that were raining down on top of them. Feeling the passion racing through her, Rainbow Dash didn’t hesitate to dive down, pushing her hips tightly against Derpy’s snout even as she buried her own back between Derpy’s legs, this time wasting no time in prying her slit open with her hooves and pushing her tongue inside of her.

The response was immediate. A sharp yelp came from Rainbow’s rear, muffled only by her slit over Derpy’s lips, but Rainbow immediately felt her own slit being opened in response, and a strong, rough surface beginning to stroke inside of her. The sensations were overwhelming, but Rainbow fought through them, forcing herself to focus on thrusting her tongue deep into her partner, bobbing her head with each lick while her hooves stroked the outsides of Derpy’s slit.

Despite her rather significant head-start, Rainbow was still somewhat surprised that Derpy came first. The other filly was doing such an incredible job down there, mimicking all of Rainbow’s motions except pulling them off five times better and more focused than Rainbow herself could ever hope to be while she had a tongue being shoved up her crotch. It was enough to distract Rainbow quite badly from her task, and she had been positive that she was lagging behind.

But Rainbow must have been doing a better job than even she herself realized, because Derpy’s moans grew louder and louder, no matter how heavily Rainbow’s hips muffled her, and when Rainbow finally, finally flicked her tongue over the little nub at the top of Derpy’s slit, the poor filly had had enough. Her body spasmed violently underneath Rainbow, her wings conversely stopped beating and snapped rigidly still, and her hips bucked so intensely against Rainbow’s snout that she had to draw back for fear of having her nose broken.

Through it all, though, somehow Derpy still kept licking, kept stroking, kept shoving her snout deep into Rainbow’s own slit and plunging her tongue deeper still, and Rainbow knew she wasn’t going to be far behind. Even in the midst of orgasm the energetic Pegasus could keep pleasuring her like a champ, and Rainbow found it undeniably hot.

Rainbow couldn’t hold back a loud yelp of pleasure as her own body reached its climax, her wings flying straight up as her yelp heightened into an outright scream. She straightened her back, sitting up on top of Derpy as the sensations continued to race through her. Even the water still raining down on them from the shower heads couldn’t cool the heat she felt flowing through her. She’d never felt anything like it, and she wanted more.

More was exactly what she got though; a second orgasm rocked her body as Derpy refused to quit, her tongue searching her slit, sliding in deeper than anything had ever gone before. Rainbow could barely believe how hard the filly was trying… but she definitely did appreciate it. Rainbow wanted to return the favor, but didn’t have the presence of mind to do any more. She could barely think, let alone continue pleasuring Derpy as well.

In the midst of her third shrieking orgasm, Rainbow Dash finally threw herself off of Derpy to stop the torrent of feelings that threatened to completely overwhelm her, her body flying to the shower floor and splashing to a stop with her butt in the air, panting heavily. The cooling water slowly helped her calm down, though it was still several minutes before her panting subsided enough to think properly, let alone speak.

“Haahh… holy… holy Celestia…” Rainbow moaned. “Derpy, that was freaking amazing…! You’re like… a natural, or something…”

“H-heh-hehe… really?” Derpy echoed just as breathlessly. “I-I just tried to do what you did to me first…”

“Yeah, and you did all that and better… we are so gonna have to do that again…”

“Not in this dormitory you won’t.”

Rainbow’s blood ran cold at light-speed, and as she looked up toward the angry new voice, she found an older, uniformed mare staring down at them furiously.

“You two. Headmaster’s office. Now.”

Derpy gulped and shuddered. “Uh-oh…”

Rainbow groaned. “Busted…”

“Y’all got caught?!” Applejack exclaimed, and abruptly toppled over in a fit of mirthful giggles.

Rainbow’s cheeks flushed bright red. “Yeah, well… we weren’t exactly quiet…”

“Good heavens, in a public bathroom no less?!” Rarity chided her, looking thoroughly disgusted. “My word, how utterly… unclean…”

“It wasn’t a bathroom, silly, it was a shower!” Pinkie corrected her. “That’s like, the place for getting clean! Sounds to me like it was a bunch of good squeaky clean fun!”

“Oh dear,” Fluttershy whispered, her tone worried despite her own deep blush. “You didn’t get into too much trouble, did you…?”

“Are you kidding?” Rainbow replied with a sigh. “When we got to the headmaster’s office they told us we could be arrested for indecency in public.”

“As would be completely appropriate!” Rarity agreed. “Anypony could have walked in on you! What if somepony underage had come in?”

“Well I never said I thought it was a good idea...” Rainbow gave her a sour glance, then shook her head with a brief sigh. “But we managed to negotiate a deal, since nopony but the dorm leader saw us. They wouldn’t go to the guard…” Rainbow lowered her head. “If we voluntarily left Cloudsdale Flight School and never came back.”

“Well ain’t that jus’ a shame, wasn’t nothin’ worth all that nonsense, jus’ some fillies havin’ a good time,” Applejack scoffed. “Wasn’t like anypony saw nothin’.”

“That doesn’t mean it wasn’t a mistake…” Rainbow insisted. “I’m just sorry Derpy ended up paying for it too.”

“And what happened to you two as a… well, as a couple?” Twilight finally spoke up. “You certainly don’t seem to be dating now.”

Rainbow dodged Twilight’s eyes, and a rush of guilt ran over her face. “No, we… didn’t really stay together. I guess part of me blamed her for getting us caught, even though it was probably mostly my fault. Said some things I shouldn’t have. I mean, I was afraid my life was over, you know? Freaking kicked out of flight school, where the hay was I gonna go after that? So I sort of… I dunno, lashed out at her…”

“Oh, Rainbow, ya didn’t… that sweet li’l thang?” Applejack scolded.

“I know, I know, okay? I felt bad enough about it myself,” Rainbow admitted. “Anyway, we made up and stuff eventually, and we stayed friends, and I woulda liked to pick up where we left off, but… I don’t think she wants me like that anymore, not after the way I acted…”

“Which is completely understandable,” Rarity scoffed.

Rainbow Dash turned a heated glare on Rarity. “Hey, I’ve said I was wrong, you don’t have to keep hounding me about it!”

“Well I’m sorry, Rainbow Dash, but I find the whole thing rather disgusting in many ways. Certainly mating is a wonderfully enjoyable experience, but doing it in public like that is simply revolting!” Rarity insisted.

“Um, well she did say she was sorry…” Fluttershy reminded her.

“Yeah, I’ve done my best to make it up to her, we’re still friends, at least.” Rainbow glared at the unicorn. “If you’re going to sit there and be all high-and-mighty, why don’t you get out here and tell us your story?” Rainbow Dash turned to move out of the center of the circle of friends.

Rarity huffed despite her red cheeks and moved out into the center of the circle. “Fine then, I shall!”

“Alright, go Rarity!” Pinkie cheered. “Who was your special stud-muffin?!”

“Now now, Pinkie Pie, it’s hardly dramatic to spoil the surprise in advance, my story can speak for itself…” Rarity deflected the question, clearing her throat and glancing around at her friends. “Well then… I suppose it all began shortly after I arrived for my visit to Canterlot, and found myself mingling first-hoof with Equestria’s elite…”

Chapter 3: Consolation Prize

Chapter Three: Consolation Prize

“Fillies and gentlecolts, welcome to the Wonderbolts Derby! The competitors are taking their places at the starting line and the race will begin momentarily!”

Rarity felt the most pleasant of shivers run up her spine. She could hardly believe the rush she’d found herself caught up in. Mere hours ago she was scrambling to apologize for crashing into Fancy Pants, one of the most prestigious ponies in Canterlot, and now here she was among his chosen elite, preparing to enjoy a good race by the Wonderbolts from the comfort of a V.I.P. box. A V.I.P. box! Very Important Ponies indeed! If she played her cards right, this could be the first of many such engagements. Oh, it made her shiver all over again, imagining all the connections she could make…

But that was a matter to sort out later. Right now she had a race to enjoy. Normally she wasn’t much for Wonderbolts shows, and certainly not the fan Rainbow Dash was, but being here in the luxury box, seeing the crowd stretched out beneath her and the world-famous Wonderbolts themselves gearing up for the race, Rarity had to admit it was exhilarating.

“I'll be rooting for Rapidfire, of course. He's sure to take home the grand prize,” Fancy Pants announced to his guests, and a murmuring of agreements met his words.

Rarity however felt herself frown slightly, and without a thought as to what compelled her, she blurted out, “I don't think he has a chance against Fleet Foot.”

Everypony in the box but her gasped and whirled to give her a stunned look. Rarity felt her cheeks grow hot and tried to give a disarming grin, but thankfully the awkward moment was cut short by the blaring horns from outside the V.I.P. box. The race was starting!

Rarity raced to the viewing port with the rest of the elite ponies of Equestria just in time to see the line of racers in their positions. The referee’s whistle pierced the air and sent the Wonderbolts racing around the track in a blur of motion. Rarity’s heart pounded as the Pegasii circled again and again, several laps passing in seemingly the blink of an eye until one of the smaller ponies on the track whipped past the finishing line one last time.

“And it’s Fleet Foot by a nose!” the announcer shouted excitedly.

“Waahohohoooo!” Rarity yelped and bounced back and forth in her excitement, but quickly caught herself when she noticed Fancy Pants approaching with his entourage of well-dressed ponies behind him.

“Bravo, Rarity!” Fancy Pants exclaimed with a warm smile. “I say, how did you know Fleet Foot would be victorious?”

“My friend Rainbow Dash talks about her all the time,” Rarity proclaimed proudly. “She says what Fleet Foot lacks in size, she makes up for in speed.”

One of the other well-dressed mares moved up beside Fancy Pants curiously. “And who is this… ‘Rainbow Dash?’”

“Uh…” Rarity gulped down her next breath and froze for a moment, her mind casting about for the best fib it could come up with on short notice. She couldn’t admit to anything connecting her to Ponyville, not if she wanted to keep these elite ponies thinking that she was one of them. Make it good, Rarity, make it good!

“Why... she's... she's the... the Wonderbolts' trainer, of course!” Rarity finally sputtered out. Inwardly she grimaced, half-terrified that one of these fancy ponies might actually know the Wonderbolts’ trainer and immediately call her on it. Oh Celestia, that would be a downright disaster…!

“Wait a second, you told those snoots I was their TRAINER? And they BOUGHT it?! Sheesh, Canterlot ponies are idiots.”

“Ahem! I don’t recall interrupting YOUR story…!”

But to Rarity’s good fortune, everypony seemed to buy her story without question, including Fancy Pants. “Staying at Canterlot Castle, and she knows the Pegasus training the Wonderbolts. I told you all this was an important pony!” he almost bragged, and it was all Rarity could do not to wallow in it like an egotistical teenager as Fancy Pants led his entourage in a spirited cheer in her honor.

Instead she simply smiled as humbly as she could. “Thank you, Fancy Pants, but really, you give me far too much credit…”

“Nonsense, my dear, there’s not a bit of credit here that does not belong to you!” Fancy Pants assured her. “I was wondering, however, if perchance you’ve had the opportunity to meet the Wonderbolts, what with knowing their trainer and all?”

“Oh, well, I can’t say I’ve had that particular pleasure… they’re very busy ponies after all. Ahehe…” Rarity forced another smile.

“Well then, would you like to meet them? I have no doubt they would love to meet a pony such as yourself,” Fancy Pants suggested. The rest of the ponies seemed a bit stunned by the offer, but none dared question the word of Fancy Pants.

“M-meet them?” Rarity’s heart leapt. She still wasn’t a particularly huge Wonderbolts fanatic, but these were Equestria-famous Pegasi, and she had to admit to being a bit star-struck at the prospect of actually meeting them face-to-face. Even if it meant more time away from Twilight’s dress… well, there was still plenty of time for that! “Wh-why I would love nothing more! I’ve asked Rainbow Dash to introduce me countless times but they’re so busy!”

“Well I don’t think they’ll be busy right after a performance like that!” Fancy Pants chuckled delightfully. “Come!” He turned back toward the entrance of the V.I.P. box, addressing his other companions as he went. “Have a good day, and thank you all for coming.” The others murmured their agreement and approval, turning wide, wondering, almost admiring eyes on Rarity as she moved past them in pursuit of Fancy Pants. Yes, she could definitely get used to being given such looks.

A short time later Fancy Pants was leading Rarity down to the locker rooms of the Canterlot race track, and with a simple exchange of knowing nods Fancy Pants strolled right past the guard-pony stationed at the entrance, leaving Rarity pleasantly impressed. Trying her best to look as though she belonged there, Rarity too scurried by the guard-pony without incident.

“I simply must ask, Fancy Pants,” she spoke up as she caught back up with him, “however does a pony like yourself gain such exclusive access to the Wonderbolts?”

“Oh, it’s nothing special really, I just so happen to be the race sponsor,” Fancy Pants admitted. “I’ve made sure the team is well-accommodated for here in Canterlot, I daresay they’ll be delighted by a visit!”

“My goodness, the race sponsor? No wonder you had a luxury box!” Rarity marveled. She knew Fancy Pants was a prestigious and well-known pony, but that was still quite saying something. Oh yes, she was in very elite company now!

A chattering of voices caught her attention as they rounded a corner and entered the locker room, and although in function it was little more than a glorified washroom, the place looked like anything but. Carpeted floors, fine wood-furnished lockers as big as closets complete with individual nameplates, private shower stalls and baths the size of hot-tubs… it was a locker room fit for royalty, and Rarity could expect no less. After all, filling the locker room were none other than the Wonderbolts themselves…

A light, high-pitched laughter broke over the small crowd gathered, coming from one of the smaller bath-tubs near the entrance. A smaller mare with a bright silver mane was settling into a tub of bubbling water with a grin on her face. “I told you I had it this time!” She cackled in glee. “You getting too old to keep up, pops?”

“There’s more to this than speed, Fleet Foot,” a larger colt reminded the younger mare in a stern tone as he pulled off his Wonderbolts uniform. Rarity couldn’t help but widen her eyes as he stepped out of it; his fur was matted to his body by sweat, and the husky scent almost drove Rarity wild. “You’re progressing nicely, but don’t get ahead of yourself. You have a long way to go before you’re ready for center stage.” With a huff the colt turned to head over toward one of the shower stalls.

Fleet Foot cackled after him. “So is that a yes?”

“You won by a nose in little more than a sprint, Fleet Foot. Don’t let it go to your head.”

“Whatevs, grandpa. I’m just getting better, and you’re just getting older.”

Rapidfire bristled, visibly annoyed, but ultimately let the barb slide and strode swiftly away from the cocky young mare.

Fancy Pants chose that moment to cut in before the argument could rise back up. “I say, Rapidfire, over here!”

“Hm?” Rapidfire hesitated as he passed Fancy Pants and Rarity, noticing them for the first time. “Fancy Pants, always nice to have a visit after an exhibition. Who’s your friend here?”

“Ah, yes, of course! This is my esteemed colleague Rarity. She’s staying in Canterlot Castle, and is good friends with your personal trainer!” Fancy Pants beamed.

“W-well good friends may be a little strong…” Rarity coughed.

“Is that right?” Rapidfire studied Rarity with a searching look. “Which trainer would that be? We have a few, you know.”

Rarity’s brain scrambled for an answer, but even if there had been one, she found herself unable to focus on it as her eyes wandered over Rapidfire’s form. He was, for lack of a better word, a stud. His muscles weren’t the bulging brute strength of an Earth Pony like Big Macintosh, but they were sleek and well-toned for a healthy balance of speed and power; an athlete’s physique through and through. His fur was a deep, almost glowing yellow, darker than Fluttershy’s and yet somehow seeming brighter anyway. His mane was a burnt orange that faded into a warm red, quite suitable to his name. There was something familiar about the look, though Rarity couldn’t quite place it at the moment. He had to have been nearly twice Rarity’s age, although he still looked as though he could easily hold his own against a much younger pony. Quite a stallion, all in all…

Oh, right, she was supposed to be thinking of… something. What was it again?

Fancy Pants snapped her out of it with a chuckle of amusement. “Don’t mind her, the poor girl’s just been dying to meet you, and I suppose she’s a bit star-struck. I believe the trainer in question was a ‘Rainbow Dash?’”

Rarity gulped and forced a nervous smile as Rapidfire locked eyes with her, and Rarity knew she was caught now. Strangers in a luxury box might have bought the fib, but the Wonderbolts themselves wouldn’t be fooled for a second…

Rapidfire’s curious eyes fixed on hers for several moments before he flashed a broad, boyish smile. “Well then, any friend of Rainbow Dash’s is surely a friend of ours,” he assured her with a graceful nod.

“Uh…” Rarity just stood dumbfounded, unsure what to say. There was no way he’d bought it… was there a second Rainbow Dash who was really the Wonderbolts trainer? That was impossible… wasn’t it?

“Yes, she is quite the filly,” Fancy Pants smiled a moment longer before he caught sight of one of the others over Rapidfire’s shoulder. “Ah, Thunder Cracker! A magnificent show out there today!” Fancy Pants moved further into the locker room, leaving Rarity to mingle with the Wonderbolt who had her fixed with a steady, almost amused expression.

“I… uh…” Rarity blushed. What trouble had her lies wrought?

“Relax, Rarity,” Rapidfire assured her. “It’s perfectly fine.”

“Oh… r… really?” Rarity gasped in surprise. “You’re not upset?”

“Not at all.” Rapidfire shook his head with a chuckle. “I meant what I said. Any friend of Rainbow Dash is absolutely a friend of mine.”

If anything this surprised Rarity even more. “You know Rainbow Dash?”

“Of course I do. She saved my little sister’s life. I owe her big for that.”

Rarity scrambled to connect the dots. “Your little… oh! You mean Spitfire! She’s your little sister, is she? How lovely…! Yes, that was quite a day, Rainbow Dash saved my life as well…”

“Hah, yeah, I guess I am pretty awesome like that!”

“Yes, yes, and we’re all grateful for your actions, now please shush, I am monologuing!”

“Ahh, so you’re that Rarity!” Rapidfire grinned. “I thought you looked familiar… your wings were beautiful that day, before they got burnt off.”

Rarity flushed embarrassedly at the reminder. “Aheh, yes, well, I’m afraid I rather let it go to my head… lesson learned, I suppose.”

“It’s alright,” Rapidfire waived away her embarrassment with a charming smile. Hey, you know, if Fancy Pants over there hasn’t already invited you, he’s hosting an after-party for us and his little collection of rich suits. Would you… like to come?”

“After-party?” Rarity’s eyes widened and her mind raced. She hadn’t even begun work on Twilight Sparkle’s birthday dress, she was hoping to get back to her room and get started after the derby… but then again, who was to say this wasn’t a once in a lifetime opportunity? Not only a VIP box at the Wonderbolts Derby, but an after-party with all of the Wonderbolts themselves! She would have to be a total fool to say no to something like that.

“Of course I’ll come!” Rarity erupted into a broad grin. “Thank you so much!”

“Think nothing of it,” Rapidfire smiled. “It’s being held in Fancy Pants’ mansion a few blocks from here, you can’t miss it, really. The party starts at seven sharp.”

“I’ll be there! You have my word!” Rarity beamed in excitement.

“I’m counting on it.” Rapidfire gave her a sly wink and turned to make his way towards the shower stalls again, leaving Rarity with nothing to do but watch his muscles ripple under his fur as he walked. What muscles they were, too…

“Rarity!” Fancy Pants’ exclamation dragged Rarity out of her trance and over to him and one of the other Wonderbolts. “Come say hello to Thunder Cracker!”

“Oh! Of course, my apologies!” Rarity blushed and moved to trot over. Honestly though her mind was already fast-forwarding to that evening. This day had been flying by so quickly, and here she found herself attending her first high-society event since the Grand Galloping Gala. As long as it didn’t turn out quite so dreadful.

Oh goodness, she thought to herself. What could she possibly wear to something like this…?

“Gosh, Rarity, I had no idea you were making so many connections with such a short time in Canterlot,” Twilight marveled.

“Yeah, sheesh, Rarity, when were you going to tell me that you got to hang out with the Wonderbolts?” Rainbow added with a look of mock hurt. “It’s not like I’m their biggest fan or anything.”

“Well, Rainbow Dash, to be perfectly honest, I didn’t want to make you jealous, and I was quite certain you would be,” Rarity calmly answered. “I was attempting to be considerate of your feelings.”

“Pfft, come on, I’m not that petty, I got to hang out with Wonderbolts a couple of times too,” Rainbow scoffed with a dismissal hoof-wave. “Anyway, hurry up and get to the part where you and Fancy Pants go and roll in the hay.”

Rarity shuddered as though insulted. “Ex-cuse me?! For your information, Rainbow Dash, Fancy Pants and Fleur De Lis are a happily-married stallion and mare! How dare you insinuate I would play the role of a… mistress!”

“Ya sure are talkin’ about him a lot fer not bein’ yer squeeze…” Applejack snickered.

“I was merely setting the stage!”

“Well then who was it?” Rainbow Dash pressed.

Rarity cleared her throat, taking the time to choose her words carefully. “…As I said, Rainbow, I didn’t want you to become… jealous…”

The lights, the outfits, the glamour. It was all more than Rarity could take in; it was like a miniature Grand Galloping Gala here at Fancy Pants’ private mansion. There was even a bouncer at the door in a marvelously silky red tie checking off names on a list as ponies passed. It was everything Rarity had dreamed Canterlot would be. Best of all she knew that on that list was her name, where so many other ponies only wished they could be.

With a swish of her tail Rarity adjusted the tiara on top of her head as she approached the bouncer, and was quickly allowed inside the lavishly decorated interior of the mansion. The soft haunting strings of Octavia and her classical band rang throughout the party as ponies of all kinds mingled in every corner of the room, some laughing, some whispering, but all the best, brightest, and most sophisticated Canterlot had to offer.

“Ah! Rarity! So glad you could join us!” Fancy Pants trotted up to her at a brisk, but dignified pace as his wife Fleur paced up beside him with a gentle smile. “I know this is nothing compared to Canterlot Castle, but this is my humble home.”

“Oh no, it’s absolutely wondrous! Thank you again for allowing me to come!” Rarity told him with a wide smile as she turned to look out over the crowd with her two hosts. “This is one of the most extravagant parties I’ve ever seen.”

“You’re far too kind, my dear,” Fancy Pants beamed a bit in pride.

“Why don’t you go mingle?” Fleur suggested in her tantalizing voice. “I bet any of these ponies would love to meet you.”

“And I them, thank you! If you’ll pardon me.” Rarity nodded in deep gratitude and turned to trot into the crowd. It didn’t take her long to spot the Wonderbolts gathered on the far side of the room around the refreshment table. She couldn’t blame them, she supposed, it hadn’t been all that long since the Wonderbolts Derby. The refreshments didn’t interest her, though. She was interested in the pony who had invited her here.

She saw him before he saw her. He was just as handsome in formal attire as he was wearing (or stripping out of) his uniform, Rarity observed with no small amount of foalish glee; Rapidfire was a looker, alright. At the moment he was chuckling over a joke the sky-blue stallion with a navy mane had made. Soarin’, if Rarity recalled his name correctly. Between the two colts was clearly Spitfire, the captain of the team, Soarin’s wing-mare, and Rapidfire’s younger sister. They were, for lack of a better word, spitting images of one another. Excepting for gender, of course.

Rapidfire glanced up just as Rarity reached the table, and smiled warmly. “Ahh, here she is! This is the filly I was telling you about. You remember Rarity?”

Soarin’ seemed less receptive than his elder teammate. “I remember a thousand foot freefall to our near-deaths because of a ‘Rarity.’”

“Oh, don’t be a wet blanket, flyboy,” Spitfire chastised him immediately, and smiled at Rarity. “Don’t mind him, he gets wound up anytime I’m threatened by so much as a bee sting. Nice to see you again, Rarity.”

“Likewise,” Rarity bowed respectfully. “And I’m terribly sorry, again, about that unpleasant fall…”

“Forget about it, it was water under the bridge months ago,” Spitfire shrugged it off. "It’s the kind of risk you accept in this line of work, you know?”

“Heh, that’s my little sis, reckless as ever,” Rapidfire chuckled. Though his words seemed directed at Spitfire, however, his eyes never left Rarity.

“Aheh, yes, little sisters can be a handful like that at times,” Rarity smiled back.

“And big brothers can’t?” Spitfire interrupted with a wry smirk. “I have to practically keep a leash on this big lug. He’s always trying to put moves on fillies half his age.” Spitfire lifted her eyebrow in a challenging expression to her older brother.

Rarity’s eyes shot open with a soft blush. “Pardon me…?”

Rapidfire finally broke off eye-contact with Rarity to give his sister a piercing glare. “Don’t mind her, she’s just being a crude pain in the neck.”

“Oh don’t be so modest Rapidfire, you know the young naïve twenty-somethings love a strong sophisticated forty-something Pegasus, it’s nothing to be ashamed of,” Spitfire snickered teasingly.

“This is neither the time nor the place for that,” Rapidfire shot back with a blush on his cheeks. “We’re in public for Celestia’s sakes.”

“Oh whatever, you stick-in-the-mud.” Spitfire turned to move away from him, but passed close by Rarity with a smirk. “I’d be careful if I were you. He can be tricky.” She giggled and moved away to mingle with some other ponies across the room, followed closely by Soarin’.

Rarity watched her go, then whirled to look up at Rapidfire again. Her cheeks felt as hot as Rapidfire’s were red. This was the most awkward moment of her entire life, she realized… and yet it didn’t feel entirely unpleasant… in fact it almost made her feel…excited. Perhaps Spitfire had been joking, or exaggerating about Rapidfire’s attentions; but if she wasn’t, well… she could definitely appreciate being sought after by a Wonderbolt…

“Sorry about her,” Rapidfire soon broke the silence. “She thinks she’s funny.”

“It’s… quite alright,” Rarity said after a moment. “Sibling relations are a rocky road at the best of times.”

“Yeah, you could say that again…”

Rarity smiled her best flirty smile. “Really, I don’t mind at all… it’s flattering, actually. A lady enjoys knowing she’s… attracting male attention.”

Rapidfire tensed up in obvious surprise, his eyes widening at her. Oh yes, Rarity thought with an internal grin. That definitely got his attention.

“You’re not… offended?”

“Offended? Hardly!” Rarity beamed, batting her eyelashes at him. “I don’t know if I’ve ever felt more flattered. Some mares might be offended, I suppose, by somepony who’s into younger mares, but… frankly I find it quite the compliment to be considered such a young mare.”

Rapidfire, to his credit, caught on rather quickly, and reached out with one hoof to take one of Rarity’s and gently kiss it. “Then may I say, you are indeed the most beautiful young filly in all of Canterlot…”

Rarity felt shivers up her spine. Good looks, celebrity fame, and a charming personality… Rarity had a winner here. “Oh my… thank you, Rapidfire,” she managed to say, her cheeks glowing just slightly, and leaned closer to him. “And may I say, mister Wonderbolt, as it happens, I happen to prefer more refined and… mature stallions myself…”

“Is that a fact…?” Rapidfire slid his hoof up her leg to the top of her shoulder as she moved closer, staring deeply into her eyes. “Well you know… I’m pretty good friends with Fancy Pants… I know the rooms he doesn’t use very often…”

“No. BUCK no. You did NOT.”

“Rainbow Dash, I swear if you interrupt me one more time--”

“No BUCKING way. You did NOT get laid by a freaking WONDERB--MMPPHHMMPH!”

“Shuddap already, RD, we’re getting’ ta the good part! G’head, Rares.”

“THANK you, Applejack… now where was I…”

Rarity’s heart leapt in shock. There was no way he was really suggesting… here? Now? The thought absolutely terrified her, and excited her beyond measure at the very same time. She’d never even done it before; for her first time to be here, with a magnificent famous Pegasus stallion in the middle of a party…

“Then perhaps you would like to show me one…” Rarity replied with a flirty smile.

Rapidfire smiled back and slipped his hoof around the back of her neck. “Come, they’re not too far from here…” Rarity shivered in anticipation at his touch as he led her away from the party, away from the noise and the chatter down the silent, empty corridors of Fancy Pants’ mansion.

Mostly silent and empty, anyway.

“Hey, grandpa, where’re you sneaking off to?”

Rarity twitched and flushed like a foal caught with her hoof in the cookie jar at the vaguely familiar voice. Just to their left was the young Fleet Foot, stepping out of the washroom in a thin dress as silver as her mane and leering at them with a smile full of smug amusement.

“Fleet Foot,” Rapidfire said with a cordial nod.

The younger filly eyed the two ponies before her, particularly at the suggestive hoof he had around Rarity’s shoulders - about which Rarity wasn’t sure whether to feel embarrassed by its obvious implications or intrigued that he wasn’t ashamed of her - and snickered. “Found yourself a nice consolation prize, huh?”

“Go back to the party, Fleet Foot,” Rapidfire said, abruptly cold and stiff.

“Aww, still mad I whipped your flank?” she shot back. “I guess I should expect that, I hear you stallions get pretty crotchety in your old age.”

The corner of Rapidfire’s mouth twitched toward a snarl. “That’s enough, Fleet Foot.”

Fleet Foot however remained merciless. “Hey, don’t worry, I’m sure the Wonderbolts have a decent retirement plan. On the bright side, at least you’re not too old to sweep the fillies off their hooves. Assuming you can still stay ‘at attention’ long enough to--”

SMACK.

Both Rapidfire and Fleet Foot recoiled, the former merely in shock but the latter in pain as well, staring at Rarity and rubbing her cheek where the unicorn’s hoof had struck her with a vicious slap. She had removed herself from Rapidfire’s embrace, and was now nearly nose to nose with Fleet Foot.

“How dare you speak to your elders that way,” Rarity said, her tone as cold as ice and her most intense glare focused on the cocky filly. “You think you are superior to Rapidfire because you bested him, barely, in a single race? Hardly. All you have done is proven you are nothing but a petty, arrogant, immature little foal in dire need of some humility and perspective. Rapidfire is a refined, mature gentlecolt, and you should strive to be even half the pony he is. You are a Wonderbolt for Celestia’s sake, a role model to ponies across all of Equestria, so grow up and act like it.”

Fleet Foot stared at Rarity, sputtering incoherently for some sort of response, but Rarity was in no mood to hear it, and without another word she continued on her way down the hall as if nothing had happened at all.

“Wow... Rarity, I... wow. That was incredible,” Rapidfire whispered as he caught up to her. “I really shouldn’t be saying this,but I have been wanting to do that for weeks.”

“Well she quite deserved it,” Rarity insisted. “I hope she didn’t get to you too deeply...?”

“Who, me? Nah, I’m made of tougher stuff than that...” Rapidfire said, as dismissively as he could, though not quite convincingly enough for Rarity.

“Rapidfire, that filly hasn’t the slightest clue what she’s talking about,” the unicorn told him, her tone soft and soothing in sharp contrast to barely a minute ago. “I don’t think you’re too old at all. Certainly not for me...”

Rapidfire cracked a smile, looking relieved despite himself. “Ah-heh... well, thanks Rarity...”

“Now then, I do believe you were about to show me to someplace a little more private...?”

Rapidfire grinned more fully and nodded in absolute agreement, leading her onward through the halls once again. He soon turned them into one of the rooms near the edge of the house, not so far that they could get lost on the way back, but far enough for nopony to be able to hear anything that happened inside.

Rarity walked inside and smiled in delight. The bed was covered in the thickest blankets she’d ever seen, even the carpet reminded her of her brief time walking on clouds in Cloudsdale; in fact there was little in this room that wasn’t incredibly soft.

The door clicked closed and locked as Rarity approached the bed, lifting herself up off her front to run her forehooves over the mattress. “I don’t think there’s anything this mansion doesn’t have… this is the greatest mattress ever!” she giggled, but then gasped when she felt a strong chest press up against her back and a pair of hooves move around her sides, resting on the mattress on either side of her.

“It does have everything… now that you’re here…” Rapidfire whispered softly into her ear. Rarity cooed in surprise and arousal, a full-bodied shiver racing through her.

“Oh my… Rapidfire… you’re going to wrinkle our clothes doing that…”

He kissed the back of her neck, and this time the shivers went all the way down to her loins. “Then I suppose we should take them off, shouldn’t we…?”

Rarity nodded her agreement, and she had barely done so before she felt his hooves travel down her body until he reached the bottom of her dress, and gently began to lift it up and off. She was already shaking with nerves again, twice as hard as she might normally have done. Giving herself for the first time was intense enough on its own, but the clothes really gave it extra weight. It was nothing like normal, when the average pony would go about their day without clothing and think nothing of it, and it wasn’t even like taking a dress off at the end of the day. No, she was being stripped, purposefully undressed by another’s hooves with the express intent of getting her naked… not unclothed, but truly naked. It was a little terrifying, but if the damp heat between her legs was any indication, it was also incredibly arousing.

“Mmmh… Rarity… you’re so beautiful…”

She felt one of his hooves travel up her flanks to her bare shoulder, petting her fur down even as he pushed himself tighter against her back with no cloth between them. With a small gasp she realized she could feel his erection against her inner thigh. Why was she so surprised, she thought to herself. That was exactly what she’d been waiting to feel, after all.

Panting deeply in arousal, Rarity leaned forward over the mattress, pressing her tailbone tighter up against his pelvis. “And I am so yours… ooohhhhh…” His hooves landed on the mattress on either side of her, holding him up over her vulnerable body as she felt his erection touch her slit for the first time, slipping easily in the heavy moisture of her arousal. “Aaahhh… ooohhhh…” Rarity cooed and shivered as she felt him enter her, his girth stretching her open like she’d never felt before. She barely knew what to do, she’d hardly even imagined anything like this before…

Thankfully Rapidfire seemed to have a plan. She felt one of his hooves press against her lower back, holding her in place as he began to thrust his erection into her in a slow rhythm that nevertheless quickly drove her wild with its practiced, precise motions, and the heated moans that escaped her lips only drove him to pump into her more quickly.

The thrusting lasted for several minutes, each thrust just slightly harder than the last, until Rarity felt one of his hooves touch her right hind leg, lifting it from the floor. Rarity was turned onto her side, now able to look down and see her legs spread wide open across his body, her right leg resting on his shoulder and her left leg touching the floor in a wide split across his body even as his erection stayed inside of her. “My… I didn’t even know… I was so flexible…” Rarity panted.

“You’re amazing, Rarity… in more ways than you realize…” Rapidfire grunted and resumed thrusting against her slit, but with her new position, Rarity was stunned to find she could actually see it, pumping in and out of her most intimate place. His erection was shining with her juices, sliding as easily as it did quickly inside of her. The sight only turned her on even more, the sensations easily bounding past everything she’d ever expected from this.

“Oh, my goodness, Rapidfire…!” Rarity let out a strained and rather un-ladylike moan.

“Mnnhh… not hurting you, am I…?” he asked, pausing momentarily.

“No no, not at all, it’s wonderful…!” Rarity cooed, trembling. “I’ve just… never done anything like this before…”

“First time…?”

“Mmhmm…” Rarity nodded, craning her neck to look at him. It was a bit uncomfortable, especially with her leg thrown up over his shoulder, but again Rapidfire seemed to have a plan. His hooves shifted and their bodies moved again, rolling Rarity over the rest of the way until she was fully on her back, legs splayed out wide to either side, and the two were able to comfortably meet each other’s eyes, without ever removing himself from her slit.

“There… how’s that…?” he whispered, leaning his head down to kiss her as he resumed thrusting.

“Mmhhh!” Rarity squealed into his mouth, all the answer she could manage. In truth, it felt wonderful. It was a vulnerable position, certainly, off her hooves and pinned to her back like this, but the simple reward of being able to easily lock eyes and kiss one another even as he was driving himself rapidly into her burning hot body made it incredibly worth it. She liked this position very much…

“Sorry, didn’t quite catch that…” he whispered when he finally released her lips.

Rarity took a long, gasping breath, her body aching for a release, and threw grace and civility to the winds. “Yes… Oh Celestia, don’t stop… take me, Rapidfire, ravage me…!”

His lips captured hers in a powerful, intoxicating kiss even as his hooves wrapped around her back, pushing her further up on the bed so he could climb on top of her, gaining an even better position from which to thrust mightily down against her hips, practically burying her in the bed, which bounced underneath them on every thrust. The weight of his body was immense, but the incredibly soft cushion kept him from crushing her, turning the weight from painful to incredibly arousing. The passion in his movements was almost palpable.

“Goddess…! Oh Goddess…!” Rarity writhed wildly on the bed, all four of her hooves circling around his back to cling to him as if he might escape if she did not. The pressure between her legs was indescribable as he captured her lips with his yet again, this time pushing his tongue forth to lick at her lips. Rarity opened her mouth to capture his tongue, feeling him probing her now with both his erection and his tongue, searching, stroking. Fucking.

The bed squeaked as if yelling in pain from their furiously passionate mating. Rarity couldn’t even talk anymore, she was so far gone, but she didn’t need to; the fire racing through her body was all she needed right now, combined with the gigantic cock ramming itself again and again into her throbbing wet pussy. Thoughts such as those were utterly filthy, yes, but they only excited her even more. Celestia, she was such a pervert… and she felt strangely okay with this.

It wasn’t much longer before she felt another new, even more intense wave of passion sweep over her, causing her to moan so loud it broke apart the kiss. “Oh Goddess! I… I’m coming!” Rarity yelled passionately and squeezed him tighter as the sensations swept over her, engulfing her in pure, unbridled pleasure. It was the most amazing feeling she could have ever imagined, leagues better than anything she could have achieved alone. Not merely because it was a much deeper, longer, and more satisfying orgasm than any other; but because, unlike being alone with her hoof that relaxed once she was spent, Rapidfire wasn’t stopping.

“Hahh… Rapidfire… I--mmphhh!”

“Shhh,” he whispered, his hoof pressed gently over her mouth. “Just enjoy it. I’m nowhere close to done.”

Those words alone made Rarity orgasm a second time. Her eyes widened before rolling back, her breath caught in her throat before rushing out in a breathy moan, her inner walls clenched hard around his pulsing cock before relaxing and burning for more, which was exactly what he looked ready to give her. He pulled himself out of quivering pussy and rolled her over again, pressing her face-down into the pillows and lifting her hips just enough so he could drive himself back into her in one quick motion, making Rarity shriek with ecstatic pleasure.

Rarity thought she was getting fucked rough and fast before, but now that he had her in proper pony-style position and his thrusts began hitting her deeper and faster than ever, she was simply beside herself. He was so far beyond her plea for a good ravaging. This was filthy, dirty, animalistic rutting. And it was already sending her screaming toward yet another climax. She couldn’t even begin to fathom how he was doing it. His stamina must have been incredible.

She had no idea how long he kept fucking her, rolling her around on the bed until her mane and fur alike were rough, tangled messes wet with their mingling sweat. She could barely think to care, let alone check. All she knew was that she was having more orgasms than she’d ever had in her life, and he hadn’t yet come a single time. He seemed to be holding back, more focused on making her climax as many times as he could. Such a generous lover, she thought to herself. He must ache so hard for release by now…

He rolled her onto her back again, finally beginning to pant himself from all of his efforts as he plunged himself deep into her waiting pussy again, gripping her body tightly and moving in smaller, but quicker thrusts than all the other times. Rarity yelped in pleasure and clung to him yet again, running her hooves through his mane and over his shoulders near his wings. “Rapidfire… oh Goddess Rapidfire…!” She squealed with a voice raw from far too much yelling.

She let out yet another cry of orgasm and arched her back, clinging tightly to him. She felt him pry himself off of her, sliding his erection out of her as he moved to put her in another position, but this time Rarity pounced, kicking Rapidfire away from her to his back and leaping at him with an excited grin.

“Rarity?! What’re you doi--AAAHN!” Rapidfire was cut off by a yelp of pleasure as Rarity threw herself onto his engorged cock, immediately sliding her lips and tongue down the entire length. The taste of her pussy-juices still coated the surface, and Rarity found it was a surprisingly sweet turn-on, as if affirming that this had been quite the brilliant idea.

She didn’t have a tremendous amount of experience at this, but she’d heard enough stories and gossip to know that colts loved this. Indeed, Rapidfire responded immediately, his hooves gripping the back of her head as his hips began to buck against her lips, thrusting his cock into the back of her throat so hard she almost gagged, but she refused to let herself choke or stop it. He deserved this so much.

“G-Goddess… Rarity…” Rapidfire groaned in pleasure and shifting slightly so he could thrust better against her reddened cheeks, his hooves stroking her moist mane. “You don’t have to--hnnh…!”

A slight baring of her teeth against his hyper-sensitive member told him quite plainly to shut up. Of course she didn’t have to. After everything he’d just done for her, she wanted to. She wanted to so badly, to give him at least a fraction of the selfless ecstasy he’d given her; and from the sound of his increasingly labored groans, she was doing a pretty fine job of it.

“Rarity, you need to stop…” he nearly begged. “You’re going to make me--HHAAHHNN!”

Rarity dragged her teeth over him again to silence him just as her head bobbed down his shaft, and after what felt like hours of fucking, that was the last that he could stand. He grunted out a short, gasping breath, gripped her head and held it close as he bucked his hips forth one more time, and then… then he was coming. Thick, copious ropes of his seed firing into her mouth, some of it straight down her throat, the rest pooling over her tongue so that she tasted his salty, bitter flavor. His spurts lasted a long time, at least a dozen of them, no doubt severely backed up from such a long session. But Rarity diligently held her place without complaint or disgust, and when he was finally finished, when she finally drew back and released him from her mouth, whatever hadn’t already gone down her throat was swiftly and completely swallowed as well.

“Sweet Celestia, Rarity…” Rapidfire whispered in awe.

“Hm-hm-hm…” Rarity giggled demurely as she sat up in front of him, panting and sweaty. “Did I make you feel as amazing as you made me feel…?”

Rapidfire gave her a wide grin as he too sat back in exhaustion, his own fur sweaty and matted down against his well-muscled body. “You know you did… Goddess, I’ve never had a filly so eager to do that before…”

“You made me feel so amazing I simply had to do something to return the favor,” Rarity told him with a wider smile. “Thank you ever so much… this was simply incredible.”

“Think nothing of it,” Rapidfire waved it off with a casual hoof, but Rarity slipped closer to him, snuggling up against his chest warmly, where he wrapped his hoof around her in acceptance.

“Do you think Fancy Pants would object terribly if we stayed right here a while longer…?” Rarity asked.

“Oh? Are you that tired?” Rapidfire asked curiously.

Rarity flashed him a broad, toothy grin. “Not at all.”

Rainbow Dash was visibly seething. “You. Suck. So much.”

“I’ll say she did!” Pinkie Pie chimed in helpfully.

“No kiddin’, Rares, mah stars,” Applejack whistled. “That was dirtier’n the magazines Ah found under Mac’s bed.”

“Yeah, I’m not sure I needed quite that much, ah… ‘intimate detail,’” Twilight said, her cheeks a deep red.

“M-Macintosh has dirty m-magazines…?” Fluttershy sputtered, wide-eyed and just as red-faced.

“Don’t most colts?” Applejack rolled her eyes. “Why so curious, anyhow?”

“Eeep! Um, no reason…”

“I can’t believe you never told me you got with a Wonderbolt!” Rainbow growled, gnashing her teeth. “A senior freaking member, no less! Augh, you lucky little--!”

“I told you you would get jealous, Rainbow,” Rarity reminded her, “and furthermore, I didn’t want to badmouth one of your other heroes. Though I suppose it’s better that you know so that you don’t try to follow in her hoofsteps, Fleet Foot’s behavior was just abhorrent...”

“I think we’re getting a little off base here,” Twilight cut them off, looking back at Rarity. “So, what happened with you and Rapidfire?”

“Mmm, we spent the rest of the night together, but the rest of my stay in Canterlot was so full of parties and gatherings I really didn’t see him again, nor have we met since I returned home,” Rarity sighed softly. “We exchange letters every now and again, as friends, but unfortunately our lives and aspirations are simply too different to allow a continuing relationship.”

“You’re pen-pals with a Senior Wonderbolt too?!” Rainbow Dash howled. “How could you not tell me this?!”

“I really don’t see how it’s relevant to anything now, we’re just friends,” Rarity waived her off with one hoof. “And I doubt he wants crazed fangirls to get hold of his address without his permission,” Rarity smirked teasingly.

“C-crazed fangirl?! I’ll show you crazed!” Rainbow started to dart forward, but Applejack grabbed hold of her tail before she could close the distance.

“Whoa there nelly, Ah realize we’ve had a bit ta drink tonight but we don’t need any brawlin’ among friends!” Applejack pulled her back to calm her with a hoof stroking her mane.

“It’s just… not fair…” Rainbow grumbled.

“Gosh, so far it sounds like everypony had really, erm… good first times,” Twilight spoke up again with a soft blush. “Mine wasn’t at all like that…”

“Awww, poor Twilight!” Pinkie Pie pouted. “Did you have a bad first time?”

Twilight grimaced a little. “I wouldn’t say it was bad, exactly, but it was certainly… awkward. I obviously didn’t have any idea what I was doing, and as it turned out she didn’t either…”

“Ooooh, she?” Rarity lit up immediately. “Why Twilight, I had no idea you had an eye for mares…”

“It’s not like that, Rarity,” Twilight insisted. “I don’t especially care if the pony I’m romantic with is a mare or a colt, as long as we have a connection. This one just so happens to be a mare.”

For some reason Pinkie of all ponies nodded at this. “That’s a really good philosophy, Twilight! I feel the same way!”

“Well, don’t leave us in suspense, darling, it sounds like it’s your turn!” Rarity insisted, moving back into the circle so Twilight could take her place in the center.

“Well, I suppose I could…” Twilight reluctantly agreed. “Let’s see, where to begin… I guess I should start a couple of years ago when I first moved here… we’d just defeated Nightmare Moon, and the whole town turned out to celebrate…”

Chapter 4: Spreading Cheer

Chapter Four: Spreading Cheer

It was done. The fight was over, the battle won, Nightmare Moon vanquished and the eternal night foiled, and all of Ponyville had gathered together to celebrate the Summer Sun Celebration as had always been intended. Twilight Sparkle was glad to see it, of course, and relieved that she and her friends’ efforts had successfully put a stop to Nightmare Moon... but it was the reunion of Princess Celestia and her younger sister, Princess Luna, that was the real cause for celebration. One thousand years was a long time to be gone, and Celestia had entrusted Twilight to the task of bringing her back, which she’d accomplished… she should feel proud. Happy, even.

But…

“Why so glum, my faithful student?” Twilight blinked and looked up in surprise to see her teacher, her princess, her mentor approaching with a gentle smile on her lips. “Are you not happy that your quest is complete, and you can return to your studies in Canterlot?”

Twilight looked up for a moment, contemplating her answer, but she couldn’t lie to her princess, not ever. She turned her eyes to the ground as she spoke. “That’s just it… just when I learned how wonderful it is to have friends, I have to leave them.”

The Princess’ smile widened just a little bit as she spoke again in a regal tone. “Spike, take a note please.” Twilight glanced over to see her companion Spike whipping out a quill and parchment alongside her gathered friends, who were watching with curious, worried expressions of their own. “I, Princess Celestia, hereby decree that the unicorn Twilight Sparkle take on a new mission for Equestria. She must continue to study the magic of friendship. She must report to me her findings, from her new home… in Ponyville.”

Twilight’s heart leapt as she broke out into a grin, and quickly found herself surrounded by her new friends, chattering excitedly and moving in around her. “Oh, thank you Princess Celestia! I’ll study harder than ever before!”

“I expect you to do just that, my student…” Celestia turned away from her with a soft smile and a wink. “That and so much more…” She turned to head off across the grass toward her younger sister as the celebration broke out again with renewed vigor.

There was so much to celebrate today it was almost overwhelming! So many new friends in Ponyville to hang out with, and so many new friends in town Twilight hadn’t even met yet! She hardly knew where to begin!

She trotted up to one filly standing near Sugarcube Corner, whose doors were standing wide open to let party-goers in and out with ease. It was a cream-colored filly with a pink and purple mane. “Hello! I’m Twilight Sparkle! Nice to meet you!”

“Oh, hey there! I’m Bon-Bon, and likewise!” The filly replied with a giggle. “I don’t think I’ve ever been to a party like this! It’s so awesome!”

Twilight nodded in eager agreement. “Hah, yeah! It kind of reminds me of the party in ‘Pony Wars: the Novel! Though I don’t think this party can be quite THAT big! After all, we only have one planet! Hahahahaha!”

“Um... heh, sure, yeah.” Bon-Bon coughed into one hoof. “Great to meet you, Twilight Sparkle, we should hang out sometime, but I kind of have somepony to meet. See you around!” Her tail swished behind her as she rushed across the grass towards another small circle of mares nearby.

Twilight stared after her with a frown. “Gosh, was it something I said…? Well, no matter, there are plenty of potential friends here! I’ve just got to keep being friendly!”

One after another Twilight did her best to approach her new potential friends. She really wanted this town to be different from her time in Canterlot. She was finished with being alone, it was time for her to have some friends, and while her five best friends were great, there was nothing wrong with being friendly with the rest of the locals.

“Starswirl the Bearded and the Prisoner of Asskaban is one of my favorite books of all time, even if it’s not entirely historically accurate! Those evil jailer donkeys were just so creepy!”

One pony wanders away with a cough and a faint excuse.

“Hey, you ever read Daring-Do and the Mammoth Cockroach? It’s probably my favorite in the series, even if it’s a bit… grown-up!”

Another pony excuses herself suspiciously quickly.

“For a good reference guide, you just can’t beat Soft and Slippery: The Wonders of Nature.”

Yet another pony hurrying elsewhere, leaving her standing with her tail between her legs.

“Gosh, I don’t think I have anything in common with anypony here…” Twilight sighed.

“Oh, don’t feel too bad, this is a small Earth Pony town after all. Too much to do to sit around reading all the time,” a light and cheery voice broke through her glum haze. “Personally though, I prefer Daring-Do and the Tests of Truth. I just never saw that happy ending coming!”

Twilight spun around in surprise, anxious to greet the owner of this new voice. It belonged to a maroon-coated mare, as it happened, with a two-toned pale pink mane and a trio of blossoming flowers for a cutie mark, each sporting a smiley face.

“Heh, yeah, I really like that one too! Hello there!” Twilight greeted her with a relieved, happy smile. “I don’t believe we’ve met yet.”

“We haven’t, no. My name is Cheerilee,” the mare introduced herself. “I’m the schoolteacher here in Ponyville. It’s lovely to meet you, Twilight Sparkle, we’re all very grateful to you and your friends for saving our little town.”

“Oh, there’s no need to thank me!” Twilight said with a modest blush. “And just Twilight is fine. It’s nice to meet you too! So you’re the schoolteacher around here?”

“That’s right! I just love passing on years of knowledge to bright, eager young minds.”

“That’s so wonderful, Cheerilee!” Twilight beamed. “I’m something of a student still myself, but I wouldn’t mind getting into teaching as well someday. I’d love to hear about it from a first-hoof perspective!”

“Really? Oh, but, don’t you have Princess Celestia for a teacher?”

“Well, yes, but that’s different, she’s the Princess, and she’s not literally a teacher, not the way you are. Education as a career, that’s what I’d like to hear about!”

Cheerilee smiled and blushed modestly. “Well, if you’re that eager, I wouldn’t mind sharing some stories…”

“Oh I’d love nothing better! After all, I do love a good story.” Twilight smiled happily as she and the teacher turned to walk together through the crowded pony party.

Cheerilee, it turned out, was one of the kindest ponies Twilight had ever met by far. Her bright attitude and enthusiasm made even the most upsetting of times a small hill to be hopped over, much like Pinkie Pie, but far less annoyingly random.

“No offense.”

“S’alright!”

There were still so many ponies to meet in Ponyville; her five best friends and Cheerilee were only the first of dozens. But none quite made their way into her heart like they did. Over the first year Twilight had gone to Cheerilee for a variety of things while her best friends were busy. It seemed like the cheerful filly was just always available, no matter what else was going on in town or in her life. It was like she just lived for the ponies she cared about.

More than that, though, Cheerilee was the closest thing Twilight had ever found to an intellectual equal. Princess Celestia had always been the teacher, and Twilight the student; the flow of knowledge was always one way. But with Cheerilee, it was a much more level ground. The two found themselves exchanging thoughts, knowledge, and ideas on a regular basis; and although Twilight’s experiences to share were more of a strictly academic nature, compared to Cheerilee’s background being more suited to practical application in a work-with-your-own-four-hooves town like Ponyville, there was never a point where they weren’t fascinated by what the other had to say, or felt especially superior (or inferior) to the other. Every conversation brought something new, and they always had an idea to help one another with their problems.

“That dear Pinkie Pie always does so much work planning parties, it must be exhausting. I think it would be a lovely idea to throw her a surprise party for her birthday, just to give her a week off from all the works she puts into her parties,” Cheerilee had insisted last year when Twilight had been thoroughly stumped over how to throw a party for the town’s number one party pony.

“If you’re not getting through to them with charts and numbers, try visual aids. That always helped me. Nothing makes division more engaging to a bunch of little foals like slicing apples in half out of nowhere,” Twilight had once suggested in early autumn, when Cheerilee was having trouble with a particularly stubborn math class.

“Rainbow Dash is going to go stir crazy in that hospital bed by herself for days. You know, I bet she’d just adore the Daring-Do series, I’m sure that would keep her occupied!” Cheerilee had said just last week, an idea Twilight couldn’t believe she hadn’t thought of herself.

They had grown to depend on one-another’s insight so heavily that Twilight spent the early part of that Hearts and Hooves Day looking for her peppy pony friend, but to no avail. They had promised the year before that if they were both still single they would spend the day hanging out together, and here Twilight was, with more Ponyvillian friends than she’d ever imagined before, but still just as single as she’d always been.

Oh well, Twilight Sparkle thought to herself. Being alone wasn’t so bad… or at least, that was what she’d thought that morning. But now here she was quite alone, and a bit miffed. The only friends she’d seen all afternoon were the Cutie Mark Crusaders, who had borrowed her book on Hearts and Hooves Day and taken off like bats out of Hades. Everypony else she tried to go visit was busy with work; who knew Hearts and Hooves Day was such a business oriented holiday?

Twilight stopped and gasped in surprise when she finally spotted Cheerilee walking down the sidewalk with a soft smile on her lips, but a somewhat tired look in her eyes. Twilight cocked her head curiously and approached her friend. “Happy Hearts and Hooves Day, Cheerilee,” Twilight told her with a broad smile. “Are you doing alright?”

“Of course!” Cheerilee smiled as brightly as ever. “It’s a wonderful day, and I just have so many ponies who care about me…” The luster in her smile faded slightly, but remained on her lips nonetheless. “How has your day been, Twilight?”

“Wonderful,” Twilight replied genuinely. “And you look like you could use a friend to hang out with, if you don’t mind my saying so.”

“Oh, heh… yes, I suppose I could. Thank you so much.”

“No problem. A promise is a promise, after all,” Twilight reminded her.

“Oh, Twilight, I didn’t really expect to hold you to that promise,” Cheerilee said with a vague blush. “I was actually quite sure you’d have found somepony to spend today with ages ago.”

“Aheh, afraid not. But it’s really not that big a deal. Besides, it means now I can spend time with you! How about I make us some dinner back at the library?”

Cheerilee hesitated and, for some reason Twilight didn’t fully fathom, blushed a bit harder. But a moment later she smiled. “That sounds lovely, Twilight.”

“Wow Twilight, you and Cheerilee had a Hearts and Hooves Day date? That’s super-sweet!” Pinkie cooed excitedly.

“Yeah, Ah think Ah can see where this is headed…” Applejack added with a grin.

“Cheerilee recommended Daring-Do, huh?” Rainbow wondered aloud, and smiled at Twilight. “Well, guess she can’t be too bad, then. Come on, Twi, skip ahead to the good stuff!”

“Oh, please don’t,” Fluttershy whispered.

“Yes, I agree with Fluttershy, I’m much more interested in how they got together than the dirty details…” Rarity nodded.

“Even if I did skip ahead, there’s not really that many dirty details to share,” Twilight admitted. “But anyway…we went back to the library and I made us dinner…”

“My goodness, Twilight,” Cheerilee smiled broadly through eager mouthfuls. “This daffodil sandwich is absolutely wonderful.”

“Heh, thanks, it’s… actually the only thing I know how to make.” Twilight sat across from her with a soft blush as she munched on her own sandwich. The last rays of the sun were shining on them both through the window, signaling the end of Hearts and Hooves Day. Cheerilee’s gaze was drawn towards the window, where they watched the sun slowly fade down beyond the horizon, covering both fillies in a softer orange/pink hue.

“Have you ever had a Very Special Somepony, Twilight?” Cheerilee asked suddenly, turning back to her with a soft blush on her cheeks.

“Me? Nah…” Twilight giggled. “I’ve always been far too busy with my studies. So much to do, so much to learn, so much to see. H-how about you?”

“Oh no, never, my students have been my life for years now,” Cheerilee smiled softly. “But it… does get a little lonely, you know?”

“Not really. I haven’t been lonely since I came to Ponyville!” Twilight smiled more broadly. “All of these friends I’ve made since I got here, to me they’re all kind of like Very Special Someponies… because they’re all special to me.”

“Aaawwwww…”

“Ptooie…”

“Heh, yes, yes of course, you’re right…” Cheerilee looked down again a bit nervously, pulling her sandwich to her lips to take a nibble, as if simply seeking something to keep her mouth closed. Something was bothering her…

“Is everything alright, Cheerilee?” Twilight couldn’t help but ask.

“Oh… I suppose so,” she finally responded after a long pause. “It’s just that… well, I really mean it when I say my students are my life. I don’t really have much else. I don’t have a whole big group of friends like you do, Twilight. You and Big Macintosh are the only ponies even close to my age I ever seem to interact with outside of parent-teacher conferences, and Macintosh…”

Twilight tilted her head with renewed curiosity. “What about him?”

“Oh, it’s nothing, just… my students, they’re so silly sometimes,” Cheerilee sighed, shaking her head. “They spent all of Hearts and Hooves Day today trying to set me up with him. And it nearly worked.”

“Oh!” Twilight gasped in surprise. “My, you… don’t sound terribly happy about it.”

“Well, I can’t say Macintosh would be a bad mate, not at all, but the way the girls went about it was a bit… extreme. Love potions and borderline mind-control were involved. We just barely escaped being disgustingly, hypnotically ‘in love’ forever. That’s hardly a good way to find somepony special.”

Twilight couldn’t help but giggle. “No, I wouldn’t think so…”

“Anyway, Macintosh is a good friend, but that’s all, honestly. He’s just not what I’m looking for in a special somepony. And besides, when it was all over, he admitted he’d already been seeing somepony…”

“Wait, WHAT?!” Applejack abruptly yelped, leaping to her hooves.

“Eeep!” Fluttershy squeaked and darted under a blanket.

“Applejack, be quiet, that’s hardly the point of interest right now!” Rarity scolded.

“Ah ain’t heard of Big Macintosh seein’ nopony! Who is it?!” Applejack demanded, ignoring Rarity.

Twilight sighed. “Cheerilee didn’t say, and I didn’t ask. That’s the honest truth. May I continue, please?”

Applejack fidgeted and shuffled her hooves, grumbling, but finally sat back down. “When Ah get home tonight Ah’m gonna tan his hide…”

Twilight rolled her eyes. “Anyway…”

“Oh my gosh, I’m so sorry, Cheerilee… that sounds so terrible,” Twilight cooed sympathetically.

“It’s alright… as I said, he’s not really what I would be looking for in somepony special…” Cheerilee blushed.

“Who would you be looking for?” Twilight asked curiously. “Maybe I can help you find him.”

“Well…” Cheerilee fidgeted for a moment before taking a deep breath. “I’m… not really interested in colts, to be honest… I never have been… I mean they’re great friends, but…”

“Oh! I’ve read about this!” Twilight beamed at the chance to show off knowledge gleaned from her books. “You’re a lesbian! A filly or mare who is sexually attracted to other fillies or mares! That must be why you weren’t into Big Macintosh!”

“Er… ah-heh, yes?” Cheerilee chuckled nervously.

“Smooth, egghead.”

“Hush, you.”

“It’s nothing you have to be ashamed of, Cheerilee, everypony has the right to love whoever they choose and find their own happiness, this was one of the first lessons Princess Celestia ever passed down to me.”

Cheerilee shook her head quickly. “I’m not ashamed. I’m just a little nervous because I’ve never really… approached anypony about it…”

“Oh? Well you absolutely should, it’s Hearts and Hooves Day after all, and if being with a Very Special Somepony would make you happy, you should be!”

“I’m glad to hear you say that… you see, I rather like you…” Cheerilee blushed again.

“I like you too, which is why I’m perfect to help you find somepony!” Twilight beamed.

“… Seriously?”

“Continue hushing!”

“No, Twilight, I…” Cheerilee began again, but seemed to lose the willpower before she could go any further, shaking her head and suddenly looking far more depressed. “Oh, what’s the use…?”

“Sorry?” Twilight asked, confused. “What do you mean?”

“I’m a teacher, Twilight, and sometimes my students are literally my entire life,” Cheerilee said with another dejected sigh. “Even if I were to catch the eye of somepony special, what good would it do me when all my time is spent in the schoolhouse, teaching classes day after day and grading papers night after night…? I love it, Twilight, I really do, but… sometimes it seems like I don’t have time for much of a personal life at all, let alone a special somepony… before I know it I’m going to look up one day and find myself an old mare, and I’ll be as alone then as I am now, and I’ll have no idea where the time went…”

Twilight hesitated, decidedly stricken. She’d never thought that way about school before. She herself had overdone it for so long that she’d had no friends at all until moving to Ponyville… was it a similar relationship when it came to… well, relationships?

“Cheerilee…” Twilight began. “You don’t need to be afraid of that. Being single isn’t the same thing as being alone… and I promise you, you’ll never be alone. I’m your friend, and I’ll always be here for you.”

Cheerilee’s smile flickered across her dejected face for just a moment. “Oh… Twilight, you always know just what to say…”

Twilight smiled kindly back. “And as for finding time for somepony special, well… if they’re special enough, I’m sure you and he… er, you and she, will make time for each other.”

Cheerilee sniffled softly and wiped away the tears that had just crept from her eyes. “Oh, my, I’m sorry. I always get this way on Hearts and Hooves Day…”

“Oh, it’s okay…” Twilight reached out and wrapped her up in a gentle hug, holding her tightly up against her chest. Cheerilee sniffled and leaned against her, leaning her cheek into Twilight’s neck. “It’s okay, you let it out, you let out everything you need to.”

“Heh…” She heard Cheerilee giggle softly into her ear. “There are some things I’ve never let out… just too… awkward.”

“Oh…? Like what…?” Twilight asked. For several long second there was no answer, until Twilight was afraid she’d said something wrong. “Er, I’m sorry, it’s wrong of me to pry into your personal life… but you know if you need anything I’m here for you.”

“Good Goddess Twilight, how can a filly be so clueless?”

“It gets worse…”

“Twilight are you… attracted to fillies?” Cheerilee asked at last.

“Hm? Oh… I guess I’ve never thought about it before. I mean I… oh… oh…!” Twilight felt a tremendous blush sweep across her cheeks. Cheerilee was talking about her… wasn’t she? Oh Celestia, Twilight was sure she was. What was she supposed to do? Should she say yes? No? Wait, what did she really think? How could she not know what she was really thinking? Thinking was what she was good at, if she wasn’t able to think how could she act?

Wait, act? Was Cheerilee talking about ACTING? As in mating? Right here and now? With her? No, no that couldn’t be, it was just plain irrational, and besides, how could Twilight commit to an act like that if she didn’t even know what to think? Come on brain, think!

“Twilight?”

Twilight Sparkle finally blinked at the sight of a maroon hoof waving in front of her face, behind which a pair of kind eyes was watching her with a worried look. “If you’re not you need only say so… it’s perfectly alright, really.”

“I-I…” Twilight stammered, her thoughts tumbling out of her mouth. “I haven’t… r-really considered it before, I guess. To be honest, I-I never really thought about it in a sense of… whether I like fillies or colts. I just thought that I’d want to be with somepony I felt an emotional and mental connection with, whatever their gender was. Somepony that I could relate to and talk to and share interests with, that challenges me on an intellectual level--”

And then it clicked in Twilight’s brain. She knew what the answer was. What it had to be. What should have been obvious much sooner.

“Twilight…?” Cheerilee pressed.

“…I guess the best answer I can give, Cheerilee, is that I’m not attracted to fillies so much as I’d be attracted to a… particular filly…”

Cheerilee stared at Twilight with wide eyes. “Really…?”

Twilight nodded and blushed. “One that I… hope was talking about me earlier…”

“I was…” Cheerilee nodded in confirmation, smiling nervously. “Aheh… I suppose I should have been more obvious…”

“No, you were perfectly clear, Cheerilee, I was just being dense… heh, as usual…”

Awkward, nervous giggles filled the small dining room, and quickly vanished into silence as the two mares gazed at each other for a long, long moment.

“So… what happens now…?” Twilight asked.

“I… don’t really know,” Cheerilee admitted. “To be honest, I’m afraid to even start anything… school is going to get busier than ever in Spring, I… I’m afraid to ask you to start a relationship that I just don’t know if I’ll have time for…”

“I understand… but that doesn’t mean you always have to be alone…” Twilight smiled and pushed a hoof against her shoulder in a gentle, comforting gesture, but her hoof remained there, longer than she intended, looking into Cheerilee’s eyes. “Not that you are alone, of course, I mean--”

Cheerilee planted a hoof over her lips to stop her with a happy smile. “I understand, Twilight… thank you so much…” Their faces were only inches apart, so close Twilight could feel Cheerilee’s breath on her lips. Her eyes flicked down to Cheerilee’s mouth, then back up in time to see Cheerilee doing the same. Her heart quickened, her breath deepened, and her mind raced across so many possibilities that could come from this… but only one interested her more than any others… a kindred passion…

Twilight leaned in at the same time as Cheerilee, slamming her horn clean into her forehead and forcing the Earth Pony’s head back like a whip. “Aaugh!”

“Oh my gosh! I’m so sorry!” Twilight grabbed her friend’s head and pulled it down to look at it. “Oh, good, whew… you’re not bleeding.”

“Hehe, it’s okay, really… no real damage done,” Cheerilee told her with a nervous smile as she brought a hoof up to rub at the small wound on her forehead. They stared at each other for a few moments before coming closer again, Cheerilee reaching up with her hoof to shield her head from Twilight’s horn as they closed the distance between them.

This time their lips met properly, their eyes drifting closed and their hooves sliding around one another’s shoulders. It was a nervous, tentative kiss that neither mare seemed brave enough to deepen, but that both found enjoyable nevertheless. They eventually inched closer together, their confidence building back up after the initial mishap… only for both ponies to slip right out of their chairs and crash to the kitchen floor in a tangled heap of limbs.

“Agh!”

“Ow!”

Twilight flushed in embarrassment once again, finding herself staring down at Cheerilee beneath her. “Oh my gosh, I am such an idiot, I’m so sorry…!”

“I-It’s okay, that was both our faults,” Cheerilee managed to say, sounding just as embarrassed as Twilight, but also oddly short of breath. For a moment Twilight began to panic; if she’d hurt Cheerilee in that tumble she didn’t think she’d ever forgive herself. But then she looked around to get a better grasp of her surroundings, and realized Cheerilee was on the floor on her back, and Twilight was lying chest to chest right on top of her.

Twilight’s own breath felt short and tight suddenly. “O-oh, jeez, I-I’m sorry, you can probably barely breathe, I-I’ll--”

“No, no, you don’t have to…” Cheerilee stopped her, her breaths a bit labored but still steady as she lifted her front hooves and put them on Twilight’s shoulders again. “This is… nice.”

Twilight stared at her for a moment, then looked further down at Cheerilee’s body pressed against the floor, flattened there by the weight of Twilight’s body. Her body was so soft, Twilight thought to herself. She was right, it did feel very… nice. So she reached out and slipped her hooves around her body, moving down to once again press her lips to Cheerilee’s.

Her teacher friend responded immediately, kissing her back and stroking her shoulders with both hooves. Their lips mingled as their hooves explored each other’s bodies, stroking along the length of their flanks and backs, but each too timid at first to know what to do next, until Twilight felt Cheerilee’s lips open against her own. Twilight had read enough books to know how to kiss, she could at least do that properly…

Twilight let her tongue slip from her lips, sliding inside of Cheerilee’s mouth, pushing inward and resting on the bottom of her mouth. She wasn’t entirely sure where to go from here, so she simply left it laying… it felt strange, a bit good… but mostly strange. She could feel Cheerilee’s saliva on the bottom of her mouth, covering her tongue. Was that a good sign?

Apparrently not, as Cheerilee giggled and nudged her head back slightly. “Oh my goodness, that felt like a slug in my mouth…”

“Haha, s-sorry… wow, I didn’t know how bad I was at this…” Twilight blushed deeply.

“It’s okay… we can figure it out together, just… here…” Cheerilee kissed her again, this tongue invading Twilight’s mouth with her own tongue. Twilight could feel it stroking around her mouth, tentatively exploring her own tongue, licking and wrapping. Ah yes, Twilight realized. That felt much better. Twilight quickly followed her example, her own tongue coming to life and licking back at Cheerilee’s, a playful game within their locked lips that Twilight couldn’t help but giggle at… and then wince at as her tongue was pinched by Cheerilee’s teeth.

“Mmhhh…!” Twilight tried to say, panting breathlessly now.

“Hmmhh?” Cheerilee murmured back. “S-sorry, did I get you…?”

“Just a bit, it’s fine, I’m fine, don’t stop…” Twilight insisted, getting right back to kissing her as quickly as possible because it was fast becoming the best feeling the unicorn had ever felt. Or the best physical feeling, anyway. Their hooves were still shifting somewhat tentatively and never quite reaching for anything especially suggestive, but they seemed to have mostly figured out the kissing part now, and Twilight would have been entirely content to just lay there on that kitchen floor kissing Cheerilee forever…

SLAM!

“Hey Twilight, I’m home! You’ll never guess what happened today! I wanted to do something really special for Rarity for Hearts and Hooves Day, so I took her out to the--AAH!”

Twilight’s head jerked up and away from Cheerilee’s lips to stare wide eyed and horrified at her young dragon assistant Spike, who was now standing in the kitchen doorway looking similarly shocked.

“…U-uhhm…” Spike stammered unhelpfully.

Twilight blushed hard enough to turn a darker shade of purple. “S-Spike… um… we, um…”

Spike’s eyes darted slowly back and forth between the frozen Twilight and Cheerilee, and finally seemed to unfreeze himself. “You know, uh, the Crusaders were planning a slumber party tonight! I, uh, think I’ll go and, uh, do that. With them. And not be here.”

“…Yes. Yes, that’s a good idea, Spike,” Twilight agreed almost mechanically. And in a flurry of motion Spike spun on his heels and bolted out of the library again.

“Oh no, I didn’t mean to kick him out of the house…” Cheerilee frowned. “I hope he’ll be okay…”

“Of course he will… he has really thick skin… er, scales,” Twilight assured her with a nervous giggle and a smile. The two looked at each other again, then went in for another kiss, Twilight’s horn slamming into Cheerilee’s head and knocking her back against the floor with a BANG.

“Guah!” Cheerilee yelped in pain and clutched at her head with both hooves.

“Gah! I am so sorry!” Twilight moved off of her friend quickly and pulled her up to a sitting position. “Are you okay?”

“Mnnnhhh… I have a bit of a headache but I think I’ll be fine… it’s okay, really.” Cheerilee took a deep breath and glanced over at her. “Why don’t we find someplace a bit… softer?”

Twilight shivered at that and stood up immediately. “Come on, my bedroom’s upstairs!” Twilight turned to rush upstairs with an eager rush of excitement, hearing Cheerilee pacing right behind her.

Twilight’s bedroom door had barely slammed shut before they met again, Cheerilee’s alert hoof narrowly preventing another horn-poke as they spun their way toward the bed on their hind legs, their forelegs too busy being wrapped around each other. They soon toppled onto Twilight’s bed, this time with Twilight on the bottom…

“Ow!” Twilight yelped, and swiftly shoved the textbook her head had landed on aside and to the floor. “Really need to stop leaving books in bed--mmpphh…!” Twilight gasped and fell silent as Cheerilee renewed the kiss without hesitation, and this time her hooves dared to be a little more adventurous, grazing just over the edges of Twilight’s cutie marks and making Twilight shiver once again.

“Twilight…” Cheerilee pulled her head back slightly to look into the unicorn’s eyes. “Are you really sure about this…? I can’t promise you much of anything after tonight until summer, at least…”

Twilight nodded swiftly. “It’s okay, Cheerilee, I’m sure… I-I want this… and I’ll wait for you if I have to…”

“Oh Twilight…” Cheerilee whispered, and slammed her lips down on Twilight’s again, the words apparently just the spark she needed to push forward and grope Twilight’s cutie marks directly, leaving no doubt in either of their minds where this was heading.

Twilight meanwhile hissed and moaned into Cheerilee’s mouth, the pressure on her cutie marks a strange and alien feeling to her and yet immensely satisfying. So satisfying in fact that the only thought still in her head that wasn’t about how amazing it felt was a desperate, burning desire to make Cheerilee feel the same pleasure. And so Twilight’s own hooves ventured over Cheerilee’s body and came to a rest on three smiling flowers each, pressing into them and stroking them just as Cheerilee was doing to her.

She felt Cheerilee’s body stiffen and shiver on top of her own body, with a soft moan from deep inside her throat that only made Twilight stroke yet more firmly. This was getting really serious, Twilight realized when she felt Cheerilee slide even more firmly up against her body, her pelvis moving up between Twilight’s hind legs, pushing softly against the sensitive region contained therein. With a whimper Twilight wrapped her hind legs around her waist, even as her front hooves pressed more firmly into the flowers on her flanks.

Twilight shuddered as she felt Cheerilee move her hips up against her own, a soft, sensual thrusting motion, a simulation of what they both wanted that turned Twilight on more than anything she’d ever known in her life. Her grip on Cheerilee’s cutie marks only tightened, pulling her pelvis down against Twilight’s leg, which bent upward just slightly. Twilight gasped into Cheerilee’s lips when she felt the wetness of her slit press against the fur on her leg.

“Uughnn…” Cheerilee groaned in pleasure at the motion, breaking the kiss with a soft pant. “Is… something wrong…?”

“No way…” Twilight replied in a breathy whisper as she gripped Cheerilee again, pulling the teacher’s slit harder against her own leg and shifting to rub it against her partner’s slit in a slow, vertical motion. Cheerilee panted even harder, holding herself over Twilight with a hoof on either side of her body, her face a mask of almost helpless pleasure.

“Goddess… Twilight… nopony has ever touched me like that before…” Cheerilee told her with a deep full-body shiver.

“Well… it’s their loss…” Twilight assured her with her best sensual smile as she pressed her knee harder up against her slit, getting another small squeak of pleasure out of her partner… and then let out a surprised squeak of her own when Cheerilee pushed her leg down between Twilight’s, and began returning the favor, her knee digging into Twilight’s crotch with surprising strength. “A-Aahhh…! C-Cheerilee…!”

Immediately she stopped. “S-sorry…! Too hard…?”

“J-just a little bit…” Twilight gasped out. “D-don’t stop though…! Just… more gentle…”

Cheerilee nodded her agreement and slowly resumed grinding her leg into Twilight’s slit, more gently this time, and the Unicorn let out a much more satisfied moan. The pressure was still intense, but not painful anymore, just a good, hard rubbing of a firm limb right where she needed it, and with the added bonus of the limb not belonging to Twilight herself for once. It was all she could do to simply close her eyes and relish the feelings for as long as she could. Her front hooves gave up trying to massage Cheerilee’s cutie marks, too worked up to focus on much of anything other than their intertwined hind legs, and flung them around the Earth Pony’s neck desperately for something to hold onto.

“Ahhh!” Cheerilee yelped. “Twilight! Mane!”

Twilight’s eyes shot open and realized that her hooves had indeed grabbed more mane than neck and were tugging on it rather tightly. “Oh jeez, sorry, sorry…!” she gasped, immediately letting go.

“It’s okay, just….oh Twilight, don’t stop just yet…” Cheerilee panted in her ear as she laid down on top of the Unicorn. She was struggling to breathe now, her fur was slick with sweat, and she was thrusting her slit against Twilight’s leg about as much as she was pushing her own leg into Twilight’s slit. She looked like she was really close.

“Cheerilee… oh gosh Cheerilee… it feels so amazing…” Twilight panted heavily and finally managed to wrap her forehooves properly around her neck, holding her close against her front and continuing to grind in a steady rhythm up against her. Finally they were finding a plateau they could both enjoy, a steady, gentle rhythm that both mares found immensely pleasurable, though it was a rhythm that was steadily picking up in ferocity.

The bed began to squeak as Twilight felt the sensations beginning to rise towards a previously unknown peak, though enough books had told her what it was. She could feel Cheerilee’s body trembling in her grasp, a sure sign that she too was beginning to rise towards an orgasmic climax. Their motions grew harsher, moving as one against the sheets until their combined movements grew to such strength she could hear the bed smacking firmly into the wall.

“Twilight… T-twilight!” Cheerilee gasped out in pleasure and gave her a deep, longing kiss, her tongue slipping sensually into Twilight’s mouth once again. Twilight accepted it eagerly, pulling Cheerilee even tighter down against her as their mutual orgasm began to sweep over them, as if they were sharing one single climax.

Twilight’s eyes shot open in orgasmic pleasure right when the bed smacked into the wall one more time and a large tome tumbled off the bookshelf right over their heads…

Twilight’s blush was mortified as she stared down at the floor, shuffling her hooves together. “I-I nursed her in the living room until she woke up… she wasn’t seriously hurt.”

“Good gravy girl…” Applejack said pityingly. “That’s gotta be the worst dang luck Ah ever heard of.”

“More like stupid furniture arranging,” Rainbow argued. “Who puts a bookshelf right by their bed? Honestly… it was good luck you didn’t bring the whole thing down on top of you.”

“Don’t be silly, Rainbow, you can’t place all the blame on that last moment,” Rarity said. “Really, that was just the most atrocious of luck from start to finish… I do hope your bumps and bruises all mended, Twilight.”

Twilight nodded reassuringly. “Yes, we were both fine… I guess we couldn’t all have amazing first times, right?”

“So have you two, um, stayed together, then…?” Fluttershy asked.

“Sort of… we haven’t done anything since then, Cheerilee’s been swamped with the end of the school year coming up, but we’ve talked when we get a free moment here and there, and… hehe, well, let’s just say we’re both really looking forward to the summer…”

“Wow, congratulations, Twilight!” Pinkie Pie cheered her. “It might have been a rocky road, but it looks like you’ve got the happiest ending so far! You’ve got a tough mark to beat, Fluttershy!”

Fluttershy jerked in place. “O-Oh, um… t-that’s okay, you can go first, Pinkie, I, um…”

“No way, I’m going last! Birthday girl calls it!”

Fluttershy found that difficult to argue with, though her eyes kept darting quite nervously toward Applejack for some reason. “Well… I guess it had to come out sooner or later… but, um… Applejack, please don’t be mad…?”

Applejack raised an eyebrow. “Mad? About what?”

Rarity gasped, understanding instantly. “Oh. My. STARS. Fluttershy, it was you?! Wa-ha-ha-ha-ha-ha!”

“What?! What’re y’all gabbin’ about?!” Applejack demanded.

Fluttershy shrunk down flat to the floor, now avoiding looking at Applejack entirely. “Um… well… that… pony that Big Macintosh was, um, secretly dating…? It’s, um… it’s me…”

Chapter 5: She's Lovin' It

Chapter Five: She's Lovin' It

The chattering of ponies in the impromptu party on the edge of Sweet Apple Acres was almost deafening, as they all gathered and lined up for the yearly supply Apple Family Cider, made extra special this time in the wake of their decisive victory over the Super Speedy Cider Squeezy 6000, or whatever that frightening contraption had been called. Some particularly upset pony had even decided to set fire to the cider that had been pumped by the Flim Flam brothers. It burned a lot hotter than any of them realized it would, but thankfully it didn’t go out of control and everypony remained safe, sound, and happy, leaving them all free to enjoy the festivities.

Well, all except for Fluttershy, who felt exhausted after her unusually intense workout flitting from tree to tree, and a bit intimidated by the massive crowd of ponies. She retreated from the crowd into the shadows cast by the tall, majestic-looking apple trees to catch her breath and take a load off of her hooves, plopping down on the grass on her flank. There would be plenty of cider left for her when the other ponies had had their fill; she just wanted to rest now…

“Fluttershy?”

Fluttershy squeaked and looked up in surprise when she heard a powerful, masculine voice behind her. Big Macintosh joined her in the shadows with a soft smile on his lips and a mug of cider in his hoof.

“What’re you doin’ hidin’ in the trees?”

“Oh, I’m sorry, was I not supposed to…?” Fluttershy muttered in embarrassment.

“No no, it’s quite alright,” Big Macintosh assured her as he approached, holding out the mug to her. “Ah jus’ didn’t want ya ta go without some cider. It’s on us, fer all yer help savin’ Sweet Apple Acres.”

“Oh, it was my pleasure really, but thank you.” Fluttershy sat up with a smile and took the mug from him, bringing it to her lips in a dainty sip. “Wow, I think it actually tastes better than usual.”

Mac gave her a soft chuckle. “That’s what happens when ya work hard makin’ somethin’, always makes it taste just a little bit better.”

“O-oh, well, I mean, I didn’t really do that much,” Fluttershy said modestly. “I just shook apples out of trees, really it was you and Rainbow Dash doing all the hard work running the cider press. That was really amazing, by the way…”

“Naw, it weren’t nothin’,” Macintosh countered just as humbly. “Work like that’s just like a normal day fer us, really.”

“Well, still!” Fluttershy insisted, and she couldn’t help letting a bit of almost fan-girlish awe slip into her tone. “All that work at once like that was really incredible…”

“Ah’d say you were purdy incredible yerself, miss Fluttershy,” Macintosh said right back. “Fer somepony who never did a lick of apple-buckin’ in her life, you kept up like ya been doin’ it fer years. An’ Ah appreciate it a whole lot.”

Fluttershy wanted to deflect the praise again, but she found herself abruptly unable to breathe when he locked eyes with her and smiled, and so she simply bowed her head and whispered a quiet “Thank you” instead.

For a long moment the two simply sat there together in silence, watching the celebration continue from a distance, and Fluttershy was pleasantly surprised for it. She was glad she wasn’t the only pony in town that wasn’t much for big crowds and being the center of attention. She liked her peace and quiet and… well, not solitude, but she definitely preferred the company of a friend like Big Macintosh over a jubilant (and possibly somewhat intoxicated) crowd of partiers.

“Y’know, Ah don’t believe we’ve ever spent a long time talkin’,” Big Macintosh pointed out softly.

Fluttershy blushed. “No, I suppose not… I didn’t really talk to many ponies before I met Twilight and the others. It still feels new and scary sometimes…”

“Is it scary now?” Big Macintosh asked.

Fluttershy looked up at him, his powerful jaw offset by a pair of gentle eyes, eyes that didn’t even seem capable of narrowing in anger or being the slightest bit scary. “Nope,” Fluttershy giggled softly.

So they spent the rest of the day talking, sharing stories of their lives, and despite her willfully uneventful life, Fluttershy didn’t run out of stories to tell, and she certainly never got tired of listening to his stories. Who knew so much drama could happen on an apple farm? It sounded so exciting to be a member of the Apple Family, and to be in charge of protecting the orchard from ponies and creatures who would hurt it.

The sun marched across the sky as the partiers in front of them finally began to split apart and the party wound down, and still their stories flowed like the cider from the last few barrels that were just being emptied out on the other side of the clearing, until Big Macintosh finally looked up from her face to glance at the sun.

“It’s getting’ late, ah should make sure Granny Smith gets ta bed on time…” Big Macintosh gave her an apologetic nod. “It’s been real nice spendin’ this time with you, Fluttershy.”

“Y-yes, it sure has…” Fluttershy stood up with a smile of her own. Her mouth opened to speak again, but she found that her throat closed up the second it did. She could only watch him walk away as she struggled to make her throat open again, and finally managed to squeak out, “maybeweshoulddoitagainsometimeifyou’renotterriblybusy?”

Macintosh stopped mid-step and looked around at her in genuine surprise. “Er… Ah’m… not sure Ah caught all that…”

Fluttershy gulped hard, forcing down the bubble threatening to block her voice again. “Would you… like to spend time together again, if you’re not terribly busy…?”

Macintosh’s face, even though it was already a deep cherry red, seemed to get just a little bit redder. “Er… ya mean… like a… date?”

Fluttershy positively trembled at that word, because she was having a hard time admitting even to herself that yes, she would very much like to spend time with Big Macintosh in a date-like manner.

She’d been eyeing Macintosh with some definite interest for a while now; he was a lot like Applejack, both physically and mentally. Strong, hard-working, honest, protective, and gentle. The key difference between the two, however, was that Big Macintosh was absolutely gorgeous in every conceivable fashion and anypony with so much as a passing interest in males tended to give Macintosh second, third, fourth, and fifth glances. Not to say Applejack wasn’t pretty in her own right, of course, but Fluttershy knew where her interests lay, and it was definitely with the Apple sibling of the male persuasion.

“Fluttershy…?”

Fluttershy darted her head up and squeaked as she found him right back in front of her, staring at her as if meeting her for the first time. He was still waiting for an answer.

“Yes,” she gasped out before she could think about it hard enough to stop herself. “Yes, like… like a date… if, um, that’s okay with you…”

The moments of silence that followed her question felt like several hours of waiting. Why was he taking so long to respond? Was he thinking of ways to turn her down? Oh gosh she should have known better than to ask a pony like him out on a date. What was she even thinking? He was so gorgeous and kind and hardworking, and she was just--

“Ah think Ah’d like that. How ‘bout Friday night?” Big Macintosh replied at last.

Fluttershy gasped, but soon a wide smile spread across her lips. “O-of course. That sounds absolutely wonderful…”

“Good… Ah’ll come by and pick ya up at yer cottage.” Macintosh reached a hoof out, but seemed unsure what to do with it until finally he put it down and gave her a courteous nod. “Until then, Fluttershy…” He turned to retreat back into the field, where Granny Smith had Fluttershy’s five friends gathered around listening to her talk about this or that. Fluttershy couldn’t really hear what she was talking about, she was too busy running through her mind what had just happened.

“Oh… my…” Fluttershy’s chest heaved a whimsical sigh as she fell forward, her limp body stopped only by her wings, which seemed to catch her and send her floating back into the field to rejoin her friends. She had a date with Big Macintosh… even the thought sent a chill of excitement racing through her. It was her first date ever… oh, what would she wear? Did ponies wear things on dates? She’d only ever been to dances before…

Oh stop it, Fluttershy, she swiftly scolded herself. She could worry about those details later. She had successfully asked out a stallion, a humble, kind, incredibly hunky stallion, and just for tonight, she was going to enjoy that small victory.

“Un. Be. Lievable.”

Fluttershy shrunk away from Applejack for what felt like the tenth time already. “I’m sorry, Applejack, we just… didn’t really try to advertise it, and nopony really noticed…”

“Ya coulda said somethin’!” Applejack yelled, looking about as flustered as Rainbow Dash had been over Rarity’s story. “Datin’ mah brother behind mah back, what in the hay…!”

“I can’t believe I’m saying this, but I have to agree,” Rarity said. “I can understand not telling Applejack--”

“That ain’t agreein’ with me at all!”

“--but you could have at least told me! That cider business was three months ago! A dozen weekly spa trips together and not a word!”

Fluttershy blushed steadily brighter. “I’m sorry, really I am… I just… Macintosh is a very private pony, and I guess I can be too, and I didn’t want to, well… mess anything up by having everypony talking about it and getting involved…”

“Come on, girls, Fluttershy has a point, everypony’s entitled to some privacy now and then... present topic aside,” Twilight said with an admonishing stare aimed at Rarity and Applejack, who both huffed for different reasons and fell silent.

“So Fluttershy…” Rainbow Dash smiled slyly. “I’m guessing this story has a happy ending…?”

“Oh buck no!” Applejack gagged and shuddered, as if just realizing where this story was obviously heading. “No way, Ah ain’t listenin’ ta… ta that if it involves mah brother!”

“You’re more than welcome to leave, Applejack,” Rarity threw back.

Applejack scowled and grimaced. “Nnhh… jus’… warn me before ya start in on that part…”

Twilight blanched. “Yeah, I’m kind of with Applejack on that, I don’t know if I could take hearing about my brother’s mating habits…”

“Come on Fluttershy!” Pinkie Pie bounced with an excited grin. “Let’s get to where we’re going!”

“W-well, okay… if you’re sure…” Fluttershy cleared her throat demurely.

Neither of them was much for going out into Ponyville for long stretches of time, so most of their dates consisted of walks along the edge of the forest, through Sweet Apple Acres, or spending time with Fluttershy’s animals. There were a lot of creatures Big Macintosh didn’t spend much time around, and he found them absolutely fascinating. Their first date, though, convinced they had to do something sufficiently ‘date-like’, they had settled on dinner in town and a play.

‘The Legend of Starswirl the Bearded’ was an acclaimed travelling play, but it really hadn’t been very interesting. Neither of them knew anything about magic, and it frequently turned into unicorns giving lectures on it, though some of the lectures were set to catchy music (these were their favorite parts). Plus the restaurant they’d chosen was kind of a bust as well; it turned out ‘The Daffy Daffodil’ didn’t serve quite what one would expect from the name. Nothing either of them could eat, really.

Fluttershy had been terrified the rotten evening had ruined her chances with Big Macintosh, but something had happened that evening she hadn’t expected… he kissed her. Right on the cheek, just below her right eye. Her heart had leapt for joy and they agreed to go out again; this was far too amazing to let go from just one disappointing night. From then on they promised to plan their activities together and stop trying so hard to ‘be dating.’ It was by far the smartest idea either of them had come up with throughout their budding relationship; spending time together became much easier and more organic, doing things they both enjoyed doing, rather than what one of them thought dating couples were supposed to do.

Not that they never did anything traditionally ‘date-like’ at all, of course. One of Fluttershy’s favorite dates yet had been one month to the day after she’d first asked him out, when he surprised her at the crack of dawn (on a work day no less) with a picnic breakfast, and they watched the sunrise together before he had to get to work in the orchard. It was a short date, over hardly an hour before it started, and he’d barely had time to give her a goodnight (good morning?) kiss, but Fluttershy would never forget it for as long as she lived.

After two months, their relationship began to grow more… physical. Macintosh was always a perfect gentlecolt and never even dared to suggest anything more intimate than a gentle kiss; it had been three weeks before he even allowed himself to move from kissing her on the cheek to meeting her lips directly. Fluttershy was okay with that, of course, but she couldn’t deny wanting a little more.

And then Iron Will had come to town.

Fluttershy was immensely grateful that she never ran into Big Macintosh when she was at the height of her mad power trip brought on by the minotaur claiming to be a self-help guru; she shuddered to think what she might have wrought upon her poor coltfriend in that state. But nevertheless, she’d come out of it with a level of confidence that allowed her to graduate their physical relationship from chaste pecks of lips to passionate, heated make-outs.

She could hardly believe how amazingly things were going even months later, but thinking about the future was starting to get a little scary. She felt like there was only one direction they could go from here, and gosh, what a direction that would be. Getting married, having foals... two things she’d always planned on but never really planned in her head. Now that she’d had a steady coltfriend for several months, though, she found the prospect to be almost frighteningly inevitable.

That was, until the day of the big royal wedding, when her whole perspective on the matter changed completely. Fluttershy had never had the chance to attend a wedding before, so while she was honored to be a part of it, she’d also been a little nervous to see what it would mean. It was such a big moment, and such an important decision in the lives of two ponies. She’d almost been scared stiff by the attack on Canterlot, but once the real Princess Cadence was back where she belonged and that mean Changeling Queen was sent back where she belonged, Fluttershy found herself fascinated with the ceremony, perhaps even a little enamored by it. It just seemed so magical, so positive and happy and full of love… it no longer scared her to think about, but rather, she found herself almost looking forward to that step…

Long after the ceremony was over and the sun began to go down Fluttershy disembarked from the train that had brought them back from Canterlot, bid farewell to her friends, and hovered her way back toward Sweet Apple Acres separately from Applejack and Apple Bloom. She just felt like being alone… seeing him alone, in fact.

“Love is in bloom…” Fluttershy sang in a breathy voice as she danced her way through the apple orchard with small, graceful movements. “Beautiful bride… handsome groom…” She danced on the air all the way through the forest until she finally found her coltfriend walking among the trees with a barrel of apples on his back, smelling of sweat and hard work. Smelling surprisingly good, actually…

“Oh, good evenin’ Fluttershy,” Big Macintosh flashed her a smile as she continued her dance around him in a slow circle. “Heh, I guess y’all had a good time at the wedding?”

Fluttershy swooned. “Oh Big Macintosh, it was the most beautiful thing I’ve ever seen…”

“Well Ah’d hope so. Can’t really think’a too many things bigger’n a royal wedding,” he said with a chuckle. “Ah’m sorry Ah couldn’t come along…”

Fluttershy shook her head. “Oh, it’s quite alright, Macintosh, I understand. With Applejack and Apple Bloom both at the wedding, somepony had to keep the farm running.”

Big Macintosh smiled rather wide. “That’s what Ah love about ya, Fluttershy, yer always so understandin’ when it comes ta the farm…”

“Well of course, why wouldn’t I be?” Fluttershy said, smiling right back. “Sweet Apple Acres doesn’t stop needing work for two whole days, after all. Not even for a royal wedding,” she added with a soft giggle.

Macintosh leaned closer and gave Fluttershy an affectionate nuzzle. “Ya’d be surprised how many mares don’t pick up on that.”

“What do you mean?” Fluttershy asked as she returned the nuzzle and even pecked her lips under his chin, which was about as high as she could reach; goodness gracious he was tall.

“Aww, nothin’ important,” Macintosh sighed. “Just an old marefriend Ah had once. Only one Ah ever had, ‘fore you. She was nice an’ all, but… well, let’s jus’ say Ah don’t much appreciate ponies tryin’ ta make me choose between them and mah farm.”

“Oh goodness, no, I’d never…!” Fluttershy gasped. “I wouldn’t dream of telling you to give up something you love so much…”

“Well thank ya, Fluttershy,” he said, and dipped his head to kiss her forehead. “Ah don’t plan on givin’ up anything Ah love… includin’ you.”

Fluttershy smiled with a happy blush and slipped a hoof around his neck to pull his head down just that little bit further so that his lips were level with hers. “I wouldn’t give up the colt I love either… not for anything in the world…” She kissed him softly on the lips, then broke the kiss with a soft blush and gave him a tender nuzzle, still holding his neck close against hers. “Big Macintosh… I’ve been thinking… and you can say no, but…”

Big Mac returned her hug with one powerful leg, wrapping her in a grip firmer than a knot and yet as gentle as a summer breeze. “But what…? Ya don’t gotta be nervous.”

“I know…” Fluttershy smiled genuinely. She’d long ago ceased being nervous around him. “Big Macintosh… I want us to be as close as we can be… I would love it if we could… make love. For real.” Oh Goddess Fluttershy couldn’t believe she’d just said that. Months ago she would have rather died than utter that out loud, but she knew now he wouldn’t judge her or laugh at her.

“Fluttershy…” Big Mac replied with a slightly breathy whisper. “Are ya sure…? It’s a big thing, y’know… Ah’d never wanna be part o’ somethin’ ya might regret.”

“I won’t regret it, I know I won’t.” Fluttershy pulled back and shook her head, staring deeply into his eyes. “I love you… I don’t intend to ever be with anypony else, and I couldn’t imagine the colt I’d rather do it with…”

Big Macintosh stared back at her for a moment, then turned to take the barrel off of his back, his massive muscles straining to lift it up and let it slam into the ground with an almost deafening thud. When he turned back toward her it was with the most gentle and loving eyes Fluttershy had ever seen. His approach was soft and cautious, as if afraid to scare her off, but she held her ground, firm in her love and desire.

“Fluttershy…” he said, all his focus on her now and his tone serious, though as soft and kind as ever. “Ah love you too, an’ Ah’d love ta… be intimate with ya, but… gosh, that’s awful sudden…”

Fluttershy felt a modest blush grow on her cheeks to go with her peaceful smile. “I know… but being at the wedding, feeling all the romance in the air, seeing such a wonderful display of the love two ponies can share together, well, I… guess I’m feeling a little… extra romantic tonight…”

She paused, glancing away for a moment to collect herself before locking eyes with him again, everything but her utter loving sincerity melting away from her eyes. “Besides, it… it feels right. At least, to me it does…”

Macintosh seemed satisfied with that, slowly nodding his head and pulling her tighter into his embrace. “Ah feel th’ same way, Fluttershy… Ah have fer a while now, but… the last thing Ah wanted ta do was push ya inta anything…”

“Hehe… that’s what I love about you, Macintosh, you’re such a perfect gentlepony…” Fluttershy whispered back. “Would you… like to come back to my cottage?”

“Ah could think o’ no place in all Equestria Ah’d rather be,” he said, and away they went, the barrel of apples quite forgotten.

“Psst… hey Applejack, I think this is the part where you step outside.”

Applejack glared at Rainbow Dash during the brief pause in Fluttershy’s story. “Yeah, yeah, laugh it up at me, why doncha… ugh, no wonder Ah found that barrel ditched out there when Ah got back, Ah figured he just missed one…”

“Are you really leaving, Applejack?” Pinkie Pie asked.

“Ah’m just steppin’ outside fer this part, that’s all,” Applejack said, standing up from the circle and turning toward the door.

“A-Applejack? You… aren’t mad at me, are you…?” Fluttershy spoke up.

Applejack paused, glancing back at her for a long, tense moment. Then at last, she sighed and smiled. “Naw… if’n he’s gonna find himself a marefriend, well… Ah’m glad it’s somepony Ah trust…”

Fluttershy smiled back warmly with a deep blush on her cheeks. “Thank you, Applejack… that means so much to me.”

“Don’t sweat it.” Applejack tipped her hat to her. “Y’all come get me when the story’s over, now.” With a swift nod Applejack swept the door open and disappeared through the door, heading down the steps toward Sugarcube Corner’s first-floor store.

“W-well, where was I… oh yes… oh my…” Fluttershy blushed.

Fluttershy’s cottage was dark by the time they arrived, lit only by the pale light of the full moon overhead. All of the creatures who would normally be hustling out and about had left into the forest to seek shelter from the night, except for the bats, who had gone on the hunt for their daily meals. They were truly alone, Fluttershy realized as she watched Big Macintosh enter the cabin and closed the door behind him. They were really going to do it…

There were no more words that needed to be exchanged. She felt a powerful foreleg pull her up against Mac’s side again as he approached the spiraling wooden staircase that led up to her bedroom. She walked with him, grateful for his support on the way up. Her legs felt weak from nerves, but she refused to second guess herself here. She loved him… she would make love to him, and they would be one step closer to being eternally happy together…

Then they had tea and went to bed, the end.

“Fluttershyyyyy!”

“Eep! Sorry, okay…”

In what felt like no time at all she was at her bed, and Macintosh felt closer to her than ever. He was nuzzling her again now, rubbing his cheek against hers as his hoof slid further around her body. She began to lift herself up onto the bed, but she only managed to get her front half up before Macintosh’s body enveloped her. His breath washed over the back of her neck, his hoof was all the way around her shoulders and settling down on the bed on her other side… oh Goddess, he was moving into mounting position, she realized with a gasp of nervous desire. Her wings swiftly began to betray her arousal, popping out to her sides. At first her left wing pushed fruitlessly against the girth of his muscular frame, but his body continued to shift out of the way over her back, and her wings were free to pop out to full extension underneath him.

Fluttershy trembled, at once terrified and thrilled. He was fully on top of her now, nuzzling the back of her neck, whispering sweet nothings in her ear, holding himself up by his front hooves on the bed so he wouldn’t crush her, and between her hind legs… oh Celestia there it was. There he was. Just barely brushing her inner thighs and sliding higher as he grew fully erect, until she could feel his full length along her underbelly. It wasn’t just an idea or even a fantasy anymore. It was real, it was really happening…

She felt his erection rub against her underside, seeming to go all the way from her slit halfway up her torso. Goddess it felt so huge, was she even capable of taking all that into her? She knew that was how it was done, but it simply didn’t seem possible. Thankfully he didn’t seem in a hurry to find out; he was holding her firmly in both hooves, pressing his powerful chest against her back as his hips began to buck ever so slightly, brushing over her underbelly in a slow mimicry of what was to come.

Her wings were trembling with nervous anticipation as a soft moan escaped her lips, betraying her arousal even more. She could smell the sweat from his hard work on the farm, the husky smell only making her even wetter, a wetness she could feel along the top of his shaft as he rubbed himself back and forth, across her slit and back up her stomach again. It felt so amazing, and she wanted it so badly.

She tried to crane her neck to kiss him, but found it extremely difficult from this angle. With a gentle touch she put a hoof on his shoulder and pushed just ever so slightly. There was no way she could overpower him, but he moved like a stalk of wheat in a soft breeze, taking her touch as a sign to move back. Before he could question her she whirled around and threw her forelegs around his neck, holding herself up on her hind legs in a heated, loving kiss.

Macintosh was quite happy to return it, it seemed, and Fluttershy was able to savor this kiss for a while, hotter and heavier than even their most exciting make-outs. Her loins protested furiously, having gotten barely a tease of a taste of the main event, but again, neither of them was in a hurry for it. She never wanted to stop kissing him, ever. She almost dreaded breaking it and getting back into position--

Fluttershy gasped suddenly, broken from her thoughts as she felt Macintosh take a slow step forward, and then another. Her hind legs stumbled backward in response, and quickly bumped against her bed-frame. Macintosh took one more step forward, and with a squeak she toppled onto her back at the edge of the bed. Immediately Macintosh was after her, rearing up his front legs and planting them on either side of her again, and Fluttershy let out a second gasp, this one much more pleased than surprised. Her hips were at the very edge of the bed now, and Macintosh was positioned just beyond that, back hooves on the floor, and his full length was sliding tantalizingly across her slit again…except now she could see it happening, now she could look up at his face and smile at him and kiss him while their hips met, and Fluttershy’s heart nearly melted in happiness. This was much better.

She tugged his face down to hers to resume their kiss, and as Macintosh returned it, he slid himself agonizingly slowly back and forth over her slit. Her wings alternated between pounding furiously against her sheets and locking rigidly in place, her body begging for an end to the teasing as insistently as it could, until at last she felt his member stop sliding over the outside of her slit. He shifted back just a bit extra on one backstroke, and instead of sliding over the top of her, now he was prodding at her wet entrance properly. The buildup was over. They were at the point of no return now.

“Are ya… ready, Fluttershy…?” he whispered.

“Oh Macintosh… yes…” Fluttershy let out a breathy squeak. “I’m more than ready…”

They stared into each other’s eyes as Macintosh reached down to make sure his aim was true, then began to slowly push himself forward, his erection pushing its way inside of her waiting, moistened slit. Fluttershy bit her bottom lip to keep from crying out, her legs opening wider as his hips moved further between them, deepening his penetration bit by bit. She could feel every inch, every movement as he slid deeper inside of her than she ever believed possible. It felt like there was no end to him for a few moments until finally his pelvis pressed tightly up against hers.

For a few moments they both fell silent and still, holding each other tightly and staring into each other’s eyes, as if waiting to awaken from the dream. When they showed no signs of awakening, Fluttershy reached up to slip her hooves around his shoulders, pulling him down against her chest and kissing at the bottom of his throat in a loving nuzzle. She gasped and groaned, but didn’t stop when she felt his first movements, a slow pull out from her, then a firm, but gentle thrust all the way back inside of her.

She nuzzled heavily into his throat, taking in the husky smell of his body as he began to thrust in a steady rhythm, pushing her back against the sheets, which crumpled around her a bit more with every motion. She ran one hoof over his back needingly as the other slipped around to his front to lovingly caress his barrel chest. He thrust against her yet again, his entire body rippling with the motions, bulging and clinging to her even tighter. She felt so safe in his hooves, like nothing could possibly touch her while they held her.

Macintosh seemed to realize this, because within moments of her thinking as much, his front hooves were sliding further around her, completely encompassing Fluttershy’s body. He was still holding most of his weight off her, but she could still feel the pressure of his body on top of hers. Except now he was pressing her intensely between his chest and her bed, her face gently squished into his upper chest and neck, her every sense assaulted with his every scent and sound and taste and feel, and Fluttershy couldn’t help smiling a broad, lazy smile. She loved him with all her heart, that had never been in doubt and would always be the first thing in her mind… but oh Celestia, how wonderful it felt to finally enjoy a physical relationship with him. Her body quaked with the desire she had held back until now, that she finally had brought up the courage to satisfy, and though she was glad she had waited until she knew for sure he was the one, part of her wished she’d done this ages ago, because oh sweet merciful heavens it was indescribable how wonderful it felt.

Satisfied that their love was secure and unbreakable, Fluttershy allowed herself to really savor the new physical aspects of their relationship. He was practically smothering her underneath his body, and in another situation it might have terrified her or made her feel claustrophobic, but in the here and now it was an incredible turn-on. The whole world around her was blocked out, as if Big Macintosh’s body was the entirety of her universe. His kisses, too, peppering her neck and forehead and anywhere else he could reach, were driving her wild.

But it was that magical, glowing, red-hot place between their hind legs that really made everything perfect.

“Am Ah smotherin’ you… Fluttershy…?” she heard him whisper breathily inches from her ear.

“Oh… goodness no… it’s alright… I love it…” Fluttershy panted back happily. Oh Goddess even now he was so concerned with how she felt… yes, he was definitely the most special of special someponies she could ever hope for.

“Mmm…” Macintosh grunted softly and gripped her just a bit tighter as he began to move, pulling her along with him. Fluttershy gasped as they rolled over on the bed together, until she found herself lying on top of Big Macintosh like a big muscled mattress. She propped herself up just slightly on her knees to look into his eyes; seeing his flushed face was almost strange as she still felt his length deep inside of her, but she loved both sensations…

“You didn’t have to…” Fluttershy told him demurely.

“Ah’d never wanna risk hurting you… ever…” Macintosh reached down her body to her flanks, putting his hooves against her cutie marks, which tingled at the touch. Fluttershy allowed herself a soft groan of pleasure as he began to lift her slightly off of him, then push her pelvis down against his shaft. Taking the hint, Fluttershy took it upon herself to move against him, moving up his body, then back down again, impaling her slit against him again and again, as well as stroking their chests together. She was surprised that the sensations on her nipples were like stabs of pleasure, but that only made it better…

She arched her back as their hip slaps began to grow more labored and insistent, and on some level Fluttershy knew things were coming to a peak. Her insides were boiling with pleasure and she felt about ready to burst, and Macintosh’s face was twisting in an almost uncomfortable fashion.

“Fluttershy…” he grunted again, more strained this time, and her suspicions were all but confirmed. He was nearing the end of his restraint. “I…”

“It’s okay, Macintosh…” Fluttershy whispered over him. “You don’t have to hold back…”

Big Macintosh didn’t look capable of holding back anyway. His head fell back to the pillows and his eyes closed, front hooves pressing her down onto his shaft one more time… and then she felt his release, searing-hot bolts of seed flooding her insides and making her whole body shudder from the warmth. Her own body was still aching and yearning in a way she’d never quite felt before, as though something was woefully lacking in her own experience, but everything else had been so perfect about tonight… well, she was willing to let that go.

“Oh my gosh… oh Macintosh…” Fluttershy whispered, laying down over his chest with a pleased smile. “Oh that felt so nice…”

“It did… but ya didn’t seem ta be… finishin’ with me,” Big Macintosh pointed out as he stroked her back with both hooves.

“Oh Macintosh, I don’t even care, that was such a beautiful moment, even being here was worth it…” Fluttershy replied with a broad smile.

“Well Ah care…” Macintosh shifted again, his hooves pushing her ever so gently off of him onto her back on the mattress as he lay beside her. “Ya deserve all the pleasure in the world, Fluttershy… Ah couldn’t live with mahself if ya didn’t feel everythin’ ya just made me feel…” She felt his front hoof travel down from her shoulder, stroking the fur across her underbelly until it rubbed over her nipples, stroking up and down softly.

Fluttershy squeaked in arousal again, shifting on the bed, but not moving to get away. She felt his hoof play with them slowly for a couple of minutes, sending pricks of pleasure through her until suddenly his hoof slid the rest of the way down, his leg pressing up against her slit, which was already completely exposed, her legs having opened almost subconsciously for him.

His lips peppered her neck and cheek with soft kisses as she felt his powerful leg stroke and feel at her aching slit. Whatever that aching and yearning she’d felt before had been, it came back in full force, but this time the sensations didn’t end. She’d been so worked up from before it didn’t take long before she again reached - and then surpassed - the level of pleasure she’d been at while he was inside of her. Her entire body was aching and racing with sensations and emotions… Goddess, this was all for her…

“M-Macintosh… I love you…” Fluttershy panted heavily and reached out almost desperately for his neck, pulling him into a passionate kiss as she felt her body go screaming past the peak of pleasure. Her hips bucked ferociously against his hoof, grinding it that much harder into her stretched and exposed slit to prolong the feelings. Her legs twitched and kicked with each bolt of climax that fired through her body, thankfully kicking nothing but air. And all the while she howled a shaky, staggering moan into Macintosh’s lips and flushed brightly as she felt herself drenching his leg with her own orgasmic fluids.

Macintosh seemed to understand that she’d had more than enough, and drew his leg back, letting her pleasure wind down. It took a while; she was still in the throes of orgasm even after he released her, and she willed it to last for as long as she could. When she finally wore it out, she drooped limply down to the mattress again, feeling like she was made of quaking, trembling jelly from head to hoof. She ached from the exertion and was pretty sure she’d be sore in the morning, but the smile on her face couldn’t be wider. She felt wonderful.

“Y’alright, Fluttershy…?” Macintosh whispered to her, nudging her cheek with his muzzle.

“I feel amazing, Macintosh…” she panted back at him. “That was… perfect…”

Macintosh smiled gratefully at that. “Ah’m glad… Ah love ya too, Fluttershy…”

He offered her his open hooves, and Fluttershy rolled tiredly into his embrace. Heaving a weary but satisfied sigh, she closed her eyes and let his hooves engulf her. She was asleep almost instantly.

“…Then, um… well, he stayed with me all night, we woke up together and had breakfast before he had to get back to the farm, and, um… that was the end of it. I’ve… never felt so happy in my life…”

“Mercy me…” Rarity whispered, fanning herself.

“That was so superfantabulously amazing!” Pinkie Pie bounced in place. “I’m so happy for you Fluttershy!”

“I think we all are…” Twilight Sparkle smiled through the deep blush on her cheeks. “It sounds like you found a lot more than just a mating partner…”

“Hehe, well we haven’t really talked about more yet, but um… I wouldn’t say no, if he asked me to marry him…” Fluttershy replied with a blush. “If he wants to ask, of course…”

“Oh Fluttershy! Can I be one of your bridesmaids?” Rarity asked with a grin.

“Oh Rarity, I would ask you first!” The two locked each other in a firm hug with a giggle.

Rainbow Dash seemed to shake herself out of a trancelike state at that, going from enraptured by the story to grunting in disgust. “Eeeurgh, so sappy… I’m gonna go bring AJ back in.” She turned to rush away from the group to hide the blush growing across her cheeks.

“Oh my gosh this is like the best birthday ever!” Pinkie Pie exclaimed happily.

“Don’t nopony go tryin’ ta tell me what jus’ happened, Ah really don’t wanna know,” Applejack said as she approached the group again with a wry smirk on her lips.

“They’re getting married or something,” Rainbow said.

“…What?!”

“W-w-well, I mean… if he asked, I would…” Fluttershy repeated.

“Calm down, Applejack, nopony’s getting married right now,” Twilight said. “Anyway, we still have one more story to hear before the night’s over. Pinkie Pie, are you ready to share your ‘first time’ story?”

“Oooh, you betcha Twilight!” Pinkie said, bouncing excitedly into the center of the circle as Fluttershy scurried gratefully out. “My story’s so awesome you might not even believe it!”

“I think by now we’ve learned to just take your word for it, Pinkie,” Twilight assured her.

“Aww, thanks Twilight! Oh, but you should probably step outside for most of it.”

Twilight raised a surprised eyebrow. “Huh? Step outside? Why?”

“Because you said you didn’t want to hear about your brother having sex!”

Four other pairs of eyes snapped immediately toward Pinkie Pie and Twilight, the former smiling obliviously while the latter’s eyes bulged impossibly wide. And then five jaws plummeted to the floor and blurted out in one voice.

“WHAT?!”

“So you don’t want to leave, Twilight?” Pinkie blinked curiously.

“No! I wanna know what the hay you’re talking about! I know Shining Armor would never do… do that!” Twilight blushed deeply.

Pinkie’s giggle was fast and infectious. “Oh, Shining Armor can do a lot of things! It was when I was setting up for the reception…”

Chapter 6: Two in the Pink

Chapter Six: Two in the Pink

Looking at the Royal Canterlot Courtyard one would think that absolutely nothing seemed out of the ordinary, or indeed anything less than perfectly ready for hosting a lively, extravagant wedding reception. The tables were set and clothed. The punch bowl was full and ready to serve with a pyramid of punch glasses beside it. Music was arranged and a sound system was set up and fully in place, a bright white and blue-maned unicorn going over the finer details of music mixing with a technician. Looking at it as it was, one wouldn’t even think to guess that merely a day earlier the entire courtyard had been trampled and overrun by a horde of body-snatching, lie-telling, disguise-wearing Changelings bent on sucking the life out of every pony in Canterlot. Everything of material value had been ruined, and any other party planner might have given up and gone home.

Well, Pinkie thought as she beamed proudly at the new arrangements, I’m not just any other party planner, and that’s why I’VE got the party cutie mark! Eat it, Changelings!

“My word, Pinkie Pie, you’ve really outdone yourself,” said a voice behind her and to her left. “Canterlot parties are usually so… sterile. You really added some life into this party!”

Pinkie Pie smiled modestly and spun around. “Thanks a bunch, Princess Cadence! Wait, is it Ca-dense or Ca-dance? Or maybe you like Cadenza? Wait, no, you’re a princess, I should do the whole thing! Ahem… thank you so much for the compliment, oh fair Princess Mi Amore Cadenza--”

A deep pink alicorn chuckled heartily and hugged Pinkie Pie tightly under one hoof. “Pinkie, please, Cadence is just fine…”

“Hehe, if you say so! You really like it?” Pinkie asked brightly.

“I love it, I can’t wait to see it all come alive during the wedding.” The princess stepped forward to take in all the decorations, moving with all the grace one would expect of one of the few living Princesses of all Equestria. “Is that a Piñata in the corner?”

“Yep! Who doesn’t love a nice Piñata!?” Pinkie bounced up beside her.

“Hehe, I know I sure do, I can’t wait to find out what’s inside.” Cadence looked over the party decorations for a few more minutes, though her smile seemed to be fading as she went.

“Princess…? If you don’t mind me asking… are you okay?” Pinkie Pie asked. “Is something wrong with the party?”

“No, of course not, Pinkie, it’s perfect. Nothing’s wrong at all… not with the wedding…” Cadence sighed and turned away from Pinkie. “I should get going, I still have to check on Applejack and her treats.”

“Not without a smile you’re not!” Pinkie Pie bounced in front of her to stop her.

“Huh? A smile?” Cadence blinked in surprise.

“Yep! Nopony walks away from me without a smile! If you’ve got a problem, tell me and I’ll make you feel better!” Pinkie Pie insisted.

Cadence fixed her with a stunned stare, then let out a soft chuckle. “Oh Pinkie Pie, Twilight told me about you, but even what she said seems inadequate...”

“Hehe, you know, I get that a lot! Nopony quite knows how to describe me!” Pinkie Pie giggled. “Now come on, tell me what’s got you looking so pouty!”

Cadence shook her head with a soft smile of resignation. “Alright, alright, since you insist… it’s nothing to do with the wedding or the reception, but my husband-to-be… since we defeated the Changeling Queen yesterday, Shining Armor has felt… distant. He’s as kind and wonderful as ever, but he hasn’t been talking to me all day now. I fear there’s something he refuses to tell me…”

Pinkie sat back on her rump and tapped her chin with a front hoof, thinking. “Hmmm… are you sure he’s not just getting an early start on the part where you can’t see the bride before the wedding?”

Cadence managed another small chuckle. “No, Pinkie, I’m pretty sure that’s not it… something’s bothering him, and he won’t tell me what. He just gives me this... sad, fake smile.”

“Oh no, that’s two ponies that aren’t smiling at a wedding!” Pinkie Pie gasped. “And it’s the two most important ponies in a wedding!”

“Yes, that’s… one way to put it.”

“Well don’t you worry, Princess Cadence! If seeing Shining Armor happy again will make you smile then I’ll go get him to smile right away!”

“Yeah, I BET you made him smile!”

“Rainbow, don’t you DARE. Pinkie, tell her she’s wrong, tell ME she’s wrong!”

“I’m TRYING to tell my STORY, sheesh!”

“Oh thank you, Pinkie,” Cadence agreed with a smile. A weak one, but it was definitely a genuine smile, and that was good enough for Pinkie, for now. “He should be in the north tower’s guest bedroom, it’s the groom’s staging area. I hope your attitude is as infectious to him as it is to me…”

“I know it will be! Go check on AJ and meet me up there in ten minutes, I promise I’ll have him smiling by then!”

“It’s a promise, then,” Cadence said, bowing thankfully to Pinkie Pie, and then turning to trot off to the kitchens.

“Alright, Shining Armor!” Pinkie announced to nopony in particular, marching toward the north tower. “Let’s see what makes you tick!”

“Pfft…! What makes him tick! Ahahahaha…! Oh come on, Twilight, this is just too easy…!”

“Shut up, Rainbow! Pinkie, this BETTER not be going where Rainbow thinks it’s going!”

“Where does Rainbow think it’s going?”

“Well, I--”

“Keep telling the story!”

The north tower of Canterlot Castle was so high it was almost level with the top of the mountain upon which the city was perched. Through the windows of the stairwell leading up to it, Pinkie Pie could see all of Equestria spreading out across the distance horizon. Why, when she squinted she was sure she could make out Sugarcube Corner in Ponyville! But she didn’t let herself get distracted for too long. She had a pony to cheer up!

She rapped one hoof lightly on the door at the top of the stairs. “Shining Armor? Hello hello! It’s your friend Pinkie Pie!” There was silence for several moments before she spoke again. “Hello hello! I hope you can hear me!” She waited another few moments before continuing even louder at the top of her lungs. “HELLO HELLO! IT’S PIN-“

The door opened then, and Shining Armor stood on the other side, rubbing his ear with one hoof. “Yes, hello, I hear you! Jeez you have some pipes…”

“Hello, Shining Armor! I just wanted to make sure everything’s okay for the wedding! Everypony should be smiling at the wedding!” Pinkie grinned.

“Of course I’ll be smiling at the wedding, you needn’t worry. Cadence is the most wonderful and beautiful mare in Equestria, marrying her is my only dream now…” Despite his attempt at a comforting smile, there was no happiness in his face, only a lingering doubt and worry. Cadence had been right, even his smile wasn’t happy. Something was definitely wrong. “So don’t worry about me, okay? Everything is right in the world now.”

“I don’t think it is!” Pinkie Pie stepped inside of his room without waiting for an answer, though she didn’t shove him aside. Instead she slipped nimbly past him without even touching him, striding right to the center of the room and plopping her rump down on the carpet as she faced him. “Cadence said you haven’t been talking to her… she thinks you’re sad, and I agree.”

“…Cadence said that?” Shining Armor shut the door immediately with a sigh, lowering his head. “Damnit… I thought I was doing a good job of hiding it…”

“Nope, not really, she totally sees right through it, and she’s getting pretty worried! Also, hiding what? What could be so bad to make you frown now of all times?” Pinkie asked curiously.

Shining Armor shook his head and approached the window pointed inward toward the castle proper, leaning up against the windowsill. “The Changeling Queen fooled everypony… but nopony more than me… I never realized that anything was wrong with my own fiancé. She said everything right… sh-she did everything right…”

Pinkie Pie giggled warmly. “Aww, is that all you’re worried about? Don’t be silly, it wasn’t your fault! Twilight saw what was happening, that Changeling Queen had you under a mean nasty spell! Every time you got a little suspicious she used it on you a little more until you forgot you were suspicious about anything! By the time you got to the wedding you were practically a zombie!”

“It’s not just that…” Shining Armor sighed. “I know she had me under a spell, but…”

“But what?” Pinkie pressed.

“I don’t remember anything from when she was using it on me. But I do remember everything else. That thing was posing as my fiancé for a while before the wedding was originally scheduled. Days. And while Cadence was locked away in that cave all that time, I was… spending time with that fake like she was my wife-to-be… I…”

“…Oooohhhhhh, did you kiss her without knowing she was a fake?” Pinkie guessed.

Shining Armor looked away glumly. “…A lot more than kiss her…”

Twilight gasped, her front hooves flying to her mouth. “Oh my Goddess…”

“Oh, the scandal!” Rarity whispered dramatically.

“Oh, how terrible!” Fluttershy squeaked.

“Oh, this is good!” Rainbow grinned, more interested than ever.

“Oh brother, what a drama king…” Applejack grunted.

“I can’t believe it… that’s what you meant about my brother’s sex life? Shining Armor… got in bed with that monster…?!” Twilight looked like she was going to be sick.

“It ain’t his fault!” Applejack snapped. “Ain’t nopony’s fault but that blasted Changeling Queen, so don’t you dare go blamin’ yer own kin!”

Twilight shuddered and gulped down her nauseous breath. “I-I guess so… but still, ugh, that’s revolting to even think about…! I’d have almost rather heard it was Pinkie involved with Shining Armor’s sex life…”

Pinkie giggled softly and continued. “Well…”

“Ooohhh… you mated with her?” Pinkie asked curiously.

Shining Armor sighed after a moment. “Yes, I did…” He turned away from her again. “And even though I didn’t know it wasn’t her, I feel like I… like I not only failed Cadence, I feel like I betrayed her. I mean, Twilight saw through her ruse, why couldn’t I? How could I get into bed with her… probably several times… and not even suspect a thing? How can I claim to love her when I don’t even notice when somepony takes her place?!” He broke down into a soft sob tinged with anger at himself. “How can I look at her when I cheated on her days before our wedding…?”

Pinkie Pie remained silent for a moment, then moved to walk around him until she was standing by his side looking out the window. She stood up on her hindlegs and reached up with two hooves to grip his cheeks, forcing his lips to curl upward. “You look at her with a smile,” Pinkie giggled softly. “That’s how you look at her, because that’s what you make her do.”

“She couldn’t keep smiling at me if she knew what I did… I don’t deserve her smiles…” Shining Armor choked up softly.

“I beg to differ.”

Shining Armor whirled in shock when he heard a soft voice coming from the bedroom door. Cadence was standing there with a concerned expression on her face, her eyes locked onto his.

“Cadence, I…” Shining Armor looked away from her almost instantly. “…You heard all that, didn’t you…?”

“I heard enough,” the princess admitted.

“…I wanted to tell you, Cadence, but… I was so ashamed… I’m so sorry…”

Cadence moved to approach him. “It’s not your fault, my love… you are as much a victim in this as I.” Cadence reached up to touch his cheek softly with one hoof. “She manipulated you… used you… used your mind, used your body… don’t you dare blame yourself for that.” She stared into his eyes, holding his head straight with one hoof. “Promise me.”

Shining Armor took a deep breath. “…Yes… you’re right… I know you’re right… but still, I--”

“No buts, Shining Armor,” Cadence stopped him. “I don’t blame you at all, and neither should you. So please, promise me…”

Shinging Armor managed another deep breath, stronger this time. “Alright… alright. For you. I promise, I won’t blame myself anymore…”

Cadence smiled warmly. “Just remember that we succeeded in banishing the Changelings only because of how very much you love and trust me... and I you.” The princess leaned in to capture his lips in a tender kiss, which he swiftly returned.

Pinkie grinned brightly at her success. “There, you see? That wasn’t so hard at all!”

“Thank you, Pinkie,” Cadence answered as the kiss ended, and she and Shining Armor laid their heads on each other’s shoulders. “You are every bit the smile-bringer you promised…”

“Aww, thanks! That’s Pinkie Pie, always bringing the smiles!” Pinkie beamed.

Cadence drew back after a moment, glad to see a real smile on Shining Armor’s face, and as soon as she was satisfied, her own smile turned teasing. “So… how was she?”

Shining Armor went pale and then bright red in record time. “…Har har, very funny, hon…”

“No, really, tell me!” Cadence giggled. “Since you had a little fun without me, I think it’s only fair to be a little curious about it…”

Shining Armor gulped, as though terrified there wasn’t a good answer. “I, um… it was… it was alright, I guess…”

Cadence’s teasing smile only grew. “Just ‘alright?’ Gosh, Shining Armor, that was practically me in there, is it just ‘alright’ with me, too?”

“N-no, no!” he hurried to answer. “It’s wonderful with you!”

Cadence crawled up onto the bed and giggled coyly. “I think I’m a little insulted… here I let you go have a little extra fun and this is the thanks I get? I think I got a raw deal.”

Pinkie Pie giggled, quick to jump in and play along. “Yeah, jeez Shining Armor, talk about rude! Maybe Cadence should get to have some extra fun now too!”

“Extra fun…?” Shining Armor could only stare in shock.

“Mmhmm…” Cadence slipped one hoof around Pinkie Pie to pull her up against her side. “You got to be with another filly, after all…”

“That was n-eeeeugh!” Shining Armor’s sentence died the instant Cadence pulled Pinkie Pie into a soft kiss on the lips. Pinkie Pie gasped at first as well, then leaned into it happily and threw her hooves around Cadence’s neck. She could feel Cadence pulling her closer still, until Pinkie felt her smaller, curled up body pressed tightly up against Cadence’s underbelly.

“You’re definitely making this all up.”

“No! Really! It’s really real!”

Pinkie Pie could hear the hoofsteps approaching the bed, but Cadence didn’t give her a moment to look, gently laying Pinkie down on her back to free up her hooves, which ran down her sides to her cutie marks, drawing out a sharp moan of pleasure. Pinkie’s body writhed up against Cadence’s, whose tongue wriggled out of her lips to push its way inside of Pinkie’s with a firm, insistent shove. Pinkie didn’t complain, this just felt too amazing…

“C-Cadence, honey…” Shining Armor stammered, his voice much closer now. “W-what…?”

Cadence broke from Pinkie’s lips and glanced at her fiancé, and as Pinkie took a look at him as well, she saw that he had indeed moved closer, halfway toward the bed. His jaw was hanging open, and his eyes were enormous, staring at them both in unblinking shock. Partly in surprise, but Pinkie couldn’t help but grin when she saw interest there as well.

Cadence apparently saw it too. “Oh, did you want to watch?” she whispered almost sensually. “Well, alright then… you naughty stallion you…”

“…What. No. No no no no NO. That is NOT Cadence, and that is DEFINITELY not my brother, this story is completely--”

“AWESOME! Shut her up Applejack, this story rocks! Keep going Pinkie!”

Cadence winked at her husband-to-be and then resumed her kiss with Pinkie, and the party pony was all too eager to return it. She’d never partied quite like this before, but she had to admit it was something new and exciting for her, not to mention some serious sexy fun. And Shining Armor seemed entirely okay with it, if the long pink thing beginning to stick out from under his stomach was any indication. She knew what it was, of course, but she’d never really looked at one before, and despite locking lips with a beautiful alicorn princess, she couldn’t deny it was drawing her attention…

“Mmmm…” Cadence moaned into Pinkie’s lips with a soft smile. “See something you like, Pinkie Pie?”

“I think I do…” Pinkie replied with an eager nod. Cadence chuckled and kissed her again, this time running one hoof down slowly across Pinkie’s underbelly, where her hoof brushed over the sensitive nipples that were already protruding from her body, just barely visible through her fur. Pinkie couldn’t stop a soft moan from escaping her throat, her head lolling back against the bed-sheets. She’d definitely never felt anything like that before…

Shining Armor drew closer still to the bed, until he was standing right beside it. Oh Goddess, Pinkie realized, he wasn’t even looking at Cadence right now, he was staring straight at her. His eyes were roaming over her body, which was only half-covered by Cadence’s body, to allow her hoof to maneuver across her underside. Cadence must have also seen his wandering eyes, because she moved out of the way entirely, exposing Pinkie’s splayed body for the soon-to-be-prince to see.

By now Shining Armor’s erection was nearly touching the floor despite its steep angle. It had to be at least as long as his legs, if not the length of his entire body. Pinkie had never seen a sight like that, but she felt the wetness growing between her legs just at the sight of it. She so wanted to see it being plunged inside of her…

Again as if sensing her desires, Cadence shifted across the bed, moving to sit behind Pinkie and pull her up against her torso onto her lap, with Pinkie’s back against her chest. “What do you say, my love?” Cadence asked sensually. “Will you help me reward our best friend for helping us smile again…?”

“It would be my pleasure…” Shining Armor crawled onto the bed with them, approaching Pinkie Pie, who was practically helpless in Cadence’s hooves with her legs splayed in front of her.

“It would also be my pleasure…” Pinkie replied with a cheeky grin.

“Bwah-hahahahahaha! Oh my Goddess this is like the most hilarious porno ever!”

“This is not happening this is NOT happening this did NOT happen--mmpphhh!”

“Hush, Twilight, this is the JUICIEST story yet!”

Pinkie laid back contently in Cadence’s embrace as Shining Armor crawled over the two mares, looking down at them in amazement, like he couldn’t believe his luck. He leaned forward over Pinkie’s head to kiss his future bride quite passionately, and Pinkie craned her neck up to watch as their lips and tongues mingled lovingly even as his straining erection was pressing against Pinkie’s own gooey and spread-open slit. Then Cadence was tugging Pinkie’s hind legs just a bit further apart, and Shining Armor was sliding forward, driving his shaft right up inside her in a single long, smooth motion.

Pinkie gasped and squealed excitedly, feeling so wonderfully, delightfully full in her most intimate of places. Oh gosh, she was doing it, she was having sex! And it was awesome! She’d heard it could be good, but this was just incredible! It was the best feeling she could possibly describe, and he hadn’t even started moving yet!

Cadence’s hooves meanwhile had let go of her thighs now that Shining Armor was fully embedded inside Pinkie, and returned them to the colorful balloons on her flanks, giving them a few more sensual strokes, and Pinkie swiftly remembered the other half of this amazing duo pleasuring her, thanking her, loving her. Goddess, those hooves were incredible, she had no idea getting her cutie marks rubbed could be such a huge turn-on…

Pinkie craned her neck up to try to join in the kiss going on right above her head, but her neck was just too darned short. Thankfully Cadence seemed to realize that she needed attention and leaned down to bury her muzzle in the side of Pinkie’s neck, sucking and licking at her sensitive flesh. Pinkie groaned deeply and arched her neck, sure that it couldn’t get any better, when suddenly Shining Armor began to move, pulling his gargantuan erection out of her gooey vagina and pushing it back in with broad, sweeping motions.

Pinkie had to bite her lip to keep from screaming in pleasure as Shining Armor plunged in and out of her, while Princess Cadence held her tightly in place, refusing to let her push him away. Squashed between them like a big sandwich of love, Pinkie Pie felt like her body was on fire, a fire that only got worse… and better… as Shining Armor thrust into her again and again. Pinkie howled and yelped as a strange sensation flooded through her body, coming to a screaming, incredible orgasm… she was pretty sure that was what it was called, anyway, and good golly, no wonder ponies wanted them so bad, they were awesome! It was like a sneeze, but better, and for her whole body, especially her really pink spot!

Shining Armor pulled out of Pinkie then with a soft smile. “How was that, Pinkie…?”

Pinkie shot him a beaming smile. “So amazing! Hehehe! Now let’s do Cadence!” Pinkie jumped up and put her hooves on Cadence’s shoulders, pushing her down onto her back eagerly and pushing her hind legs open. “Oooh, look, she’s already all gooey too…! Maybe just a… little taste…?” Pinkie Pie leaned down on her hooves and let her tongue run up Cadence’s slit in a slow rhythm, unbroken even when she felt Shining Armor mount her back properly and thrust himself inside of her again.

Pinkie very nearly came again right then, shrieking into Cadence’s damp slit, but somehow she held onto her senses, running her tongue over the wet flesh and trying her best to please Cadence even as Shining Armor’s hips slapped against her own. Unfortunately he was just far too good at this; he’d obviously had countless nights of practice with his beautiful fiancé, and Pinkie simply could not focus on anything else, her body soon succumbing to his powerful, calculated thrusting. An ear to ear smile grew across her face yet again even as it was buried between Cadence’s hind legs, her body quaking with renewed orgasm.

“Ooohhhh my gooooooooooooooosh!” she cried, and when he pulled out of her again as stiff as when he’d started, her hips flopped quivering to the mattress.

“You certainly are easy to please,” Cadence said with a soft, breathy giggle.

“Heh… hehe… I’m eager to please, too…!” Pinkie Pie insisted, and though her hips still trembled, her legs felt like they’d turned to goo, and her crotch was dripping juices on the bed-sheets as copiously as it was dripping from Shining Armor’s member, she dove back into Cadence’s spread pussy with renewed vigor, determined to finish what she’d started.

The taste was unlike anything she’d ever tasted before, like the MMM Cake mixed with the most delicious chocolate brownies she’d ever had in her entire life. Her tongue licked and thrust inside of Cadence’s slit as vigorously as she could, sliding deep inside of her to explore every inch of her moistened slit. Just the smell was enough to drive Pinkie wilder; she wasn’t even sure what it was like, but she dug with her tongue to find out…

While Pinkie was busy eating out Cadence’s slit with vigor, she looked up Cadence’s body to see Shining Armor moving up the bed to stroke Cadence’s cheeks, which almost immediately darted down to take his erection into her mouth. Pinkie could only watch in fascination as Cadence’s lips bobbed up and down onto his mammoth member, still shining with Pinkie’s own internal love juices. Somehow she managed to take the whole thing in… it didn’t even seem possible, but it was incredible…

Pinkie let out a tiny gasping squeak when suddenly she saw white stuff begin to leak out of Cadence’s lips. Oh Goddess, he was filling her mouth with his seed, he was coming… it was such an amazing sight, and even better, she also saw Cadence’s slit grow even wetter, juices flowing out in a sudden rush to let Pinkie know that she, too, had managed to find the incredible climax Pinkie had experienced.

Shining Armor pulled his erection out of his fiance’s lips, shining now with Pinkie’s juices, Cadence’s spit, and his own semen, some of which was also stained on the fur around Cadence’s lips. He was still going, to Pinkie’s delight, and so she got to watch first-hoof as he left his last bursts of semen on Cadence’s extended tongue and flushed cheeks. He certainly seemed like a very virile stallion; even after he finally finishing coming, he wasn’t losing his erection at all.

“Oh my Goddess, you both look sooooo hooooot!” Pinkie told them with a grin.

“Oh we’ve never been like this until we did it with you, Pinkie Pie…” Cadence replied with her own grin. “You just make everything more fun.”

“Hehehe! Thanks! That makes me so happy!” Pinkie squealed with delight.

Cadence giggled at her, a look of immense satisfaction on her face. “We never had this kind of fun with Twilight…”

“Wait, WHAT?! Cadence would never say that!”

“Twilight, shush!”

“Shyeah, that’d just be weird,” Shining Armor agreed. “But you, Pinkie, you’re welcome to join us any time…”

“And Shining Armor would never say THAT!”

“Twi, if ya didn’ wanna hear all this ya shouldn’t a’ stayed!”

“Aww, thanks you guys…!” Pinkie sang. “There’s plenty of time before the wedding, if you want to keep going!”

“Sure…”

“We’d love to, Pinkie…”

“What in Equestria is going on here?!” A powerful voice echoed through the room, drawing everypony’s attention towards the doorway, where a tall, pale white and regal-looking Alicorn stood with a stony expression on her face.

“Cadence, Shining Armor… Pinkie Pie… why would you do this…”

“Yes, Princess Celestia will bring an end to this!”

“…Without me?” Princess Celestia licked her lips as she approached the side of the bed and leaned down to capture Pinkie Pie’s lips in a powerful, passionate kiss.

“Whoa-ho-ho-ho, what?! No way! CELESTIA?!

“Not a word Twilight!”

“Hrrmphmp! MRRRRPHHHHMMM!”

Pinkie Pie felt Celestia’s long, powerful leg circle around her body, pulling her up against the sun goddess’ chest even as she pushed her back onto the bed, lying against her. The heat from her body had sweat pouring from the smaller filly’s body just as much as the passion of the kiss they shared. She had never known Princess Celestia could be like this… but darned if she didn’t want to see more of it. She was the most amazing kisser in Equestria!

It was then Pinkie remembered they weren’t alone. She felt something stiff brush against her cheek, and opened her eyes slightly to see Shining Armor perched beside them, kneeling on his hindlegs with his long, hard boy-sword pushing into their joined lips. With a moan and an exchanged glance of eager excitement, Pinkie and Celestia both attacked it with their tongues, taking turns sucking it into their mouths and enjoying the taste of him.

Suddenly Pinkie yelped in pleasure and surprise when she felt something long, hard, and surprisingly moist press against her most intimate of places underneath Celestia’s body, and Pinkie remembered there was still a third pony in the room. A glance down between them revealed Princess Cadence kneeling right under Celestia’s haunches, her long horn pressing firmly up against her already soaking wet slit, and even a little bit inside it too - whoopsie, make that a lot inside! - its magical warmth pleasing Pinkie in an entirely different way from the warmth of the other phallic object she’d just had between her legs.

“Ooohhh...” Pinkie Pie heaved a groan around Shining Armor’s mightiness and Princess Celestia’s lips, feeling the horn beginning to buck against her hips, pushing her up against the sheets in a fast, rhythmic pace. It was so much to take, but Pinkie Pie only wanted more. So much fun had by so many ponies! And the fun was only doubled when Shining Armor found a second climax and Pinkie felt white, gooey boy-jelly splatter across her own cheek this time, even saw it splash across Celestia’s fur.

“Oh Celestia...” Pinkie Pie squeaked with an immensely satisfied smile. “You’re the most amazing pony in the world!”

“You give yourself too little credit, my little pony,” Celestia giggled softly and winked back at her. “Only you could make everypony smile so...”

“Oh yay!” Pinkie Pie grinned. “Then let’s keep smiling... smile forever and ever!”

Pinkie Pie and Princess Celestia joined in another kiss, but this one only lasted a couple of moments. Slowly Pinkie kissed up the bridge of her nose, trailing her lips up the fur on her face until Celestia buried her face against her chest, licking and nuzzling at the sensitive flesh of her underbelly. Pinkie Pie groaned and licked her lips, then leaped forward on impulsive inspiration, taking the tip of the sun goddess’ horn into her mouth.

The warmth of her magic spread through Pinkie Pie, meeting the magic of Princess Cadence down below her thrusting deeply into her moist girl-basket. Celestia moved forward, pushing her horn into her lips until it disappeared inside of her up to her head, thrusting firmly back and forth. Pinkie Pie had never known a warmth like this before, almost like a warm blanket wrapping around her body. She felt so snug in the grip of the two princesses

She gasped in surprise around Celestia’s horn when she felt something burst inside of her between her hind legs - it felt like it was coming from Cadence’s horn! - then gasped again when Celestia pulled back, moist, hot, gooey whiteness splurging from the tip of her horn into Pinkie’s open, waiting lips, splashing across her face yet again. With a gasp of passion and happiness Pinkie wrapped her hooves around the goddess’ neck again and pulled her into yet another passionate kiss, tasting Celestia’s own seed on her tongue.

She then saw Shining Armor moving above her head again to--

“No, no, no, stop stop STOOOOOOOOOOOOOOP!!!”

Twilight Sparkle was upright on her hooves, gawking at Pinkie Pie in some twisted mix of anger and horror, having finally wrestled herself away from Rainbow Dash, who’d been trying to pin her down and keep her quiet. “No! Just! No! I absolutely, one hundred percent refuse to believe you! My brother and Princess Cadence are a happily married, monogamous couple! Princess Celestia is a refined, classy authority figure who would never throw herself into a foursome on a whim! Unicorn horns do not… EJACULATE! There is absolutely no way in the fiery pits of Hades that a single word of this story is true!”

“Awww come on Twilight, I want to know what happens next!” Rainbow exclaimed in disappointment.

Rarity, however, sided with her fellow unicorn. “Does it really matter, Rainbow Dash? No offense Pinkie dear, but it has gotten rather far-fetched. Celestia simply walked in and joined you? Out of nowhere?”

“Also, um, most ponies aren’t really that eager to jump into foursomes with ponies they just met…” Fluttershy said.

“If at all,” Applejack added. “Are ya sure ya didn’t just dream all that up?”

“No, you guys, I swear, it’s all true! I remember it like it was just last week!” Pinkie Pie insisted with a frantic flail of her hooves.

“…Ahem… well, if you insist… alright then, what happened next?” Rarity asked sweetly.

“Oh yeah, I’m definitely game for hearing more!” Rainbow grinned.

“Aaargh!” Twilight clapped her hooves over her ears. “This is just wrong!”

Pinkie ignored Twilight completely, launching right back into her tale. “Well, next it was Shining Armor’s turn to make out with me for a while, and it was really something, let me tell you! He’s such a super spectacular kisser! All warm and minty-fresh, and he’s really amazing with his tongue too! It was so nice I woke up with shivers down my back and butterflies in my tummy and my blankets were all extra gooey!”

Silence reigned for a long moment. Then…

“Er… would you care to repeat that last part, Pinkie dear?” Rarity voiced what everypony else was already thinking.

“Oh, sure, Rarity! I said that Shining Armor was such a good kisser that I woke up with--” Pinkie froze, and blinked twice. “…Oh yeah! I woke up! It was a dream after all! Hehehehehe! Whoops… wow, that must have been a really vivid dream…!”

“A dream…?!” Twilight gaped at her in mingling relief and horror. “You had a dream about mating with my brother?! And two princesses?!”

“Hmm… I guess so!” Pinkie shrugged.

“I… you… I don’t believe this…! I was on the brink of having my entire world-view shattered and having to reconstruct it from scratch, and now you tell me it was all a figment of your extremely overactive imagination?! Was any part of that story even remotely true?!”

Pinkie put a hoof to her chin in an exaggerated gesture of deep thought. “Hmmm… well, I’m pretty sure the conversations at the start with Princess Cadence and Shining Armor actually happened… that must be why that part gave me that déjà vu! Buuuuuut the rest must’ve definitely been a dream.”

Applejack let out a barking laugh. “Mah stars girl, Ah wish Ah had dreams like that!” She laughed again, and this time the others couldn’t help but laugh with her; even Twilight finally cracked a smile and let out a small giggle, relief radiating from her laughs.

“So come on, when did you really do it, Pinkie? You said you weren’t a virgin,” Rainbow reminded her.

“Ummmm… well, that was the only time I can remember, actually…! I guess I really am still a virgin!” Pinkie shrugged and shot back a carefree smile.

“W-what?! Still a virgin?! All night we’ve all been sharing our most intimate stories… and Pinkie Pie doesn’t even have one to share for real?” Rarity huffed. “That’s simply not fair, we did this for her sake! She’s the one who started the whole thing! It was all for nothing?”

“Of course it wasn’t for nothing,” Fluttershy said in a soft voice. “Maybe Pinkie Pie doesn’t have a real m-mating story… but we all do, and now we’ve shared them all. There aren’t any more secrets between us…”

Applejack smiled and crossed her forelegs in satisfaction. “Ah reckon yer right, Fluttershy. We’re all pretty much bared wide open here, and Ah fer one don’t mind at all.”

“Not even a little bit,” Twilight agreed with a smile, and giggled more genuinely. “I’d trust you girls with my life, trusting you with my sex life isn’t asking much.”

“Yeah, I guess not having any more big secrets between us is pretty cool,” Rainbow Dash admitted.

“Well… I suppose I can hardly cast a vote against sharing delicious gossip with good friends, now, can I?” Rarity nodded along as well. “Even if it does involve my private life, for you girls, it’s worth it…”

“Say, let’s make a pact before we go…” Twilight proposed, extending a hoof toward the center of the circle. “Whatever happens, wherever our love stories go from here, we’ll keep each other in the loop, and help each other out however we can.”

“What about Pinkie? She didn’t even have an actual story,” Rainbow said.

“Then I guess I’ll have to promise to tell you girls as soon as I start one for real!” Pinkie beamed, sticking a hoof out to slap on top of Twilight’s.

“Sounds good ta’ me!” Applejack announced, throwing her hoof atop the other two.

“Me too, I wouldn’t dream of missing out on each and every one of your stories!” Rarity giggled, and placed a dainty hoof in as well.

“Oh, well… if you all really don’t mind hearing me gush now and then…” Fluttershy whispered with a smile, and placed a fifth hoof in the circle.

Rainbow Dash looked at the other five hooves, seeming to hesitate for a moment, but finally she smirked, and placed her hoof atop the pile. “I guess I wouldn’t have told my story to anypony else, so… if anypony has the right to hear where it goes, or if I start a whole new one, it’s you girls…”

“To the future, then!” Twilight said. “To life, love, and the pursuit of happiness!”

“YEAH!”

“…And to nopony else having dirty dreams about anypony else’s brother!”

“No promises.”

The six friends’ laughter rang out throughout the room, and continued long into the night. The next morning they would all go their separate ways, back to their separate lives… but after that night, wherever else they went, they felt as close as family.

“Best. Birthday. Ever!”

Epilogue: Afterglow ( + Authors' Notes )

Epilogue: Afterglow

“Hey Applejack, come take a look at this!”

Applejack grunted in mild annoyance and glanced over her shoulder in the midst of hauling the apple wagon out of the barn the next morning, and found her youngest sibling Apple Bloom standing behind her, clutching a copy of the morning newspaper in her teeth.

The elder sister raised an eyebrow. “Since when were you interested in the newspaper? Ah thought Gabby Gums soured ya on the idea.”

“Well, it did, fer a while…” Apple Bloom admitted, “but Ah just happened ta look at the paper today and Ah saw somethin’ ya might be interested in!”

Applejack sighed more dramatically than she might have normally done, had the previous night not been such an emotional roller-coaster. “Apple Bloom, Ah’ve got a lotta work ta do today on not very much sleep, an’ there’s hardly ever good news ta be had from the newspaper anyhow…”

“But somepony ya know is in it!”

That caught Applejack’s attention. “Somepony Ah know? An’ who might that be?”

“Here, take a look!” Apple Bloom insisted, dropping the paper and showing her the front page, on which there was a picture of--

Applejack gasped in shock. Chip?!

“You said you met a boy named Chip in Manehattan in yer cutie mark story, didn’cha?” Apple Bloom asked. “Well he’s famous all over Equestria now! It says he invented a new way to serve potatoes, in these thin little slices that ya fry up until they’re salty and crispy and crunchy, and they’re a hit! They’re sellin’ like crazy all over Manehattan!”

“…Is that so…” Applejack murmured, barely listening to her, her eyes focused on the handsome image of her long-distance lover. The timing was uncanny; just last night she’d spilled her guts about the colt of her dreams to her dearest friends when she hadn’t had much reason to think about him for months prior, and now the very next morning, here he was smiling up at her from the front page of the paper. Good Goddess, he looked more studly than ever… her heart was already pounding like she was in the middle of a marathon at the memory of him, and of that one amazing night together…

“He’s gonna start sellin’ these potato chip things all over Equestria soon!” Apple Bloom continued. “They sound delicious, Applejack, can we buy some? Please please please please? We don’t even hafta go out an’ get ‘em! They’ll deliver right ta the farm!”

Applejack was already smiling. “…Ya know, Apple Bloom, Ah think we will buy some.”

“Really?! Awesome! Thanks, sis! Ah can’t wait to try ‘em! Ah bet they’ll be--… hey, where’d ya go?”

But Applejack didn’t hear her younger sister’s confused wonderings. She was already bolting into the farmhouse, digging the nice parchment out of the drawers of the family’s “business” desk, and snatching a quill in her teeth. Sitting down with barely contained excitement and more than a little fire in her belly - as well as someplace a little further south - she put quill to parchment and began to write:

Dear Mister Potato Chip,

Heard ya got yerself a fancy new product to sell that the Apple family might be interested in buyin’. Congratulations on makin’ a name fer yourself with it, Ah know how important that was to ya, an’ the Apple family’d love to support it.

Any chance that offer of a ‘personal delivery’ is still open? Ah’d love ta see ya again and catch up. And Ah think Ah still owe ya a home-cooked meal and a good night’s sleep, Apple family style, if ya’d care ta stay the night.

Be just like last time, don’t ya think?

Love,

AJ

The sky was that special sort of gray that could make even the most colorful pony feel numb and lifeless. Or perhaps that was just Rainbow Dash feeling her heart sinking down in the pit of her stomach. She hadn’t thought about that time in Cloudsdale Flight School in years; suddenly dragging it back up had gotten her to thinking about it again, about Derpy again, which was something she didn’t always enjoy. What if they hadn’t been caught? What would they have been? Where could they have gone? Would Rainbow have made it into the Wonderbolts by now? Would Derpy still be with her...?

When she looked up from her stupor she found herself standing in front of the small broken wood shack near the edge of town where Derpy Hooves lived. It looked far older than it was, mostly because of all the damage Derpy herself did to it on a daily basis. More than once Rainbow had caught the clumsy filly punching holes through the walls trying to put up pictures or other ornaments.

With a deep breath to steady her nerves, Rainbow Dash approached the door and knocked firmly with one hoof. It was only a few moments before Derpy answered. The blonde filly looked so surprised her eyes actually focused sharply on Rainbow.

“Oh, Rainbow Dash!” Derpy exclaimed. “Hey! Wow, what a surprise…! You don’t really come around much anymore! Um… come in, come in!” She stepped aside to wave her into the shack.

“Yeah, sorry about that Derpy.” Rainbow Dash stepped inside, cringing at the sound of the floorboard creaking under her hooves. “I just got to thinking lately… y’know, about that time when we met.”

“Oh, heh, yeah? I think about that all the time,” Derpy admitted with a blush.

“You do?” Rainbow smiled.

“Yeah... it was the happiest time since I was a little filly… but I guess I should have known better than to make Gilda mad…”

“Wow, that’s… wait, what?” Rainbow gasped. After the incident at flight school she and Gilda had made up… after all, Rainbow Dash had been kind of down from the breakup. If it wasn’t for Gilda treating all of her friends like trash they would likely still be best friends. “What did Gilda have to do with it?”

Derpy looked at her, then blushed and wrung her hooves nervously, her eyes spinning around her head in different directions, looking everywhere but at Rainbow. “Oh, er…”

The hesitation only worried Rainbow more. “Please, Derpy, what do you mean?”

“W-well, after we broke up, Gilda kind of… found me. Yelled at me.” Derpy looked down at the floor. “Said she was glad we got kicked out of college for… for… fucking around, and that I wouldn’t be with you anymore.” She blushed even harder at the foul word.

“What? But nopony knew why we were…” Rainbow Dash’s sentence faded away as she suddenly understood, and gritted her teeth. The only way Gilda could have known ahead of time why they were kicked out was if she’d squealed on them! She could barely believe it, that griffon had stabbed her in the back, twisted the knife, and then been there to help her heal without her ever knowing! Worse yet, Rainbow had fallen for it! She’d let herself blame Derpy when she was as much a victim as Rainbow! It was all because of Gilda, that lying rat! She lied to Rainbow about her friends, she lied to Rainbow about her time with Derpy… she ruined everything!

…No, Rainbow Dash suddenly calmed down and corrected herself. It wasn’t Gilda’s fault. Having to blame someone else was why Rainbow had blamed Derpy in the first place. It was nopony’s fault but her own. Even if Gilda didn’t exactly help the situation.

“Derpy… I’m so, so sorry.” Rainbow took one of Derpy’s hooves between her own. “I never knew… and I understand if you never want to see me or Gilda again, but… well, I was thinking maybe we could give it the try we didn’t get a chance to give it before.”

“Really?” Derpy’s eyes widened in surprise, focusing on Rainbow Dash once again. “Like… as a couple?”

“Yeah… as a couple… if I didn’t make you hate me forever, which I would totally deserve.”

Derpy stared in surprise for a long few seconds of agonizing uncertainty… but the soft, happy smile that followed was all the answer Rainbow Dash needed.

That light. That accursed light filtering in through the window. How she would block it out if she could, but sadly there wasn’t much she could do about it. Her head was simply pounding far too hard to make magic practical. Perhaps she’d had a bit too much alcohol, Rarity thought to herself as she pushed herself up onto her knees in her thick, comfortable bed. She didn’t feel sickly, but the aching in her brain was enough to make sure she knew what she’d done the night before.

Oh dear, she suddenly remembered. She’d done quite a bit of talking last night. She may even have to apologize to Rainbow Dash at some point. Her mouth did get away from her when she had too much to drink.

Sliding out of her silken bed-sheets, Rarity made her way downstairs toward the first floor of her home and shop, the Carousel Boutique. Opalescence was snoozing in the far corner in her thick cat bed, while the chirping of birds could be heard even through the closed glass windows on the upper section on the wall. There was the pleasant smell of morning dew mixed with the smell of the various freshly purchased fabrics spread across her workrooms that helped soothe her aching head as she made her way down the hall towards the kitchen.

She stopped in her tracks and looked into her workroom with half-closed eyes. Various dresses of all shapes and colors, and states of completion, decorated the mannequins that stood in every corner, and drawings of dresses not yet begun lined the walls. So many plans, so much to do... but for what, she thought to herself.

Her mind was drifting back to the stories told by her friends, coming clearly despite her alcohol-dazed mind. The tales of friendship and love shared by her closest friends, their missions and life-goals, the intimacy they’d found with others. The mutually understood, loving passion of ponies who might spend their lives together. Compared to her single night of filthy, meaningless sex. Rapidfire hadn’t meant anything to her, she realized, and she very much doubted she meant anything to him. Celestia knew how many other fillies he’d probably bedded since then.

Was that what she was? Did she spend her whole life living out a meaningless passion? She was a good dressmaker, she had no doubt of that, but did pretty frilly dresses mean anything more than her night with Rapidfire? Sure it was a living, and it gave her enough bits to live on, but it was the only passion she had. Was she really that shallow?

Was it okay if she was?

Shaking her head Rarity spurred herself into motion again, finding her way to the kitchen, where she leaned up to use her hooves to pull some migraine medicine from her cabinet and down it with a swig of water. As the medicine began to take hold and her migraine eased, she began to tidy herself up for the day, doing her mane properly and applying just a hint of makeup for extra beauty. As she looked at herself in the mirror, fully prepared for the day, she couldn’t help a smile. A smile not at herself, but at the pictures of Twilight Sparkle, Rainbow Dash, Pinkie Pie, Fluttershy, and Applejack that surrounded the mirror.

Sure it was okay. Even if she meant nothing to Rapidfire, she meant something to her friends, and someday she would mean something to a magnificent colt who would sweep her off of her hooves, and she would find a new meaning in her life on top of what she already had. Her passions were her drive, but they were not the only thing that defined her. She wasn’t just a dedicated dressmaker, she was a good friend, and that was more important than any aspiration to greatness.

She was a mare who loved beauty and pleasure, but that would never be all she was as long as she had ponies she cared about and who cared about her.

With a nod she headed out front, slowing when she saw a picture of a familiar colt on the newspaper lying on the grass outside, heading an article on the front page. It was something about Rapidfire…

Back to Basics?

Fleet Foot, newest member of the Wonderbolts, announced yesterday that she will be taking a leave of absence following her embarrassing showing at the Las Pegasus Marathon last weekend.

“I’d like to apologize to all my fans for disappointing them,” the young mare explained her decision in a statement released last night. “My performance in Las Pegasus showed me that I still have a long way to go to match up with my teammates.”

Rapidfire, Senior Wonderbolt and champion of the marathon now five years running, has offered to mentor her in her new training regimen…

Rarity cocked her head curiously at the paper, then smiled again. Perhaps they were just strangers passing in the night who didn’t mean anything to one-another romantically, but it was still nice to hear him doing well. She didn’t wish ill on him, no, of course not; he’d shown her things she’d never even imagined before, things that still sent a shiver down her spine at the mere memory of it. At the very least, she could still consider him a friend.

Speaking of being a friend, she thought to herself as she tossed the paper inside, closed the door, and trotted down the sidewalk outside of her home, she had to go find Rainbow Dash and apologize for being so harsh with her last night. She normally didn’t drink for exactly this reason. So many apologies for a tongue made a little too loose.

Oh well… they would understand.

They were her friends, after all.

“Well, class, it’s been a wonderful year with you all! Everypony should be getting their final report cards in the mail sometime next week--”

A collective groan of protest rang out through the crowd of anxious, impatient young foals.

Cheerilee only giggled in response. “Oh, alright, alright, no report card talk. I’m sure you’ll have plenty of that with your parents anyway. Just remember, there’s nothing like a good book when you’re bored over the summer. I can recommend some titles that I just know most of you will love, and I’m sure if you take a little walk to the local library, Twilight Sparkle can find something for you too…”

Cheerilee trailed off for a moment, a distant and happy smile on her face that left her class glancing at each other in mild confusion. But they didn’t see what she saw. Namely, Twilight Sparkle herself, smiling at the schoolteacher from the window by the door.

“…Well then! As it’s the last day, I don’t suppose there’s any harm in letting you all go a bit early. Class dismissed! Have a wonderful summer, everypony!”

Cheers filled the schoolhouse along with the fluttering of loose papers and the scraping of desks and chairs along the floor as the class of foals scrambled to flee the building and get a start on their summer vacation. It was hardly half a minute before the room was empty, save for Cheerilee herself, and for a few moments, that silence and emptiness reigned.

And then, finally, Twilight Sparkle walked inside, smiling a gentle, nervous smile.

“Hi, Cheerilee…”

Cheerilee smiled back. “Hello, Twilight.”

“…Heh, recommending the library for a foal to spend their summer at? I thought there was too much work to do in an Earth Pony village to sit around and read all day.”

The schoolteacher managed a shaky giggle. “Eh-heh, well, I can’t help it, there’s so many good books out there, it’s hard not to try to spread the love, so to speak… I’m sure you know the feeling.”

Twilight nodded and blushed. “Heh, yeah, I guess I do…”

Both mares chuckled awkwardly and fell silent, and in the pause in conversation they looked just about anywhere in the room but each other. But just as the silence was about to become excruciating, Twilight thankfully broke it.

“So… do you think we can still… you know… pick up where we left off?”

It was Cheerilee’s turn to blush, but she managed it with a graceful, slightly teasing smile. “Well, I’m not sure, Twilight, where we left off I was waking up with a bruise the size of your horn on my forehead…”

“Which I am still very, very sorry for,” Twilight hastened to apologize once again. “I swear, that shelf is nowhere near my bed anymore.”

“Hehe, it’s alright, Twilight, I’m just poking fun…” Cheerilee assured her. “I’d love to pick things up again… as a matter of fact I’ve been looking forward to it.”

“Really? Great, me too!” Twilight exclaimed, bursting into a smile. “Oh, my first real relationship, this is going to be so great! I’ve been studying all about courtship and dating and intimacy, and I promise things will go much better from now on than that Hearts and Hooves Day…”

Cheerilee laughed outright at that. “Oh my, you’ve… been studying how to date?”

Twilight flushed once again. “W-well, when I’ve had some spare time… I mean I was such a spazz the first time, I wanted our next experience to be at least a little less… painful.”

“Oh, Twilight, it really wasn’t that bad…” Cheerilee insisted. “I’ve survived worse than a dictionary falling on my head.”

“Ah-heh… f-funny thing about that…” Twilight stammered. “The book that hit you is kinda what gave me the idea to study up about it.”

“A dictionary gave you the idea to--?”

“It… wasn’t a dictionary.”

“Oh? What was it then?”

“Eh-heh…” Twilight blushed. “Ever heard of the… the Pony Sutra?”

Cheerilee rapidly went from pale and wide-eyed to flushed and intrigued. “…Oh my. Twilight, you naughty mare…”

Twilight flushed just as deeply. “I-I only had it for reference, really…!”

Cheerilee shushed her with a quick hoof over her lips and a soft, suggestive kiss. “It’s alright, Twilight. I’d love for you to… show me what you’ve learned…”

Twilight nodded frantically and pressed herself fiercely into the kiss. “Oh, yes ma’am…”

Fluttershy’s cheeks were still red as the apples in the Apple family orchard, and that was pretty red. Even now after a full night’s sleep and almost a full day she could scarcely believe what had happened the night before. Not only had she listened to the stories of all of her very best friends mating, but shared her own story too! Oh gosh, it was the most embarrassing thing ever. Her cheeks reddened again just thinking about it. But at least she knew her friends wouldn’t tease her about it. They were the best of friends after all. It wasn’t like they wanted her to also give them the intimate details of the next time she did it with Big Macintosh.

Wait, next time? Big Macintosh? Her eyes darted to the clock hanging above the door, whose hands were ticking relentlessly around to the position of 7:21. “Oh no!” Fluttershy shrieked in surprise. “I’m supposed to meet Big Macintosh for our date in less than ten minutes! I don’t know if I can make it in time! Oh how could I forget something like that? I must not be a very good fillyfriend…”

“No!” Fluttershy insisted abruptly to herself and Angel Bunny, who was watching her with an eerily nervous expression. “I am a good fillyfriend! I deserve Big Macintosh!” without another word Fluttershy whirled in place and darted for the door, skidding to a stop only to look back at her pet rabbit. “Oh, dinner’s in the fridge, Angel Bunny, when you get hungry.” The small rabbit just blinked blankly. “Wish me luck!”

With that Fluttershy was gone, flapping her wings as hard as she could up towards Sweet Apple Acres. Regrettably her hardest flaps weren’t all that fast, why did her cottage have to be on the opposite side of town? It took her more than twenty minutes to make it to the orchard, where she and Big Macintosh had agreed to meet. It occurred to her he hadn’t told her exactly where to meet him, or what they were going to be doing out here tonight. Strange, it wasn’t like him to be so secretive.

“H-hello?” Fluttershy called into the trees. The darkness around her was growing thicker as the sun moved behind the horizon, only casting a longer shadow in the dense treeline. “Big Macintosh? I’m so sorry I’m late, I-I was distracted by something that happened. I understand if you left and aren’t waiting anymore…” Her head hung down against her chest, until suddenly a strange, mouth-watering smell wafted into her nose.

“Oh… goodness…” Sniffing daintily at the air the pegasus set off through the forest, following the smell of the sweet treats that surely had to be nearby. “Big Macintosh? Is that you? Are you still here waiting for me? Oh…” the air seemed to flee from her chest when she emerged into a small clearing on a hill, upon which a small picnic set had been carefully placed. The clearing was lit not by candles, but by softly glowing beads of light that hovered around the cloth, and softly circling the colt who waited in front of the setup.

“Ah’ll always wait for you, Fluttershy,” Big Macintosh informed her with a handsome, but slightly bashful smile.

“Oh…” Fluttershy squeaked, wanting to tell him how romantic that was, how gorgeous this all was, but the moment had taken her voice away. Even breathing seemed difficult under the weight of her rapidly beating heart.

Her heart was beating so fast, in fact, that she didn’t even move until she felt one of his powerful hooves circle her neck and give her the most gentle of nudges toward the blanket. Her legs followed almost of their own volition, carrying her toward the blanket, where she saw not only a picnic basket, but also a small black box sitting on the ground in front of her.

“Oh…” She squeaked breathlessly.

“Fluttershy…” Big Macintosh spoke softly, one of his hooves gently stroking her neck to draw her eyes up to his. “Ya’ve been more than Ah could’ve ever hoped for, more than Ah ever figured a simple Earth Pony farmer could ever hope for… but yer all of that ‘n everything else. Yer kind, understandin’ of the Apple family ways, supportive… ain’t nothin’ Ah could ask of a pony that you ain’t been for me.”

“Oh…?” Fluttershy squeaked even higher than before.

“Ah’m sorry if Ah scare you, but… Ah just gotta tell ya how Ah feel about ya… Ah feel like Ah could spend the rest o’ mah life with a filly like you…”

“Oh…!”

“Fluttershy…” Big Macintosh reached with his free forehoof to knock the small black box open, revealing a shining golden pendant attached to a length of equally tiny chain. “Would you do me the honor of bein’ mah wife, and becomin’ a part of the Apple family?”

“Oh!” Fluttershy practically shrieked, her wings shooting out over her head in her shock. She didn’t even breathe as he slowly lifted the necklace out of the box by the chain and slipped it over her head, his hooves carefully brushing her mane aside until it came to rest solidly against her chest. It was rather heavy, but its weight felt like nothing with all the feelings rushing through her all at once.

“Fluttershy…?” Big Macintosh brushed a hoof over her cheek and turned her head to look up at him. “Ya don’t have ta say yes… Ah like things how they are now, too. Ah just thought--”

He was halted when one yellow hoof pressed against his lips to silence him. She could barely see him through her tears, but at last her breath came once again so she could say the word she’d been waiting to say. A soft, simple, “yes.”

Well, that sure was embarrassing.

Pinkie was, for once, pink in the cheeks as she reflected on her most recent party that she was still in the midst of cleaning up after, holding herself upright with a broom even as she swept with it. She felt so silly, dreaming up all that nonsense and thinking it was real. She’d really scared Twilight for a while, too, and that just wasn’t nice. It was funny at the time, but now she felt just a bit guilty for putting Twilight on that emotional roller coaster. Pinkie resolved herself to apologize to Twilight the next time they saw each other for freaking her out so badly. Especially over something that, really, hadn’t actually even happened…

“Pinkie Pie, there’s a letter in the mail here for you!”

Pinkie looked around and smiled at an older, bright blue earth pony mare as she laid a rolled-up scroll on Pinkie’s bedside table. “Oh, thanks Mrs. Cake! Who’s it from?”

Mrs. Cake furrowed her brow. “You know, I’m not quite sure, but it has the royal seal on it, so I thought it must be important enough to get to you right away.”

Pinkie cocked her head curiously as she dropped the broom and landed on all four hooves again. “The royal seal?” she echoed, and took the parchment in her hooves as Mrs. Cake stepped out again. With a swift snap of her teeth she broke the seal, unfurled the scroll, and began to read:

Dear Pinkie Pie,

Thank you again for all the extra help you gave us before the wedding.

It was lots of fun. We should do it again sometime.

Sincerely,

Cadence & Shining Armor

Pinkie Pie stared at the short little letter in confusion. Do what again sometime? Get married? Pinkie was pretty sure that you only did that once, if you did it right. Besides, the wedding part wasn’t all that fun. Now the reception, sure, that was loads of fun! But that was still a wedding party, they couldn’t get married again. Was there anything else they’d done that was fun? Well, of course, besides--

Pinkie froze and gasped. But--… no, that had been her imagination. Her unconscious mind got away from her one night and she’d dreamed the whole thing.

Hadn’t she?

Oh gosh, what if she hadn’t? What if if really did happen?! Did this mean they wanted her to have fun with them again? Maybe more?! And what did that mean for her pact with her friends if that was true?! She’d promised to tell them everything about her love story when she got one for real! But if this one was real, then she’d have to tell Twilight it was real! She didn’t want to make Twilight freak out again… but it had been so much fun!

If it had really been real, of course.

“Pinkie!” Mrs. Cake called out to her again. “You have company! My, you’re a popular pony today!”

Pinkie shook herself out of her bewildered daze and trotted downstairs, and found herself in the company of a vaguely familiar white-coated unicorn. Not with Rarity’s perfectly-styled violet mane, Pinkie realized, but a wild and untamed one of a bright, vivid electric blue, and her eyes were masked by reflective shades.

“Hey, Pinkie Pie, you remember me?” the pony said. “Vinyl Scratch? You hired me to DJ for that rockin’ royal wedding last week?”

Pinkie Pie brightened quickly. “Oh, of course I remember you! How’s it going?”

“Good, good,” the DJ answered. “That was one heck of a party you threw! I didn’t think anypony could make a freakin’ royal Canterlot wedding that awesome, but somehow you pulled it off!”

“Aww, thanks!” Pinkie grinned. “Parties are my special talent, you know!”

“Heh, I can tell. I love a good party myself.” Vinyl smiled at her, and paused for a moment to lift up her shades and meet Pinkie’s eyes more directly. “Hey, so, listen, that gig turned out to be pretty big for me - opened a lot of new doors and stuff, ya know? Lotta ponies want the royal wedding DJ all of a sudden, hah - and, uh, I just thought maybe I could, ya know… take ya out to dinner sometime? As, y’know, a thank you…?”

“Oh, wow, sure, I’d love that!” Pinkie beamed. “And I’ve gotta throw you a congratulations party too!”

“Hah… er, well, one thing at a time, eh?” Vinyl responded. “How about, uh, I come by at eight tonight?”

“Sure, that sounds great!” Pinkie agreed. “I gotta finish cleaning up from my last party right now, but I’ll definitely see you tonight!”

“Cool, heh… it’s a date, then. Seeya tonight!”

Vinyl turned and made her exit then, and so did not see Pinkie freeze up for the second time in five minutes.

A date?

Did she just get asked on a date?

Did she just say yes?

Pinkie raised a hoof to her mouth and bit down. Yep, just as she suspected: pain and the taste of fur. She was definitely not dreaming this time. For a moment she wondered what that meant for the ponies who sent her the letter up in her room… would they be disappointed? Was she passing up oodles of sexy fun with Twilight’s studly brother and his hot wife, and maybe even the sun goddess herself? Or was that all just in her own personal imaginationland?

Pinkie shrugged at nopony in particular. I guess I’ll never know, she decided. ‘Cause I’ve got a for sure date in the real world! And I can’t wait to tell my friends!

Pinke smiled and giggled to herself, and scampered back upstairs. She had a lot of cleaning to do before her date.

Dear Princess Celestia,

Today we learned that although love is something everypony strives for in their lives, love comes in many different forms, and means many different things for many different ponies.

I’ve learned that love can be something that sits right in front of your face trying to confess to you and you don’t even notice it because you’re both too new at it to even fully understand it, and you have to find your way through it from scratch, together. But learning about it together is what makes it so rewarding, in the end.

Ah’ve learned that love can be far, far away from ya, but still burn as bright as any other, no matter how much life an’ circumstance might keep ya apart. ‘Specially when it does get the chance ta come ‘round ta see ya, ‘cause the time apart makes the time spent together that much more special.

I have come to realize that there is no shame in being who I am, and I should not judge myself based on what everypony else believes and experiences. Everypony has different experiences, and everypony has different views on life. Just because I may like some shallow things does not make me a lesser pony than others. I will find love just like they have, as long as I am patient and open to discovering it.

I figured out that even when you really like somepony and they like you back, it takes work to make it work with them, because sometimes you’re gonna screw up and do something really stupid, and if you’re not willing to put yourself out there, admit what you did, and make it right, you might lose that love forever.

I learned… THAT I’M GETTING MARRIED EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!

And I’ve learned that it’s okay to be a virgin even when all your friends around you have had a bunch of experience already, and that everypony finds that special moment at their own pace. Oh, wait! And also that having great dreams is pretty nice, but I don’t think they really compare to going on a real date with a real friendly pony! Even when those dreams are about foursomes with super sexy ponies like you, Princess Celestia!

Urgh, Spike, PLEASE cross that last part out… anyway, as I was saying, we--… Spike, are you still writing? Let me see that. Stop writing, you need to cut that part out! Spike, I mean it! Give me that quill! I don’t care if you think it’s funny! We can’t send that to--

THE END

Author's Note

DragonShadow’s Author’s Notes

For the record, I am not claiming 100% responsibility for the fic. This was absolutely a 50/50 split of effort between CarcinoGeneticist and myself, so when I talk about “me, me, me, I, I, I”, it’s because I’m talking about my own feelings, I can’t really speak for him.

This was at once a long and short project, it seems like. The whole thing was conceptualized in about an hour with a nearly complete outline by a couple of dudes laughing about how funny it would be to make a story like this. While it was quite amusing, it eventually sort of took on a new form for me. The more we wrote and the harder we tried to mesh it into canon and make the scenes varied with varied forms and driving emotions, the less I viewed it as a “clopfic” and the more I simply began to see it as a fic about sex.

There’s this weird thing that tends to happen where any topic can be viewed through an observational lens... except for sex. The second sex enters the picture (especially in great detail) all other qualities fly out the window except for its sexy ones. I think this is rather sad, sex is an important part of every single one of our lives, and the first time can be a real doozy both physically and emotionally. No different from the first date or the first kiss, and yet it’s viewed as something... separate, I guess I should say? I dunno, it’s just something I’ve noticed over time.

For me this wasn’t really a clopfic by the time we finished it, it was a tale of first experiences and lessons learned.

Anyway, time to address a specific concern brought up by some readers: Rarity’s bitchiness.

There’s an interesting thing about Rarity in the show. She’s very unique among the cast. While the other five are positive archetypes fleshed out with flaws and personality, Rarity is actually a negative archetype fleshed out with virtues and personality. She’s vain, arrogant, shallow, and haughty. She looks down on the ways of others as beneath her, she preens and struts and flaunts her good looks, she always insists that she should naturally get her own way, and she flirts with men to manipulate them. If Rarity was in any other show she’d be used as an example of how girls should NOT behave. Even in the sleepover episode she never actually admits to being wrong, she just learns to let it slide and not focus on it, allowing the peace between her and Applejack. The fact that Rarity continues to be likeable as a character is a testament to how three-dimensional the characters really are. Her virtues shine just as brightly as her flaws, and in some cases, her less-seemly aspects can even seem understandable.

As to how this relates to this fic, well... Rarity is a bit of a bitch. That’s the long and short of it. She’s a bit of a self-righteous bitch and sees herself as right unless something drastic proves her wrong, and this attitude is simply tempered by a desire to not fight with her close friends. Alcohol is well-known for removing the censor from one’s mouth... those two statements should work well enough to explain that.

I think this has gone on long enough from my end. I’m glad everyone enjoyed this fic so much. Be sure to look up and Watch “DragonShadow” on FIMFiction as well if you enjoyed this work. I only have one sadly terrible fic up right now, but I’m working on some other stuff at the moment so stay tuned and keep having a good life.

CarcinoGeneticist’s Author Notes

The first thing I want to say is an echo of my co-author’s last paragraph. Watch this guy. The problem with most fanfiction archives is that they are not really set up well, if at all, for collaborative efforts; only one of the X number of authors may post the story, else they risk having it removed for duplicate posting. As a result, the authors who do not do the actual posting of the fic sadly see drastically less recognition and credit than deserved. This fic was a collaborative effort through and through and DragonShadow deserves every bit of the praise that may have been directed exclusively at me. So yeah. Give him some love too, guys.

I’d also like to echo another of his points. I don’t have to say it to most of you all because you wouldn’t be here if you didn’t enjoy sexy stories, but it really is a sad state of affairs that so many people react drastically different to a story containing sex compared to one that does not. Not merely in whether they like it or not, or whether they will even read it or not, but how they grade and critique it as well. Between this and Purely Scientific Interest I saw a lot of comments along the lines of “I would criticize about X Y and Z, but since this is a clopfic I’ll let it slide,” and I really don’t like to see that. While I do have to concede that there is an element of wish fulfillment and fantasy at play with smutfiction in general, I want to specify that for me personally I tend to strive for all the same dedication to quality, believability and in-character-ness with my smut that I give to my non-smut stories, and would like to ask my fans and followers to treat my work with the same critical eye across the board, whether the fic is about Twilight Sparkle having a walk in the park with Spike, or horn-fucking Rarity in the ass.

(sub-note: I am not actually planning a fic of Twilight horn-fucking Rarity in the ass.)

Speaking of Rarity, by the way, I was a little more surprised than my co-author at how Rarity was received as somewhat bitchy for her comments to Rainbow Dash. It’s definitely in her character to be highly opinionated and she certainly has the right to hers, but we actually took conscious steps to tone down Rarity’s bitchiness in that chapter. The original draft had her being much more sharp-tongued and critical of Rainbow’s story, being much more emphatic about how disgusted she was by the idea of doing it in a public bathroom, and even going so far as to say that Rainbow would have completely deserved any punishment she got, including jail time. So to still have people think she was being too bitchy after cutting so much of that out was a bit of a surprise to me. (No real point to this line of thought, just an observation I had.)

Anyway, finally I’d like to again thank Ariamaki for his ongoing role as my sounding board and pre-reader. I’m pretty sure I owe him for like half my readership (and to the other half, this is another guy you should be following!), so it’s the least I can do to pimp him back now and then.

And that’s pretty much it. Thanks for reading, everyone!

Prologue: Everypony Does It

Feels Like the First Time

Prologue: Everypony Does It

Oh boy oh boy oh boy! Pinkie Pie leapt across the length of Sugar Cube corner, checking every streamer and decoration to make sure it was ready for what was definitely going to be the greatest party she’d ever thrown! Even better than Gummy’s birthday party the day before, in fact! All of her friends would be here soon to celebrate the birth of Pinkie Pie!

She bounded over to the snack table to check her refreshments, various types of punch and snacks of all kinds were scattered across the table. Enough sugary sweet stuff to make this her new best party ever! After all, only the best would do for her very best of friends.

There was a knock at the door! Pinkie Pie was there before the final knock had even stopped echoing, throwing the door open with an eager grin. “Welcome to the partyyyyyyyy!”

“HAPPY BIRTHDAY PINKIE PIE!” a chorus of voices greeted her, and one by one her five best friends filed into the sweets shop with presents in hoof.

“Congratulations, darling!” Rarity sang sweetly, giving Pinkie a swift hug.

“The big Two-One!” Rainbow Dash beamed and offered her a hoof-bump.

“Oh my, what a milestone,” Fluttershy said with a smile as soft as her voice.

“Ah expect ya ta be a regular hard-cider customer from now on, y’hear?” Applejack joked.

“And I expect that you’ll conduct yourself with restraint and responsibility befitting your age now that you’re old enough to partake in liquor,” Twilight Sparkle finished, sounding as usual like she’d swallowed a textbook.

“Wow, thank you so much everypony!” Pinkie Pie smiled brightly at them all. “And thanks for letting me plan my own party!”

“Think nothing of it, Pinkie dear,” Rarity said.

“Yeah, I don’t think anypony wanted a repeat of last time anyway…” Rainbow muttered.

“Awww, it's okay…” Pinkie blushed softly at that. “I wouldn’t have minded another surprise party, but I just wanted to do something special for my good friends! This party is really for you, because you’ve made me so happy I can barely stand to think about what Ponyville was like before we all became friends!”

“Heh, well that’s a lovely sentiment, Pinkie Pie, an’ Ah couldn’t agree more.” Applejack placed her present in the small pile near the refreshment table, eyeing the sweets littered across the table. “Heh, Ah see yer all ready for the birthday as it is.”

“Only the best for you girls, but that’s not all I have planned! I have games too!”

“Well what are we waiting for? Let’s get this party started!” Rainbow Dash hovered over to the refreshment table where the assortment of punch was waiting.

“Hehe, yes, I agree, but we shouldn’t drink too much or we’ll get tummyaches…” Fluttershy approached the table a bit more gingerly as Applejack and Twilight Sparkle set about handing out the glasses filled halfway with a modest amount of punch.

“Well, whatever we do, it’s because of our good friend Pinkie Pie.” Twilight Sparkle raised her glass over her head with a wink. “A toast to Pinkie Pie!”

“To Pinkie Pie!” The others echoed and raised their own glasses before taking sips, some delicate, some more eager.

“Awww… thanks so much everypony…” Pinkie sniffled with a happy smile before raising her own glass. “Thank you so much!” She downed the liquid in one gulp.

“Hah, you’re a natural, Pinks!” Rainbow patted her on the back. “We should do shots sometime!”

“Shots later, presents first!” Applejack interrupted.

“Oh, heh, yeah, guess it’d be kinda hard to do shots without my presennnnn--oops…” Rainbow trailed off.

“Oooh, is that what you got me?” Pinkie grinned, tearing into Rainbow Dash’s gift. Indeed, a set of half a dozen shot glasses was inside, each custom-styled with the six friends’ cutie marks. “Oh wow, Dashie, that’s really cool, thanks!”

“Eh-heh, don’t mention it,” Rainbow smiled, only slightly embarrassed by her gaffe.

A few minutes later the remaining presents had all been opened up. Normally Pinkie would have saved presents for a little later in the party, but considering this particular party, it made sense for her to open the gifts first. From Applejack, an enormous jug of her family’s finest hard cider. From Rarity, a classy and elegant sparkling champagne. From Fluttershy, a bottle of her favorite sarsaparilla (“Fluttershy, ya do know that’s jus’ root beer, right?” “Eeep!”), and from Twilight, a vintage bottle of Canterlot wine that looked as though it could have been older than Celestia herself.

“Thank you so much for the wonderful gifts, everypony!” Pinkie Pie said, pulling her friends into a group hug. “Now let’s bust these suckers open and party!”

“Eh-heh, isn’t that quite a lot of alcohol to open all at once…?” Fluttershy muttered nervously.

“You saying Pinkie Pie’s not worth it?” Rainbow Dash snickered.

“Eeep! No!” Fluttershy gasped, with giggles from the surrounding ponies.

The party wore on through the evening; games were played of Twister, Pin the Tail on the Pony, Pluck the Pegasus, and Care Bear Stare (which Fluttershy won, much to her delight and dismay). It seemed like there was nothing the six friends couldn’t find joy in as long as they were together as the day wore its way down into late evening, and the generous gifts from Pinkie’s friends began to grow more and more empty.

Laughter filled Pinkie Pie’s bedroom as the six friends collapsed to the carpet in a jumbled pile of limbs and fur, their last attempt at Twister coming to an abrupt and delightfully disastrous end.

“Oh my…” Rarity pulled herself out of the pile with a soft giggle. “I can’t say I’ve been this relaxed in ages.”

“Tell me ‘bout it…” Applejack heaved a sigh and plopped down on her back on the carpet, splayed out with a chill grin on her lips. “S’like Ah can feel the weight o’ the farm liftin’ offa mah shoulders.”

“Whew…it’s getting pretty late though…” Twilight crawled off of Pinkie Pie and plopped down on the carpet near Pinkie’s bed, leaving Pinkie Pie lying on the floor casually where she was. “We should probably get home to sleep this off soon…”

“Yes, I should probably stop, too, I’m not really a fan of getting drunk,” Fluttershy agreed, disentangling her tail from Rainbow’s.

“Tch, lightweights,” Rainbow snickered, making no move to help Fluttershy whatsoever.

“How about one more toast before we go then?” Rarity offered.

Everypony agreed to one last drink (Fluttershy insisted on just the sarsaparilla for herself), and with new shot glasses in hoof, Twilight poured out one last round of drinks for them all.

“Now let’s see…” Rarity thought aloud. “Ah, I have it! To Pinkie Pie, as she takes her next step into adulthood. You’re a wonderful young lady, Pinkie, and you’re blossoming into a delightful mare. So… well…” Rarity lifted her glass. “To our little Pinkie Pie being all grown up! You’ll be losing your virginity before you know it!”

A round of titters and giggles rang out as five of the six ponies lifted glasses to their mouths.

“Gosh, thanks, Rarity, but I already lost that!”

And just as swiftly five drinks were expelled into the air in a single spectacular spit-take.

“You… you?!” Rarity’s eyes widened in surprise. “You lost your virginity?!”

“Well, sure! Haven’t you girls?!” Pinkie Pie looked around at the crowd in surprise. One by one each of the ponies looked down, sideways, upwards, and every which way except at one-another, until finally Fluttershy spoke.

“W-well I did… lose my virginity, I mean…” Fluttershy nodded meekly.

“You?! Hahaha!” Rainbow Dash bust into a sharp laughter. “Alright, Fluttershy, way to go! I didn’t think you had it in you!”

Fluttershy blushed deeply. “W-well, everypony does it sometimes, don't they?”

“Yes, you’re absolutely right.” Twilight sat up straight, looking a little woozy, but just like her usual authoritative self. “I know I’ve done it before, and there’s nothing wrong with that.”

“Yeah, Ah reckon we all probably have, includin’ m’self,” Applejack agreed from the floor.

“W-well I have too!” Rainbow Dash insisted quickly. “And it was awesome!”

“My my, it seems there are still things we don’t know about one-another after all,” Rarity chimed in. “I too have had such an experience in my lifetime.”

“Hah, you? Miss prissy pants got herself some tail?” Applejack snickered in surprise. “Ah’d buy it from Dash, easy, but you?”

“I’m kind of surprised anypony else has, actually…” Fluttershy admitted. “I sort of thought that if any of us did, then it would have come up by now…”

“Hey, I didn’t hear you volunteering at all,” Rainbow countered.

“W-well, m-mine was pretty recent… I-I was probably going to, you know, talk to Rarity at our next spa trip…”

“Oh, how delightful, Fluttershy, congratulations, I can’t wait to hear the details!” Rarity beamed.

“Wait, so…” Twilight cut in, “we all have had… an experience, with mating… and nopony else knew about any of them?”

“Wow, that’s kinda freaky-deaky!” Pinkie Pie giggled.

“Well, it’s not exactly a topic for casual conversation, Twilight,” Rarity reminded her. “It’s something to be shared in privacy, with close friends, if at all…”

“Oohh, you mean like we are right now?!” Pinkie Pie grinned. “Rarity, that’s a great idea! Let’s all share our first-time-mating stories!”

Silence and stares followed her words, and held for a full five seconds. Then…

“Well, like Twilight said, it ain’t nothin’ ta be ashamed of, and we’re in the company a’ good friends. Why don’t we get ta know each other a li’l better?” Applejack agreed with a firm nod.

“And I suppose you're going to volunteer to give us intimate details of your first mating experience, Applejack?” Rarity scoffed.

“Sure, if ya don’t mind hearin’ ‘em,” Applejack replied.

Rarity glanced around for a moment, then plopped down firmly on the carpet, sitting up straight. “No, not at all. Do go on.”

“Yeah! This'll be fun!” Pinkie Pie exclaimed with an eager giggle.

“Just remember anypony who’s uncomfortable with this doesn’t have to share, we don’t want to put pressure on anypony,” Twilight insisted.

“Blah blah blah, get to the good part, AJ!” Rainbow demanded.

Applejack moved out into the center of the circle of ponies and took a seat so they could all see her as she spoke. “Well y’all remember Ah went ta Manehattan before Ah got mah cutie mark, right? Well, it was while Ah was there Ah made a new friend…”