"L-Lick you? Down there?!" Tender asked, looking more than a little reticent as his filly-friend Apple Bloom had asked him to 'return the favor' of licking and suckling his penis.

"Did Ah stutter?" Apple Bloom asked, giving an unimpressed look, "Ah didn't complain when Ah was lickin' all over yer willy, was Ah? And Ah know for dern sure ya weren't..."

"Well no, but..."

"But wut?"

"But it looks all...wet, and kinda..."

"Kinda wut?"

"It looks...kinda weird. Plus it's...moving."

Apple Bloom huffed. "Mah fillyhood ain't weird..." she groused, the burn in her belly only being eked along by having a stallion near her rear. "Look, Ah need yer help gettin' rid'a this burnin'. Th' fillies in school said th' only way t' get rid'a this is fer ya t' have th' sex, er have another pony lick ya down there. 'Sides, th' fillies said colts are supposed t' like it when ya 'wink' your fillyhood like 'at."

"But..."

"Look, Ah ain't gonna force ya, but...please? Ah really need somethin' down there." Apple Bloom said, her ears folded back and giving her best impression of a puppy, complete with wide eyes and pout. A look Tender couldn't say no to.

"Alright, alright...I guess it's only fair since you...licked me too." Tender conceded, before he then lay down behind her, seeing her fillyhood slowly winking to him, each making a small amount of her profuse, pungent fluids pool beneath her on the floor. As she lay with her chest on the bed and her forehooves folded beneath her, she spread her legs wide in invitation, her small heart-shaped clit winking slowly from its upward-facing cleft at the bottom, exposing a small bit of her pink entrance to the colt.

Sweetie and Button meanwhile only watched in silence as Apple Bloom presented to herself to her beau, glancing over at Button and seeing he held much the same expression, but instead of looking at Tender's still-hard penis, he was looking at Apple Bloom's well-presented crotch.

"Here, come lay on the bed. I'm sure it'll be easier for me to reach you like that." Tender said. As she did just that, he stood so that he was standing at the end of the bed, his still sensitive, swollen, and saliva-moistened penis hanging stiffly between his legs. Once she was in her position, his muzzle nudged Apple Bloom's half–flagged tail aside and nuzzled experimentally against her swollen young slit as he again took in her fertile, strongly musky-earthy scent, feeling his member throb as he breathed it in right from the source.

Apple Bloom sighed in approval as his muzzle started softly nudging against her needing flesh, that simple touch having sent light bursts of pleasure through her already. Tender debated what to do next but found his answer when he felt a wetness on his muzzle and found that Apple Bloom was pressing her hips back against him, the initial touch clearly making her want more. He gave an experimental lick, earning a quiet, brief squeal from Apple Bloom. "Are you alright?" he asked, not able to gauge whether it was from pain...or something else.

"Well yeah. That felt...real nice. Like ya put somethin' cool on a real hot part'a me." Apple Bloom comforted, pushing her crotch towards him encouragingly, "Go on, keep goin'...please? Just, uh, don' go inside my 'pussy' yet. Ah still got mah 'cherry'."

"You have a 'cherry' in a 'pussy'? What does a cat have to do with anything?" Tender asked as he stopped exploring, confused, "While we're at it, what's food got to do with what we're doing either!?"

Apple Bloom sighed unhappily at the loss of sensation but decided to explain what she'd said as best as she could. "Well, Dinky said that all mares 'er fillies have a 'cherry' at th' entrance ta their 'pussy', an' that when ya have sex th' first time, it...'breaks'...an' can really hurt and ya might bleed for a li'l' while, but then after that it only feels real great every time ya have sex after."

Tender's eyes went wide, as did Button's. "Wait, a cherry is in your marehood, and it breaks and hurts and you'll bleed?! I thought you said sex only felt good!" Tender asked in a scared tone while utterly baffled at what had just come out of his mouth, Button looking at Sweetie as if asking if it were true.

"Well, yes, that's what she said, but she also said that if your stallion 'makes you wet enough by using their mouth', it won't feel as bad when you're 'de-flowered'..." Sweetie explained, "...and that it only hurts for a little bit. I don't know if she was being serious about that or not, but she sounded really serious..."

All ponies were confused, but Apple Bloom had had enough waiting, having gotten a taste of pleasure and wanting more. She pushed her crotch back onto Tender's muzzle, some of her fluids getting on his lips this time. He initially was surprised, jerking his head away in surprise to the soft, wet thing pushing on him, but found he was pleasantly surprised as his tongue met the fluid.

Tender licked his lips on reflex when he pulled away from his fillyfriend's sudden action, tasting a hint of apples as he cleaned Bloom's juices off his muzzle. "It tastes...good?" he asked himself more than anypony else, finding that he rather liked it. That he wanted more. "So, I just lick you down here?" he asked, getting a soft nod.

"Yeh, it felt pretty nice when ya touched me b'fore, an' that felt real good," Apple Bloom said, then saw as Tender smiled to her before proceeding to dive right in again, making her moan as he started sloppily licking along her small flower, further tasting his first mare. He found that he rather liked her fillyhood despite its alien appearance to him, the flavor and scent coming from it digging deep into his instincts, him finding he was loving the soft flesh winking against his lips, as well as definitely wanting more of that delicious ambrosia. The adorable moans Apple Bloom was making certainly was a plus too, as well as knowing he was making his best friend feel really good.

"A-aaaah! Yes!" Apple Bloom moaned out as she visibly tensed up when Tender started to lick harder against her winking, messy pussy-lips, rewarding her coltfriend with a shudder and a hard moan as his tongue unintentionally brushed over her clitoris.

"Wow, is it really that good?" Sweetie asked, with Button and her watching as her best friend was pleasured, and his best friend was making a filly squeal with his tongue.

"Oh Celestia yes!" Apple Bloom cried out, though whether or not it was an answer to her friend's question, or if it was because Tender had started focusing on her rapidly-unfolding clit, was up for interpretation. Apple Bloom couldn't help it as her back legs started lightly kicking and trembling, her head pressed into the bed as she felt intense tingles rolling throughout her body. What felt even more incredible, however, was that each time her clit winked, Tender's tongue was there to meet it, sending even more intense tingles throughout her as he slathered her pleasure nub in loving licks.

"T-There! Lick that part that's goin' in and out! S-so gooooooood!" Apple Bloom cried out with pleasure surging through her young body, unable to feel anything but the tingling pleasure all throughout her as her coltfriend's inexperienced tongue continued licking all over her outer lips and clit. "D–Don't stop...please..." she whined out as she dug at the bed in front of her hard with her forehooves, struggling to cope with the sheer pleasure of her first eating-out.

Apple Bloom's heat-addled body couldn't care less about the skill of the young stallion, with his tongue merely flopping around and even still managing to find the sensitive spots his mare had; he was wholly inexperienced but making up for it in his enthusiasm. Her body cared only about the fact that she was being tended to and had something pleasuring her, and found muscles in her lower belly that she didn't even know she had eagerly clenching down as though that object were inside of her and she was trying to prevent it from getting away or something.

"Wow, it looks like she's really enjoying that." Sweetie said, seeing Apple Bloom's extremely pleasured expression, getting a nod from Button; "Say, you think we could try that?"

Button smiled and nodded as Sweetie then lay down on her back, unlike the 'natural' way Apple Bloom was positioned, seeing Apple Bloom's expression one of unquestionable bliss, her mouth opened wide and her eyes shut. As she watched her friend's well-pleasured expression, Sweetie quickly found that Button had positioned himself beside his lapping friend, the wet sounds coming from beside them and the steady stream of moans from Apple Bloom making Sweetie feel a twinge of nerves again beside her eagerness. "Be gentle at first, OK?" Sweetie asked nervously, getting a nod from Button.

"Sure Sweetie, I promise I'll go easy mode on you!" Button said, giving her a soft smile despite his own nervousness. As he looked between his filly-friend's legs and saw her 'pussy' kind of blinking at him, he was confused. "Wait, what's your 'pussy' doing? It looks kind-of like it's...blinking at me?"

"I'm sorry! It started doing that when I first went into heat and I can't stop it! Dinky says it's to 'attract a stallion' and that stallions really like it when mares do it. I'm sorry if you don't, I really can't stop it..." Sweetie stammered before biting her tongue to stop herself from rambling on.

"You can say that again...I really do like it when you do that!" Button said, watching the nearly hypnotic folding and unfolding of her nub going in and out of her slit, that triggering something deep inside of his psyche; that instinctive invitation from a mare for him to mate them reaching deep into a primitive place in his mind that he'd never been brought to before; the instinct to breed. "So, I just...lick?" he asked, suddenly finding himself wanting to be closer to that part of his marefriend's anatomy. Much closer.

Sweetie nodded. "Yeah. From what Apple Bloom's saying, that little nub-part being licked feels really good. Right Apple Bloom?"

Apple Bloom only moaned deeply in response, unable to do much else as she felt a tightness forming in her lower belly, her previously-unknown muscles starting to squeeze more frequently. "T-Tender! S-Something's gonna h-ha-aaaaaaah!" Apple Bloom moaned out as Tender amateurishly licked her clit for a moment more after tending to her lower lips for a while, Apple Bloom crying out as her pleasure suddenly and sharply spiked when he hit that 'winking' spot again. Muscles she didn't even know she had before he'd licked her started to clamp down rhythmically, sendin waves of intense pleasure surging throughout her.

When Tender licked along his mare-friend's slit more, he felt an incredible surge of wetness on his tongue and lower muzzle as he heard her cry out again, but this time with a completely different tone. Apple Bloom arched her back and started to instinctively grind against her coltfriend's muzzle as he brought her to her first-ever climax, with him feeling her clit winking rapidly on his tongue as she cried out in pleasure, trembling and giving loud whinnies as she came. He felt a splash of wetness on his face and muzzle, quickly followed by another as Apple Bloom gushed her virgin release.

Tender jerked back some at the feeling of wetness squirting onto his muzzle, feeling as Apple Bloom squirmed and ground her winking crotch against him, her back legs shaking and her head now tilted back in the air as she rode out her intense first orgasm, trembling all the while.

Eventually however, like all good things, Apple Bloom's orgasm slowly faded even as she tried to eke out more pleasure by grinding against Tender's trapped muzzle. Her arched back eventually lay flat on the mattress again as she collapsed and panted for breath, having been unable to even breathe during her intense climax.

"A-Apple Bloom, are you OK?! What happened?!" Tender asked, looking utterly mortified as he moved to look unto her face, "Are you hurt?!

Apple Bloom simply looked up at him with pleasured eyes while still gently panting, before reaching up and meeting her lips to his, tasting herself for the first time. She found that whatever it was tasted rather earthy, slightly musky, but with a hint of sweetness and, oddly, apple as well. "Mmm...Ah dunno what ya did, but that felt be'er th'n anythin' mah hoof could do..." Apple Bloom slurred, a dreamy expression on her face, "Sweetie...ya gotta try that. That must'a been that 'orgasm' thang th' fillies talked about..."

"It looked like it felt really good!" Sweetie said, Apple Bloom's face still holding the look of a very pleasured filly, Tender's face soaked with filly-honey like that of young stallion who had just pleasured his mare's should be.

"Yeah, it felt real amazin' too! Ah felt like mah lower belly was really SQUEEZIN' fer some reason, an' all th' while Ah felt this super good feelin' goin' all through me. It was...tingly like gettin' struck by lightnin'...but in'a good way!" Apple Bloom said, trying her best to describe the experience she just had.

"Wow...I did that...to you?" Tender said, a bit amazed he was capable of doing such a thing.

"Mmhm, ya did mah amazin' Shug..." Apple Bloom cooed, kissing Tender again on the lips – before jumping upon hearing a high-pitched squeal from beside her on the bed.

"Oh-mi-gosh Buttoooooooooon~!" Sweetie squealed out again as Button continued to lick her slit, just the same way he'd seen Apple Bloom being pleasured. His technique also lacked efficiency, but if the squeals and shudders coming from Sweetie were any scale to be measured by, he was certainly weighing in just fine for her. Sweetie couldn't stop herself as her hips ground against his muzzle with each lick, her very sweet, very profuse fluids drooling down Button's chin and into her tail.

It was just a soft lick but Sweetie had reacted strongly, pushing against Button's muzzle and letting out a soft but high-pitched squeak. Button felt deep inside that everything was as it should be right now and surrendered himself entirely to the moment, simply pleasuring his mate and warming her up for what was to come. He continued to softly lick at his little mare’s lower lips, savoring the surprisingly sweet, floral-and-mare flavor of Sweetie's needing fillyhood. She was dripping her fluid steadily now as Button continued slowly licking her entrance, licking up as much of as he could.

"Wow, he's really gettin' into it..." Apple Bloom said, watching Sweetie's cheeks turn a hot pink, her constantly squirming or fidgeting slightly in her pleasure, "...an' don't it feel good Sweetie?"

Button paused to catch his breath a short time later, giving Sweetie a chance to respond. "W-woah...that f-feels...amazing!" Sweetie said in response, before looking to her friend; "It's like, w-when he's licking me, I don't b-burn as b-b-bad!"

"Eeyup, sounds 'bout right. Feels even better after ya 'orgasm', cuz it stops burnin' much, at least fer a while."

"Speaking of...Button, can you please continue?"

Button nodded, before noticing a drop of Sweetie’s nectar hanging off her clit's cleft, shining softly in the fading light of the sun. With only some hesitation, Button took Sweetie's pleasure button into his mouth and suckled on the small nub, tasting the sweetness of Sweetie and earning a gasp of surprise from the filly as well at the suddenness of the action and the huge burst of pleasure it caused her.

Apple Bloom watched Sweetie's reaction to the sudden blaze of pleasure, watching as Button's actions made Sweetie squirm a lot on the bed, her rump arching up to him as she clearly tried to cope with the intense pleasure such stimulation was giving her. Apple Bloom knew that her heat-driven sensitivity likely amplified the pleasure beyond what she'd ever felt before from her hoof, seeing how Button's tongue was making her only able to pant now, apparently unable to form words.

Sweetie felt her clit trying to wink in her stallion's mouth, feeling his tongue lapping sloppily on it but satisfyingly all the same, but was almost thankful as Button pulled off of her winking clitoris. She wasn't sure if she could take much more of the intense tingles it was giving her. As Button pulled off the small nub, he instead spread Sweetie's swollen petal softly with one of his hooves, causing her to sigh at the feelings it caused.

The flavor and scent of his little mare's desire overtook Button’s senses as the sound of her soft but long moans titillated his ears, making him more than eager to keep going and keep pleasing his mare.

Sweetie lasted minutes into the heaven that was Button's service on her slit, the once-leisurely pace of licks and teases slowly escalating to a series of gentle prods or swirls as he grew bolder, making the snow-white filly blissfully content as her needs were being tended to.

Sweetie held on as long as she could through the swiftly-building pleasure as Button's tongue lapped over her lower lips and clit. She always felt like she on the precipice of release, but never quite plunged over; like it was all reaching its crescendo, but it would always fade back again right on the edge.

"B-Button, I don't know if...I can do the 'orgasm' t-thing!" Sweetie said after her twelfth edging, all the while feeling her need for release building and building to nearly unbearable.

"Button, try pressing her O-button rapidly!" Tender suggested with a smirk, Button getting the hint as she winked again, flicking him with a small amount of her fluids.

As Button nodded then focused his efforts on her slit's cleft as his tongue wormed into her clit's sanctuary. Sweetie’s head pulled back as she let out a loud squeal after a few more licks directly on her clit as it winked, splashing her fluids against Button’s face as her mind promptly exploded into orgasmic bliss. Her passage repeatedly clenched on the source of her pleasure, locking his tongue inside her as she floated in the intense waves of pleasure after so long being unintentionally edged, her body trying to milk it for what it could not produce. Sweetie couldn't help but rub herself against his muzzle throughout, trying instinctively to pull him deeper and get more pleasure, but his tongue's and muzzle's short lengths prevented such.

Sweetie then felt her orgasm spike higher still, another massive burst of sensation flowing through her as Button's hoof moved to rub her winking clit as his tongue lapped over her permeated pussy fur, making her bite her lip as she once again saw flashes of black as the feelings seemingly renewed themselves. It was another full twenty seconds blissful release before Sweetie finally came to, with Button having removed his tongue from her and instead licking her dripping petals, her afterglow from two back-to-back orgasms starting and making her tensed muscles relax.

"Mmm, Button, that was great!" Sweetie said after recovering for a couple minutes of panting and resting, hearing Apple Bloom and Tender once more going at each other, exchanging yelps and moans of pleasure, "Apple Bloom was right. That feels really strong and tingly, like getting hit by a big lightning bolt of...of..." She lacked the word to describe it, so only pleasurably shivered instead.

Apple Bloom simply grinned at Sweetie as she stopped licking Tender's lips to speak. "Told ya." she said, feeling a wave of heat going through her as she found her heat coming back just as intensely as before she'd climaxed.

"So, uh...what do ya think of havin' th' sex with me now Tender?" Apple Bloom asked, her tail still hiked high as she looked at her beau's still-erect penis, seeing its flare fairly swollen already as she turned and presented herself to him again, her clit slowly winking in invitation.

Sweetie was still feeling pretty nice in her afterglow, yet she still felt the prickle of her heat, only slightly less intense and still there, and knew she was ready for the next step.

Real sex.

"Yeah Button, wanna try real sex this time?" Sweetie said, turning and offering her own rear to her coltfriend, tail flagged over her back and clit winking.

The two colts' cocks simply throbbed urgently at the proposition as they approached their respective mates.

Author's Note

The girls finally got some relief, but know much more is in store. I'm sure the boys will only be too happy to oblige their requests...