They Finally Fuck

by An Intricate Disguise

Rating: mature
Tags: Slice of Life, Twilight Sparkle, Porn, My Little Pony: Friendship is Magic, Rainbow Dash, Sex
Length: 6679

Rainbow has just been caught spying on Twilight masturbating, not that Twilight didn't already know. Looks like it's time for an intervention.

Rainbow has just been caught spying on Twilight masturbating, not that Twilight didn't already know.

Looks like it's time for an intervention.

Kinks: Dominance, Restraint, Immobilisation, Masturbation, Spying, Squirting, Cunnilingus, Happy Endings.

Published 2017-12-30 19:50:06 UTC
Last updated 2017-12-30 19:50:06 UTC

Catch the Rainbow

Rainbow Dash's mind was jumbled and confused, only working in a repetitive series of fucks and shits as she sped from the scene of her transgression, Twilight's eyes surely following her all of the way.

She had to hide, she had to do something to mitigate the inevitable backlash of her actions. Retreat and regroup, that was it. Then, after she had spent a good hour or ten shivering and worrying, she could see about getting Zecora to whip up a memory potion, or something. Or maybe she could go back in time and prevent it from ever happening? Even better, she could blame it on a changeling! Her wings beat with increased fervour as she allowed the thought to snake through her mind, all questionable morality forgotten in the midst of her worry.

Her feathers ruffled with annoyance and her body drooped as she realised that there was already a pretty big hole in her plan—changelings were good now. No one was gonna buy that, especially not Twilight.

She couldn't believe she had been caught. For weeks now, she had sat on her cloud outside of Twilight's bedroom and watched her play with herself, and not once had she even come close to being discovered. Now her guise was ruined, despite serving her for so long. Her unremarkable little cloud had been revealed to be a disguise, a disguise that would now be unravelled, no matter how intricate it might have been.

Even so, Rainbow had a coping mechanism. Even if Twilight had found her out, even if everything was out in the open, none of that mattered if she didn't see her. "Simple solution," Rainbow said between pants, vaguely aware of a thin trail of juices dribbling down her leg from her recent orgasm. "Avoid Twilight until she forgets about this, or until something way more important comes up."

Rainbow risked a look behind her, feeling her throat tighten as much as her chest as she checked to see if there was a royally sexy alicorn in pursuit. There was not. Rainbow's sigh of relief doubled as a breath of exertion, and she could feel her wings burning under her weight as she pulled herself home as fast as she possibly could.

The trip home was agonisingly slow, but have you ever attempted to move at breakneck speeds immediately post-climax? It isn't easy, every nerve in your body is awake and extra sensitive, but at the same time, all you wanna do is cuddle up with somepony, relax and—get your head in the game, Rainbow!

Shaking her head hard, the fur on her cheeks fluffing up against the wind, Rainbow reminded herself what a compromising position this was to be caught in by anypony, let alone Twilight. That thought gave her the focus and determination necessary to hightail it home, barreling through her door and fastidiously avoiding Tank until she was showered and clean.

Her ears remained flattened against her skull for the longest time, and her lip occasionally quivered with worry, as did her legs shake. The feeling wasn't a sudden rush of guilt, nor was it a feeling of remorse or a willingness to repent, only fear of the ramifications of her actions. While it was true that Rainbow Dash didn't feel bad for partaking in something she considered so sexy and an absolute waste to pass up, she seriously didn't want to lose her friendship over it.

Once she was clean—at least physically—and had scrubbed over her body with a towel until she was dry and poofy, she fetched a silk robe from her linen cupboard, placing it over her withers and threading her forehooves through but not bothering to draw the bow, clambering into bed and hoping to sleep off the afternoon like a bad fever.

Thoughts of Twilight's look of shock wracked her brain as she tried to sleep, and no matter how she tried to rationalise dealing with the situation, she could only see Twilight, laying on her bed, covered in her own cum, a satisfied smile melting into a gasp of shock, perhaps horror? How would another pony feel, after all, knowing they had been compromised during such a personal activity?

Rainbow thrashed and turned in her half-asleep stupor, but no counterargument or plan of action did anything to appease the crushing fact that there was no easy way back from this; she had been caught doing something she really wasn't meant to be doing, and now she was going to have to pay the price. It was that or laying here and gathering dust, and avoiding Twilight for Celestia knows how long.

Rainbow wrapped her forehooves around her chest, rubbing her face into her pillow. She knew it was probably the wrong choice, but maybe she could avoid dealing with things for just a little longer?

Twilight had all but barricaded herself in her room. When Spike had knocked, asking what was the matter, Twilight told him to clear her itinerary and take the day off, that something more important had come up.

With that out of the way, and all distractions taken care of, Twilight was able to get to planning, and she was having a lot of fun. It had only taken her a few minutes after Rainbow's retreat—which she had watched every second of with a perverse joy—to fully analyse her reaction, and now it was about finding the most effective and sexy way to use it to her advantage.

Rainbow knew that Twilight knew, but she didn't know that Twilight already knew that she spied on her. If anything, it wasn't really spying, and she hadn't really been caught because Twilight had been the most aware of the two the entire time. Still, Rainbow didn't realise that, so it gave her a fair amount of leverage, leverage she could have a lot of fun playing around with.

She'd stripped the sheets from her bed, removed her outfit, and done her best to clean up after herself, but the mess on the covers and the carpet weren't what her mind was on right now, so much as the red-hoofed pegasus that she had a perfect excuse to play with.

First off, the issue had been sitting down long enough to come up with a functional plan. In her first couple of attempts, Twilight had sat on her bed and attempted to brainstorm, started to think of a really sexy idea, but that had only turned her on, and would promptly lead to her laying down and making herself cum again—this really was an exciting situation.

Once she had managed to get a proper hold of herself, she began to look at things more objectively, or rather, she convinced herself to stop masturbating as much for the time being. Right now, Rainbow was sure to be worried, unsure of how this revelation would impact their friendship, apologetic, possibly guilty. Twilight didn't bank on the last one, but there was a good chance.

The best way to exploit all of that would be to appear as if she was in fact shocked and hurt, but how to capitalise on it? If Rainbow was feeling that way, knowing her, she wouldn't be showing up to talk about it anytime soon, it was more likely that she'd stay well out of Twilight's way, hoping that she would calm down. Unfortunately, Twilight's libido wasn't about to allow that. She wanted payback for all the shows she had put on for Rainbow and she wanted it now.

Levitating over a small sheet of paper, Twilight began to draw up her master plan, before snarling at the result, screwing it up, and throwing it away. Again and again, she attempted to make it perfect, until eventually, the schematics to the ultimate scenario, the blueprint to the best fuck in living memory, the means by which she could collect on everything she had given to Rainbow laid in front of her, ready to be utilised.

Looking at her sheet multiple times in an effort to memorise the steps, Twilight felt the time beginning to drag on and decided there was no better time than now to put things into action. She could already feel herself beginning to get hot again as she shot out of her open window, searching for some clouds to wrangle.

Rainbow laid in her room and sulked all afternoon, a blanket beneath her, a strange feeling in her belly. Tank was on the other side of the house, probably sleeping or having a short walk, but for once Rainbow didn't spare a thought for him, she was feeling selfish in her melodrama.

She'd been there for hours now, yet nothing had happened, and for all her fear she was beginning to grow impatient. Shouldn't Twilight have tried to break down her door by now? One of the main worries plaguing Rainbow was the notion that Twilight simply had no interest in speaking to her whatsoever, not to berate her, not to tell her that she was hurt, and definitely not to resolve things. Where did that leave Rainbow?

It had all been so fun while it lasted. Twilight had seemed to enjoy it too, even if she wasn't privy to it being a shared activity. That didn't stop how into it she was, dressing up, almost definitely at least fantasising about someone else being there. Maybe if Rainbow had revealed herself sooner, things would have had a much better resolution? Maybe instead of running and hiding, Twilight would have invited Rainbow to hop through her window and join her on the bed, to work that rod in and out of her, to massage her clit with her hoof...

Or maybe that was all wishful thinking. Rainbow needed to face it sooner or later, she had fucked up pretty badly. She didn't know what was worse, the feeling of self-pity, or the fresh waves of arousal that came from thinking back to each instance, especially the latest one. There was something that was sickeningly hot about being caught the way she was, cumming at the same time as her friend in such a compromising position, locking eyes with her as they both shot their juices out. Did enjoying that make her a bad friend?

She almost would have enjoyed it some more there and then if it wasn't for the paranoia that gripped her. As much as she wished to explore her own body, to roll around and enjoy herself on her bed much as Twilight did as she watched, she couldn't shake the growing realisation that she would never get to see it again. There was no way Twilight wouldn't be more careful now, and that was assuming the two of them even managed to get over this happily.

Sighing and leaning her head back, Rainbow took to staring out of her bedroom window. The sun was beginning to set in the distant sky, sitting between a pair of mountains, and the surrounding scenery was similar to usual with the exception of a lone, somewhat crude cloud, hovering a good fifteen feet from Rainbow's window.

Rainbow squinted at the cloud, curious. There was no way that was an Everfree cloud, it was way too white, but no pegasus made that either, it looked like a real sloppy job. In fact, it almost looked as if it had been made by somepony with a very specific result in mind—in this case, large, picturesque, and unnoticeable—who lacked the cloud shaping abilities to make it so.

Rainbow quickly considered whether she knew any pegasi that were that atrocious at cloud shaping, but apart from Bulk Biceps, no one came to mind. Raising an eyebrow, she was about to hop out of bed and examine the thing more closely when she felt a clap of realisation surge through her mind, instantly flattening herself against the mattress once more. She had only been thinking about pegasi, what if this was the work of a certain alicorn? Specifically, a certain alicorn that she'd been doing the same to for the last few weeks, that now knew all about it?

If that was the case, why was she here? Surely, if she wanted to chew her out, she would have just approached her? Why the cloud? Rainbow closed her eyes, putting the pieces together. Surely she just needed to think about this logically. When Rainbow used the cloud, it was when she wanted to watch Twilight play with herself, obviously. Presumably, Twilight knew that by now. If Twilight did know that, did that mean she was here outside Rainbow's bedroom for the same reason, or was that just an assumption?

Rainbow had no clue what she was meant to do now. She spent a few moments laying still, but nothing happened. The sun continued its incremental descent below the mountains, the wind maintained its calm and steady course over the skies, and the badly put together cloud remained rooted in place. Maybe she just hadn't seen it properly. Maybe it was a completely normal cloud, and in her paranoia, she was assuming too much.

Minutes passed, and while she kept trying to steal small glances at the cloud, attempting to deduce whether there was anypony sat atop it, she couldn't make out anything concrete. The more she pondered it, the more she began to wonder if it wasn't a natural construction that hadn't been kicked apart, but that didn't do anything for the fact that it was apparently affixed to a point just outside of her window, solitary and unmoving.

Rainbow was sick of waiting. Maybe it was Twilight, maybe it was a figment of her imagination, but who was she to cower and worry in a situation like this? Best case scenario, Twilight had come for a return on what she'd been giving Rainbow for these last few weeks, and Rainbow could fix their damaged friendship with one steamy session. Worst case, there was no one there and she'd finally have gotten the sexual tension out of her for long enough to come up with a solution to her problem. Either way, it was time for her to take charge.

Beginning was as simple as shooting a mischievous grin at the cloud in question, feeling a little silly for doing so as she began to fiddle with her soft, smooth robe, tugging on the strings with her teeth and pulling it back, exposing more of her freshly showered and frizzy coat. She hadn't styled her mane since showering, and it was unreasonably fluffy, as was her tail, but while that usually would have been a source of bother for Rainbow, she imagined her potential audience wouldn't have any complaints.

Exposing her tail from where it had been pinned under her right hind leg, she began to swish it over the foot of the bed before flipping it over and bringing it against her body, slowly rubbing and brushing her stomach and chest with it as she shifted down, rolling her withers as she made herself more comfortable. A smile tugging at the edge of her muzzle, she started to slowly stretch out her supple, nubile body, popping the joints in her spine as she gasped in relief, letting loose a small, husky giggle.

Was this how Twilight felt when she had her alone time? Like she was in charge, and could do whatever she wanted? As Rainbow finally allowed a hoof to brush against her chest, she realised that this was even better. Not only was she in control, but unlike Twilight, she knew she was being watched, or at least suspected it, and as such was able to use every touch, stroke, nibble, and moan to her advantage, teasing and tormenting Twilight the same way she did her.

The thought of Twilight, the kind, respectable princess, her best friend, the most dependable pony she knew up in those clouds watching her get off? That was enough to send rivulets of excitement flowing and coursing through Rainbow's body, only heightening the sensation of her hoof as she twisted around like a feline creature, licking her lips and wetting her hoof, softly dragging it back down her chest, a little of her clear, glossy saliva getting caught in her clean fur. Rainbow didn't mind, she knew she was going to be a mess later.

With more laps of her tongue came more lubrication for her hoof, and gently she slithered her way down her body in curving, diagonal movements, keeping her eyes fixed directly on the cloud outside as she attempted to surprise her own body, daring whoever was out there to come and join her. Rainbow imagined that must have been a difficult offer to refuse, her body tingling and reacting in a completely new way to each touch, her hoof sliding down from her chest to her barrel and lightly brushing across a few feathers where her wings were coiled.

And they were quite tightly pressed against her sides... Rainbow knew a solution to that. Delicately, she began to trace her hoof around the edges of her wings, the muscles stiffening at her touch and becoming rigid until they threatened to burst from place. A small twist for her excited body and a stiffened wing popped out of hiding beneath her, standing strong and sensitive in place, blood pumping throughout. She repeated the process, and soon she laid back again with a pair of locked wings either side of her, so susceptible to sensation that they shivered at the smallest touch.

She felt so empowered like she was, soft and sexy in the centre, with a pair of powerful wings jutting out on either side of her. Rainbow knew she would be the centre of anyone's attention right now, and that knowledge made what she did next all the better. A defiant smirk on her lips, she inched one of her hind legs further and further to the side, exposing her soft, shower-fresh pussy. As said, her coat was fuzzier than usual, and the little tuft of blue hair—a tad darker than the rest of her coat—sitting right at the bottom of her underbelly looked like heaven to stroke, and that's just what Rainbow did as she pushed right past it, not wasting any time.

"Mmf..." she murmured halfheartedly, not looking to betray her enthusiasm so easily—Twilight would have to wait for that. Her muzzle dipped into her robe, pushing it out from her chest and revealing yet more of her body as she ran her hoof all the way back up and then down again, being sure to use half the speed on the way back down. Rainbow wasn't sure who she was meant to be teasing at this point, Twilight or herself, but it was definitely working. Each moment of contact was like another layer being added to an elaborate series, all designed to drive Twilight crazy.

With a deep chuckle—her voice cracking—she flicked the robe off of the right side of her body with a single push of her muzzle, pushing out her chest and offering it to any who might take it. All the while, her hoof continued its lazy, incremental actions around her pussy, and Rainbow made little murmurs and “nghh”s of appreciation as she continued to warm herself up, only pausing to trail up and down her body once more.

Rainbow’s eyesight was as perfect as usual, but she only wished she had x-ray vision as she squinted at the looming cloud, making it obvious that it was the focus of her gaze even as she repeatedly grabbed and squeezed herself. It was knowing that she was there, knowing that the only way to draw her out of hiding was to cajole her with an incentive she couldn’t refuse. A few moments and the sides of Rainbow’s muzzle began to curve upwards—she had an idea.

The first utterance was soft and dulcet, but it carried across the spartan room regardless, bounding and echoing as Rainbow whispered Twilight’s name. Again, she repeated herself, rubbing faster as she allowed the bubbling name at the end of her tongue to slip and spill out onto the ears of her little watcher. “T-Twilight,” she moaned, louder this time, more carnal and needy as she imagined her bursting from her hiding spot and taking what was hers.

Then, in one final moment of brilliance, Rainbow thought back to earlier that day. “P-Princess,” she gasped, the thought of her friend in royal attire at the forefront of her mind, and though she was trying to draw her out, the gasp wasn’t fake, the image alone seriously turned her on. It wasn’t long until Rainbow heard a flash! sound from elsewhere, and before her was a very pent-up looking Twilight behind an open door. Rainbow grinned, knowing she had done a good job.

Twilight sat on her magic-built cloud, watching Rainbow try to call her out with the movements of her sweet body and the way she worked her pussy, but refrained from joining her in her fun, no matter how much she wanted to.

Rainbow had caught on quickly, but it didn’t matter. It might not have taken her long to notice the fake cloud, and it might not have taken her long to improvise, but there was no way she was going to expect what came next. When Rainbow started to breathe Twilight’s name through pants, it felt like the perfect time to act, despite the electric tingles it sent through her entire body to hear it.

In fact, she needed to act now. If she left it much longer, Twilight was pretty sure she would cave before ever getting to enact her ‘revenge’. So it was that she teleported to where she knew was just outside Rainbow’s bedroom door, preparing to knock.

Twilight had been planning to take a few seconds to prepare herself before going in but hadn’t accounted for the possibility of the bedroom door being open. Seriously, who leaves the door open while they’re masturbating? So it was that she had to quickly replace the sultry look on her face with one of flabbergast as Rainbow’s eyes and hers met for the second time that day, oddly enough in the same circumstances.

Rainbow looked very pleased with herself; Twilight tried her hardest not to. “Rainbow, what are you doing?!” Twilight called out in mock horror, the pegasus still unashamedly rubbing at her body as the pair looked at one another.

“What do you mean, Twi?” Rainbow giggled, looking up at her window, “I know you were watching me, you don’t have to play dumb.”

“I just got here!” Twilight shouted, waving a forelimb. “I wanted to try and straighten things out from earlier, yet here you are rubbing one off over me! Celestia, Rainbow, can you not keep your mind out of the gutter for a few hours?”

Rainbow hadn’t halted in her ministrations, but her hooves were definitely beginning to slow, and she seemed to have self-consciously pulled her hind legs closer together. “Y-you’re kidding, right?”

Twilight put on her most scolding look. “Do I look like I’m kidding?” Gritting her teeth a little, she began to walk over. “First you spy on me during my alone time, and Celestia knows how many times you’ve done that, and now when I come here to have a decent, civil, adult conversation with you about it, I find you in here at it again! It’s like you’re perverted or something!”

Worry seemed to flash on Rainbow’s face, and her hooves finally stopped. “You don’t really think all that, do you, Twi?”

“Well, you’re making me wonder,” Twilight nodded, approaching Rainbow and looking her over. “Honestly, I feel as if you need to be taught a lesson for your recent actions. One you won’t forget anytime soon…” Sparking her horn, Twilight began to softly tug at what parts of the silk robe remained on Rainbow’s body. “You catch my drift?”

Apparently, she did, because the previously confident mare’s cheeks tinged pink. “W-wait, you mean you wanna—”

“Put you in your place,” Twilight finished, moving Rainbow to the side and climbing over her. “You obviously think you have a right to do whatever you want, spy on whoever you want to spy on, and I think it’s about time you saw that there were consequences.” Twilight pressed her hooves down against Rainbow’s withers, putting some of her weight against her.

“Y-you’re not going to hurt me, are you?” Rainbow asked from beneath Twilight in a flurry of blinks, showing her vulnerability for the first time.

“Don’t be silly, Rainbow,” Twilight giggled, leaning against her ear and giving it a small nibble, letting Rainbow feel her breaths against it, “I’m your friend, of course I won’t hurt you.” Twilight felt a breath Rainbow was holding in her stomach deflate, but quickly put a hoof on it, halting it. “Too much,” she added, revelling in the spark of panic she suddenly found in Rainbow’s eyes at two words so short and simple.

Twilight would be lying if she pretended she was any less nervous than Rainbow, and funnily enough, that was just what she was doing. When she had performed for Rainbow in the past she had been nervous, but over time she had gotten so used to it that it was like second nature to her, but this? Holding something over Rainbow, exercising an element of control over her? This was a new feeling, and Twilight seriously didn’t want to get it wrong.

It almost felt like an equation as she studied her friend, looking over her whole body. Too much and she’d hurt her, too little and she wouldn’t buy it. Too serious and she’d be upset, too light-hearted and it wouldn’t have its intended effect. Good thing Twilight was pretty precise when it came to her equations.

Leaning down further, Twilight bit against the scruff of Rainbow’s neck, her fur clamped between her teeth as she softly pulled at it, teeth slightly grinding against her and leaving a small mark as she worked her way to the front, Rainbow’s gasps acting as all the incentive she needed as she left red calling cards in her wake with each bite and nibble, pulling away and looking back to her conquest, who looked awfully demure compared to just a moment ago. “You like that, huh?”

“Y-yeah, I like that a—” Rainbow was cut off by Twilight’s teeth assaulting her jugular, her throat in a vice as Twilight applied increasing amounts of force, ensuring that Rainbow could still barely breathe as she held down her resisting forehooves with a burst of energy from her horn. Rainbow’s wings fluttered erratically, but from where they were pinned at either side of Rainbow they could barely reach Twilight, so she let them softly bat against her as she subdued their owner, pinning her in place until her resistance began to fade.

It felt strange, draining the spirit and will to fight back from the spritely pegasus, but Twilight imagined that Rainbow knew when she had been beaten, and now that she had her under her control, Twilight was free to exert her dominance. Pressing a hoof down over Rainbow’s chest and turning away, Twilight found Rainbow’s chest of drawers from where she sat and sent out her magic, throwing around items of clothing until she found what she was looking for, a small collection of scarves.

She lined them up neatly on the side of the bed, directly in front of where Rainbow’s head laid pinned, and Twilight could swear she saw Rainbow’s eyes grow in anticipation. Not wasting any time, Twilight levitated Rainbow into the air, and keeping her elevated, began to knot together two pairs of scarves as she folded her wings shut, wrapping her up like a sexy little present and confining her in place on the bed.

With the wings taken care of, feathers errantly poking out in a few places, Twilight took another scarf and began to wrap it around Rainbow’s forehooves, tying them tightly together, being sure to stare at her the entire time. She put up some semblance of a fight throughout, but it was clear that Rainbow’s heart wasn’t in it, and that only made Twilight enjoy it more. Once she was finished, she looked to the product of her actions, a bound and tousled Rainbow all fluffy and trapped, her hind legs still spread and a slight pant still on her chest as her tongue rolled out of her mouth. Twilight concluded that she looked absolutely perfect.

“So…” Rainbow started, shifting a little in her bindings and struggling to look at Twilight directly, “Are you gonna make me feel good, Twi?”

“Hmm, depends,” Twilight laughed, a scornful look in her eye, “I think I’m gonna make you say sorry first.” Wetting a hoof, she began to slowly push it against Rainbow’s belly, slowly rubbing up and down. “If I think you’re being sincere, I might just let you off.”

Rainbow risked a small grin. “You mean get me off, right?”

A short, sharp smack ringing through the bedroom and a yelp of pain taught her where she had gone wrong. “Did I say you could make jokes?” Twilight eyed her with a derisive glare, pressing down hard against the side of her plot she had just smacked, eliciting a whimper. “This is your friendship lesson, Rainbow, take it seriously.”

“...Wait, this is my friendship lesson?” Rainbow repeated, her brow furrowed, her mouth agape.

“Yes, this is your friendship lesson. One that should teach you something about respecting your friends.” She punctuated her sentence with a harder smack.

“What was that for?!” Rainbow shouted, twitching on the bed as the feeling of being spanked once more rocked her little body.

“Making me repeat myself,” Twilight sweetly smirked as she went back to working on Rainbow’s belly, inching her way down to the fluff just above her pussy and then all the way back up, like a game to see how long she could hold on before being treated. It wasn’t just Rainbow that was having to hold on either, Twilight was seriously pent up, but part of maintaining control was leading Rainbow to believe that she wanted this a thousand times more than Twilight did.

It got to the point where Rainbow started trying to buck her hips whenever Twilight was close to touching her marehood like she would do absolutely anything to relieve the building tension down there. Twilight saw this and saw to take advantage of it, reaching down with her lips and kissing from her chest to her barrel, slowly starting to nip on her bound wings.

“Oh shit… Not while they’re coiled, Twi…” Rainbow begged but to no avail as Twilight bit, licked, and buried her muzzle in the impressive appendages which were now struggling hard against the restraints. Twilight could see her knots being tested with more and more force with each action she made against Rainbow and knew that the inability to move must have been driving her completely wild, just as she wanted.

It was when her hoof had dived almost to its target once more, and Rainbow’s wings looked ready to burst from their position and ruin her scarves that Twilight reconsidered her angle. Looking to Rainbow with a sweet, affectionate smile, she began to untie her. “You know, I think you’ve earned a little reward for everything I’ve put you through so far.”

“...Really?” Twilight couldn’t decide whether Rainbow sounded more excited or sceptical.

“Just trust me,” Twilight assured her, undoing the bindings and allowing her wings to spring out. She untied her forehooves next, which Rainbow began to rub at briefly before letting them fall to either side of her on the bed. “You’ll love this next bit.”

Twilight felt a familiar light burn course through her horn as she activated a spell she hadn’t used in a while, enveloping Rainbow in her magic and picking her up until she floated just over a foot off of the bed, directly in the centre as her body faced the wall away from Twilight. She spun around to look at Twilight, eyebrow raised before Twilight activated the second phase of the spell, almost completely immobilising her.

Now there was no way she was moving, no matter how much she felt the need to. Twilight tested the new position by running a hoof all the way from her spine to the small of her back, her wings lightly flapping as she maintained the position over her. When she was sure she was happy with the results—a breathy twitch but little else—she allowed her hooves to return to the bed, lining herself up with Rainbow’s waiting pussy.

Of course, she said hello to her hind legs first, kissing all the way up them and then over her flanks. Her cutie mark and ass cheeks got her tongue slathered over them, and eventually, slowly, she drew her way to Rainbow’s eager pussy, which got its turn in earnest. The spell stopped Rainbow from being able to command her body, but that didn’t mean that she still didn’t shake and moan how she always would have as Twilight began to eat her, tasting her rich juices, making a meal of her beautiful pussy as she lapped away at her.

“T-Twi…” the fact she could still speak through the spell was impressive, but it only pushed Twilight to pick up the pace, now furiously licking and thrusting her tongue inside Rainbow, trying to push her nervous system to utter explosion, to make her entire body spasm and gyrate in midair, completely unable to do anything else but float there and take her giving tongue and all of its sensation.

When Rainbow began to draw close, Twilight knew she had been waiting for this for a long, long time, as she could feel her carnal, guttural groan building and vibrating through her entire body, to the point that she could feel a light buzzing against her tongue as she ate her out. Rainbow needed this orgasm, and she needed it badly.

“Oh my god, Twi…” Again, Rainbow’s voice pushed through the barrier, but that wasn’t all. Her wings started flailing in place, her rapidly building climax so strong that the strength of her movements shattered Twilight’s magic, and with that it all came undone, her hooves landing on the bed and her head freeing itself, but she didn’t fight back, she didn’t try to escape. Rather, she pressed her hooves against the bed hard, pushing the side of her face into a cushion, and looked back at Twilight. “Please keep going, Twi… Please make me cum… I deserve it. I’ve been a bad friend, and I’m sorry. Now please show me how to be better. Make me better…”

Twilight slowly removed her tongue, slowly sucking on Rainbow’s fold as she did so, working her way up to her sensitive clit and beginning to flick and wrap her tongue around it, putting it between her teeth and softly grinding on it as she rubbed small circles around her cutie marks.

“Oh please, don’t stop! Right there!” Rainbow’s hind legs began to shake, only increasing the momentum as her pants became more and more frequent, threatening to break at any moment.

Twilight bit down harder, taking Rainbow’s most sensitive area and pressing her tongue against it as it resided between her teeth, a hoof rubbing at her slit the entire time.

Rainbow bounced her ass up and down against Twilight’s muzzle as she struggled to maintain her momentum, not stopping to breathe, not to think, not to do anything but carry on giving Rainbow everything she had until frantic pants turned into screams and curses, Rainbow’s orgasm finally beginning to take effect.

She felt Rainbow’s body thunder even as she was pressed against it, her entire being seeming to tense at once and then slowly release as she let out one final preparatory breath before jutting heavily, the loudest moan yet escaping her lips. Her pussy winked as she shot her juices against Twilight’s muzzle, Twilight instinctively opening her mouth to taste her as she shot her load once, twice, too many times to count.

Rainbow’s cum splashed against Twilight’s entire face, and when she pulled back, there were thick wet strings lathering and glazing her entire body, to the point that she was painted in Rainbow. Still, Twilight wouldn’t let her relent that easily, taking a hoof and massaging every last drop out of Rainbow, even when she looked to be completely exhausted of cum, shaking and heavily panting.

Twilight may not have came herself—yet—but the thing that had always got her off was getting Rainbow off, and that had been the most fun time yet. Speaking of the mare, she was currently in the process of resurrection, gently rising from her position where she laid defeated in the centre of her bed and using every bit of will she could muster to move just a few inches up to her headboard.

Smiling, Twilight followed. She was sticky, Rainbow was sticky, and they were both exhausted. Sounded like a good excuse to cuddle.

“So,” Rainbow said, still panting, “I guess we’re cool now, right?”

“I’ve known you spied on me for weeks,” Twilight laughed, running a hoof through Rainbow’s mane. “I just wanted to have some fun with you.”

“Seriously?!” Rainbow’s eyes widened and she looked about ready to leap to her feet, but quickly relaxed, a small blush on her cheeks. “Heh, I guess it wasn’t so bad that you didn’t tell me straight away, that was pretty fun.”

“That it was,” Twilight nodded, looking at the soaked bedsheets and silently cheering the fact that for once she wouldn’t have to clean. “But seriously, Rainbow, I’ve always quite enjoyed that you came to watch me, even if that sounds strange. It makes me feel sexy, and it gives me an excuse to put on a show.”

“That’s really how you see it?” Rainbow blinked, her head tilted in surprise. “I mean, because I can totally get behind that... Like I’ve already been doing, that is.”

“Good, because the view outside my bedroom would be spoiled without a familiar little cloud hanging there in the afternoons.”

“Speaking of clouds…” Rainbow pointed a hoof to outside her window.

Twilight offered a sheepish smile. “They’re not as easy to make with unicorn magic, okay? Besides,” she laughed, “you forgot about it pretty quickly when I started shouting at you.”

Rainbow’s cheeks flushed. “Oh shut up.”

For a long time, they were quiet. Well, long in the history of Twilight and Rainbow sharing a room, so at least thirty seconds. Eventually, Rainbow piped up. “So, what does this make us?”

Twilight had to stave off a giggle. “Uhh, friends who enjoy each other’s bodies? Why overcomplicate things?”

“Oh, okay. Rad.”

After that, Rainbow seemed a little quieter than before, contemplative too. Twilight knew the solution. “So how about tomorrow when you inevitably come by to see me study, you do what you’ve clearly always wanted to and come in through the window? Then we can play a game of not letting Starlight hear us. Sound good?”

The feeling of Rainbow’s tail batting against her leg answered the question before her lips could even try. For the first time since arriving, Twilight allowed herself to truly relax. It may have been unorthodox, and it may not have been the usual practice for friends, but her and Rainbow had something pretty amazing going on, and Twilight would be damned if she wasn’t going to enjoy every weird and wonderful second of it, starting with the orgasm that Rainbow now owed her and continuing tomorrow.

Besides, now that things were out in the open between the two of them, the question remained of how long they could sneak around together before someone caught them in the act.

Twilight’s money was on Starlight, but she had been wrong before.