It was after dark and no pony was around; the best time to do midnight activities. In the darkest of trench coats, Rainbow knocked on the castle doors and waited for Twilight to answer. It was too much, but Rainbow had to find something to help her. Anything. And she hoped Twilight was the one to have the answer.

With summer heat already over, Rainbow Dash was able to do what every mare did during that time; hide away from every stallion and colt when her heat cycle hit up. Rainbow survived without one stallion laying claim that year, but with that came a new problem; all that build up needed some release. Not just the kind of release behind a cloud with your hoof, but the good kind release that would shoot out a bolt of lightning from bucking into a storm cloud too hard.

Her hooves were shaking, knees were weak. She looked around to make sure no pony was watching her coming to Twilight’s door. They were friends, yea, but tonight she was going to be asking something a lot more personal, and she couldn’t even imagine if somepony found out.

She’d practically die from embarrassment if the word got out that the fastest mare in all of Equestria couldn’t bed a stallion whenever she pleased; that she had to resort to… other means.

The thing with being so awesome is that no pony even thought they had a chance at these flanks. Really though, since the wet season was over and the chance of actually being bred was pretty close to zero now, she’d take any stallion who’d even glance her way. Knowing that she practically had a free ticket to indulge was almost worse than the heat itself.

Just the idea of a stallion coming to her house in the middle of the night, banging on her window and saying, “I want to come inside, Rainbow Dash.” That thought just had her loins squirming for some action.

Slowly, she heard the lock crack from inside and the door swung open. She didn’t waste a moment before she flew right in, blowing right by Twilight and dropping that stuffy coat.

“Rainbow?!” Twilight said in surprise as she tried to stop her head from spinning. “What… what are you doing up at this hour?”

Rainbow bit her lip a little and scratched the back of her head as she floated in the air. “W-well… you see Twilight… I kind of need your help.” Her face lit up with a crimson blush, not even believing she was resorting to saying what she needed to say.

Twilight cocked her head, but was not about to cut the pegasus off just yet.

Rainbow paused as she looked down, getting ready to say something, but she was just too far away and there was no way she was saying this louder than it needed to be said. She floated down and landed right beside the alicorn.

“You see… I… I…” she stammered, before taking a big sigh and blurting it all out, “I need a good rutting. Like a really good rutting. And no stallion in this entire town is even taking me seriously at this point. Always ‘haha, good one Rainbow’ this and ‘stop fooling around Rainbow’ that. After this season I just need somepony to buck me! And… and… well…” Rainbow’s face lit up again as she finally opened her eyes and shied away a little. “I thought you might have a book or spell or something to help…”

Twilight had her mouth agape. “Oh…” she said simply, trying to process what she just heard. But slowly a smirk crested her face as she let out a coy, “Oh!” Twilight was smiling a lot more than what Rainbow had envisioned.

The purple mare thought for about two seconds before her eyes widened. “I have the perfect thing in mind for you! Come on!” She turned around quickly and started heading down the hall. Rainbow glided along wondering where exactly they were going.

“So…uh… that was pretty quick to figure something out. Did… did you have this already planned or something?” Rainbow asked curiously.

“Me? Oh, no! I… just thought of something on the spot! No, thinking about this in the middle of the night at all! Heh… heh…”

“Right…” Rainbow said skeptically as Twilight looked back and smiled sheepishly as she trotted along. This place was like a maze with all the hallways and downward staircases in it, and really, it was hard to know where anything was since all the doors looked the same.

However, soon enough Twilight was opening one of the doors and let her into a large, windowless room. It looked pretty cozy with the thick, red carpets and matching curtains hanging on the walls. The centerpiece of the room was pretty noticeable though; a large heart shaped bed that was littered in fresh rose petals.

It was enough to make Rainbow gulp a little as she came inside. “Uh… Twilight. I hope you weren’t planning for us to… you know. I know my mane says one thing,” she said as she put her hooves up innocently. “But really, I’m still only into stallions.”

“Hehe, of course you are!” Twilight said with an almost uncomfortable giggle… what did she mean by that? “Don’t worry! Like I said, I have the perfect thing for you to help... fill the void, if you will. And we’re far enough in the castle that no pony will be able to hear you at all.”

“Ok… sure…” Rainbow shifted around nervously. It was so hard to even try to be confident when she was in Twilight’s basement, practically begging for Twilight’s help. “What did you have in mind?”

“You just go lay on the bed. I’ll… go grab it for you,” the alicorn said with a smirk, letting Rainbow reluctantly head over there and lay down as Twilight disappeared into a side room.

The sounds of magic immediately started, and glowing and sparkling light flashed out. Rainbow tried to look, but couldn’t exactly see inside from where she was on the bed. Finally a loud POOF sounded out and the room fell silent.

Twilight was going to be back? Right?

Rainbow bit her lip, wondering exactly what Twilight had in mind. Really, she was just hoping to borrow something from Twilight to state her deeper needs. Twilight was introverted enough to have one of those, right?

But now that she thought about it and what they said, Twilight could be coming back with anything. And the thought of adding spells to this?! She had no idea just how many spells Twilight had, and for all she knew Twilight might just be able to bring her a stallion. Celestia help her if Twilight was trying to fit into the ‘only stallions’ part too perfectly.

She closed her eyes a prayed that wasn’t the way it was going to be. She knew she couldn’t stop herself from jumping on that if Twilight tempted her. Oh Celestia, Mr. Sparkle was probably going to come out of the closet any second now.

Any second now…

Rainbow gave a loud sigh as she waited and glanced at her imaginary watch.

How long was this going to take?!

“Ugh… ready or not here I come!” Rainbow said as she jumped off the bed and headed for the side door. Oddly enough, no pony was in the tiny side room. “Uh… Twilight?” she said as she walked in and looked around the almost empty room. The only thing in there was a stool in the middle of the room and a large purple… oh Celestia.

“TWILIGHT!” She yelled out again as she looked at it, just sitting there on the stool. It was a large purple phallus that practically looked like a girthier version of Twilight’s horn. The base of it was Twilight’s dark purple colour, and out from it a small wire connected it to a little controller; it even had Twilight’s cutie mark displaying on the front; this vibrator was definitely hers.

Rainbow apprehensively looked around, wondering where Twilight went. It was obvious that this was going to be the solution to her problem, but like, did Twilight just put this in here and then teleport out without saying a word? Where did that mare even go?

“You just go lay on the bed. I’ll… go grab it for you,” Twilight said with a smirk as she headed into the side room, trying to stifle an all too eager giggle. She had to do this quick before Rainbow noticed anything.

The walk over was pretty unbearable, as the anticipation building up in her loins begged to be touched. She could feel herself getting wetter by the second and she’d be dripping if she waited a few more minutes.

She softly breathed out, trying to calm herself and steady her breath as her horn lit up. The sounds of magic echoed out as the glow covered her body, lifting her right above the stool in the middle of the room. She could feel herself shrinking down as she pictured the final transformation in her mind.

POOF

She smiled giddily as she landed on the stool in the form of a magical vibrator. The vibrator quietly revved up for a second, just to test out her new parts. Everything was going to plan, and Rainbow was just walking in the door.

Rainbow called out as she seen the purple toy. The stage was set, now all Rainbow needed to do was play her part and give it a little touch. “Touch me…” Twilight called out in her head.

Slowly, Rainbow was biting her lip, until finally a hoof was coming over. “Yes...” Twilight thought as it got closer, “Yesss!” Finally Rainbow’s hoof touched the tip and Twilight buzzed to life, “Mmmm… Yesss~”

“Haha, very funny Twilight,” Rainbow called out as she looked around the room, grabbing the vibrator and turning the dial off. She looked it over. This was just some weird joke right? Well… it did look like it could help with her neediness down south.

“Well… jokes on you Twilight!” Rainbow said as she trotted out the door. “You’re the one tempting me into doing this!”

With a leap, she jumped up and landed on the heart bed with a loud POMF, sending a few heart shaped pillows and rose petals up into the air.

“Here we go Rainbow…” She tossed her rainbow mane to the side and finally looked the device over; bring it close to just look at it. It didn’t smell weird either, but it certainly was close to how she imagined sniffing into Twilight’s mane would be.

Hesitantly, she gave it a few good licks, moistening up the sides. Really, she didn’t need to get it all wet; she was already raining hard enough down there that it would be soaked the moment it went inside. Her legs squirmed around a little in anticipation; that need was starting to really scream for that good touch now that it knew what was coming.

But she couldn’t deny the excitement of something tickling her tonsils. With one quick motion she opened her lips and pushed it down her throat. She could hear a tiny squeak as it sunk in, but Rainbow moaned loudly enough to barely even notice it.

A hoof trailed down, gliding along the flyers soft thighs before it quickly started rubbing against her folds. “Mmm…” she moaned out as she sucked on the toy like no tomorrow. Oh Celestia, she was so wet down there.

With one more strong suck, she felt the vibrator buzz to life. Her eyes shot open in surprise as she pulled it out to look at it. She must have bumped the dial, either that or this toy was about as impatient as her loins were getting. The more she clopped the more she wanted something inside her, filling her up to the brim.

“Alright!” she called out at the toy. “I guess you’re asking for it then!” she teased to the inanimate object as she brought it down and turned the dial on low. She squished the length of it right in between her nether lips, spreading them apart as she squished it in.

Twilight panted out as she was pulled from Rainbow’s mouth. There was no way she would have planned to be so sensitive in this form, and Rainbow almost had her… something. Could she even orgasm in this state? What would happen if she could?

She saw blue surround her once more as she dipped between Rainbow’s thighs; either way she would be getting answers soon.

“V-Vrrr?” she vibrated curiously, feeling wet, hot flesh squish against the side of her cheek. Even as a toy, she could taste Rainbow; even smell that intoxicating scent that reminded her of the morning just after a rainstorm.

“Vrrrrr~” she purred as a dopy smile crossed her face, reveling in the electrifying feeling of gliding along the athlete’s tight crevice. Even out here she could feel those strong, defined muscles underneath, squeezing tightly against nothing; but soon she’d get to feel it firsthand.

For now she was just content to squish right up against Dash’s winking clit, feeling it give out its needy pulses. “Vrrrrrrrrrr…” she vibrated softly. She couldn’t see the pegasus’s face, but with those little squirms she knew she was right where she needed to be.

But after one loud moan from up above, Twilight slid almost entirely off of those blue lips until only the tip remained, pressed right into that tight hole that was waiting to be filled. Twilight had an excited smile pasted right over her face. Now was the time!

She had enough. It was too much. Her loins were needy when she got here, but now she had to have something inside her right now. Enough foreplay. It was time to get rutted.

Rainbow bit her lip as she held the buzzing vibrator right on her soaked entrance. Her heart was beating hard in anticipation. Even if it was only just her in the room, there was no denying the excitement of what was to come.

“Mmmm~” she moaned as she started to press the tip in, slowly sliding it inside. It was the first time in a long time she’d been able to do this; actually hit those spots inside her core that just begged to be itched during heat season; the ones that a hoof could never reach.

Her back arched ever so slightly as she slid it in deeper and deeper, buzzing along her tunnel. Oddly enough it felt like the further it went in the stronger the buzzing became.

She was going to look, but instead she threw her head back into a pillow, mouth wide open with her eyes squeezed closed. The buzzing filled her entire core, lighting up everything down below that made her belly twitch and squirm.

She glanced down at the dial on the side. It looked like it might have been bumped up to around the half way mark. She wasn’t about to blow just yet, but even if she left it buzzing away inside her like this, she’d be soaring in no time.

Even if this was a joke or something, Twilight certainly did deliver in her time of need. “Oh~ Twilight~” a small moan came out. “T-thanks for this.”

Between her own eyes rolling into the back of her head, Twilight smirked ever so slightly when she heard that. She knew Rainbow would have liked a toy like this, and there was the added benefit of both of them getting some enjoyment. Really a win-win for both of them!

But this vibrator form was so sensitive; even sliding inside for the first time was almost too much as electrifying sensations came from all over. With the way she purred, she was sure she even cranked up the vibration setting a little too.

Right now she did have a little bit of respite, sitting inside as deep as she could go. She could feel Rainbow’s heartbeat, hearing it and even hearing Rainbow’s own little moans echoing through her walls.

It was so warm and wet in here, and the tightness was unparalleled; Rainbow’s velvety smooth tunnel was squeezing her from all sides in this sensual embrace, and every time the buzzing got too much, Rainbow’s belly would tense and the walls tightened around her like a vice.

Twilight just hoped that she could last a little longer, because this intimate hug was going to squeeze something out of her eventually. She was going to be taking down so many notes after all this was done.

Suddenly though, she felt a hoof grabbing her base tightly. Twilight’s eyes went wide when with one quick motion she got pulled half way out and then slid right back in. It was enough to make her head spin as a wave of ecstasy flash through her.

Rainbow didn’t relent. Pulling her out and thrusting her back in, time and time again. “VRRRR!” Twilight buzzed, feeling the build up inside her. She was already on the edge and they just started, but now it was already too much… she was gonna… she was gonna… oh Celestia~

“Ahhhh~” Rainbow yelled, feeling the vibrator suddenly dial up to its maximum setting inside her, but that didn’t stop her at all from slamming the toy back inside, over and over again. This was the rutting her needed so badly. After an entire heat season avoiding everypony, it was finally time to get the release she deserved.

She could feel the buzzing shaking her deepest parts every time the toy hilted against her, making her lewdly moan out as loud as she could. Like Twilight said, she could be as loud as she wanted to be and she took full advantage of that. The only care she had right now was bringing herself to a grand finish.

Her mind cycled between which pony she wanted to bring her there the most. Soarin? Thunderlane? Big Mac? One lucky fan?

Some of them?

All of them?

Even Twilight’s altered self, Mr. Sparkle would do.

She glanced down at the purple toy slipping in and out of her; oh Twilight would so do right now.

Rainbow could feel it deep inside her, building up and ready to explode. She hoofed the toy in harder and harder, building it up until it finally pushed her over the edge. With one last thrust her hilted it deep inside, jerking it back and forth slightly as every part of her tensed up and squeezed.

“A-Ahhhhh~” Rainbow squealed out and the rain finally came, spraying out a hot torrent of wetness that covered the blanket below.

She panted hard as her head fell back into the pillows. The vibrator felt like its buzzing slowed down until it completely shut off. Rainbow was going to look, but she didn’t even want to move a hoof right now. Every part of her just begged to rest after that finish.

Her eyes stayed closed as her breathing slowly got back to normal, but she felt exhausted and it was probably well past midnight. It didn’t take too much longer before sleep finally gripped the satisfied pegasus, leaving her there in the soaked bed with a vibrator sticking halfway out of her. It had been an awesome night.

Twilight didn’t move for the longest time. She just laid there trying to think, trying to process what just happened.

Her mind had been filled to the brim with overwhelming ecstasy and it was taking so long to get down from that high. One thing was for certain; she could orgasm in this from. Actually, she couldn’t even could how many times she came; it just felt like one big orgasm that just blurred together.

One of the most intense sexual experiments in a long while, and it was so worth it.

By the snoring above, their fun seemed like it was strong enough to put Rainbow Dash to sleep too… which sounds like a good idea.

Twilight panted out a little as she regained a little bit of composure. Softly the toy buzzed to life just a little as Twilight wiggled back and forth, squeezing herself deeper inside until finally she hilted inside once more.

The vibrating died down once again as Twilight’s eyes fell closed. This was the perfect spot to go to sleep in. Like one of the coziest, intimate sleeping bags in all of existence. She just hoped that Rainbow would be able to pull her out by the time the spell wore off. It would be quite an exciting morning if Rainbow woke up to find her friends horn buried deep inside her.

Twilight snuggled in a little bit deeper as she drifted off to sleep. Well… it might not be that bad. It could be the start of an exciting friendship… with benefits.

Author's Note

I hope all of your enjoyed a very interesting… perspective. Not every day that we can get a first person view like that.

This story was thought up because of Gnarl counting off the days in KINKtober. This was specifically for day two, but I was not able to write it up same day. Points for same week I guess?

Also, I did get inspiration for writing up something on the Twibrator thanks to an image I found on Derpibooru (1281795) that originated from WhatEverBender’s Tumblr. I know there are a few more neat things there.

And please let me know what you thought of the story with a comment below. Also, if you would like to take a look at stories before they are published to give some early feedback, I do have a discord.