Itsy-Blitzy

by Twinkie Hoof

Rating: mature
Tags: Romance, Rainbow Dash, Pinkie Pie, Sex, My Little Pony: Friendship is Magic, Alternate Universe
Length: 37943

Rule 63. Rainbow Blitz whines about rumours that he's gay, Berry decides to show him how fun it is.

Rule 63 clop, dom!BerryXsub!Blitz
Clop warnings: oral, domxsub, humiliation(mostly chapter one), small penis embarrassment.

When Rainbow Blitz hears some ponies spreading the rumour that he, the Blitz, is actually gay (egged on by his rainbow mane) he seeks out his friend Bubble Berry to complain to. After all, Blitz asserts, he's way too good with the mares to be a coltcuddler.

Berry thinks differently, and decides to give his friend a lesson. A lesson he's been wanting to teach him for a long, long time.

Published 2013-06-03 15:30:01 UTC
Last updated 2014-08-07 23:55:43 UTC

Chapter 1

“I’m so tired of this horse-shit!”

While not exactly the politest way to greet a friend it certainly worked, gaining Bubble Berry’s attention. The party pony shoved open the window for his friend, grinning merrily.

“Blitz!” he cried, throwing his arms out and jumping over to wrap his hooves around the athletic pegasus in one of his traditional hugs. To his immense surprise Rainbow Blitz dodged out of the way, his expression irate as he stared down at his fallen friend.

“No! No hugs! Tch, I beat that’s what got the rumour started in the first place.” With a flap of his wings he took a seat on Berry’s sofa, arms crossed and a frown on his face.

Unperturbed Berry was back on his hooves and bouncing over to Blitz, landing on the spot next to him with a loud thud. He lay on his back, dropping his head onto Blitz’s lap where he grinned at him from.

“Something wrong Blitzy?”

“Get off! And don’t call me that anymore!” the unhappy stallion growled, shoving Berry away.

Now it was the pink colt’s turn to frown. “Aw, but that’s your special name! Only I call you that ‘cause you’re my bestest best pranking buddy.”

Blitz scowled at him, unrelenting. “Yeah, well, you’ll just have to find something else. Something cooler. I’ve had enough of those damn rumours and you’re not helping.”

“Rumours?” Berry rolled backwards, coming to a stand. “Which rumours?”

“...that’s not important.” muttered Rainbow Blitz, looking away. Berry knew he wasn’t imagining the red on his friend’s cheeks because when he imagined things they were much more exciting.

“Aww, come on. If you can’t tell your buddy Bubble Berry who can you tell?” Berry wheedled, throwing a hoof over the pegasus’ shoulders. “I won’t tell anypony.”

Blitz grumbled something incoherently. “....”

“Gonna need to turn the volume up just a teensy bit.” Berry said, leaning forward while his hoof twisted an invisible volume knob.

“They’re...they’re saying I’m a...” Ponyville’s premier flier mumbled, glaring at the floor, “...ponies think I’m a coltcuddler.” He admitted with the expression of somepony having a tooth pulled.

A few seconds of silence went by and he risked looking up to see his friend’s reaction.

“That’s it?” Berry asked, arching an eyebrow skeptically. He laughed. “I thought it was something serious.”

“What?” incensed, Blitz glared harshly at him. “Of course it’s serious! Some ponies think me, the Blitz, Ponyville’s hottest stud, is gay! How is that not serious?”

Berry rolled his eyes and bounced over to a chest, apparently searching through it for something. “I don’t know why you’re getting all sad over it now, Blitzy.”

“...don’t call me that...wait, what do you mean ‘now’?” Blitz demanded, sitting up from his slump.

Giggling, Berry looked back at him. “Ponies have been gossiping about you being a coltcuddler for ages. I think it’s the mane.”

Blitz ran a hoof through his mane, not sure if he should be outraged or despairing. “What’s wrong with my mane?” he snarled angrily.

“Nothing wrong with it, I love your mane Blitzy.” Berry told him enthusiastically. “But apparently lots of ponies think you dye it those color because they’re never seen anypony with a mane like yours and anypony who dyes their mane rainbow coloured looks pretty gay to ponies in a place like Ponyville.”

Berry hummed to himself, waiting for Blitz’s probably outraged reply. After a few minutes of nothing he drew his head out of the chest and found Rainbow Blitz staring blankly into the air. His expression was a frozen rictus of shock and rage.

“Blitzy?” he tried, trotting over and waving a hoof in front of him. “You in there?”

“...”

“Yoho, Blitzy-witzy. Hmm.” Berry rubbed his chin with an expression of deadly concentration.

Ten minutes later Blitz’s brain sufficiently thawed and processed the information for him to become aware of the world once more.

“SON OF A BITCH!”

Berry looked up from where he was giving Gummy a wash. He waved a bubble covered hoof. “Hiya Blitzy! I thought you were gonna be like that allllll day and that made me kinda worried but then I thought ‘wait, if Blitz doesn’t snap out until later he can stay the night and we can have a sleep-over!’ and while you were like that Elusive came by and got your measurements again after he got mine for a new suit. Since you still hadn’t snapped out of it I thought ‘Bubble Berry, you need to help your friend’ but then I remember that Gummy needed a bath and then you snapped out of it and then-”

“Why...argh! You’re pink! You are entirely pink!” screamed Rainbow Blitz, beating his head against the sofa.

“Yep, pink as pink can pink. I sure am pink! If I was a mare I’d probably be called ‘Pinkie’, that’s how pink I am.” Bubble Berry agreed heartily.

“You’re like the gayest pink I have ever seen, yet my mane being rainbow makes ponies think I’m the gay one?” Blitz growled unhappily, a dark expression on his face. “I’m not a coltcuddler!”

“How do you know that?” asked Berry curiously as he dried off Gummy and put him down. “I mean, how do ya even know if you’ll like it if you don’t give it a shot?”

“What? No, I am not going to ‘give it a shot’! I’m a mare killer, the stallion’s stallion. C’mon, do you see the looks I get from mares? What a waste that would be if I was a fag.” Blitz scowled, growling under his breath. Despite himself he felt the need to point something out. “How do you even ‘try’ being gay anyway? Bad idea Berry.”

Berry’s grin spread slightly. “I know exactly how you can find out!” he declared, standing on his rear hooves and throwing his front hooves out wide.

Blitz’s scowled did not budge an inch. “I don’t wanna hear it dude.”

“You won’t be hearing anything! You’ll be seeing it!” With that Berry’s hooves descended to his groin.

Blinking as he stared at his friend, Blitz tried to work out what he meant. “Wait, what? Berry, what do you m- oh Solaris!” he recoiled.

As if by magic Berry’s cock appeared, sliding out of its sheath. Blitz’s jaw dropped at the sight of it. Berry’s hooves were running up and down its rapidly hardening length and with a sickening lurch in his thoughts Blitz realised something annoying.

It was big. Berry’s dick was half-hard and already it looked bigger than his when it was at full-mast. He watched with morbid fascination as it grew. Just morbid fascination, nothing more. The way it swelled, veins visible as it grew, was somehow absorbing.

“Like what you see?” he could hear the grin in Berry’s voice. Blitz tried to stutter a reply, but his voice was caught in his throat. “Can’t look away?”

With more effort than he wanted to admit Blitz forced his gaze up and meet his friend’s eyes. Berry was grinning, a mischievous light in his eyes.

“Turn over, Blitz. I’ve shown you mine, it’s only fair that you show me yours.” Berry practically ordered him to do. Blood rushed to Blitz’s cheeks when the party pony began to walk over, still on just his back hooves.

Rainbow Blitz gulped. “Uh, actually dude, I think I’ll just...um...”

Pouting, Berry took another step towards him. “Aw, come on Blitzy-witzy. Just a peek. I Bubble Berry Promise not to ask you to do anything you don’t want to.”

“I...” ‘Just say no and leave!’ he thought desperately. Berry’s cock was swaying slightly with each step, he noticed, and without realising his head began to follow the movement like it was a hypnotist’s prop. “...okay.” ‘Why did I say that? Why am I-’

He was moving onto his side, slowly and hesitantly but moving nonetheless. He glanced back at Berry, gulping when he realised how close he was. It took a great force of will not to get caught up by the sway of Berry’s dick again.

‘There’s something I’ve never thought before.’ he mused in a moment of clarity. A problem occurred to him. “Um, Berry, I’m not...y’know-” he muttered before realising something. He was. His dick was hardening. It was unmistakable. He was getting aroused. Wait, scratch the ‘getting’, he was aroused.

Before he knew it Rainbow Blitz was on his side, back legs spread. Berry loomed over him, smiling cheerfully. The pegasus gulped nervously. After a moment Berry’s smile faltered. He glanced at Blitz’s expression and smiled again.

Leaning down, Berry ran a hoof along Blitz’s cock. A shiver shot through the cyan stallion at the touch.

“Aww.” Berry cooed. “How... cute.” The word cut through Blitz and he froze. Berry kept on going. “It’s such a wittle cutey-wutey.”

“S-shuddup!” whimpered Blitz. He bit his lip. He had just whimpered! Like a mare or something.

Berry patted his shoulder in a way that managed to be patronising, lying down next to him while his other hoof kept on stroking Blitz’s shaft. “It’s okay, I understand. I won’t call you Blitzy anymore.”

“R-really?” Oh Solaris, he was sounding like Butterscotch now. But as much as Blitz wanted to do something, anything, the heat that ran through him as Berry stroked him was too much. He could barely think about anything.

“Uh-huh. I thought of a much better name.” Berry whispered into his ear. “I’m gonna call you ‘Itsy-Blitzy’. What do you think of that, Itsy-Blitzy? Pretty fitting, right?”

What did he think of it? It was humiliating! Embarrassing! Demeaning! It was-

‘It’s making me hard!’ Blitz thought agonisingly. His mouth opened and closed without a word passing through it.

Berry grinned wickedly. “You like it that much, huh? Itsy-Blitzy likes his new nickname. Itsy-” he ran both hooves down Blitz’s cock, firmer this time. “-Blitzy.” He repeated it, each time squeezing his friend’s dick as he stroked.

He was getting close. Blitz could feel his balls tensing as he approached the edge, tightening-

Suddenly his dick bobbed in the air, alone and unloved. Blitz gasped, hips thrusting at the air futilely. He tried to reach with his own hooves but found Berry holding them back. He had no idea where the party pony found the strength to hold him back but he did so with little obvious effort.

“Berry!” he whinnied, desperate. Every second without stimulation Blitz could feel his climax retreating, getting further and further away.

Berry tutted, voice playful. “Now now, Itsy-Blitzy, this isn’t what we’re doing. I’m helping you find out if you’re a coltcuddler, remember?” he giggled.

Panting, Blitz turned his head around to stare at Berry with barely restrained need. “Berry...” he whined again.

“You remember that party we had a couple weeks ago? Those bullies from Cloudsdale were in town.” Berry whispered, slowly moving Blitz as he spoke. Blitz nodded between whimpers at every brush of Berry’s body against his. “I heard you talking with them. How you could get any mare you want. You joked that they were coltcuddlers with how they were always together.. And one of them said ‘Its only gay if you take it’. Remember?”

If his brain had not been drowning in hormones and lacking the blood being used by his penis (admittedly not much) Blitz might have seen where this was going. He nodded.

With a sudden movement Berry twisted around, sliding Blitz onto the ground butt first and spinning him around to face Berry’s dick.

“Your turn, Itsy-Blitzy.”

It took Blitz a second to realise what Berry meant and when he did his cheeks began to burn anew.

“I...I...Berry, I can’t.”

Berry smiled down at him, patting him condescendingly on the head. “Suuuure you can. Go on, how will you know you can’t if you don’t try?”

Staring down the barrel of Berry’s dick Blitz gulped. The sound made Berry twitch slightly and lick his lips hungrily.

“How about just one lick? Please, Itsy-Blitzy. I promise you’ll like it.” He wheedled, running a hoof from his mane down along Rainbow Blitz’s jaw-line. He leaned down and whispered “I’ve been told I taste sweet and you always love my sugary treats.”

Blitz had, in private moments late at night, tasted his own cum. It tasted salty if anything, and after the first time he had done it more and more often. Then again, if anypony’s would be sweet Berry was the best bet.

Hesitantly, glancing up at his friend with uncharacteristic meekness, Blitz opened his mouth and rolled out his tongue. An inch at a time he reached out with his tongue until it hovered, uncertain, barely half an inch from the crown of Berry’s cock.

A drop of pre- oozed out the tip and something in Blitz snapped. His tongue pressed against it, sending a strange taste of salty yet somehow sweet jolting through his tastebuds. Without thinking he licked it again, another drop leaking out. In the wake of that lick more slipped out and he licked again. And again. With every lick the pre-cum was replaced by more and Blitz just kept licking.

“Ohh.” Berry moaned softly, a cheery grin growing as he was pleasured with ever increasing feverishness.

The pegasus curled his tongue around Berry’s head, capturing more pre- which he swallowed with more relish than he wanted to admit.

“So, is it is yummy? Huh? Is it?” asked the pink pony eagerly.

Blitz nodded, taking another lick. “Y-yeah.”

“Test one, complete!” Berry cheered, pulling from nowhere a large green felt tick. “Likes the taste of my pre-: check!”

The oh-so-typical weirdness of Bubble Berry snapped Blitz out of his stupor for a few seconds. “’Test’?”

Berry nodded eagerly, sliding his cock against Rainbow Blitz’s tongue to get him started again. “Yep! I’m doing what Dusk would do and making a checklist. If we ‘check’ enough, you’re gay!” he beamed wildly. “Now, let’s try test two; cock sucking.”

Peering up at him Blitz was confused for all of two seconds. Berry’s hooves pressed gently down on the back of his head and his cock began to move forward again.

“Open wide, Itsy-Blitzy.”

As the horse-cock approached his mouth, Blitz struggled to decide whether he was really going to do this. Was he really going to give Berry head? Was he really...was he drooling?

‘No, no way. We’re- we’re just experimenting. I’m not, I mean I can’t be-’  he denied hotly in his thoughts, time seeming to stretch seconds into minutes.

He wasn’t sure why but just before Berry’s cock arrived Blitz drew back his tongue and, before Berry could voice a single protest about the lack of service, puckered his lips. Some deep, suppressed part of Blitz cheered as he planted a sloppy wet kiss right on the tip of Berry’s cock.

Groaning at the unexpected and erotic the sight of his macho, oh-so-aggressive best friend making out with his penis Berry could not stop a surge of his hips. His cock pierced Blitz’s lips, spearing his mouth as it conformed into an O-shape around it.

He smiled slyly down at the blushing pegasus. “Aww, Itsy-Blitzy just loves my cock so much. I think we can put a check next to test 2, hmm?” Berry giggled. “Don’t you just feel all smart and fancy doing this like Dusk would? Come on Itsy-Blitzy, we’re gonna prove you’re gay with science!”

If Blitz’s thoughts had not been otherwise focused on the cock in his mouth he might have pointed out they were meant to be proving he was not gay. It was a claim that would need a bit more backing up if he had to take a cock out of his mouth to say so.

To his credit Blitz took to it like a pro in Bubble Berry’s opinion. His cock inched its way into Rainbow’s muzzle, drawing back a little every so often so he could see the glistening saliva-covered meat before it started pushing back in.

“Not too fast now Itsy-Blitzy.” Berry warned him with a giggle. “I can see how much fun you’re having but it’s like cake; if you have too much too fast you’ll get sick!”

Blitz let out a muffled moan of what was presumably agreement. His tongue rubbed the under-side of Berry’s cock, delicate nerves tracing the throbbing veins. His mouth felt full already yet to his awe so much of Berry’s cock remained outside, barely a third in his mouth yet. It was embarrassing to admit, but Blitz knew he was small compared to most other stallions in the dick-department but Berry was bigger than normal. It occurred to him that Berry seemed to have picked up what should have gone to making Blitz’s penis normal sized.

Perhaps driven by that thought Blitz found his mouth working to more effect, a loud slurping sound filling Berry’s room. He began to actively bob his head, moving back and forwards slightly yet always taking just a little bit more in than he took out.

Berry seemed content to merely guide Blitz, although he made a point of remaining in control. “Wowie-powie! You’re a natural cocksucker Itsy-Blitzy. Who knew? Aww, I guess it’s a pity you already have a cutie mark or you’d definitely be earning one today.” Moaned Berry. “And you just love it, don’t you?” he added with a wink.

If Blitz’s cheeks could have gotten anymore red they would have. He did not want to admit it but, when Berry’s hooves settled just behind his ears and started controlling more obviously as the party pony began to truly fuck his mouth, he felt a thrill. A thrill to match any he had felt while flying and he knew Berry was right. If he did not already have his cutie mark this would be earning him one right now.

The pace slowly increased, Berry sliding his dick in and out of Blitz’s mouth to his own rhythm. Berry let out a groan as his cock-head came to a barrier – the back of Blitz’s mouth and the top of his throat. Time to put Blitz’s gulping to good use.

“Are you ready to take this to next level?” he asked rhetorically. Even Berry knew better than to expect an answer while his cock was stuffed in Blitz’s mouth. But the muffled vibrations made it worth, running up his length euphorically. He drew back a little. “Alright Itsy-Blitzy, when I say so I want you to swallow.”

Itsy-Blitzy. Yeah, it was Itsy-Blitzy who was sucking a cock. Rainbow Blitz, nah, he was as straight as an arrow. Itsy-Blitzy, on the other hoof, was as gay as, well, a rainbow. It was a flimsy way to avoid confronting himself but Blitz was nothing if not determined. He was Rainbow Blitz, Best Young Flier, and Rainbow Blitz would not be trying to deep-throat his best friend’s dick. He was not the one doing, Itsy-Blitzy was. It was all on Itsy-Blitzy, not Rainbow Blitz.

He gulped on Berry’s command and the head of the shaft entered his throat.

Bubble Berry made no attempt to hide his pleasure as his friend began to deep-throat him. “Wow! I’m having –ungh– trouble believing you’ve never done this before! You’re so good! Here we go Itsy-Blitzy.” he let out a groan as he slid deeper into Itsy-Blitzy’s throat ‘head’ first. “Ohh, first time! I told you that you were good at this.”

Blushing at the praise and its unintentionally condescending tone Rainbow Blitz began to adjust to have something fill his throat. It felt so...weird.

‘It feels so right.’ he thought and immediately shied away from. He could feel the flow of pre-cum from his friend’s cock running down his throat, a constant stream. Inch by inch it was fed into his muzzle until first half and then two thirds of Bubble Berry’s erection had disappeared between his lips.

“Good-hnf-good boy!” Berry complimented him. “You’re doing real great Itsy-Blitzy!”

A muffled moan ran through his cock in response. He glanced down and saw Itsy-Blitzy staring back at him with urgency.

“Something wrong?” he asked curiously. He looked away when another moan ran through his cock. When he looked back the look was more desperate. “You need something? A party hat? Tea? Balloons? Dusk to watch?” Berry fought not to giggle at the sheer exasperation in Blitz’s eyes while he had a dick in his mouth.

He began to pull out, leaving Rainbow Blitz’s throat with a regretful sigh even as he enjoyed the tightness. At last only the head remained in Blitz’s mouth, the rest of the saliva coated shaft waiting to go back in. Berry kept the head inside as his friend sucked in a lungful of air.

“Oh, air! You should have just said so, silly.” Itsy-Blitzy gave him a steady look that seemed less Itsy and more Blitz in return until Berry facehoofed. “Oh, right, you had my cock in your mouth. Silly me.” He giggled, enjoying the embarrassment on Rainbow Blitz’s face. “Time to go again!” the pink pony sang.

Before Itsy-Blitzy could think to protest, though Berry was confident he would not, he pushed forward with his hips and pulled with his hooves. His head surged forward, faster now. Berry took total control, fucking Blitz's mouth. The pegasus moaned but that simply made it more pleasurable.

He swallowed perfectly and the head pressed down deeply again.

“Allllll the way in this time.” Berry told him.

Rainbow Blitz's tongue pressed against the bottom of the long slab of pony-meat as it moved back and forth. Berry withdrew just enough to let him breath every so often before pushing back in, each time getting more and more of his cock in.

As he steadily devoured Bubble Berry’s cock Itsy-Blitzy felt his own erection straining, hot and pulsing. He thrust uselessly at the air, finding no comfort yet unable to stop himself. He stared mindlessly at Berry’s approaching groin feeling an intense desire to reach it. A few inches was all the separated his lips from Berry’s coat.

“You can do it.” Berry encouraged him, seeing the light of desire lighting up those red eyes. “Just a little bit more...”

The thickness in his throat was both distressingly and incredibly arousing but the moment he planted his lips on Berry’s pink fur it was forgotten. Blitz let out a moan of victory which was mirrored by Berry.

“That’s amazing!” groaned Bubble Berry happily. He loved the look of delirious triumphant on Itsy-Blitzy’s face, not least because the pegasus certainly looked happy and Berry was all about making other ponies happy. Thanks to those magazines he saw Rainbow Blitz throwing out every week, he knew exactly how to make his friend happiest. If that meant he had to make Itsy-Blitzy stop hiding from himself, well, Berry was willing to go to any lengths for a friend.

Plus, he got to screw his best friend like crazy and how cool was that?

With a little prompting from his very satisfied friend Rainbow Blitz began to pull back. The feeling of those lips sliding over his cock had Berry moaning more than ever. He moved his head to the side, grinning down at Blitz’s almost painfully erect penis. It was leaking pre-cum that was sending drops all over the place as Blitz thrust aimlessly into the empty air.

Air slithered across the sensitive surface of the pink pony’s shaft as Itsy-Blitzy’s lips reached the head and he began to suck in oxygen. Berry let him breath for a few more seconds before tugging Rainbow Blitz's head forward again to start the process once more.

The part of Itsy-Blitzy’s brain that had been making excuses fell silent as he began to steadily suck down the large cock of his friend once more. Once more his lips reached Berry’s crotch and planted a kiss around the base of his dick, eliciting a surge of triumphant feelings. He felt like the veins slipping over his tongue’s nerves were burning a permanent map into his mouth so that he could find his way to this wonderful fullness faster and faster.

Faster and faster it became as Rainbow Blitz began to truly bob up and down on Berry’s penis, each time taking the whole thing with less delay and difficulty. Berry kept talking and egging him on and while normally Blitz would imagine (not that he had ever imagined having sex with Bubble Berry, really) that would be annoying he could it...tantalizing.

“I didn’t think you could get any better but wow, look at you! *groan* Oh whoa-y! I think your throat was made just for my cock!” Bubble Berry declared as he thrust into Itsy-Blitzy’s mouth. He began to take control, pulling back as Blitz did and shoving back in when he wanted Rainbow Blitz to start swallowing him again. He grinned. “You like that idea, Itsy-Blitzy? That your mouth, ohhh, your throat were made just for me to pummel with my private party canon?”

The happy moan he got back as cyan lips slapped against pink coat was interpreted more or less as a ‘yes’.

Soon pressure began to build in Berry’s balls and cock, stirred onward by his friend’s oral ministrations. A similar occurrence was going on down below for Itsy-Blitzy. What little thought that wasn’t drowned out by his own inexplicable lust for the meat in his mouth was already feeling embarrassed. Had he been thinking clearly the thought that he was getting ready to pop like a bottle of champagne without the slightest outside stimulus would have been humiliating. Right now he just wanted it to come already.

He wanted to cum already.

Berry seemed to share this desire, bucking hard into Rainbow Blitz’s mouth.

“Open –ngh–up Itsy-Blitzy! One Bubbly Berry Milkshake coming up right about.....” Blitz’s lips  completely engulfed Bubble Berry’s cock once more. “Now!”

It felt...odd. That was the only way he could explain it at first. Berry’s penis seemed to pulse and grow slightly as it blasted something into his gullet. Rainbow Blitz was barely aware at that point, too preoccupied by his own orgasm touched off the moment cum began to pour through the shaft in his throat.

A thin, pasty fluid splattered carpet and bottom of Berry’s couch, several weak spurts from Rainbow Blitz’s unimpressive penis firing off. Despite his own meager climax Itsy-Blitzy continued to hump the air with his deflating erection.

Moaning in pleasure, Berry began to withdraw. Acting without thinking Blitz tried to suck it back in and got a lungful of semen. A maniac grin of pleasure covered the party pony’s face as his friend tried to cough around the cum-spewing cock in his mouth. Before Rainbow Blitz knew it only the cockhead was in his mouth, which it was being filled at an alarming rate.

The taste of cum was overpowering. It crammed itself into every taste bud and doused ever corner of his mouth. Only when his lips began to leak did Blitz swallow the load. It was swiftly replaced by another. It was almost beyond belief how much cum Berry had packed into his sizable sac.

Finally the flow began to wane and at last stopped. The last mouthful Blitz found himself unable to swallow. He stared emptily into space, his eyes half-lidded and dulled by what may have been the most powerful orgasm he had ever experienced. His tongue absently swirled the mass of colt-cream as Berry's softening dick pulled away. His lips plopped shut before any of the cum could escape.

He almost didn't notice when Berry slid from couch to sit next to him. "Have fun?" The party pony asked with surprising quiet. He grinned at the look on his friend's face. "You had fun."

Blitz slowly found himself nodding. He wasn't sure if it had been fun, exactly, but it had been....enjoyable. Liberating. He would have continued staring into the empty distance, wondering at the strange feelings going on inside if pink hooves hadn't settled on his cheeks and turned his head.

For a moment Rainbow Blitz just stared into Bubble Berry's eyes wondering what he was doing. He noticed those gorgeous blues - did he really just think that, think of Berry's eyes as gorgeous? - were getting closer just before their lips met.

After a brief hesitance he pressed into the kiss, opening his mouth and letting the flood out. Their tongues met and curled around each other in a battle for dominance as they shared Berry's cum between their mouths. Somehow Blitz found himself losing control of the kiss and Bubble Berry's tongue exploring his mouth. A moan rose from the pegasus and he thought about what Berry's kisses tasted like when they weren't sharing a mouthful of semen. He hoped he would find out, and was surprised at himself. He was surprised that he was surprised. He had just willingly serviced Bubble Berry's cock, what was wrong with wanting to kiss the pink pony?

'Nothing', Rainbow Blitz decided as he felt a few streams of cum leaking down his chin. 'Nothing at all.'

Their french kiss soon devolved into making out. Blitz's hooves wrapped around Berry's neck and Berry's around Blitz'z side under his front legs. The cum was slowly but steadily swallowed or spilled.down their chins.They broke for air occasionally but Rainbow Blitz wasn't sure how long they just stayed like that, making out like passionate lovers.

'Is- is that what we are now?' He thought. 'Is Bubble Berry...is Bubble Berry my coltfriend?' The idea of having a coltfriend was alien but thrilling and Rainbow Blitz felt himself starting to harden.

Bubble Berry seemed to notice his friend's arousal and drew back. Blitz's tongue stayed reaching out plaintively, a string of saliva connecting them.

"Mmmmm. That was yummy. Thanks for saving some for me Itsy-Blitzy." Berry's tongue flicked out. "But I think we made a mess. Wanna give me a hoof cleaning up? Or maybe a tongue." His eyes watching Rainbow Blitz suggestively.

"Y-yeah." Rainbow Blitz leaned forward eagerly, his tongue reaching out to lick up the cum in his friend's - coltfriend? - chin. "H-Hey Berry...."

Bubble Berry smiled and took his turn licking Rainbow Blitz clean.

"Are we...us doing that, does make us...." He failed to finish, uncharacteristically nervous.

By the smile he got from Berry the party planner knew exactly what he was unable to ask.

"Well that all depends on one itty-bitty detail." He answered, giggling. "Although not quite the little one you're thinking of Blitzy. The detail I mean is....are you gay?"

After having just sucked off another stallion Rainbow Blitz wasn't sure why he had to be asked that question. "I...I mean, I think...." He looked down. "Yeah, I...I think I am. I couldn't admit it to myself. Even when....even when I woke from dreams about yo- about stallions with an erection or when I read these magazines I Just kept telling myself it was curiosity. That's all I was; curious.".

He felt Berry nuzzling him softly. "You dreamed about me?"

Blitz blushed hotly. "Y-yeah. Its why I let you hug me all the time."

"Aww." Bubble Berry's tongue briefly trailed along Blitz's neck before he started talking again. "I knew about the magazines - I saw you throwing them into the swamp and wanted to know what they were about - but not that. Oh I bet you woke up with a such a cute look on your face."

"Berry, this is serious!" Rainbow Blitz whined, hearing the amusement in his friend's voice.

"I know it is but that doesn't make it any less cute. You've been bottling up all these feelings for so long, hating yourself for them but now you don't have to any more Blitzy. All you have to do is ask." Though still light Blitz could hear the truth of Berry's words. The pinky stallion meant what he said. All he had to do was ask.

Pushing his friend back to arms length Rainbow Blitz tried to gather his courage. "B-Bubble Berry...will you...will you be my special somepony?" He asked, his voice cracking as he spoke.

Bubble Berry leaned in again, his lips tantalizingly close. "Of course I will silly. Who wouldn't wanna be your coltfriend?" He giggled and pressed in. "Now gimme some sugar."

Unsure if he should find Berry's silliness at a serious moment in his life - in both their lives he hoped - annoying or cute Rainbow Blitz decided instead to just close the distance between their lips. They kissed softly, hooves wrapped around each other.

Berry had just begun to slip his tongue in when the door suddenly opened.

"Sorry to interrupt you boys but...." Mrs Cake's request was forgotten as she stared at the kissing stallions. They stared back, Rainbow Blitz's eyes widening in fear while Bubble Berry took one hoof off his coltfriend to wave at his landlady. The squat mare blushed and backed away. "Oh dearie me, didn't know you were busy. You two have fun now."

The door shut behind her. She trotted downstairs to find her husband balanced precariously on a step ladder with a number of large bags of flour on his shoulders..

"Uh, honey bun? Weren't you going to get Bubble Berry and Rainbow Blitz? I'm not sure how long I can keep this up." He said, clearly strained.

She sat at the table. "They were a little...busy."

"Busy doing what?!" Carrot Cake asked, swaying dangerously.

Cup Cake smiled up at him. "Kissing. Looks like Berry finally acted on his little crush."

It took Blitz a few seconds to disentangle himself from Berry enough to ask a question;

"What the fuck?"

"Something wrong Blitzy?" Berry asked with a happy smile. He was still warm with the excitement of finally getting it on with the friend he had been dreaming of for ages.

Rainbow Blitz separated from his friend- his boyfriend?- and stared at him. "Mrs Cake just caught us making out! Dude, we have to do damage contr-mmph....mmmm"

Blitz was first interrupted by Bubble Berry's lips sealing his shut and then drifted off into a quiet moan as a sweet, still slightly salty tongue slipped into his mouth. He sucked on that tongue as they kissed, his own playfully teasing it and the two colts drew in close again. Body-to-body they made out. Rainbot Blitz's wings shot out into a very delayed wingboner.

Chapter 2

This chapter was pre-read and edited by Jake The Army Guy, who also deserves credit for this chapter getting out so fast.

“Are you ashamed of me?”

Rainbow Blitz stopped what he was doing. Since he was laying on the couch in the Cakes’ living room reading Daring Do, this mostly meant he stopped moving his eyes. The sound of knitting needles and exercise weights also stopped making their related sounds. Carrot Cake and Cup Cake, better known as Mr. and Mrs. Cake, had stopped what they were doing.

Bubble Berry did not seem to notice the way everyone but him stopped what they were doing at the question. He continued to wobble as he balanced on the middle of the coffee table, standing on one hoof with a inflatable watermelon balanced on his nose. The only other ponies to not stop what they were doing giggled and clapped, but they were both under a year old and could be forgiven for not understanding the impact of the words.

The presence of Rainbow Blitz so casually in the Cake household had stopped being strange after not very long. The fact Mrs Cake had caught the two colts kissing—making out, really—had led to some awkwardness from Rainbow Blitz whenever he was near her for a while, until Bubble Berry had sat him down with Mrs Cake so she could assure him she was not going to go gossip and it was all perfectly fine with her. She had called them a ‘cute couple’.

He also seemed to spend more time there than he did in his own home now and it was common for him to fly in through Berry’s window upstairs after a long weather shift, or for either of the Cakes to find him on their couch.

“What?” Rainbow Blitz slowly turned his head to look at his boyfriend, still feeling that same little burst of excitement whenever he thought of Bubble Berry like that.

“Are you ashamed of me?” Bubble Berry repeated, bouncing the inflatable watermelon from his nose to his forehead and back again.

It should be a crime to ask a question like that in such a cheerful voice.

“What, no! Why the he- hay would you think that?” He changed the swear mid-word, catching a look from Cup Cake as she put her weights down.

Berry shrugged, normally a bad idea for ponies juggling an inflatable watermelon while standing on the tip of one hoof like that.

“Wee~eell we’ve been together a month and the only ponies you’re willing to let know are the Cakes, and that’s because they already knew,” Berry explained easily, swapping hooves. “I was just wondering if that was because you were ashamed of being with me.”

A bit of something other than his default cheerfulness finally crept into Bubble Berry’s voice. Carrot Cake put down his knitting needles, looking at his wife carefully. The emergency party kit was under his chair, in case they needed to cheer him up to avoid an ‘incident’.

Rainbow Blitz gaped, shaking his head. “No, dude, its not that. I...can you stop that?” he asked with a facehoof. “Its really hard to talk seriously while you’re doing that.”

“Weawwy?” Berry asked, his head expanding around the inflatable watermelon as he took the whole thing into his mouth in a way only he could do.

“Yes!”

Pouting Bubble Berry removed the inflatable watermelon and bounced off the coffee table, landing next to his boyfriend. One of Blitz’s wings reached up and gently pulled him down into a wing-hug. The pegasus felt a little heat in his cheeks doing this in front of others, like he did with most signs of affection, but did it anyway.

“Berry, I promise, I’m not ashamed of you. I just....I just need a little more time before I’m ready to, ya’know, ‘come out’.” Rainbow Blitz explained, pressing his side against Bubble Berry’s. “Its not you, and I know how this sounds, its me. I’m just not ready yet. The moment I am, you can throw me the biggest coming out party ever.”

“Promise? I totally wanted to throw a huge ‘yay-Blitzy-and-I-are-together-now’ party, but you were all ‘no way, let’s keep it a secret - like ninjas! Gay ninjas!’ and I was all like ‘sure!’ and here we are.” Berry rambled, pouting.

Rainbow Blitz narrowed his eyes. “I’m pretty s-”

“Stop there!” Berry interrupted. He grinned at Blitz’s confused expression. “You’re right, you are pretty. My pretty pegasus.”

Trying to ignore his blush and the giggles coming from his boyfriend and the nearby Mrs Cake, Rainbow Blitz went back to what he was saying. “I’m pr - I’m fairly sure I never said anything about ninjas, gay or otherwise.” He pointed out. “Also: handsome, not pretty.”

Bubble Berry giggled against, cuddling against his blue boyfriend. “Aww, I think you’re pretty. In fact, after your coming out party and our yay-we’re-together-party, I’m gonna throw a ‘Blitzy-is-the-prettiest-pony’ party.”

Blitz laughed at the idea and in relief, seeing Berry’s wide grin and happy bounce return to his curls. “You don’t have to throw a party for every little thing you think you know.” He said, smiling anyway. “At least you didn’t throw a party when you realized you had feelings for me.....you didn’t, did you?”

Now Berry laughed. “Oh, Blitzy, you silly pony.” He nuzzled Rainbow Blitz. After a few seconds of trying to look aloft the pegasus returned it.

Mrs. Cake and Mr. Cake looked at each other and decided not to point out that Bubble Berry had not actually answered the question.

Later that night, his mouth salty with the taste of his partner’s copious cum, Rainbow Blitz pressed his lips against Berry’s as they curled up in bed together. After a few minutes of making out they broke apart, although they only separated at the lips. Laying in bed with another warm body was almost addicting, with how comforting it was. Maybe it was just the fact it was Bubble Berry who had him wrapped in a loving embrace that made it so fantastic.

“So....” Berry whispered in his ear, trailing off suggestively which was never (or possibly always) good. “I was wondering...”

That was also never good, Rainbow Blitz remembered through a haze of contentment as his boyfriend to planted kisses on his neck.

“I’ve popped one of your yummy cherries. lovely little Itsy-Blitzy.” Berry giggled as he kissed his way along Blitz’s shoulder, slipping around until he was spooning him and kissing along down his back. “And we both know how much you loved that.”

Rainbow Blitz let out a quiet moan, his wings nearly knocking the covers off. He was gently eased onto his belly so his wings could spread out, which they promptly did as pink lips drifted along the joint between wing and back.

“O-oh Solaris....” He whimpered.

Berry smiled, planting another gentle kiss on his boyfriend’s wing. He loved to hear that whimper. It was a special little whimper only he got to hear. Just one of his Itsy-Blitzy’s quirks that only came out around him. Bubble Berry would be lying if he denied feeling somewhat possessive of those whimpers and squeals. That possessiveness was just for Blitzy. It was a feeling Rainbow Blitz wanted Berry to feel just for him and nopony else.

“You have another cherry, Itsy-Blitzy.” Berry cooed, giving one last kiss to the spot just above Blitz’s tail. “A very special cherry. Your specialist, most wonderful cherry.”

Before Rainbow Blitz could come up with a response - before he could even think of responding - Bubble Berry had slid back up into a full spooning position, his chest weight down Blitz’s back.

A certain organ, one that had become very accustomed to daily tongue baths, slipped between Blitz’s legs.

The panting, moaning pegasus felt his boyfriend’s shaft bumping into his own, hardness pressing against hardness. A wave of hotness ran up his own as his smaller length was easily dwarfed by Bubble Berry’s self-named ‘personal party cannon’. Just the thought made him whinny in unrestrained arousal.

Right now Berry was considering renaming it to ‘pegasus popper’ for the night.

“I wanna pop that cherry for you Itsy-Blitzy, pop it like a balloon. A water balloon. Stick something in and it makes a dripping mess.”

His wings were fully extended at the words and Rainbow Blitz whined in need, He felt the head of Berry’s cock sliding up along the underside of his own as the party pony stood up, drawing his pink-shafted ram up into a proper position.

This was it. Berry was going to pop his cherry. He had been dreaming of his day for...for months if he was honest. Months of waking up to sticky bedsheets and wings extended beyond all control. Months of half-remembered dreams of fluffy, curly pinkness splotched with a telling off-white.

He was going to lay there as a hard cock fucked him from behind and filled him fill him full of stallion seed. Rainbow Blitz panted into the pillow his head was resting on, feeling his lonely, quivering shaft ache with need.

“Ready, Itsy-Blitzy? Do you want me to put it in?” Berry asked, his voice somehow still playful yet something in it dominating, in control, everything Rainbow Blitz was not right now.

“N-no.”

The gently pressing shaft stopped at the whispered answer and Bubble Berry leaned in, his surprise given away only by a moment’s blinking.

“No?”

Blitz gulped. “No. N-not tonight.” He could not believe what he was saying but he said it anyway. So close, but something in him balked at the final yard.

“Okie-dokie. You just tell me when you’re ready.” Bubble Berry said cheerfully. He change position to one less suggestive of their previous course of action.

Rainbow Blitz felt like crying for the first time in...a long time. Just that act of denial tore him apart. “I-I’m sorry Berry, but-”

A pink hoof turned his head and pink lips met blue, quieting him.

“Its okay Blitzy, I understand. Its a big step.” Berry’s stroked his pretty pegasus’ mane after the kiss was broken. “I’ll be here when you want to take it. But only when you are ready.” A giggle. “It takes two to tango, and you can’t make somepony dance if they don’t know the steps. If you need a longer to learn how to dance, I can wait as long as you need.”

Relief washed over Rainbow Blitz. He was not even sure why he had denied his boyfriend this but he just...it was too big for him to think about now.

Speaking of ‘too big’, there was something that still deserved his attention. Rainbow Blitz forced his wings so he could turn onto his back. He smiled up at his loving partner and opened his mouth, tongue wetting his lips suggestively.

“All that tension made me thirsty.” He murmured. “And you look like you need somewhere to rest that big hose of yours.”

Bubble Berry grinned as widely as ever. “Oh, oh, I know! Let’s solve both our problems. I’d tell you to open wide Blitzy, but I don’t think that’ll be a problem!”

A few days later, Rainbow Blitz was frowning at the cloud he was sitting on. It was the last cloud he had to get rid of for the evening and his shift would be over at last. For now he was taking a pre-end of shift break, thinking hard.

He had been thinking hard quite a lot since that night. Thinking about that night a lot had also made him quite hard. Rainbow Blitz was still troubled by the thought of how close they had come and how he had stopped it. Why had he stopped it?

After all that thinking the best he could come up with was that...he was scared. He was not sure what he was scared of. But something about it scared him. Why it scared him was also something he could not fathom.

...he wasn’t ashamed of Bubble Berry, was he? Was it the question asked a few hours not so long before his refusal related to it?

The question had been one of many which had plagued him since their failed attempt to take that big step. Ashamed of Bubble Berry? No, he could honestly say he was not ashamed of Bubble Berry. The things he felt for his boyfriend were deeper and stronger than any he had ever felt before, for anyopny. There was nopony he would rather be with than Bubble Berry, stallion or mare.

‘Maybe that’s it,’ He thought, glancing down from his cloud. Ponyville was about even, mare-to-stallion, but pretty much every couple was of a straight one he could see. One male, one female. Ponyville was a friendly place and he had never heard of any coltcuddlers or fillyfoolers getting a hard time about their orientation.

On the surface, there was no reason for him to worry about this. Why he was thinking about it in regard to having sex with his boyfriend he was not even sure.

Except he was a few seconds later and Rainbow Blitz almost groaned out loud. He was not ashamed of Bubble Berry but maybe, just maybe, he was ashamed of being gay. A lifetime of guilt indulgence on a few occasions came with a lifetime of the guilt that made it an indulgence. He had spent so long telling himself he was not a coltcuddler and now at the end of the day the thing he looked forward to most of was cuddling up with a colt. More than cuddling.

A lot more. So much more. Cuddling, kissing, making out were all one thing. Laying back as his head was straddled and his mouth plugged by Berry’s delicious cock-

‘Damn it Berry.’ Rainbow Blitz whined in his head as he struggled to keep his wings from exploding out to the sides.and to keep his shaft retracted. Not that it would be very noticeable if it was fully out and about.

was another. Lifting his flank for his boyfriend to fuck was...it was the most “another thing” a thing could be. In his mind all the other things were somehow excusable. They were not the same. But doing that, doing exactly that; ‘lifting his flank for his boyfriend to fuck’ was completely different. There was no way for that to be anything but gay, gay, gay.

Without even realizing it the idea of anal sex had become his excuse for part of him to keep hiding. Maybe that would not have been so bad for Rainbow Blitz, but now he realized it was doing more than that. He was using it as an excuse to hide but he was making Bubble Berry hide with him.

Suddenly Rainbow Blitz was feeling very, very guilty. He had been concerned with his own reputation and now he was starting to worry he had been not thinking about Berry. He knew he had not been thinking about him. His boyfriend wasn’t good at keeping things to himself, especially things he was happy about. Their relationship was something Rainbow Blitz could confidently say Bubble Berry was extremely happy about.

His thoughts about Berry naturally ran to their carnal activities. Blitz had to take a lot of long, slow, deep breaths to keep his wings from shooting up as he thought about it, but there was nothing he could do about his red cheeks. Even after a month they had not gotten further than oral sex other than that one aborted attempt at anal. If he was honest he had no interest in putting his dick in Berry, although the idea had been suggested a few times. In the end they usually fell back on two different patterns; Rainbow Blitz would give his boyfriend - every time he thought that he still felt a little giddy - head until they were both ready to pop, and then Berry either simply came down his throat or mouth, or they would hold off a few seconds for Berry to get his mouth around Blitz’s smaller penis.

Thinking about it wasn’t helping his potential wingboner, or his actual boner for that matter. He gulped, thinking about it. Whenever he was not with Berry, he was certain next time he would take a more dominant role but every time, every time, something about Bubble Berry just made him melt and want to open his mouth and get down on all four knees. Even when Berry was quite happy, or would even suggest, to swap it around a bit Blitz could not help but ask for what he loved; being on bottom.

As he struggled to control his horny body, Rainbow Blitz knew he was doing a disservice to Bubble Berry. Everything they did was in secret, or relatively secret. The only ponies he could stand seeing him doing something mushy was Mr. and Mrs. Cake, and that was because they were so nice about it, treating him like one of the family already. They also kind of old and harmless, at least to Blitz who honestly was a bit biased in what counted as ‘old’.

Keeping quiet was hard on Bubble Berry and now Rainbow Blitz was worried he had not shown his boyfriend how much it meant to him. He had been so busy clinging on to a final excuse he could use to deny his status as a coltcuddler that he had denied the pony he...he cared for.

The pony he...he loved.

Blitz stared ahead without seeing anything. He loved Bubble Berry. It was not a matter of ‘caring for’ although he did. It was not familial love, or the love for a best friend like he felt for the others. Thinking about Berry made his insides knot up and a little warm glow start up in his chest at the same time. Maybe keeping it a secret was still how he wanted things to be for now and Berry would respect that but there was a step he needed to take, not just to show Bubble Berry how much he was committed to this and to them, but for himself.

On their anniversary, he was going to give Berry a present. Thinking back on a few of his coltcuddler magazines, he remembered the ads in them and was certain he knew exactly where to get the best wrapping for Berry’s present.

He rocked back, a thoughtful expression on his face. A smile replaced it. Yes. It would take some preparation but he had time. There was still two weeks left until their two-month anniversary, which would be enough time if he was lucky. A few minutes of careful self-control later he stretched his wings and flapped them. With a kick he broke the cloud apart and took off, stopping by SugarCube Corner just long enough to leave a note telling Berry he would not be over that night. What he did not mention was the discreet store in Canterlot that was his destination, a store with a small sign bearing XXX.

Bubble Berry yawned, even his endless energy seeming to flag for a moment. The moment passed and he was bouncing happily - and quietly - up to his room. For some reason the Cakes had kept him downstairs with them for waaaaaaaaay longer than usual after the bakery shut. They said they just wanted to get a big tidy up done. They didn’t say why, but Berry was wondering.

‘Oh, maybe Blitzy is going to throw a party for our one-month anniversary anniversary, since its been a month since our anniversary and when better to throw a party?’ He pouted, dismissing the idea sadly. Blitzy was too worried about ponies finding out to do something like that.  He had promised something special for it, although for some silly reason he called it their two-month anniversary. Bubble Berry didn’t mind. The only reason to limit it to celebrating each month was because each day, well, they celebrated it each day by being together and Blitzy had talked him out of celebrating it weekly. So monthly, yearly, decadely and allllll the others it was.

Just as he was about to pop open his door and go to bed his right ear twitched and his left hoof jiggled. There was somepony in his room, but this time it was different from the other times it told him somepony was in his room. This was new.

No longer bouncing, Bubble Berry noticed the note on the door. He could have stopped and read it, but that would not be as fun.

Berry opened the door slowly, edging his head in with a curious look.

Hel~loo~ooo?” He called out curiously. “Somepony in here?”

The lights were off so Berry reached to flip the light switch. Before he could his favorite voice in the world stopped him.

“Wait, Berry, don’t turn the lights on! Damn it, didn’t you read the note?”

“Nope!” Berry grinned. “Blitzy, what’re you doing in my room in the dark? Were you trying to sneak up on me? Sneak up on me....like a gay ninja?”

By his tone the baker clearly thought he had caught his boyfriend in an inescapable web of logic. By his sigh, Rainbow Blitz disagreed but humored him. His voice dripped amused annoyance.

“Yes Berry, like a gay ninja. Now get your hoof off the light and don’t turn it on. Not yet.” Blitz’s slightly annoyed voice called out from the darkness.

Berry obediently lowered his hoof, standing with his front half through the door. His boyfriend was still impossible to see with all the other lights off and the curtains closed. The party stallion pouted. He wanted to see his pretty pegasus.

Rainbow Blitz seemed to catch on to his impatience. “Bubble Berry, I’ve been doing some thinking. About you and me. About...about how I’ve been making you keep a secret I know you don’t want to.” His voice was very guilty as he spoke.

Staring into the darkness Berry could just imagine Blitz’s drooping wings and that cute pout he insisted was a scowl but was far too adorable to be that. He had been feeling a bit worried himself when Blitz started, worried the unimaginable was happening and Blitzy was going to break up with him.

“Aw, Blitzy, its okay, I don’t mind-”

“I know!” Rainbow Blitz interrupted. “That makes it worse! You’re so nice and good about it, keeping our relationship a secret from all our friends. I know how much you want to tell others about it Berry. You love telling others when you do anything you’re happy about. You want to tell the others, don’t lie about that.”

Berry fell silent, waiting for Rainbow Blitz to finish, before he answered. “You’re right. I do want to tell them.” He admitted, looking down. “I mean, I really really really want to. I just want to stand on top of a mountain with a megaphone yelling at the world ‘Rainbow Blitz is my boyfriend and I love him’. But if you aren’t ready for that Blitzy, I can live with it. So long as I have you my megaphone is staying off. Unless I need it for something else.”

Even though he couldn’t see it, the smile Bubble Berry was sending towards Blitz’s voice was being mirrored by the pegasus. Berry could just feel it.

“You really mean that, don’t you? Like, every single word. Even the megaphone stuff at the end too.....damn it, why are you so...so...so you?” Rainbow Blitz’s voice was half exasperated, half-loving and he was obviously holding back a chuckle.

“Oh silly, of course I’m so me. If I wasn’t so me I’d be so somepony else and be so them, but wait since I would be them being them would be who I was so I would be so me just so a different me-” Berry’s eyes crossed as he lost track of the conversation, or is own thoughts.

A loud cough from Blitz interrupted him. “Uh, Berry, wanna hold off on the crazy just a little? This is, ya’know, serious stuff.”

Berry nodded, zipping his mouth shut. “Sure thing Blitzy. Crazy set to low.” He promised with a smile. It obviously couldn’t be set to ‘off’.

“Thanks.” Rainbow Blitz fell silent, trying to work out what to say next. “Berry....I think...I know...I know I love you. I do, but it’s not easy for me to admit it. Not because of you, it’s nothing like that, but I’m still having trouble admitting that I’m a coltcuddler.”

Right now Bubble Berry wanted to hop over there and kiss Blitzy until he felt better but he forced himself to stay where he was. Blitzy wanted him to stay there and listen. He had no idea why, but he was going to force him to go along with it.

The fact Rainbow Blitz just said he loved him helped him trust the pegasus. He had said it before, but mostly while his dick was in Berry’s hoof being stroked.

“I’m being unfair to you Berry, and I’m sorry. I’m still not quite ready to come out to others, even our friends. I just need a little longer.” Blitz took a deep breath. “But there is something I am ready to do...”

A light came on. It was Berry’s bedside lamp, but the party pony didn’t notice. His vision zoomed in on...on...on....

Blood rushed to Bubble Berry’s privates, his shaft hardening and exposing itself to the world as he gaped.

Rainbow Blitz’s cheeks went red, since he had enough blood to do that while his dick was hard. “S-so, whatcha think? I know how much you love unwrapping presents...”

He trailed off, embarrassed as he waited for a reaction. Not that he didn’t like the reaction of making Berry hard. It was possibly his favorite reaction.

Berry’s eyes ran over the stallion laying on his belly on his bed. Each leg was contained by a sock, no, by a stocking the color of Bubble Berry’s fur. But what drew his attention were the panties, Slim and not covering anything at all of it was the little bit of cloth directly over Blitz’s rear that held him more than anything else.

On the cloth a little cherry was the sole ornamentation, a little picture embroidered or woven or whatever, he didn’t care, and carefully placed so it was covering a very special hole.

Berry stepped into the room without a word, closing the door behind him. The light from the hall was shut off, leaving their previous situation reversed. Nervousness bubbled up in Blitz’s chest as he lay in that suggestive pose, chest on the bed and front legs bent while his hind-legs lifted his rear tantalisingly, the sole occupant of the lamp’s light. The sound of Berry’s steps seemed to come from every direction. He looked off to the right, where he thought it came from.

“Is this my present, Itsy-Blitzy?” Berry whispered from the left and Blitz nearly jumped in shock. Not fright, just shock. He could hear that deliciously sultry tone Berry reserved for just the two of them. “I love the wrapping. So cute!” He sniffed the back of Rainbow’s neck, catching a slight scent of strawberries. “Hmm, you even used that scented shampoo I like. Berries. The perfect present for our two-month anniversary. Pretty wrapping, pretty smell...oooh, I told you were, you’re so pretty.”

“H-handsome.” Blitz muttered, his cheeks red. “Mmm.” He moaned softly as Berry placed a kiss at the base of his neck.

“Nope. You’re pretty. A pretty pegasus pony. My pretty pegasus pony.” Berry climbed fully onto the bed but did not stand over Blitz yet. Instead he pressed a hoof against the little cherry over Blitzy’s cherry. “My Itsy-Blitzy and his cherry.”

Blitzy took a shuddering, moaning breath. “It’s yours. Your present.” He flushed as he said it.

Berry giggled, light and happy but with a lewder lilt to it. “You’re giving me your cherry? Giving Berry your cherry?” He reached his other forehoof down to stroke Itsy-Blitzy’s itty bits while he pressed down on the little embroidered cherry.

“Y-yes.” Rainbow Blitz moaned, pressing his head into the pillow.  “I-I’m giving you my cherry!”

The stroking slowed until it stopped, Berry’s fetlock curled around it but unmoving. Berry stared down at his boyfriend’s raised tail standing at attention like a flag.

“Berry!” Blitz whined, panting as he tried to hump into the touch. He was being teased. He hated being teased just as much as he loved it.

“Do you mean it?” Berry brought his head around to where he could gaze up to meet Rainbow Blitz’s eyes. “Do you want me to do it? I don’t wanna take my Itsy-Blitzy’s little cherry unless you’re ready.”

Panting into the pillow Rainbow Blitz did not look up for a few seconds. Eventually he turned his head so their eyes connected.

“Yes. I do.” He smirked at his boyfriend. “I want you to be my first. My only. Nopony else is good enough for me.”

A grin wider than any before grew on Bubble Berry’s face. He gently began to stroke Blitz’s shaft again.

“Thanks.” He said softly, beaming happily. “I’d be happy to put my pegasus popper to good use. I’ll pop your cherry like a wet balloon!” He repeated the line from their previous attempt to go this far, licking his lips.

Releasing the cute cock from his hoof Berry ignored the moan of disappointment as he reached over to his bedside table. Blitzy really had come prepared, with lubes ready for Berry’s use. He took a tube of it and returned his attention to the needy pegasus laid out before him.

Hooking a hoof under the adorable pink panties he pulled them out of the way while returning the other hoof to the needy dick. His own was swaying between his back legs, pumped full and eager to receive some attention of its own. The panties hadn't been covering much anyway, clearly meant to add a little emphasis to what this was all about. He felt Itsy-Blitzy shiver and whine as his puckered butthole was exposed.

“O~oooh, so cute. I love it already,” Leaning down Bubble Berry planted a gentle kiss just under Blitzy’s tail, his tongue darting out to lap at the hole. He enjoyed the startled squeak from Rainbow Blitz as the way the pegasus’ shaft seemed to twitch. “Wowie, you even cleaned it up. Scrub-a-dub-dub, right in your....bub? Pub? Hmmm....” Berry was distracted, rubbing his chin as he tried to think of a word for his boyfriend’s anus that rhymed with ‘dub’. “Wub? No...”

As aroused as he was, Rainbow Blitz managed an eyeroll. “Berry, come on!” He whined.

A giggle escaped Berry’s lips when he realized what he was doing. “Oh shush, Itsy-Blitzy, I’m just having fun. That’s what we’re here to do. Have. Fun.” He punctuated the last two words with firm, hard strokes of Blitz’s cock and got needy moans in reply. “You wanna have fun with me, right?”

“Y-yes...” Blitz moaned. He let out an embarrassingly girlish squeal when Berry’s lips planted another kiss around his thoroughly cleaned hole and his warm tongue pressed into it.

Pulling his head away Berry grinned, giggling slightly. “Before we have our fun, I got a question for you, and be honest. Did you ask the Cakes to keep me busy down stairs so you could get ready?” He gave the tongue-dampened hole another lick. He was definitely doing that more often. Itsy-Blitzy made the most adorable sounds when he did.

“Yeah, I asked ‘em. Had ta...had ta get ready.” The pegasus owned up willingly, biting his lip to keep from whimpering at the rewarding strokes he was given.

Berry gave a few more strokes before he let go. “Worth it!” He announced happily. Scooping up the lube he opened the top with his mouth and held it over his throbbing, hungry cock. “Berry’s cherry-buster is nearly ready to go. Are you really, really, really, really, really sure? Super-duper sure? Super-duper up your pooper sure? Because that’s where I’m going!” He sung the last part.

For a second Rainbow Blitz was almost worried that Berry was going to break into song, but fortunately that was not the case. He took a deep breath that was a bit more pant-y than he wanted it to be before swallowing and nodding. The way Berry was so intent on making sure he was certain just made him want this more.

“Yeah, I’m sure. I want it.”

Berry’s voice began sultry again. “Tell me about it Itsy-Blitzy. Tell me what you want.” The slick-slick of lube being spread across his shaft formed a background sound to his request. Demand. Order.

Blitz all but fell over himself verbally to do it. “I want you to pop my cherry.” He answered breathily.

“More.”

“I-I want you to do me.”

“Do you? Not sure I understand your radical lingo Blitzy.” The giggle could be heard in Berry’s voice as he drew it out.

Rainbow Blitz missed the slick-slick falling quiet. He gulped, panting a moment before answering. “I waaaah!” His voice went up into a squeal, the feeling of the cool little mouth of the tube of lube poking into his rear and the colder lubricant being squirted in. “Berry!”

The party pony let out his giggle, capping the tube and throwing it back onto the bedside table. “Woopsy-daisy! Go on Itsy-Blitzy, I missed what you were saying.” He put a hoof on each of Blitz’s buttcheeks and seemed to massage them, pressing them together.

The lube spread through the insides of Blitz’s asshole and he moaned, but pressed on.

“I w-want you to...to...”

“To what, Itsy-Blitzy?” Berry asked in a teasing, lewd tone.

“Fuck me! I want you to fuck my ass!” Shaking in excitement, his cock aching for stimulation, Rainbow Blitz finally blurted it out. He trembled and it looked almost like he was shaking his butt at his boyfriend. Maybe he was.

He felt Berry’s hooves release his ass cheeks and a moment later each was flanking Blitz’s side, between his wings and his front legs. One lifted for a moment to direct his cock, the head pressing against the lubricated hole.

“Say it again, Itsy-Blitzy. Beg me.” He pressed the flat tip in, slowly nudging the opening wider. The slick lube was more than helpful there, but he went slowly. This was Blitzy’s first time; he had to make this as enjoyable as possible.

A moan filled the room as Blitz felt his anus being gently probed. “F-fuck me. Please fuck me Berry, f-fuck me in the ass.”

“O~ooh, you really want it, don’t you?” Berry teased, swallowing a moan of his own as the tip got fully in, the flat head and first quarter of an inch tightly clutched by Blitzy’s sphincter. “You want me to fill you all up with my yummy cock and pound you silly, don’t cha?”

“Yes!” Blitz groaned, pushing back. His ass burned, the gentle stretching and lubricant not enough to make it entirely painless. “I want you to fill my ass up! I want your dick in me Berry, all of it, please.”

“We~eeell, since you begged like I asked...” Berry pushed forward as Blitz pushed back, a full inch sinking deeper in. Both stallions groaned, Berry in more pleasure than Blitz. “That’s just a bit in Blitzy, we have a lot more to go. I know it’s hard....tehe, well, it’s not the only thing that’s hard but we can make it. It’s gets better, a lot better!”

Berry lowered his head to place a kiss on the back of Rainbow Blitz’s neck as he comforted him, putting another lower between his wings. He added a lick, from the second spot he kissed to the first and a pleased shudder was his reward. The shudder reached down to his barely in cock and Berry moaned.

“Ready for more?” He asked, breathing in deeply. When Blitz nodded he began to push in once more. Another inch or roughly close and he stopped, the slow progress still leaving both moaning in pleasure. “There we go, a little bit more in.”

The feeling of having something between his cheeks, slowly piercing into his body, was alien but exciting to Rainbow Blitz. The stretching was not quite pleasant but the sensation of the hard warmth as it slowly filled him was exhilarating. His dick was almost sore, feeling tight with contained arousal from the slow insertion.

They repeated the pattern, Berry pushing in slowly and gently until he stopped to let his partner get used to his size inside him.

“Almost there.” He murmured, moaning when barely an inch  was left outside the warmth of Blitzy’s bottom. “Almost.....”

“Nnngh...” Blitz pushed back, mouth opening wide in a silent moan as he felt Berry’s balls gently slap into his smaller sac and his cheek pressing into Berry’s crotch. “I-it’s in! It’s all in! F-fuck it feels so...so...”

“Good?! Your butt feels better than good, Itsy-Blitz’s butt feels perfect!” Bubble Berry was quite vocal in his appreciation of his boyfriend’s rear end. Curling his hooves around Blitz's shoulders Berry leaned down to whisper into his ear. “How’s it feel? Your cherry has been popped at last.”

Blitz pressed his back into Berry’s chest. “I feel...I can’t...I feel so full Berry, fuck, fucking fuck I feel full and hot and I...” He panted between words, “I fucking love it!” He could feel Berry’s heartbeat, a faint feeling as the enclosed cock pulsed naturally, connecting them in a way beyond what he had felt before. It was the same heartbeat he felt in his mouth and throat, the same warmth and beat his tongue had licked to. It was a hot, hard spear right into his centre and Rainbow Blitz loved it. He felt right and the pleasure, the burn of his first time slowly fading, grew without Berry having to do anything but fit perfectly inside him.

Berry grinned and giggled nefariously. “Well, if you like that, you’ll love this.” He began to pull out. Internal muscles clamped down on him but he did not let it stop him. It just made it more pleasurable for them both. He pulled until just the tip was left in and his boyfriend was bucking, trying to get it back in. “Miss it that much?”

“Yeah, yeah, I do! Put it back!” Blitz whined, panting but held in place by Berry’s earth pony strength.  “Fuck m-”

Blitz did not fall silent, but another sound replaced the rest of that word he was saying when Berry thrust back in.

“Aaah!” Blitz moaned, wings spreading on out to the sides. “Fuck!”

“That’s it! I’m fucking you!” Berry announced loudly and cheerfully. He pushed his length in, slamming every inch into the pegasus under him. “What am I doing? Tell me!” He added a firm spank to his partner’s flank, getting another squeak out of him.

“Fucking, you’re fucking me!” Blitz repeated, hugging the pillow with his forelegs. He braced himself with it held tight, feeling Bubble Berry pulling back out. Before he left the confines of Blitz’s butt, he reversed and slammed back in, The firmly bolted down bed did not move, but the pegasus did. He shook from it and squealed, his hard little length slapping his belly and Berry’s balls slapping his.

Berry set the pace, pulling out and thrusting back in. His forelegs around his boyfriend’s shoulders, curling around to hold on, Berry kept to a steady, rhythmic pace. It did not take long for Rainbow Blitz to start to move to the same pace, dragging his body away and brushing the head of his cock against the bed-sheets under him when Berry pulled back before pushing back when that wonderful warmth began to thrust back in. The burn was all but gone and what little remained was brushed aside with each thrust. Every time Bubble Berry rammed back in it was like a perfect fit, tight and warm, but yielding to the powerful thrusting. Again and again Berry hit the same spot, or spots, and pleasure erupted through the submissive stallion under him. It was all too thought blurring for him to tell more than that. It was good. It was great.

Above his squealing, moaning boyfriend Berry’s coat glistened with sweat. The tightness below was driving him mad. He had thought Blitzy’s mouth and throat had been made just for him but they had nothing on this. He hammered his cock in with a grunt, both of them experiencing that completing sense of right for a few seconds before pulling nearly all the way out again. No, that was too much. Without warning he changed the rhythm, Berry filled Blitz up but this time instead of pulling nearly all the way out he pulled barely half of his length out before shoving it back in. He pumped faster, hips slamming down and balls bouncing off their smaller twins.

Blitzy began to catch on after a while and began to hump in the same shorter thrusts as his partner. His moans became breathier as they bounced against each other, sweat-covered bodies meeting in a chorus of constant moans. Berry’s grip shifted down to grip his boyfriend’s sides, slipping under his wings, and he stood more upright, lifting Blitz’s rear higher. All too eager to help Blitz moved, straightening his body. His face was pushed into the pillow with every thump, muffling his moans and whimpers somewhat as his rear made delicious sounds on each impact. Occasionally Berry gave him a spank, adding it to firmer thrusts and listening to his partner’s squeals and squeaks.

The fierce pace was carrying them towards their climaxes. Anticipation was playing its part, a fantasy both had dreamed of before. One too afraid of the world to imagine it would happen, the other imagining it as he waited for it come around. A particularly strong thrust earned a high-pitched squeal from Rainbow Blitz, dragging out one of the sounds he refused to admit he could make. His drooling, precum dripping cock was more adding to its constantly growing stain on the bed sheets with every thrust and the slick stain going along his belly. The rapid pace of their lovemaking was bouncing his cock up and down, spraying his precum around as it slapped into his belly and threatened to release his load.

“Hn, hn, hn, hn.” Berry grunted, hips pumping. He could feel his own climax approaching, screaming its way out of him. He was so close and he knew that Blitzy was too. Not through his odd sixth sense, not through anything he could identify. But he knew. The slap of flesh to flesh from their fucking only grew. “So...close...”

Blitz arched his neck, moaning heard louder without the muffling now. “S-s-so a-am I!” He whimpered, his breath shuddering and breaking his words with each thrust into his core from behind. He felt Berry’s hoof slap against his flank, firm but not painful and it only made him whimper for more.

“Gonna cum in you. Gonna fill my Itsy-Blitzy with cum! Beg me, Blitzy! Beg me to pump you up with Berry’s baby batter!” The earth pony told his boyfriend, his bitch, grasping a hoofful of mane and jerking Bltiz’s head back so he was looking up at him. “Berry’s baby batter bitch!”

Each dominating word was just what Itsy-Blitzy needed to hear. Even better, it was what he wanted to hear. “F-fuck me Berry!” He cried. “Fuck me a-a-and cum i-in me! I want you to fill me with your cum!” His humping into the thrusts only grew as he spoke, making it harder for him to focus on talking.

“O~oooh, yes! I’ll do it, I’m gonna cum in my coltcuddler of a boyfriend! Ready Itsy-Blitzy? Ready for me to make your cherry into a mashed cherry smoothie? Here. Comes. My. Extra. Special. Smoothie!” The pink pony pounded him a final few times, pulling nearly out, coming so close for a frightful second Rainbow Blitz was sure he would pull out.

He didn’t.

Blitz came the moment every inch of the proud pink penis had been sheathed in him in one powerful thrust, his bouncing cock spraying his pasty cum onto his belly. Heat burst into him, Berry’s cum pouring out in terrific amounts. The pink stallion shuddered but did not relent, holding himself against the sorely tested asshole he had fucked. Hot cum flooded the pegasus and the pleasure it filled him with was comparable to another orgasm. His breath stolen by the overwhelming feelings running through him all Rainbow Blitz could do was arch his back and spread his wings so far he almost dislocated them. Even if he had there was a good chance he wouldn't have noticed.

Neither moved for the rest of their orgasm except for twitches and muscles freaking out at the grand pleasure flooding each pony. It felt to Blitz like the flood from his boyfriend would never end but to his disappointment it did, slowly trickling out long, long before Blitz’s semen had been spent. Berry slumped down over the top of him but did not remove his slowly softening dick. Even Berry could be exhausted by this, the emotional intensity of the moment taking as much toll as the physical strain.

Slowly coming back to himself Rainbow Blitz reached down to his belly. His hoof encountered it early and he glanced down in exhausted curiosity. He stared at the bulge for a few seconds before he started to giggle.

“B-B-Berry!” He giggled, burying his face in his pillow. “L-l-look!”

Spent though he was Bubble Berry could do anything his boyfriend needed and he was giggling, so it must be good. He looked down where Blitz’s shaking hoof was pointing. He saw the bulge and realized, starting to giggle as well, that it was his cum. With his slowly softening cock’s size and the resilient tightness of Rainbow Blitz’s anal canal it was all still plugged inside him. It had been pumped deep enough that it might have stayed there anyway. Berry had no idea how this sort of thing worked but he didn't care.

“You...you look pregnant!” He laughed, giggling loudly.

Rainbow Blitz thought about that for about half a second. “I do!” He agreed, roaring with laughter.

A few minutes of hysterical laughter saw them spooning with the occasional giggling shared. Blitz’s wings had finally folded in and he lay on his side, back pressing into a pink, sweat-stained chest. Berry’s cock was still plugging his butthole but Blitz was fine with that. He was the one who had asked Berry to keep it in after all.

Leaning his head back to rest it against the inside of Berry’s neck, Rainbow Blitz smiled.

“Blitzy.” Berry whispered, his tongue briefly touching Blitz’s ear. “Thank you.”

Blitz could not really manage a nuzzle from his position but he looked up and back, doing his best. “Nah, thank you. Fuck, if I had known how good that was we could have done it ages ago.” He said lightly with a joking tone.

He got a giggle and the vibrations from it reached him through Berry’s dick. It was quite nice. He had thought there was no way he could love the sound of Bubble Berry’s laughter anymore than he already did, but it turned out he was wrong. He didn’t mind.

“Love you.” For a moment, Rainbow Blitz wasn’t sure who said that. He realized it had been him. He waited for a response, one he knew was coming.

“Love you too.” Berry nuzzled the back of his neck and Rainbow Blitz smiled again. That was all he needed.

Chapter 3

Again, thanks to Jake the Army Guy who edited this for me and did a fine job. Fixed errors, pointed spots that needed improvement, every and more I needed from an editor. He's also a big part of why this story is more than just a one-shot. So if you like this, thank him! Please enjoy the chapter, and leave a comment at the end to tell me what you liked most. That's how more of it appears, after all.

“Yo, AJ!” Rainbow Blitz flitted between apple trees, turning his head every which way in search of his friend. He scowled, glaring at the trees like they were hiding Applejack on purpose. “Damn it, where are you? The party is ready, come on! Stupid sexy Berry and his stupid sexy puppy-dog eyes.”

It was good that he had not found Applejack yet, so he could not hear him right now. He had yet to come out to their friends yet. Technically Berry had never come out to anypony either, but with him it was-

He stopped, pausing above another apple tree. A sound, a quiet sound, tickled the edge of his hearing. Falling silent, Rainbow Blitz dropped to the ground without a sound. Wings tucked in he crept with all the stealth of a ninja.

‘Gay ninja!’ He could practically hear Berry cheering and Blitz nearly laughed outloud. He strangled his own amusement before it got away from him. The sound got closer as he followed it, carefully avoiding twigs or anything that might give him away. A grin spread over Blitz's face, brought on by the thought of sneaking up on Applejack and scaring the bejeezus out of him.

His grin began to die when the sound became clearer. It sounded like talking. He was surprised he could hear it before, but lifting a wing he felt the air. A wind was blowing to him, carrying sounds to his ears. Slipping through the orchard he saw the clearing before he reached it, the ground raising into a low hill. Blitz could already tell it must be low, since he had not seen the hill itself.

“-g-growin’ well, ain’t got his cutie mark yet but, it’ll come in time-”

Reaching the tree line Rainbow Blitz’s grin died completely. He could see Applejack, sitting on his haunches in front of a pair of simple stones. He could not make out the engravings but it was clear what they were.

Graves.

He gulped. He had known Applejack’s parents had a grave somewhere in on the farm, but he had never seen it. Then again, he rarely came out to this side of the farm because it was subject to certain heavy crosswinds and Applejack always threw a fit when he did. Now he knew why.

Applejack was still talking to the graves and now Blitz could hear him much clearer. His normally strong, deep voice cracked occasionally and every now and then strangled itself over a sentence. Listening to his friend like this, Rainbow Blitz was struck by an uncomfortable feeling. He felt like he was intruding on something deeply personal. The guilt from this was entirely different from the guilt over a knocking unripe apples from a few trees after a trick went wrong. It felt...wrong.

Stepping back, Rainbow Blitz stopped. He had promised Berry and Applebuck he would get Applejack for the party, and if he went back empty-hoofed Applebuck would come looking for his brother. Finding him like this on his birthday was not something he would wish on him.

He cursed internally as he put his hoof back on the ground mid-step. His mental swearing screeched to a halt when a disturbingly loud snap filled the air. Looking down, Rainbow Blitz stared at the incriminating twig he had failed to notice.

“Blitz?!”

Slowly lifting his head, the pegasus gave his friend a somewhat nervous grin. “Hey Applejack.” He gave a weak shrug.

Slightly bleary eyes stared down at Rainbow Blitz. “What are ya doin’ here?” Applejack asked dully. He gave no sign of the emotional weight on his shoulders, a weight even the tactless and sometimes thoughtless Blitz could see.

“Looking for you, Berry sent me to tell you the party is ready for ‘Buck.” He answered quickly, feeling increasingly guilty as Applejack looked down at him and even more awkward.

Applejack nodded, expressionless. “Right, ah’ll be along...in a bit.” He turned back to the stones, slowly starting to get up. He was reluctant to leave and it was obvious.

Blitz had the feeling Applejack would be doing more if he was not there.  “Hey, uh, man, you okay?” He asked, reaching a hoof up to rub the back of his neck.

“Ah’m fine.” Applejack muttered. He did not bother to look away from the graves and his voice was toneless and emotional.

Lying, especially when he was emotionally strained, was not Applejack’s forte.

Rainbow Blitz was many things, and in general confrontational was one of them. As much as he hated mushy stuff, just leaving one of his best friends like this was simply not in the cards.

“Yeah, dude, that’s totally a lie.” Rainbow Blitz boldly trotted up, ignoring the wide-eyed look of surprise and anger at the accusation on his friend’s face. “But, hey, it’s alright.”

Applejack had been in the middle of preparing a fiery, angry bellow at the pegasus when he caught the last part. He blinked and stared, confused. “W-wha?”

Rolling his eyes Blitz settled down next to him, looking at the grave. “You’re in front of your parents’ grave...you’re not fine, man.” He shrugged, his ears splaying to the side uncomfortably. “But...that’s alright. I mean, it’s not like it’s good that you’re not fine but...shit, I’m bad at this...”

“Yeah, ya’ are,” Applejack agreed, shaking his head. “Listen, Blitz, ah’m...ah’m fine, okay? That’s all that matters. Ya said the party is ready? Well, we better...go...” He stared at the graves for a moment.

Rainbow Blitz did not say anything, just letting the silence roll on. “H-hey, you know you can...talk, ya’know, to me. If you want. We have time.” Solaris, he felt awkward. He was bad at emotional stuff like this, and most of it took place after he had sex anyway.

His awkwardness grew when Applejack just kept staring at the graves, not saying anything.

“Ah hate today.”

Blitz blinked a few times before he realised what Applejack had said. “What?” He asked dumbly, confused. “Something go wrong?”

Applejack was staring at the graves, his expression flat and empty. “...Applebuck’s birthday. Wish ah could go from the day before an’ wake up after today is over. Just skip right over it.”

The pegasus did not say anything. He had no idea what he could say to this. Avoiding problems was not something Applejack did, and here he was wishing he could.

“Not cause it’s his birthday, that ain’t why.” Applejack went on, seemingly unable to stop now he had started. “Or maybe it’s part of why, it’s just...darn it, ah just...” He took a deep breath, breathing out through his nostrils. “Ya ever had pretend ta be happy an’ cheerful all day long on the outside, when all ya wanna do is sit in peace an’ quite, just so ya can...remember? Ever?”

Fidgeting uncomfortably, Rainbow Blitz still did his best to help. “Well, not exactly that but...”

“Exactly that. Every year. Ah just don’t wanna...pretend. The day Ma’ died, an’ ah wanna remember her, but Ah gotta be happy for ‘Buck, because ah don’t wanna ruin it for him and ah just gotta hold it all in, keep it quiet cause ah gotta...ah gotta...’ Applejack rubbed at his eyes with a hoof, It could have just been an itch. He would say it was an itch if it was brought up. It was not an itch.

He took another breath, which came out in a shuddering, halting fashion. A gulp was the next excuse not to keep going. He felt horrible for admitting this, for feeling it. His renowned strength failed him and it felt like his legs had been turned to jelly, or maybe his heart pumped dry of feeling...

A feathery blanket settled over his back. Applejack’s eyes popped open, staring at his friend.

Rainbow Blitz looked away, cheeks shaded with red, even as his wing embraced the farmer. “Keep going. I’m listening.” He just said that, his wing tightening gently.

It was, from Rainbow Blitz, a completely unexpected gesture. He did not like hugs, of any kind, except with Bubble Berry and nopony had ever worked out how to avoid those. On very rare occasions he had been pulled into group hugs, but each time saving the world, country or town had been involved. For him to actually do this was...

...reassuring. For a moment, Applejack felt like he was drawing strength from his friend. Probably his best friend, who would support and help him until the end. A friend who hated to sit still, sitting next to him with barely a twitch. A best friend who hated not being the center of attention, looking and listening attentively.

His next breath was easier, and when he opened his mouth to talk he did not choke or stutter. Applejack spoke quietly, his voice soft and solemn. He talked and talked for what seemed like forever, but could have been barely half an hour. In all that time he still faltered, but all it took was a twitch from the comforting, supporting cloak of feathers to keep him going.

They left, eventually. Applejack still had a birthday to celebrate, and a little brother to smile for. This year, at least, his smile was a bit less forced.

A few hours later, Rainbow Blitz reclined on Berry’s bed. He had escaped post-party clean-up, mostly by quietly promising to wear his pink stockings tonight, and was busy thinking. On principle he preferred to act and leave Dusk to do the thinking. Hopefully the problem would be solved by his quick reaction, and if it was not Dusk Shine would have a solution by then.

He lay on his belly, eyes fixed on a distant point nopony else could see. His thoughts ran over the time he had spent listening to Applejack. Not precisely what had been said, but the event itself. Something about it left him feeling odd. It took nearly half an hour for him to recognise what it was, and more importantly the source.

Applejack had opened himself to Rainbow Blitz in a way the pegasus doubted he had ever done before. He had bared his heart and soul, letting out deep, painful words and shown Blitz a part of himself he had always kept private. It was touching and moving, and now Rainbow Blitz realized where it had moved him to.

“Fuuuuuuck.” He moaned, burying his head in his hooves. “Why me?” He whined plaintively.

The time between the door clicking shut and pink hooves wrapping around him from behind was too short for anypony not using some sort of chemical propellant to move the distance. Bubble Berry managed it anyway.

“Because you’re the cutest, most pretty pegasus ever.” He cooed, nuzzling his boyfriend’s mane. “Whatever it is.”

Blitz let out a yelp and nearly jumped up. Only Berry’s weight kept him in place. “Berry, what have I told you about doing that?” He whined, this time with an actual target.

Berry just giggled, still nuzzling the multicolored mane. “Not to. But it’s so fun. I love the way you jump and squeal, like a cute little mouse-wousey, when I do it.” He peeked down at the blue hooves. The uncovered blue hooves. “Aww, but you seem to have forgotten something sweetie.”

Shaking Berry off slightly, Blitz turned over so they were belly to belly. “Berry, I need to think. Kinda heavy thinking too....” he bit his lip for a moment, trying to frame his thoughts. “Berry...something happened today...”

Eyeing him curiously, Berry, loosened his hug enough to let them both sit up. Their fore-hooves moved down, holding together as he smiled gently at his nervous boyfriend.

“Was it with Applejack? He seemed a little peppier today.” The pink stallion guessed.

Fighting off the giggling that labelling Applejack ‘peppy’ brought, Rainbow Blitz nodded. “Yeah, we talked when I went out to the farm to get him. Kinda private stuff but he shared some important stuff with me, and, well....” He shrugged, looking away. “I think I should...no, I want to tell him. About...me. Us.” He added significantly.

It took Bubble Berry barely a moment to understand and he beamed. “Really?!” He asked, not even trying to hide his excitement.

Rainbow Blitz nodded, still slightly unsure but getting more positive as he went. “Y-yeah, I do. He’s my best friend, and he shared so much with me, I feel kinda bad. He can do that, but I can’t tell him I like dick? Ha!” He snorted. “No way! If he can share deep personal stuff, so can I. No way is he outdoing me in this.”

Watching his boyfriend trying to play it off as something competitive, Bubble Berry smiled and leaned in for a kiss, cutting Blitz off as their lips gently met and began to move steadily towards a full blown make-out session.

When they finally broke apart, Blitz had to take a few seconds to remember what he had been talking about. “R-right...” He took a breath, shaking his head to get rid of the Berry shaped holes in his concentration. “Okay, so, just need to work out how to naturally bring up the fact I’ve been keeping my sexuality and relationship with a close mutual friend a secret.” He gulped. “Shouldn’t be too hard.”

Giggling, Berry used his tail to pull something from one of his bedside drawers. “Well, I can help with that if you want Blitzy.”

Blitz snorted, rolling his eyes. “Yeah, no, dude, a party isn’t what I had in mind.”

“That’s not what I meant, silly.” Berry told him off gently, pushing him onto his back and straddling him. “I have something else in mind. A surprise.”

Rainbow Blitz looked up at him skeptically. “Uh, Berry, as much as I love you, this might not be-” A pink hoof pressed against his lips, interrupting him.

“Ssssh.” Cooed Berry, leaning down. “Trust me sweetie, I have the perfect idea. But right now, somepony forgot the stockings he promised and I am very disappointed. My Itsy-Blitzy is going to have to make it up to me...” His tail twitched and threw something up into the air. Berry caught the little tube on its way down. He grinned and twisted the cap off. “Pucker up, today’s flavour is berries.”

Applejack tipped his hat off his head as he trotted into SugarCube Corner, giving Mrs. Cake a polite smile. The store was no different from ever, but it lacked the thing he had come here for. Well, the pony he had come here for.

“Howdy ma’am, ah was wonderin’ if ya’ll could tell me where Bubble Berry is?” He asked when she had finished serving a customer.

The squat mare smiled back. “Oh, hello dearie. He isn’t working at the moment. He’s upstairs, but he asked for some privacy.” She said apologetically.

He shook his head. “He asked me ta come. Was real shifty ‘bout it, but, ya’know, he’s Bubble Berry,” Applejack said with a shrug. It was a perfectly valid reason. “Mind if ah just head on up?”

“Go right ahead dearie.” She waved him past the counter, the farmer putting his hat back on as he went upstairs.

The stallion hurried up, not wanting to keep his friend waiting. He had no idea why he had been asked to come, only that Berry had been very excited. It was apparently important that he arrive at the exact time he had been told. And to come up to his room without making a sound, for some odd reason. Odd reasons were Berry’s only reasons so again he had accepted it and trusted his friend.

Trotting quietly along the carpeted hall outside Berry’s room Applejack lifted his head at an odd sound. His ears twitched. Ahead of him the door to Berry’s room was open just a little bit and he realized the sound was coming from there. A little bit curious but also worried, he approached as quietly as he had promised.

The closer he got, the more sounds he heard confused him. When he was standing just outside the door, hoof raised to knock, he heard the first word.

“Mhmm, fuck I love your taste.”

Applejack blinked. ‘Ah coulda sworn ah just heard Rainbow Blitz’s voice.’

A giggle escaped the door and driven by curiosity that managed to overcome his manners - part of honesty was not spying on your friends, at least to him - Applejack leaned in.

“Of course you do Blitzy.” Berry could be heard saying cheerfully. A wet sound followed the statement and then Berry spoke again. “You’re my wittle cum-guzzling coltcuddler, I’d be surprised if you didn’t love the taste of my cum!”

Applejack blinked again, staring through the slim crack in the door. He could not have just heard that. What he was seeing was equally bizarre.

Rainbow Blitz blushed, hugging his wings to his side. He sat on his rear, supported by the pink stallion he was embracing. “S-shut up.” He whined, looking embarrassed.

Applejack watched the two stallions holding each other and realized what the wet sound had been when their lips met. He was sure he saw a flash of tongue between their lips at one point. He stared at them until they broke apart, Rainbow Blitz panting considerably more than Bubble Berry.

“Aw, but why would I? It’s true after all.” Berry kept on going with a giggle, hugging Blitz against his chest with one hoof. His fluffy mane ran into Blitz’s spiky when he nuzzled him. “There’s nopony here but us, why not admit the truth?”

To their watcher’s surprise Rainbow Blitz shuddered.

‘Ah should go. It’s wrong ta watch this, ‘specially if it’s a secret they wanna...wanna....oh sweet Solaris, is he...?!’ Applejack found out where Berry’s other hoof was.

“Admit it.” It was unmistakably an order and to punctuate it Berry’s hoof, curled at the fetlock around the pegasus’ penis, gave a jerk.

Rainbow Blitz squealed. Applejack only had a second to notice this.

“I..I love your cum.” Rainbow Blitz opened his mouth to pant once he had said it, but a swift stroke kept him from doing anything else.

“Well duh, come on Blitzy, that’s not what I said. You know what you want to admit. Itsy-Blitzy knows what I want him to admit.” Berry was still talking like Berry but with an undertone that was almost sultry and sexy. It was certainly domineering.

His wings fluttering out despite his best efforts, Rainbow Blitz moaned. It reminded Applejack of a few of the mares he had bedded in his time, something about it he couldn’t quite pinpoint.

“I...I...”

Berry’s hoof stopped moving. “Say it.”

Applejack was fortunate enough that the pair - or couple, it seemed - were in perfect view through the slim crack and he got a look at Blitz’s expression. The closest he had seen to that look was when the Wonderbolts had been forced to cancel their Ponyville show. His eyes darted down, towards the cock no longer being stroked.

It took a lot for Applejack not to guffaw right then and there. He had heard Rainbow Blitz boasting more than most, usually in competition against Applejack himself. Size had been mentioned before. The farmer could see now his friend had been lying, and by quite a large margin. He could see why. Like any good older male relative he had been roped into ‘birds and the bees’ discussion at Apple family reunions, usually forcefully. A few of the colts had shown off the bounty that nature and blooming puberty had given them, regardless of how embarrassing it for was for anypony else.

‘Maybe he just ain’t hit puberty yet?’ Applejack thought with a grin as he tried not to chuckle. ‘Better start thinkin’ up size puns.’ There was nothing like finding a way to tease a friend who didn’t know you were teasing him.

His thoughts were cut-off by the next unexpected event; “I’m your cum-guzzling coltcuddler and I love it. Y-you taste delicious. Your lips, your dick, a-all of it!”

Berry’s hoof began to move and his other patted the moaning Rainbow Blitz on the head. “Good boy. Aww, are you hard? Yes you are, yes you are, you wittle cutey.” Berry cooed at the cock in his hoof.

“S-s-s-st-” Blitz tried to say something but his own girlish moaning and bucking was interrupting him.

“Start getting to the good part? Sure thing.” Berry finished for him. He pecked Blitz on the lips once and pushed him over. “Eyes closed mister!”

Before he had finished falling onto his back Rainbow Blitz had closed his eyes shut. Which was good, because if he looked straight along he would have seen the farm stallion watching them.

‘Okay, time ta go!’ Applejack  thought in alarm. It was just lucky Blitz had closed his eyes so fast. That thought paused him. It was linked to all the other thoughts he had been having since Bubble Berry gave his first order.

It was definitely an order. Applejack knew an order when he heard one. Not a demand, but definitely not a request. That had been an order. Which begged the question about why Bubble Berry, the silliest, friendliest most easy-going pony in the world was giving orders to Rainbow Blitz, one of the most stubborn, anti-authority, prideful ponies he had ever met. Orders that were being followed like they were orders!

‘Ah can’t get that damn pegasus to bring rain on time an’ Berry got him calling himself those things with a tug a’ his dick.’ Applejack stared, entrance, as Rainbow Blitz lay on his back in perfect sight, head aimed right at the door. ‘Ah know ah shouldn’t, but ah gotta know...are they really gonna...’

Applejack realized he had missed a few seconds of Berry talking. The party pony was focused on Rainbow Blitz, so he couldn’t see Applejack. He was safe, for the moment. He regretted that a bit, feeling guilty about what he was doing and the fact he wasn’t stopping.

“-itch?” Berry finished asking.

Frowning Applejack only had to wait a second to out what he had been asking.

“A bitch...a bitch takes cock and loves it.” Rainbow Blitz answered, his eyes still closed and panting in need. Every word shocked Applejack.

“Mhmm. You love my cock don’t you Itsy-Blitzy? You love taking it hard and fast, and slow and steady too.” Berry leaned forward and Applejack from his spot could just make out the head of his dick pressing into Blitz’s hole. “What does that make you?”

“A...a bitch.”

Smack!

Berry hoof slapped Blitz's flank. ‘He’s spankin’ him!’

“Whose bitch?”

Rainbow Blitz squealed at the spank. “Yours.”

Smack!

“Louder, come on Itsy-Blitzy, you can do better than that.” Berry told him in a deceptively sweet voice as he spanked his pegasus.

“I’m your bitch. I’m your mare. Please Berry, put it in already!”

Applejack could not take his eyes off them, watching Rainbow Blitz begging to be fucked. The sight of his friends and their dirty antics was confusing for Applejack, made worse by the feeling between his back legs. His dick was hardening, growing long and hefty. The farm stallion gulped quietly, feeling his blood rushing down to fill his organ. He preferred mares but something about this was just so hot.

Berry made a ‘tut tut’ sound, giggling. “Aw, sorry Itsy-Blitzy but I decide when I put it in. Maybe I won’t. How does that sound sweetie? I’ll just leave my wittle Itsy-Blitzy and his cute wittle cock all alone, desperate to be fucked.”

The stallion under him whimpered and Applejack almost groaned out loud as he watched. He slowly lowered his hindquarters until he was sitting, eye pressed to the door crack. He lifted one of his fore-hooves, curling his fetlock around his own substantial cock. A single slow stroke was the first of many but each he kept steady and quiet, biting back panting and moans.

‘This shouldn’t be so hot.’ He thought distantly as he watched Berry play with his submissive pegasus.

“Please don’t, oh fuck, Berry, I need you.” Rainbow Blitz’s voice was breathy and meek, filled with desire.

The pink pony giggled again. “Keep those eyes shut and I’ll think about it. I might fuck you tonight Blitzy, but you gotta promise to be a good boy and do what I say. You’re gonna be my mare. Hmm, I like that. It gives me a fun idea. But for later.” Shaking his head Bubble Berry stopped distracting himself. Even in the middle of foreplay with his boyfriend he got sidetracked and went off on tangents. “Convince me to fuck my sweet wittle boyfriend’s boy-hole and I might even do it.”

From the look of it the desperate pegasus wanted to open his eyes but he kept them shut as he moaned. Applejack could see the tip of Berry’s cock pressing against the tight hole. “I’ll do anything you say, I-I’ll let you mount me whenever you want.”

Bubble Berry giggled and casually spanked him, enjoying the little squeak it got out of him. “I mount you whenever I want anyway Blitzy. Don’t offer to suck me off either, you come running whenever I want head.”

Applejack kept moving his hoof slowly up his cock but he suddenly remembered a few times over the past few weeks, when Blitz had remembered ‘important stuff’ he had to do after a chat with Berry. He never thought they were that odd at the time, but now he really thought about it....

His attention turned back to the foreplay when he heard Blitz begin to answer. He watched eagerly, his inhibitions against spying on his friends this way already drowned out by his arousal. He was going to feel very guilty after this was all over, but for now his hormones were demanding he watch.

Rainbow Blitz was whimpering, clearly straining to press himself back against the cock tantalisingly close to his asshole. It was easy for Bubble Berry’s earth pony strength to hold the light pegasus down from above and play keep away with his cock while gently teasing Blitz’s.

“Hmm, I’m not sure I feel the love yet.” Berry continued to tease, pressing the head of his cock against Blitz’s flankhole and then pulling away.

“B-Berry, please fuck me! I want your cock more than anything right now.” Rainbow Blitz let out a pitiful whimper as he was prodded again. “It’s been two whole days.”

Berry giggled loudly, resting his dick right against Blitz now. “Two days is two days too long? How often does Itsy-Blitzy need cock?”

“E-every day. I need cock every day,” whined Blitzy, eyes still closed. Applejack did not know he managed it, he was sure the pegasus would have opened them by now.

“Mhmm.” Bubble Berry agreed, pressing the tip of his dick against Blitz’s welcoming hole. “Every day. You know what somepony who needs cock every day is, Itsy-Blitzy?” He asked, stopping his movement while he waited for an answer.

Panting, Blitz arched his back as he pushed against his boyfriend’s cock. “A-a coltcuddler?”

“Nope.” Berry shook his head began to pull away. “Guess again.”

“A bitch!”

Again Berry shook his head, the tip of dick now hovering half an inch away from the tantalizingly close asshole. “Wrong again sweetie. Aww, don’t look so blue.” He giggled to himself at that, “How about this Itsy-Blitzy? I’ll tell you, and fuck like you deserve, but you have to do something special for me.”

Applejack had to stifle a moan as he watched, hoof sliding torturously slowly up and down his shaft. He wanted to just start pumping away but he knew he would make too much noise if he sped up. Licking his dry lips, he grinned. He could tell what Blitz - Itsy-Bltzy’s answer would be a mile away.

“Yes!” The pegasus moaned, a dribble of precum flying off his throbbing cock as he tried to hump against the now gone dick of his boyfriend. “A-anything! Just-”

“-fuck you?” Berry interrupted, shoving his cock into the depths of Blitzy’s butt. They let out simultaneous moans. Neither seemed to notice the third, very quiet moan from the door.

Gulping, Applejack slowly increased his speed. He was still going painfully slowly and hopefully, if the world was kind, these two would be making enough noise that he could start doing it properly. It was taking all his willpower to keep control of his hoof as it was, and something about the erotic sight of Rainbow Blitz squealing and moaning like a mare in heat as Bubble Berry began to fuck him was driving the farm-stallion mad with arousal.

“T-thank...” Blitz tried to moan, feeling the hot, hard shaft filling him.

Nonetheless Berry still knew what he was saying. He leaned down as his hips pumped back and forth, letting out quite pants before giving Blitz a delicate peck on the cheek. “Aww, it’s...it’s alright Itsy-Blitzy. J-just as good for me!” Sitting back again he smiled. “I bet Applejack is enjoying it just as much as we are. Am I right?”

Applejack’s blood ran cold. Bubble Berry could not have....His gaze slowly went from where the two stallion were connected to Berry’s smiling face as he looked right at him.

“Uh....” He could not think of what to say. What could he say? He had just been caught spying on two his best friends having sex with his dick in hoof. Maybe not caught red-hoofed but certainly caught.

Rainbow Blitz’s eyes popped open. He stared directly at Applejack through the crack in the door, occasionally thrown off by Berry’s continued fucking. “B-Berry, s-stop!” He whined, eyes wide in terror.

But Berry kept on going. “C’mon Itsy-Blitzy, he’s been there since you were begging me to fuck you.” He rolled his eyes and giggled. “Not like he’ll do much but miss the fun if he leaves.”

Tearing his eyes off the still frozen Applejack, Blitz tried to regain his breath. His own arousal, which was raging to an even greater level inside, and the pleasure from his boyfriend’s fierce fucking made this hard.

“B-but-”

“You know,” Berry interrupted, casually giving Blitz’s cock a stroke, “I think you better come inside Applejack. We’re going to get even louder and I don’t think the Cakes want the sounds making it to the bakery.” He giggled. “I know I’m coming inside.”

Cheeks bright red Blitz focused his attention on trying to fight the pleasure so he could stop this. “B-B-Berry!” He managed breathlessly, but that was all. He felt Berry’s balls slapping into his asscheeks and his entire length burying itself inside him. With a moan Blitz arched his back, trying to press his boyfriend’s dick in deeper.

“Come on, Applejack. You look like you need some help anyway.” Berry pulled back, moaning at the tightness of Blitzy’s butt as it tried to keep him in. “Unless you wanna go back downstairs with that big ole’ country cock of yours hanging out!”

Applejack had been on the edge of fleeing, his own cheeks red, when he heard Bubble Berry. The prospect of trying to get out of SugarCube Corner, let alone town, with his dick hanging between his legs like a leaky steel pipe was not one he relished. Gulping, he opened the door and stepped in, turning to close it. It clicked shut behind him like a jail door slamming shut and he stared at it. Unfortunately, Berry seemed to have actually cleaned his doorknob and he could see a distorted reflection of the still humping stallions behind him.

Gulping loudly again he turned back to face them, feeling his dick throbbing. It was almost in time with the heaving lovemaking and he groaned, watching them. It was almost hypnotic, the way Berry and Blitz moved. The way Blitz squirmed, powerless to resist the pleasure of that pounding shaft, and his body begged for more. Berry’s bouncing, fiercely humping motions never seemed to pause even as he grinned at Applejack.

“You look like you need a little bit of help there Applejack.” The party pony beamed at him. In one quick movement he pulled all the way out, flipped the startled Rainbow Blitz onto his belly and shoved back in. Applejack was left staring at the Blitz’s slack jawed expression of pleasure, a dull moan creaking out of the pegasus.

“U-uh, Ah guess.....” the farm-stallion trailed off awkwardly. He was sweating now. His dick was hard as cast iron.

“I know you normally prefer mares AJ, but Itsy-Blitzy would be happy to help you out, wouldn’t you sweetie?” Berry cooed, thrusting his length into Blitz from his new mounting position.

“Un, uh...” Blitz moaned in response.

Berry giggled, pressing down so his stomach was firmly rubbing against Rainbow Blitz’s back as he moved. “That’s a yes.” He informed Applejack, letting out a moan of his own as his sweaty fur rubbed against Blitz’s.

Applejack stared. “Help?” His eyes darted to Blitz’s gaping and away again.

“Itsy-Blitzy loves sucking. You’ve got a dick, he’s got a mouth. Come on Applejack, this ain’t fancy math’matics!” Berry aped Applejack’s accent and giggled, his giggle turning into a groan as he felt his boyfriend’s canal tighten around his length. “I-Itsy-Blitzy loves the idea! I can feel it in his ass.”

“Really?” Applejack looked again at the mouth ‘oh’ing in pleasure.

“Really.” Berry answered with a nod. “He got all tight and warm and squeezy-”

“B-Berry!” Rainbow Blitz finally managed to whine, panting. His hips continued to hump back, brushing his cock against the bed sheets beneath him before pushing back as Berry thrust in. “I-I can’t-”

A loud slap interrupted, Berry’s hoof coming down on Blitz’s flank. He tutted, ceasing his thrusting.

“Naughty boy. There’s no can’t for you, my pretty pegasus.” He began to pull out, very slowly. “Good little bitches do what they’re told. Are you going to be a good cock-loving Itsy-Blitzy?”

Before Blitzy or Applejack could say anything Bubble Berry suddenly thrust back in and got a moan of pleasure out of his boyfriend.

“Tehehe, sounded like a yes to me! Go on Applejack, Itsy-Blitzy is going to open wide for your cock. Do you know why?” Berry asked cheerfully, grunting. He began to set back into his rhythm.

Applejack’s lips were dry again already. “Why?” he asked, mesmerised by the casual display of domination and control from Bubble Berry. He felt like he was watching two strangers, but he knew who they were.

“B-Because I love cock.” Blitz answered, moaning. He stared up at Applejack, his eyes full of conflicting emotion but dominated by lust. “P-please Applejack, let me suck your cock.”

Berry moaned in approval, slapping his balls against Blitz’s as he buried himself deep inside again. “Good boy Itsy-Blitzy, my good wittle cock-lover. So how about it Applejack? Wanna let him give your log a lick?”

“He looks like he wants ta give it more’n a lick.” The words were out before he could stop them. Applejack’s cheeks were blazing even redder. “Uh...”

Instead of any recriminations, both of the stallions before him just kept on fucking. Lovemaking. He could not tell by this point. One moment it was as loving as any married couple could be, the rest of it was rampant, pounding sex. Maybe there was, in the end, not much difference.

“I-I do.” Blitz whimpered, feeling an approving light smack against his cutie mark.

‘He likes it. He wants ta be dominated. Controlled. Blitz likes bein’ submissive.’ It was so obvious already but now it was just....oh, he was not going to be mean about it but, well, no way was Applejack going to leave this alone. Oh, the fun he would have.

“Ya know what they call a colt who can’t say no ta cock is, right?” He grinned and stepped up, placing a hoof on either side of Blitz’s head. He looked down, their eyes meeting.

Oh, the fun he was having.

“A slut.” His grin grew, lust fueling his words now. “A little cock-slut. Heh, emphasis on little.” He said, sparing a glance at his friend’s comparatively diminutive equipment. Applejack guffawed and Berry joined in. Beneath them, Blitz moaned and pushed his rear closer to Berry in his constant struggle to be filled.

Rainbow Blitz panted, feeling his boyfriend slow into a steadier, harder rhythm. Applejack’s cock was lifted in front of him and a pearly drop of precum gathered on the tip. His tongue lashed out before half a second of thought had passed, licking the drop up. The taste was different from Berry’s, not bad, just different. A bit more bitter, more salty. He heard Applejack’s soft moan and felt one of the strong, work-worn hooves settle on the back of his head as his tongue reached out to lick up another drop of precum that had replaced the first.

Applejack moaned again, taking a deep breath. “That’s a mighty fine tongue yer bitch has there Berry. Shame ya kept him fer y’self.” His breath hitched in reaction to the press of lips against the flat head of his cock. “H-heh, feels like somepony likes bein’ called a bitch. How ‘bout slut?”

A louder moan was pulled from the stallion. Blitz let out a quiet whimper around the inch of cock, nursing the lip while his tongue applied itself to the firm member. The pegasus began to inch more into his mouth, each slamming thrust from behind driving him to devour more. Behind him, Berry grinned widely. He kept his hooves holding Blitz’s sides, pulling his meaty shaft nearly out before ramming back in with a soft grunt. The feeling of his boyfriend’s ass was as tight and pleasing as ever.

He marvelled at how perfect Blitz was underneath him, how he was so tight yet yielding when just the right pressure was applied. He couldn’t help but feel that Blitz had been made for him, or him for Blitz. Another grunt followed by a moan escaped the party pony, fully sheathing his length into Blitz and jolting another inch of Applejack in the other end. Running his hooves along the sweaty blue fur Berry rose slightly, lifting Blitz’s rear while keeping his head perfectly placed to take more of Applejack’s cock. It felt like his dick was right where it supposed to be, surrounded by the welcoming warmth that belonged just as much to him as it did to Blitz. Filling that hole was not just a right, it was something he had to do for both of them.

“Oh, so tight. Itsy-Blitzy, sweetie, your ass is just so perfect!” Bubble Berry praised, reluctantly pulling halfway out before filling Blitz again only to rapidly repeat the process.

Rainbow Blitz could not reply, considering the three inches of farm-cock he was suckling. But he still heard and so did Applejack. The farm-stallion let out a sound that was half-chuckle, half-moan. He would never believe this if he was not feel those lips wrapped tenderly around his shaft and feel that tongue slipping across his dick. The same mouth that regularly bragged and taunted was sucking on his cock like it was the only thing in the world that mattered. Applejack would be lying if he said he didn’t find it hotter than a summer’s day.

“Fuck.” For a moment Applejack did not realise it was him who swore. “Blitz, yer mouth.” He lifted his other hoof, both forehooves now pressing on the rainbow mane. He thrust, jamming more down. “If yer butt is as perfect as ya mouth, Berry must be havin’ a hell of a time!”

“Mmmm....” Blitz moaned around the thick meat. His tongue massages the veiny shaft, feeling along the surface. It was so different from his boyfriend’s cock and that just made the experience even more erotic. The hard warmth pounding him from behind drove him to take more in, tongue expertly massaging each inch that slipped into his muzzle.

“Itsy-Blitzy loves this.” Berry told Applejack as he bounced back and forth, balls slapping loudly each time his hips slammed into the pegasus. “Being on bottom just makes him so hard, so eager, so much fun to fuck.”

Applejack believed him. Right now, those lips stretched over his cock were heavenly. Minutes passed as they fucked and sucked. When Blitz pressed his lips against the orange coat at the Applejack’s crotch, he let out a loud, happy whinny that sent vibrations through Applejack’s length. The farm-stallion gasped, fighting not to cum right there. He was a gentlecolt after all, he did not just cum into a mare’s mouth - or Blitz’s mouth, as the case was - without warning.

Feeling Blitz begin to bob his head up and down, pulling back and swallowing it again, Applejack looked down to warn him he was close when he finally noticed something those lips he had ignored before. A faint shade of pink covered them, and it took him a few seconds to work out what it was.

“Lip-gloss?” He asked between panting moans. “W-why..”

Berry giggled, thrusting in again and holding his position deep inside his boyfriend as he answered. Blitz could not answer right now, his mouth was quite full. “Itsy-Blitzy promised to wear his socks for me the other night...” he paused to pull out and slam back in, settling into a steady, slap-slap rhythm as his hips bounced of Blitz’s. “But he forgot and so he gets to keep yummy berry lips every time we get naughty.”

Applejack had to ask for Bubble Berry to repeat himself, having stopping listening when he felt Blitz deep-throat him again. The sensation of suckling and the sound of slurping were driving him mad.

“G-gonna...blow...” He panted, forehooves limply sitting on Blitz’s head as the pegasus bobbed up and down. He humped in turn, nearly giving Blitz a face-fucking. There were no complaints, Rainbow Blitz just moaning and giving the cock filling his mouth as much pleasure as the one in his rear.

Berry grinned, panting now as well. “Oooh, not yet, hold it in!” He moaned, his curly mane bobbing as his pace became faster and shorter. “We needa cum together! Pump him full at the same time!”

A shudder passed through Blitz as he heard, pressing his dick against the bed sheets under him.  He was close himself, his cock throbbing as it was trapped between his hot, sweaty coat and the blanket, staining his underside with precum. The thought of being filled from both ends was more than enticing. He loved sex with Berry, and that feeling of heat spreading into him when Berry came in either end. Both at the same time....

He shuddered again, humping his dick into the soft fabric faster and harder, his loud slurping and the sound of his generous attentions on Applejack’s cock growing louder. His muscles tightened on Berry’s welcome shaft as it powered into him again and again, each thrust seeming to spear him through through the middle and straight into his center. The familiar hot, hard warmth hit all the right places as it filled him and he moaned, his tongue lashing against the length of salty, sweaty shaft. He would never have thought it, but Applejack was nearly as delicious as Berry. In a completely different way, but there was something about the smell, and the strong taste, that he was loving. This would probably be his only chance, so he made the best of it.

Above him Applejack gasped, his control slipping by the moment. “Berry....!”

“All...most...” Berry growled through his panting, pushing himself to make a few more thrusts, pushing in just right to hit the spots he knew made his Blitzy squeal and moan. He heard the muffled, whimpered sounds as Blitz swallowed Applejack’s dick. He looked up, staring at his boyfriend’s lips as they pressed against another stallion’s crotch. “There! Ahh, Blitzy!”

With that cry Bubble Berry began to cum, pumping his seed into Rainbow Blitz’s ass. He threw his head back, moaning and pressing as deeply as he could. Blitz had only a moment to enjoy the sole pleasure of heat blossoming deep within him, a liquid warmth pooling inside his body, before he felt Applejack’s breath hitch and his cock twitch. Considering how very intimate Blitz was with that cock he felt it and the quickening of the farm-stallion pulse. He could practically feel the surge of cum as it came boiling through the hot shaft until it started to spray down into his throat.

Those cumming stallions were moaning, Applejack’s hooves curling in his best friend’s rainbow mane as he came into him. The sensation of that warm, wet mouth was incredible and even as he came he felt them suckling on his dick. For a few seconds he was lost to the world in the pleasure of his climax, All he knew was his pleasure, the welcoming hole he was filling and the mane in his hooves.

It was just as good for Blitz, although he would have argued that he got the best of it. Applejack’s climax was as powerful as Berry’s and from each end he was flooded with warmth, delicious heat that he more than welcomed. He loved it. It was not just the feeling from Berry in one end, it was experiencing it from both. A cock in each hole, both spurting their loads into him. He shuddered under the assault, his own dick beginning to squirt his pasty, slightly watery looking seed onto the bed beneath him and staining his stomach fur. He could feel it and he could see it in his mind, imagining them hosing his insides with semen.

With a simple jerk he pulled his head back while Applejack was still cuming, so he could taste it. Flavor burst within his mouth, a stronger, tangy taste so unlike Bubble Berry’s. It was saltier and while not richer, there was a difference that struck him so easily. Letting it fill his mouth Blitz finally swallowed just before it overflowed, although when another load was pumped into his hungry mouth a dribble escaped his lips, from the corner of his mouth and one little drop right from the middle. The hot liquid pleasure flowed down his throat and joined the rest in his stomach, a searing heat matching what Bubble Berry was filling him with. Familiarity had taught him exactly how long Berry was going to cum, how much he had to give churning away in those bouncing pink balls.

Muscles milked Berry, his lips milked Applejack and Rainbow Blitz was more than happy. He finished cuming long before either of them.

Applejack fell back, his forehooves releasing Blitz’s mane and going back to support his weight. His back legs were splayed wide and he panted, chest going up and down. He looked down at Blitz, feeling sweat matting his fur. The pegasus was gently suckling and Applejack could feel his tongue tenderly lapping the fluids from his slowly softening cock. Lifting his gaze up he met Berry’s eyes, the cheerful party pony smiling at him. Applejack noticed Berry had yet to pull out, leaving his cock plugging Blitz’s rear.

Eventually the blissful post-orgasm silence began to stretch out and Applejack became aware that Rainbow Blitz was looking at him nervously, his tongue withdrawing. It occurred that the only reason he still had the limp and mostly clean dick in his mouth was to keep from having to talk. The farmer sighed. Typical Blitz. Well, Rainbow Blitz did not normally have a cock in his mouth, but he liked to avoid talking about things.

“So...” Applejack took a deep breath, relaxing. “Ya’ll are together?”

Berry started to nod but stopped. “Weeeell, I could answer but Blitzy wanted to tell you himself. That’s why I invited you over!”

Applejack had been gently tugging his penis out of Blitz’s mouth when the pegasus lifted his head clear to stare at his boyfriend.

“What?! You planned this?” He asked, his eyes wide in surprise.

“He invited me over fer something, didn’t tell me a lick ‘bout what it was,” Applejack supplied with a sigh. “Berry, did ya’ll invite me over so we’d, uh,....do this?” he asked awkwardly. With the return of the blood his dick had demanded, his thinking had cleared somewhat. The consequences of having sex, even just recieving oral sex from his best friend, started to stir up in his thoughts.

Bubble Berry did not even try to deny it. “I sure did!” He said brightly. “Blitzy wanted to tell you, but he wasn’t sure how. Well, I thought I’d make it easy for him. Now he has the perfect chance and he got to enjoy being double-dicked!”

The baker seemed quite proud of himself.

Rainbow Blitz and Applejack stared at him for a moment. At the same time, Rainbow Blitz facehoofed as Applejack snorted in amusement.

“Well, ah guess that’s one way ta skin a cat.” The farm-stallion said with a chuckle. He nudged Blitz. “Ya sure know how ta pick ‘em.”

Blushing intensely, Blitz took his hoof away and noticed the cum that had gotten on it from his face. Without thinking he gave it a quick lick, a slip of his tongue cleaning it up. The fact he had just licked semen off his hoof in front of Applejack should not have been embarrassing, considering it was Applejack’s semen and he was currently feeling quite full of it the stuff. Somehow, it still was.

“Yeah, I guess.” He shrugged, not looking at his friend.  He let the silence drag on for a moment before blurting out; “I’m gay!”

Applejack looked at him steadily for a second. “Yeah, ah kinda guessed that when ah saw ya kissin’ Berry and he started ta fuck ya.” He said bluntly, blushing slightly as well.

Looking at the ground, Blitz gave an embarrassed nod. “I wanted to tell you. Me and Berry, we’ve been a ‘thing’ for about...three months, four days. You’re the first I’ve told.”

“Ya keep track a’ the days?” Applejack asked, amused. He smiled, although it became a frown when he realized Rainbow Blitz was still looking away. Sighing, he reached down and lifted his friend’s head up by the chin until their eyes met. He saw the sheer amount of fear in those eyes and it hit home to him that he was the first to be told.

He gave his best friend a warm smile. “C’mon now Blitz, enough a’ that look. Ya think ah’m gonna get huffy cause yer Berry’s mare? Course not.” He grinned slightly, chuckling. “Yer mah best friend, not like ah care if ya like ta bend over for him.”

Rainbow Blitz blushed brightly, but the fear faded from his eyes. He knew Applejack would not lie, especially not over something important. His voice caught in his throat and he swallowed. “Thanks, you...you don’t know how much that means.”

Applejack reached over to pat him on the shoulder. “Ah’m honored ya told me first. Even if ya needed a bit a’ help from yer boyfriend ta do it.” He looked between the two, watching Berry drape himself over Blitz and nuzzle the pegasus. “‘Course, ah’m pretty sure Dusk’ll have a heart attack when ya tell 'im. Ah reckon ya look kinda sweet togetha.”

A giggle and blush, from Berry and Blitz respectively, answered him.

“Ah’m awful sorry ‘bout spyin’, by the way. It was rude o’ me ta do that, ah should have turned an’ left but ah guess mah curiousity got ta me. Still don’t excuse it,” he added earnestly.

Shifting until he was in a better position under Bubble Berry, the pink stallion’s hooves around his neck and weight pressing comfortably down on him, Rainbow Blitz snorted as he looked at Applejack. He felt lighter now, in a way that was hard to define. Not physically, not really, but inside. Like after the first time he and Berry kissed, a sort of weightlessness that left him feeling like he would not need his wings to float away.

“Dude, you let me suck your dick. You do not need to apologise.” He tried not to blush at how that sounded when he actually said it. “I kinda like it. Like, a lot.”

“Ah didn’t notice.” Applejack snickered, glancing at the white stains on Blitz’s blue coat. That reminded him of his own state, which was sweaty and a few drops of his own seed that had dribbled from Blitz’s mouth. “Err, ah hate ta ask but mind if ah borrow yer shower Berry? Don’t exactly wanna go trottin’ down like this.”

Rainbow Blitz snorted before Berry would answer, smirking. “Afraid of a little sweat, farm-pony?”

Applejack raised an eyebrow. “Course not, but unlike a certain lil’ slut in the room ah like be decent.” He shot back, mouth trembling as he fought not to smirk. “Ah’m surprised ya find time ta do ya job, with how happy ya looked down there bein’ Berry’s bitch.”

“Bah, I can do the weather like that. “ Rainbow Blitz fell into the comfortable familiarity of teasing and arguing he enjoyed with his best friend. “Not my fault if your dick flops about and gets in the way when a fine flank catches your eye.” His cheeks hurt from the grin he couldn’t stop spreading over his face.

“Yeah, ah s’pose having a grown dick has a few troubles ya don’t get with yers, Itsy-Blitzy.” The farmer teased right back

“Hey, only Berry gets to call me.” Protested Blitz.

Applejack gave him an odd look. “Ya don’t mind having yer tiny dick pointed out, but only he can call that name?” He asked dryly.

Blitz nodded, then paused. “Wait, no, its only small, not tiny! C’mon dude!”

“Shower is all yours!” Berry interrupted and Applejack, chuckling to himself, got up. Halfway across the room, Berry added; “Give us a call if you want to fuck in the shower, it’s really fun.”

Applejack’s cheeks lit up. “Nothin’ against ya’ll, but as good as yer mouth is, Blitz, ah still prefer mares fer the most part. Thanks fer the offer but ah don’t think ah’m gonna take ya up on it,” he said quickly. “Ah was happy ta get some relief an’ experiment a little, but give me a mare with a fine body an’ a nice plot.”

Bubble Berry kept on going, ignoring or not noticing the way the pegasus under him was facehoofing. “Okie-dokie-lokie. Oh, what if I dressed Blitzy up like a mare? How about then? Wait, no, then it would get all soaked from the shower, but maybe that would make it more fun!”

Sighing, Applejack retreated into the bathroom. He closed the door, managing to muffle most of what his crazy friend was saying. Trotting to the shower, he heard a brief exchange before the water began to run and cut off completely.

“If you want him to suck your dick again, feel free to ask! He’ll do it anytime!”

“Berry!”

Chapter 4

“Heeeeeeeey Blitzy!”

“Gah!”

Crash!

Bubble Berry cocked his head to the side. “Blitzy, what are you doing on the floor?” he asked.

The pegasus stared up at him, his eye twitching slightly. “...nothing, nothing at all,” he growled. Pushing Berry away, he stood up and stretched. “I was having a nap until you woke me up.”

“Naps are only fun when you’re alone!” Berry slung a hoof over his boyfriend’s shoulders, grinning merrily. “And you’re not alone now! I’m here, and I’m-”

A grumble cut him off, and Blitz laughed as he slipped from Berry’s grip, rubbing his stomach. “Heh, napping left me hungry. Come on, let’s get something to eat.”

Berry pouted. “Awww, but-”

Rainbow Blitz was already gone, flying downstairs, leaving Berry alone with his erection. He continued to pout, sitting there with his forelegs crossed. For a pony reputed to have a short attention span, he remained there with admirable focus. He was still there after six whole minutes, a record for him, when Rainbow Blitz came back. He froze in the doorway, halfway through his cupcake. Berry’s accusing pout met Blitz’s confused look, and the two faced each other for a few seconds. Neither said anything.

Eventually, as it was wont to do, Rainbow Blitz’s gaze slipped lower, down towards Berry’s throbbing cock. He blinked.

“Oh.”

“Oh is right! I came up here to wake you for a quickie, and you go have a cupcake!” Berry whined. He appeared to reconsider his words. “Well, cupcakes are amazing…oh, we should eat them while-”

“No, we’re not pigging out on cupcakes while having sex,” Blitz cut in flatly. He eyed Berry’s cock, sniffing slightly and catching the familiar scent of his boyfriend’s arousal. If there was one smell he wouldn’t mind having on him all day, it was that.

“Awww…well, I guess we’ll just have regular sex then! Oh, well!” Beaming, Berry patted the ground in front of him.  Rainbow Blitz almost stepped over on reflex, but his brain kicked itself into order.

“Wait, no, that’s not what we’re discussing. Dude, I love you, and sex with you is the best thing ever. I love being fucked,” Rainbow Blitz said, stopping a foot away from him. “But, well, we did it this morning, and last night before bed, and just after dinner, and just before dinner, and every time it’s...you get the picture!”

Berry cocked his head to the side, wearing a confused look. “I don’t get it.”

Sighing, Blitz trotted to his side, wrapping a wing around him. “The point is I love it when you fuck me. You’re rough just when I need it, you’re gentle when we just want to…” he blushed, “to…'make love’. But sometimes, I kind of...I want to…”

A sneaking suspicion creeped over Berry, and he gently leaned into Blitz, nuzzling his neck. “Blitzy, do you want to try being on top?”

Blitz’s blush spread, and for a few seconds he struggled for an answer. “K-kinda. Not really, but...I want to try something different. I like it when you’re in control. I can relax, and being under you, and giving you head, being treated like I’m beneath you, heh, I AM beneath you, but it...it makes me feel safe, I guess. I don’t want to lose that, but I want to see what it’s like to have my dick sucked for once.”

“Aww, sweetie, all you had to do was say so,” Bubble Berry murmured, voice sultry, into his ear, hugging his boyfriend. His cock, still large and hard, was pressed between them. It shifted with their breathing, the tip rubbing a tiny spot again and again.

“You...you don’t mind?” Blitz asked weakly. He could feel his own dick hardening, the feel of Berry’s dick and scent of his musk filling him with a familiar heat. “I thought sucking cock was my thing.”

Berry giggled at the weak joke, his tongue running along the curve of Blitz’s neck. He loved the taste of his lover’s sweat, just because it was Rainbow Blitz’s. Eyes closed, he felt Blitz lift his head, stretching his neck to give Berry more room to lick and suck.

“I’d love to suck your cock, Itsy-Blitzy,” he cooed, holding his lover tight.

“Mmm,” Blitz moaned, panting. “P-please, Berry…”

“All you have to do,” Berry murmured, running a hoof along Blitz’s back, coaxing his wings out of the way, “is get a cloud.”

Blitz’s eyes popped open. “Huh?”

Somehow, Berry had gotten them over to the window. He beamed, dropping the sultry lilt. “Just get a cloud! Big enough for you to nap on!”

Before he could protest, Blitz was shoved from the window. His wings snapped out, the startled pegasus rising up a moment later glaring at his boyfriend.

“What?” Berry looked at him innocently.

“Dude, you got me hard then shoved me out the window!” Blitz hissed.

“...an~nnnnd? It’s not like anypony will notice.” Putting a hoof under his chin, Berry looked thoughtful. “Hmm, Dusk got new binoculars, but Spines broke his magnifying glass, so you’re probably fine!”

Flushing, embarrassment and arousal running through him, Rainbow Blitz sighed and flew off. Despite Berry’s half-joking reassurance that he was too small to be noticed, the pegasus didn’t waste any time. He gathered a cloud, taking little bits from the many clouds out for today’s weather to form a cloud just slightly bigger than a pony. He thought as he gathered the cloud.

He was slightly amazed Berry had agreed, and it was just now occurring to him that had been slightly unfair to Berry in that regard. Why would his boyfriend, a stallion who loved making other ponies happy, not be willing to return the favour for what Blitz did at least once a day? Of course, it might have been the fact the only who had filled his mouth with cock since they first got together had been Rainbow Blitz.

His earlier thought about how Berry loved making ponies happy came back to him. As far as Berry was aware, Blitz loved sucking cock, and he did. He enjoyed it, the feeling of that thick, hot shaft filling his mouth making Blitz hard every time he imagined it. The way Berry’s musk filled his nose with every breath, the taste of his precum and the sweat of a hard day’s work in the bakery a constant reward with every lick. If Blitz loved sucking cock so much, why would Berry ever think he wanted the opposite?

The thought brought a smile to Blitz’s face. Berry was the best boyfriend he could imagine. After this, he was going to make sure to do something extra special for him.

By the time he returned with the could, his erection still hard and ready. Pushing the cloud in front of the window, Blitz jumped onto it, grining eagerly.

“Okay, what are we gonna do?” he asked, ready to pounce inside.

Leaning out the window, Berry pointed to another part of the roof of the bakery. “Put the cloud juuuuuuust over there, then get on!” He grinned at Blitz’s perplexed expression. “Trust me.”

If there was one thing he could do, it was trust Bubble Berry. Except where cupcakes or sugar were involved, obviously. There was love, and then there was foalishness.

Moving the cloud into place, Rainbow Blitz lay down on top of it. He was just overlooking the main street now, ponies passing below and the occasional pegasus flying past. A few called out greetings or waved, and he returned the gesture, wondering what Berry could possibly be planning. He looked down impatiently, but the window was empty. Berry was gone. Blitz had time to scrunch his muzzle in confusion before something wrapped around his back legs and pulled them into the cloud.

A few ponies looked around, wondering where the odd yelp came from. One or two even looked up, spotting the familiar spiky mane of Ponyville’s premier flyer. He waved, or maybe he was flailing. A reassuring giggle told Blitz exactly why his lower half had been pulled into the cloud.

“Berry…” he glared down at the cloud. His expression change, eyes widening and a gasp escaping him. For a moment, something hot and wet had run along his hard little cock. The unfamiliar sensation sent pleasure shooting through him.

Another giggle, and before Blitz could marshal a response, another lick. He panted, his dick throbbing  as it hung within the fluffy cloud. What was a very real, if soft but firm, presence to Rainbow Blitz was insubstantial to Berry, who had no difficulty moving about inside it.

“Be careful,” Berry sung from the cloud. His voice, once more, had a sultry note to it. “We wouldn’t want anypony to notice my Itsy-Blitzy squealing and panting up here, would we?”

That reminded Rainbow Blitz exactly where they were. His cheeks, already coloured from the heat radiating from his cock, were suddenly aflame as he looked around frantically, trying to see if anypony had noticed.

“B-Berry, we can’t-” The feeling of another lick sent Blitz into a quickly muffled moan.

“I think we ca~aaaan~!” Berry’s head popped out of the cloud, the earth pony beaming at him. “In fact, we can make it even more fun. How about a little bet?”

Rainbow Blitz sucked in a hard breath. “A...a bet?” he mumbled.

“Mhmm,” Berry nodded, and one of his unseen hooves began to stroke Blitzy’s itsy-bits. “You love bets, don’t you sweetie? You make them with Applejack all the time.”

The mention of their farming friend, the first among their circle to know about the two of them, made Rainbow Blitz biting his lip to keep quiet. As hard and excited as he was, that just made him think about Applejack’s dick. He couldn’t help it. After a few seconds of being lost in that mental image, Blitz nodded.

“Y-yeah, we do,” he admitted. “I made him call apples, bananas for a day. It was...a-ah, s-super funny.”

Berry’s hoof continued its work, and the other began to gently massage Blitz’s diminutive sack. The party pony leaned up, stretching his neck enough to whisper into Blitz’s ear.

“I bet,” he cooed softly, “that I can keep you from cumming, without taking my mouth off, until you beg me to let you cum.”

Immediately, even through the haze of lust and arousal, Blitz knew he could win. Not only was he Rainbow Blitz, most awesome pegasus in Ponyville, fastest flier and best weatherpony, but he was also an expert cocksucker. It was hard not to be, with how much he did it. Blitz did it every day. Bubble Berry, he knew, did not.

The pegasus felt his face split by a grin. “What’s the wager?” he whispered back cockily.

“If you beg me to let you cum, or you lose your nerve and want to go back inside, I get to pick your Nightmare Night costume,” Berry’s head vanished back into the cloud. As far as anypony knew, Rainbow Blitz was alone once more. The feeling of Berry’s tongue running the length of his shaft reminded Blitz that this was most certainly not the case.

“D-deal,” Blitz half-panted. “I-If I win, you have take me to the ne-next Wonderbolts show, and let me pick your costume.”

The feeling of lips pressing against the head of his penis told Rainbow Blitz that Berry accepted the terms. It was on, and between how sensitive his cock was and how inexperienced Berry was sure to be at giving head, Rainbow Blitz was confident he would win.

Those lips continued their assault, delicately placing little kisses across the surface of Blitz’s dick. There wasn’t a lot of space to go unkissed, but Berry kept his word and never removed his mouth. His lips glided along the meat, suddenly tightening into a kiss at random. Sometimes there was a hint of his tongue poking out between his lips, just the tip wriggling between them, against Blitz. Rainbow Blitz moaned, only covering his mouth a moment later. He looked down, face flushed, and gave Blossomforth an awkward grin as she looked up at him curiously. A wave seemed to satisfy her, and the mare trotted away.

His relief was short-lived. Berry’s hooves were rolling his sack between them, gently working him. His lips glided up, caressing the warm meat until they reached the tip. And there he paused. Berry’s lips circled the flat head of Blitz’s cock, the tip of his tongue gently licking it.

Rainbow Blitz shoved a hoof into his mouth, trying to silence his moans. Cloudchaser was flying across town not far away, and he forced himself not to do more than just lay there, half buried in the cloud. She tossed a wave his way, and he returned it. His relief was palpable when she just went on her way. He was positive Berry wouldn’t do something as cheap as just keep his mouth around Blitz’s dick until his patience ran out, and he was proven correct when Berry began to suck lightly.

Wings straining, Blitz pressed down on the cloud with both hooves. He panted, his cheeks flushed. He was starting to understand why Berry loved blow jobs so much. This felt great, although even as he thought that Blitz had to admit that it didn’t compare to a hard fucking. He closed his eyes, imagining Berry fucking him. Two Berry’s...now that would be both amazing and horrifying all at once. Right now he contented himself with imagining the amazing part. He drew on the many, many memories he had of sex with Berry. Blitz could almost feel Berry’s cock pressing against his ass, so hot and hard, ready to spear him.

His cock twitched in Berry’s mouth, and the earth pony immediately went still. His breath ran over the throbbing shaft but otherwise he was completely immobile. Berry kept his lips fastened around his lover’s dick, the entire thing easily held inside his mouth.

A frustrated groan from Blitz filled the air, a groan he forced down with both hooves clasped over his mouth, elbows against the cloud. He tried to thrust into Berry’s mouth, but the party pony held him back. Until they had gotten together, Blitz could never have imagined that baking would provide any physical strength, although that might just be Berry being an earth pony. It might also just be Bubble Berry being Bubble Berry.

He was so close. If Berry would just start suckling again! Instead, the party pony’s tongue gingerly lapped at his length.Slowly, carefully, he began to lick. Never enough to push Blitz over the edge, pausing when he was nearly there. Then he stopped. A suck, a single sharp suckle, and then nothing again. A strangled moan ran up Blitz’s throat, the pegasus trembling. The tongue again, curling around his shaft, pressing at him, tight and warm and wet.

It took all of his willpower not to cry out in frustration. He was in public. There were ponies down below, able to see him. Yet the idea of being caught, the risk, just made him squirm, his need growing. They were trotting along down there, unaware of what was going on above them. So close, all in plain sight. He could hear the ring of the bell as ponies went in and out of the store below. He heard them calling out greetings, to each other, and a few to him. Trembling, he nodded back, clutching at the cloud.

‘Fuck,’ he thought desperately, dick throbbing in Berry’s mouth. ‘So close...fuck, Berry...’

He held on. He couldn’t lose. Even though the feeling of Berry’s tongue licking him was divine, the warm wetness a heaven he hadn’t experienced before. Even though he was so close to cumming but Berry just kept stopping, letting his raging need calm, he had to win.

“Rainbow!”

The blushing, trembling pegasus froze. Berry, hidden and suckling, did the same. They both recognised that voice. Blitz turned his head slightly, and his fear was confirmed. His cock throbbed, precum leaking into Berry’s mouth, as Butterscotch flapped up to his level waving a hoof in greeting.

“H-hey,” Blitz stuttered, trying to make his blush go down. He clearly wasn’t successful, as the smile on his friend’s face dimmed slightly.

“Are you okay?” Butterscotch asked, settling in front of him, concerned. “You look a little red, uh, if you don’t mind me saying.”

Rainbow Blitz forced himself to smile. “Yeah, I’m f-fine!” he gasped, twitching as Berry began to suck again.

“Oh, um, if you’re sure,” Butterscotch meekly agreed. He still looked worried, but if Blitz said he was fine, well, who was he to question him? “How have you been?”

“G-uh! Good! I’ve been good,” panted Blitz, fidgeting. Berry’s lips were running along his cock, bobbing up and down and somehow managing to remain completely silent as he sucked and licked.

Butterscotch’s face showed his internal conflict as he looked over his red-faced, short-breathed friend. “I, I hate to ask again, but, uh, are you sure? You look a little…”

“I’m fine!” Blitz hissed sharply. He took a deep breath, trying to regain some composure. Any would be good, just enough to keep Butterscotch from continuing to worry. Berry, mercifully, stopped, leaving Blitz with just the feeling of his mouth wrapped around him, breath blowing along his shaft. “Really, dude, I’m...fine. J-just a little under the weather, okay?”

Conflict played over Butterscotch’s features for a moment before he nodded, accepting the answer. “Alright,” he agreed reluctantly. “M-maybe you should go get some rest? If you want to, that is.”

“Y-yeah, I will, okay?” Blitz gave a jittery nod. ‘Fuck fuck fuck.’ He needed to cum so badly, and his urge wasn’t at all lowered with Butterscotch right in front of him. It should have been, but the idea of blowing his load in Berry’s mouth right here, with his oldest friend none the wiser, was just so fucking hot. It nearly gave him the final push, but when he tried to give a tiny thrust, Blitz wasn’t able to get an inch deeper into Berry’s mouth.

“Alright. Please take care of yourself,” Butterscotch gave his friend a small smile. It was obvious that Rainbow Blitz wasn’t feeling well, but he knew that the athlete would refuse to show it in front of him. The best thing he could do for his friend was leave him alone so he could hurry home without losing face. “I hope you feel better.”

‘Oh thank fuck!’ “M-me too. I’m...I’m sure I’ll feel better, real soon,” Blitz panted. He almost shoved his hoof into his mouth to cover a moan as Berry gave him a single suck. “B-bye!”

A few seconds later Butterscotch was gone. Blitz waited until the yellow pegasus was out of sight, his back legs twitching and kicking into the cloud. It was too much. He had to...he needed to…

“Berry!” he moaned quietly, pressing his face into the cloud. “Please. Let me cum!”

For just a moment, Bubble Berry stopped. Despair like nothing he had felt before rose in Blitz’s chest. Berry couldn’t stop. Not now.  Not now!

Pleasure exploded through Rainbow Blitz. Berry’s tongue slipped and licked along his shaft, lips runing along it, suckling and slurping. Only covering his muzzle with both hooves kept Blitz from crying out in passion as he came, throbbing cock squirting his watery seed into Berry’s mouth. It had been ages since he had cum without a cock in his ass or in his mouth, but the loving mouth around his dick made it worth it, this once. Blitz slumped onto the cloud, moaning. He didn’t care that he was still in public. This felt too good for that. It felt like his whole body was being sucked into it, the pleasure was overwhelming.

He was practically numb with pleasure, so he didn’t notice when Berry’s mouth left his cock. He did notice, however, when he was pulled from his post-orgasm stupor by pink hooves pulling his head into the cloud. Lips were waiting for him, his favourite lips in all the world, and they kissed, hidden by the cloud. It was a bit different than usual, however, as along with Berry’s tongue Rainbow Blitz found a sticky, salty payload slipping into his mouth. He sucked at Berry’s tongue, swallowing his own cum as they kissed.

When Berry finally released him, Rainbow Blitz didn’t bother acknowledging anypony below. He simply ducked in through the window, leaving the cloud where it was. His wings, stil stiff with excitement of what they had just done, served him long enough for Blitz to land on the bed. Against all odds, but exactly what would happen with Berry involved, the pink earth pony was waiting for him.

“W-we just….I just came…” Blitz panted, wrapping his hooves around Berry.

“And they could all see you,” Berry whispered. He kissed Blitz’s cheek. “Imagine if one of them had looked a teeny-tiny bit closer.”

Blitz flushed, turning his head slightly enough to capture Berry’s lips in a kiss. “Oh, fuck, that...that made me so damn hard. Everypony could see, but nopony…” he said when they parted.

One of Berry’s hooves began to stroke Blitz’s mane, smoothing down his spikes. “Mhmm,” he agreed with a nuzzle. “You sounded adorable. My pretty little pegasus, moaning and squealing, trying to cover it up. You sounded like you were having so~oooo~ much fun!”

“I-I was!” He nuzzled Berry. “I’m terrified that somepony could have worked out what was going on, but at the same time...fuck, Berry, you’re the best.”

Berry giggled, hugging him tightly. Just as it had been before, Berry’s hard cock was trapped between them. This time, he rubbed it deliberately along his lover’s fur, moaning softly.

“Nuh-uh. You are. Your mouth. Your butt. Even your fur,” Berry inhaled deeply, cooing in his ear. “Mmm, so soft! Are you using that new shampoo I got you? You smell yummy, and you’re so soft, like a pillow.”

Blitz pressed back, kissing and licking along Berry’s neck. He reached one hoof down, running it along the veiny shaft between them.

“Yeah, I am,” he admitted. Neither said anything about it as Blitz curled his fetlock around Berry’s cock and began, slowly, to stroke him. In return, Berry’s hoof held a tube over it, squeezing out a dollop of some cold and slick, letting those loving blue hooves spread it out and work it in.

“Mmm, thanks. That’ll come in handy, sweetie, when Nightmare Night comes about,” Berry giggled, moaning slightly. The result was both cute and sexy, at least in Blitz’s admittedly biased opinion. “Did having me suck your teeny-weenie in front of all those ponies feel good? Did my Itsy-Blitzy like being out like that?”

By way of answer, Blitz’s stroking began to quicken, and at the gentle insistence of Berry’s hooves he began to move. The pegasus found himself on his back, his hoof still on Berry’s cock as the pink pony stood over him. Blitz’s legs were on either side of Berry, and the pegasus had his hoof removed from the large cock as it lowered. Sack met sack. and the rush of emotion that Blitz felt was familiar; humiliation, lust, love. A heady mix that brought his dick back to some semblance of life.

“I bet you liked it when I made you squeak,” Berry went on, bouncing his far larger cock against Blitz’s. One hoof held one of Blitz’s legs out of the way, the other pressed a tube against his boyfriend’s asshole. Cold lube was squeezed into him. “I had your cock in my mouth, Itsy-Blitzy, and you were still begging for it. You were such a good boy. Does my pretty little pegasus know why?”

“B-because...I-I’m cute?” Blitz guessed. His eyes were glued to Berry’s cock. How could they not be? It was so large, practically bursting at the seams with fertility, veins visible as it waited to be used. Not just used, but used on him.

“Noooo….well, yes,” Berry admitted with a giggle. He drew back, letting the head of his dick slide along Blitz’s, over his sack, making his way steadily through his cheeks until it was pressing gently against the hole that knew it so well. “You are cute, but you were a good boy because you didn’t need me fucking you to make you be my sweet little bitch.”

He rocked forward, pressing more firmly into Blitz’s ass. Berry leaned down, dropping the tube of lube and holding Blitz’s legs up. The gesture pushed the head of his cock in, spreading his lover’s eternally tight cheeks.

“You didn’t need to have me over you,” he said with a moan, placing a kiss on Rainbow Blitz’s nose. “Or have my cock in your mouth. You couldn’t even see me. I was sucking your cock, your cute little dickie that loves to be teased, and who was in charge?”

“You!” Blitz panted, pushing back. He got another few inches into him as a reward. The feeling of Berry’s cock spreading his ass, the thick shaft pushing at the tight, velvet walls of his canal massaging every inch. He was right where he belonged, and he loved it, and suddenly he realised what Berry was saying.

Bubble Berry grinned, his expression incongruous with the way he thrust into Blitz, when he saw the flash of understanding in his boyfriend’s eyes. He made sure it was quickly replaced with pleasure, the submissive pegasus moaning loudly. Berry idly wondered if they had remembered to close the window.

“I..I don’t need to have you doing that, Berry,” Blitz moaned, smiling deliriously up at Berry as he clenched the hard stallionhood spearing him. “I’m yours. It doesn’t matter, not to me, if y-you’re on top of me, or behind me, or under me. I love you.”

Smack!

Berry delivered a spank to his lover’s ass as he thrust in, both of them moaning at the feeling. “I love you too! Wanna tell me what you are? Tell me what the prettiest pony in Ponyville is.”

Rainbow Blitz pushed himself up, wrapping his forelegs around Berry’s neck. Their lips met, and Blitz’s back hit the head of the bed with a light thud. Held up by Berry’s hooves under his back legs and the wall, Rainbow Blitz was sitting square on Berry’s cock.

“I’m your bitch,” Blitz squealed, pushing down. He squealed, letting out a little feminine sound as Berry bounced him up, pushing back in as he came down. “I’m your subby little slut!”

Riding Berry’s cock, there was nothing Rainbow Blitz would rather be, and nowhere else he wanted to be other than right there. This was where he belonged. Strong, loving, in control. Berry was all of those and more. He made Blitz feel complete. Rainbow knew how right this was with every thrust. Tightening and relaxing, feeling the veiny shaft that was permanently etched into his mouth and ass, filling him up like it had been made to fuck him. Or, rather, like he had been made to be fucked by it.

Kissing Blitz, Berry began to bounce him up and down with even more ferocity. Their bed was surely making sounds by now, but neither was in any state to appreciate the muffling enchantment imbued in the ceiling over the floor below. All Berry knew was the loving embrace of his boyfriend, that Blitzy was hanging onto him with all his might as he rode the powerfully pistoning penis.

“It -nnngh - it doesn’t matter!” Berry cried, feeling the same ass he screwed every day but would never get tired of contracting around him. “Doesn’t matter where you are! You’re Mine!”

“Yours! I’m yours, Berry! F-fuck me, make me your slut, harder!” screamed Blitz, his cock gushing up cum again already, the thin paste ignored as it spilled onto his belly. “Your cock! Fuck! Your dick! It's the best!”

There wasn’t anything discreet or calm about their fucking now. It was loud, it was harsh, it was everything they wanted. Rainbow’s ass was stretched wide as Berry’s balls slapped into it, the force of each thrust up lifting them. Berry giggled, his already pent-up cock approaching his climax with the force of a train.

“Silly Itsy-Blitzy,” he teased, pulling out until only the very first inch remained inside the slutty pegasus. Berry leaned in, his tongue tracing Blitz’s jawline until it ended with their cheeks pressed together. “You already are.”

With that final statement, Berry pulled his lover down. Every inch slammed right back into Rainbow Blitz, grinding against his prostate until Berry bottomed out. They were the perfect fit for each other; as the last sight of cock-flesh vanished between Blitz’s tight cheeks, the last bit of space inside him was filled.

At least, the last bit of space Berry’s cock could fill. There was still room left he couldn’t reach, but he promptly began stuffing it.

Berry’s moan was long and loud as he came, his cock throbbing and thickening as he began to pump a load of cum into his boyfriend. Blitz lost count after the fifth, simply holding tight as he was relentlessly filled. Another orgasm was forced out of him, adding only a little to the mess. Neither noticed. After all, with his stomach stretching out, his colon stuffed with cum, they had more important things to think about.

When it was finally over, Rainbow Blitz was hanging limply in Berry’s hooves. Panting, his fur matted with sweat, Berry gently lowered him to the bed. Rainbow Blitz smiled, one hoof running along his distended belly while the other stayed around Berry’s neck. The party pony made no move to remove his dick, keeping Blitz safely stoppered. Even with his erection gone, the near-magical tightness of Blitz’s entrance meant Berry’s still large, soft cock keep all that cum trapped inside.

Leaning forward slightly, Blitz placed a remarkably chaste kiss on his lover’s cheek. “I love you.”

Berry smiled widely, if tiredly, and his hooves wrapped Rainbow Blitz in a tight, loving hug. “I love you too, Itsy-Blitzy.”

Smiling, happy and content, Rainbow Blitz closed his eyes, snuggled into his boyfriend’s embrace, and fell asleep.

His nap had been disturbed, after all.

Chapter 5

It was a bright, cheerful day. The sun was shining, the sky was a brilliant hue of blue. Little birds sung, although one had a cough and was waiting for Butterscotch to bring a lozenge for it. So not quite all the little birds were singing. Despite that, it was a good day for nearly the entire town. Save last minute rushes and a few nervous ponies preparing, there was little in the way of excitement.

Except, of course, for one particular building. Deep within this place of horror and humiliation, where lace and silk and frills were far, far too common, one pegasus posed the ultimate question.

“Why am I doing this again?”

Elusive didn’t bother looking from his work. “Because, my dear friend, you owe me.”

Rainbow Blitz snorted, tugging at the slightly too tight collar. “Oh come on, it was just one suit,” he whined. He glanced down from the raised platform where Elusive put his models, surrounded by mirrors constantly showing him the froufrou sissy suit he was being made to wear.

“One suit and hours spent working on it, thank you very much.” Elusive most certainly did not push the pin in just enough to prick his friend. That would not be how a proper gentlecolt acted. So the fact a pin went in just far enough to prick his friend was surely an unfortunate coincidence. It still gave him a very small, very satisfying sense of justice.

“Dude, that hurt!”

“Says the pony who regularly rams into the ground with all the grace of a boulder. Now get those wings up.” Elusive lightly tapped the aforementioned limbs, waiting for Rainbow Blitz to comply before he continued his work. His attention didn’t waver from the suit, even as the pegasus fidgeted and complained. Strictly speaking, it didn’t need to have the frills or lace or puffy shoulders about which his friend whined. But it was hardly a just punishment otherwise.

“Can we at least talk about something? This is boring!” the pegasus complained, shifting about impatiently.

Elusive held back a sigh, glancing away from the light red material to his friend’s eyes. “What exactly do you wish to talk about, hm?” he asked, turning back to his work.

Blitz shrugged. “Dunno, something. This is boring, I have better things to be doing.”

“Or perhaps you mean better ponies to do,” Elusive chuckled quietly. “Although honestly, I must admit I am glad you have left behind that...tactless little habit of yours.”

“Huh?” Blitz gave him a confused look. “Habit? What are you talking about?”

Elusive raised one elegant eyebrow, although his work didn’t pause as his magic followed his will. “You haven’t noticed? My, you must have it worse than I thought.” His tone was thoughtful and not at all helpful to Blitz.

“Have it? Have what? Damn it, I haven’t got pony-pox do I?” He would have panicked if Elusive had not given him a sharp look. “Okay, okay, I’ll stop moving, just tell me what I’ve got.”

Now Elusive gave his friend a smirk. “Why, there’s only one ‘it’ that could stop a stallion like you from constantly bragging about the mares you’ve ‘conquered’,” he quoted.

“...Dude, I don’t have an STD!”

The unicorn sighed, trying not to roll his eyes. “No, darling, when I say ‘it’ I mean ‘love’. STD, honestly.”

Rainbow Blitz stood perfectly still for a few seconds, letting Elusive get on with his work. The unicorn was quite relieved, although he knew it would not last. Still, he rather enjoyed the chance to work without fighting Blitz every second.

“I-I’m not in love,” he denied, a barely perceptible stammer in his voice.

“Oh really? I suppose you stopped with your constant claiming to have ‘done her’, with every attractive mare you see, is because you have ‘done’ them all then?” Elusive might have been exaggerating slightly, but not much. It rather embarrassed him when they were in public.

“Y-yeah, that’s right.” Rainbow Blitz stared ahead, gulping slightly. Unfortunately, with as close attention was Elusive was paying to his body as he worked on the suit, it was a gesture easily noticed.

“Well, if you wish to keep whomever she, perhaps he,” Elusive smirked, noting the slight twitch of Blitz’s wings, “is to yourself, that is your choice. I just hope you have something ready for Hearts and Hooves Day,” the unicorn said without much inflection. Once again, he felt Rainbow Blitz go completely still. Elusive sighed. “Oh, Rainbow Blitz, Hearts and Hooves Day is tomorrow.”

“Tomorrow?” Rainbow Blitz asked, color draining from his face. His blue coat seemed a shade lighter.

“Yes, dear, tomorrow,” Elusive confirmed.

Blitz gulped. “I, uh, dude, I gotta go.”

Elusive sighed again but stepped back. “Very well. Given this is about love, I simply could not bear to hold you here.  Come now, let me remove the suit and you can be off to work out what you will do for your special somepony.”

“I don’t….oh forget it,” Blitz muttered sourly. He waited until the suit was removed before moving, at least. “See you later.”

The bell over the door rang as he galloped out, not even bothering to shut the door. Elusive rolled his eyes. “That stallion, honestly!”

Rainbow Blitz alighted above Ponyville, looking down over the town. Ponies below went about their business, as if nothing at all unusual was happening. Well, that’s precisely what was happening. Or wasn’t.

He shook his head. “Focus, featherbrain,” he growled at himself.

‘Tomorrow will be our first Hearts and Hooves Day together,’ he thought, settling down for a serious think. ‘I have to do something special. Berry needs to know how important he is to me. What can I give him?’

The pegasus thought long and hard about it. That was his intention, but with each moment spent trying to think about what to get Berry he was hyper-aware of time passing. Each second spent thinking was a second closer to Hearts and Hooves Day and he still hadn’t gotten Berry anything!

“Gotta think,” he groaned. He let his head fall down limply, hanging off the cloud. He watched the ponies doing whatever the heck they were doing, not paying it much mind. A twinge of jealously shot through him as he saw a couple stop to kiss, openly! How come they got to do that, when he and Berry had to be so secretive about it?

‘Because I’m not ready for thatyet, stupid,’ he scolded himself. They weren’t open, not even with their friends, sans Applejack. It was because of his own inability to be open about it that none of them knew, at least, none of his friends who hadn’t found them in the middle of sex.

If he had been Berry, there would have been a light bulb suddenly glowing above his head. Blitz’s eyes widened as an idea navigated its way to the forefront of his brain.

“Booyah!” A few ponies looked up, wondering who was shouting.

‘I can give him something he wants more than anything!’ Rainbow Blitz thought triumphantly. ‘And show him how much I love him! Oh yeah, I am awesome!’

Elusive had just finished reorganising a decorative display of fabrics, blown about the store by Blitz’s departure, when a gust of wind sent them flying again. Unlike most gusts of wind, this one also crashed against one of his mannequins. A strip of satin fluttered down, landing on Elusive’s horn as he glared at Rainbow Blitz.

“Forget something?” he asked icily.

Blitz sat up, blinking away the little birdies circling his head. “Are you busy tomorrow night?” he blurted.

Elusive stopped in the act of lifting the satin free. He stared at Blitz for a few seconds. “I think,” he said slowly. “You must have hit your head much harder than usual. The wall isn’t dented, is it?”

“No, dude, seriously, are you busy?” Blitz repeated, shoving the mannequin off with a scowl. He brushed himself off, looking at Elusive intensely.

“Well, while I am of course very flattered,” the designer began, his tone gentle. “I am afraid that despite popular opinion I do not, for all my flamboyancy, swing in that particular direction-”

Rainbow Blitz glared, cutting him off. “Not like that! Ew! Just answer the question.”

Frowning for a moment as he contemplated whether or not to take that ‘ew’ as an insult, Elusive decided this encounter was best dealt with as swiftly as possible.

“I don’t believe I have any plans. As romantic a day as tomorrow is, I’ve no particular mares to whom I am attached. Why?” he asked.

“What about the others?” Blitz asked urgently.

Faintly annoyed at this odd line of questioning, Elusive gave the answers he had. He made a point of keeping up to date on his friends’ schedules, where he could, and paid particular attention to their love lives.

“None have plans, that I know of. They may have simply kept them quiet, but Butterscotch told me he’s going to be staying his cottage all day, Applejack said he has ‘no time for such silliness’ and will be working all day and, presumably, relaxing in the evening. I’m not sure Dusk even knows that Hearts and Hooves Day is tomorrow. Bubble Berry? Well, you’d know as well as I.” It was fortunate that Elusive was turned away to gather the fabrics, or he would have seen the frozen, deer-in-headlights expression. “He’s given no signs of having a special somepony, and he’s so, as you say, random, it can be hard to notice any signs. After all, he gives everypony free snacks, and showers anypony who talks to him with as much affection as possible.”

Rainbow Blitz fought down a flush in his cheeks. He had received a quite literal ‘shower of affection’ from Berry before. He also licked it up. Nothing like a belly full of affection.

“C-cool. Alright, this is really important; I need you to get all of them together, all of them, tomorrow night at…” Blitz frowned. “Somewhere we can have, like, a small party thing. Nothing big. A sort of…”

Elusive looked up sharply. His gaze penetrated Blitz. “Rainbow Blitz,” he said with a gleam in his eye. “Are you going to let us meet your special somepony?”

The pegasus fell silent. He stared off to the side, almost looking lost in thought for a few seconds.

“Yes,” he said with a confident grin. “Yes I am. And now, I need a favour from you.”

Berry whistled happily as he poured batter.

“Hi ‘Lucy!” he chirped.

Elusive paused, halfway through the kitchen door. He blinked, then shrugged.

“Hello, Berry, how are you?” Manners were never wasted, even on Berry. Especially not on Berry. Elusive hoped that one day, some of them would manage to reach his friend’s brain.

“I’m super-fantastic-terrific! How are you? I bet you’re super-duper happy, too!” Berry bounced around the kitchen, talking as he worked.

Elusive nodded. “I must say, I am in rather a good mood. I just came by to-”

“Invite me to a party! I know! I’ll be there, and that’s a promise!” the happy baker answered before he even asked.

“Ah, wonderful. It’s going to be tomorrow night; yes, I know, Hearts and Hooves Day, but none of the others have plans.” Elusive smiled. His sharp eyesight caught the pause in Berry’s bounce, at the crest of his jump, that only somepony who knew him well would notice.

“...none of the others?” Berry asked, staring down at a bowl he was stirring somewhat fiercely.

Frowning, Elusive nodded. “Yes,” he added when Berry hadn’t looked up. “Is something wrong?”

“Wrong?” The pink party pony gave him a wide grin. “What could be wrong? I’m Bubble Berry, and I’ve got baking to do!”

That was that, as far as Berry was concerned. Elusive nodded and left it that. There was something wrong, but he needed to think on it. Why would Berry react like that? There was something going on, something juicy, and it almost offended Elusive that Berry and Rainbow Blitz hadn’t told him whatever it was.

The stallion paused, blinking. ‘Berry and Blitz...why on earth did I think that? Surely they aren’t up to something.’ He pondered that for a while. It couldn’t be...no…he couldn’t believe that. Not even them. They would never be involved in something so depraved, so immoral, so disgusting! It made him shudder at the very idea, but despite everything he tried to come up with, this seemed the only possible answer.

They were planning a prank! On Hearts and Hooves Day, no less! He blew out a sigh. ‘Honestly, those two! I hope he’s not thinking about using the fabrics I lent him on that!’

Bubble Berry didn’t see Rainbow Blitz until the dawn of the next day. Quite literally, in fact. He yawned as he got the bakery ready to go. His long yawn was interrupted by a brightly contrailed pegasus bursting into the kitchen.

“Bl-” was as far as Berry got. His boyfriend’s lips captured his, and the two all but wrapped around each other. Cup Cake looked in from the front room as the messy make out noises reached her. The squat mare giggled behind a hoof and left them to it.

“Young love,” she mused to herself.

When they at last parted, with a clear “-itzy!” from Berry, their cheeks were flushed and both wore silly grins.

“Happy Hearts and Hooves Day, Berry,” Rainbow Blitz nuzzled Berry.

“Aww, happy Hearts and Hooves Day, to you too!” Berry’s answering tug was tighter, a bit tighter than usual, but Blitz endured it with a happy smile.

He grinned. “What? Thought I forgot? Not me! In fact, I’ve got something good planned!”

Berry let out a happy squeal. “Hooray! This’ll be the best! I can’t wait for it! ...What is it?” he asked a few seconds later.

“Tonight. You and me. We’re going out,” Blitz’s grin grew even wider, slipping a bottle of something sky blue into Berry’s hoof. “This is a potion with that cloud walking spell, plus some fancy ‘feather fall’ spell too. Dusk made it for me, although I didn’t tell him why.”

“Ooooh, is this the present?” Berry asked eagerly.

Blitz shook his head. “Nah, dude, you drink it. Not now!” He nearly slapped it out of Berry’s hoof in his rush to keep the pink stallion from throwing it back immediately. “When I pick you up. I know you’re busy all day with the bakery, so I’ve got it all planned out. Tonight, I’m taking you on our first date. An actual, proper, out somewhere date!”

Berry’s eyes widened, and his hug became the next best thing to overpowering. He began to emit a wordless sound of joy so high that Carrot Cake had to look in to find out why the glass screens in the counter were shaking.

“Ooh! This’ll be the best!” Berry squealed.

“So you’re free and everything?” asked Blitz, barely holding himself back from pulling Berry into another kiss.

Nodding, Berry squealed again. “Yep! I’ll be ready whenever you wanna go, I promise!”

“Awesome. I’ll meet you here at five.” Blitz leaned in, kissing Berry quickly. “Love you, Berry. See you later!”

With that the pegasus departed, zooming away from his ecstatic boyfriend. And Berry was happy, so much so that as the day wore on those ponies who came into Sugarcube Corner for a bite to eat found their own moods lifted, those that were not already high, and there wasn’t a frown in the house.

At least not until Dusk dropped by and mentioned, offhandedly, that the little party tonight sounded like it would be fun. Berry went still, two opposing promises ramming head first into each other.

“Uh, Berry?” Dusk Shine asked. He looked his friend over nervously. When Berry went still, things got complicated. “Are you okay?”

Slowly, Berry nodded. You could practically hear the gears turning in his head. He glanced out the window, looking south for a moment.

Ding!

He had an idea!

“Berry, the cupcakes are done, can you get them?” called out Carrot Cake.

“Oh, okie-dokie, I thought that was an idea!” Berry giggled. Dusk shook his head, chuckling at his friend’s antics. There really was no predicting what Bubble Berry was going to do sometimes. He called out a good bye, heading out. The last thing he heard from the store was his friend asking for his lunch break, and a teeny-tiny extension to take care of some very important business.

Hours later saw the pink pony waiting at his window, a wide-grin on his face. Customers were still coming in and out, but the Cakes had sent him off early to get ready. As much as he wanted to keep helping, Mrs. Cake had been quite firm. She was not going to be responsible for them keeping him from getting ready for his first real date with his boyfriend, especially not on Hearts and Hooves Day!

Blitz was, for once, exactly on time. His wings flared, slowly his descent as he came in for a landing. Berry caught him in a hug, and the two shared a passionate kiss. After a nearly half a minute, Blitz broke it.

“Okay, okay, as much as I love this, we have a schedule!” Blitz laughed, letting Berry nuzzle him. “Drink that potion and lets go. First stop; Cloudsdale!”

Gulping down the oddly smooth potion, Berry smacked his lips in satisfaction. He already felt lighter.

“Cloudsdale?” Berry asked.

“Yeah.” Blitz glanced out of the window, making sure nopony was looking up. “I called in a favour, got us a private stall at this real swanky place. Now quick, on my back!”

Berry giggled, climbing on. “I love it when you want me on top of you,” he murmured, running his tongue along Blitz’s ear.

“B-Berry! Not now!” whined Rainbow Blitz. He was blushing hotly, he could feel it. Checking again, and making sure Berry was holding on tight, he took off. They zipped straight up, Rainbow Blitz deciding that being seen flying off with Berry on his back on Hearts and Hooves Day wouldn’t work with their whole ‘not being out’ thing.

The flight wasn’t going to take very long, but Blitz could feel Berry getting bored within a minute. He tried to ignore the fidgeting as best he could. It wasn’t like he wasn’t used to having Berry on his back, but usually they were both focusing on...other things.

“Sooooooooo…” Berry drew the sound out for quite a while. “Where’re we going? I know we’re going to Cloudsdale, but where are we going?”

Rainbow Blitz grinned proudly. “The Astral Lounge. Its pretty much the place to go for fancy stuff in Cloudsdale, and it takes ages to get a table, much less one of their private ‘intimate’ dining rooms. But I called in a few favours. It might not help me with Wonderbolt selection, but saving the lives of the Wonderbolts and the whole ‘Element of Loyalty’ thing can have some perks.”

He was just bragging, but he couldn’t help himself. It was a great stroke of fortune that he even got to talk to Spitfire, but the Wonderbolt captain had been willing to hear him out even despite coming barging in with no warning. Blitz decided not to mention that to make up for that, he had agreed to tell the Wonderbolt about his ‘mystery date’, because that was an issue for another time.

Berry made all the right impressed sounds, yammering happily and squeezing Blitz’s just hard enough to be uncomfortable. The pegasus didn’t say anything. The sheer joy Berry gave off at the effort his lover had gone to more than made up for some slight discomfort. It made Rainbow’s heart glow with matching joy. Nothing made him happier than doing something that made Berry happy.

“‘Intimate’?” Berry asked in a lustful giggle.

“Not like that. Save it for tonight. The Astral Lounge has private rooms, we can eat without being bothered or, you know, seen,” Rainbow Blitz blushed. “Sorry, I mean, I know you still want to be public, but I’m just not…”

“Sssh.” Nuzzling his boyfriend’s neck, Berry let his hug relax but smiled against Blitz’s fur. “It’s alright. I know you’re not ready. When you are, we’ll have a super-duper-special party and I’ll tell the others all the embarrassing little stories and we’ll eat cake and they’ll know how much we love each other and it’ll be great and ooooh, Elusive is gonna wanna know about this!”

Rainbow Blitz smirked. “Yeah, he will.”

They reached Cloudsdale, and it took no time at all for Rainbow Blitz to make a stealthy landing at one of the entrances to the Astral Lounge. It was on the edge of the floating city, away from the hustle and bustle, where privacy could be guaranteed. The moment they landed on a small balcony, a serving pony opened the door for them.

“Welcome to the Astral Lounge, Sirs. Rainbow Blitz and other?” she asked. When Blitz nodded she smiled and gestured. “This way please Sirs, I’ll take you directly to your private dining room.”

Blushingly slightly under the warm gaze of the serving mare, Rainbow Blitz reached over to Berry and held out his hoof. Giggling, Berry took it. His hoof ran up, slipping around Blitz’s blue leg until the crook of their elbows met.

“Shall we, my dear?” he said in a ridiculously formal voice that made them both smile for a moment at how unBerry-like it was.

Doing this with somepony else in sight was weird and difficult, but Rainbow Blitz nodded and stood against Berry’s side as they trotted in, arm-in-arm. “Yeah, we shall.”

They descended towards Ponyville hours later, filled with good cheer. Berry had insisted he was so happy he could float down on his own, but Blitz had been firm on the point that no, that would not work for either of them. Adding that he would miss having Berry’s warmth on him the whole way home had been enough to convince the cheerful pony. Now the party stallion and his weatherpony were heading home after their first date.

Except they weren’t going home. Berry didn’t notice until he spied the green foliage of Dusk Shine’s home slash public library. The lights were still on and he could faintly hear music. He nuzzled Blitz to get his attention.

“You’re going the wrong way, silly,” he said with a chuckle.

Rainbow Blitz smirked. “Nope, I’m taking us exactly where we need to be.”

Berry cocked his head to the side. “Are you sure? I thought were gonna go home so I could giving my pretty pegasus a big, hard reward,” he murmured, lust slipping in his voice.

A shiver ran down Blitz’s back. “A-after,” he croaked. Clearing his throat, he went on, “After, dude, I promise. I got our friends to throw a party, and they’ll all be there.” He  hoped the idea their friends had organised a party without Berry didn’t upset him.

Berry just blinked. “A party. I had no idea, none at all! Nope, I never would have guessed!” he said brightly.

“Uh...okay? Well, you’ll see why I did it without telling you, trust me.” Swooping down to Dusk’s balcony, Blitz was relieved to find the window unlocked. He opened it, letting Berry go in first.

They emerged at the top of the stairs, looking down on the party. Before anypony could notice, Bubble Berry reared up, shouting, “Hooray! We’re all here!”

The others looked up, the four stallions below shouting out hellos. The main room of the library had everything they needed for a small party of six to kick back and enjoy themselves, all done as thoroughly as any Bubble Berry prepared party. The pair trotted down, smiling, although in Blitz’s case it was nervously.

“Blitz, good to see ya!” Applejack called. He stuck a mug under the nozzle of a keg and filled it with cider. “‘bout time ya showed up! Here, have a drink.”

“Uh, no thanks dude.”

Even the music stopped, the record somepony had put on screeching to a halt as they all fell into a horrified silence. Butterscotch gasped and looked like he was about to faint while Elusive summoned his fainting couch. Rainbow Blitz scowled at them all.

“Who are ya and what’ve ya’ll done with Rainbow Blitz?” Applejack demanded, only half joking.

“Oh come on! I’m not that bad! Besides, I meant that I’d have it after. I, that is, we have something to tell you first.” Ignoring Berry’s sudden intake of breath, Blitz looked over at Dusk. “Hey, egghead, you got the thing I asked you to look after for me?”

Dusk nodded, still slightly stunned by Rainbow Blitz’s refusal of cider. He levitated over a box which Blitz checked to make sure the seal hadn’t been broken on. The pegasus gave his friend an apologetic smile when Dusk saw it.

“Sorry man, I know you wouldn’t look in it since I asked you not to, but….” Shrugging weakly, Blitz held the box inside his curled wing. “Thanks for coming, everypony. This is probably- no, this is definitely the most important thing I’ve ever had to tell you.”

They were all looking at him, surprised and attentive at his serious tone. Rainbow Blitz looked between them, wondering what would happen in the next few seconds. There was no backing out now, even if he wanted to...okay, so part of him did want to, the part that was irrationally afraid despite everything he knew about his friends. It was just a tiny part of him, and the warmth of the stallion next to him drowned it out.

“I’m gay.” The words slipped from his mouth with surprising ease. It was, to his amazement, hardly any effort. He didn’t even stutter. Before they could react he gently extended his wing over Berry’s neck. “And-”

“And we,” Berry took over, throwing an arm around his boyfriend’s neck. “Are going out. Happy Hearts and Hooves Day!”

Shock covered the faces on all their friends. In Applejack’s case it was more surprise that they were finally coming out as a couple. His surprise faded and he grinned up at the couple.

“I knew it!” They all turned to look at Elusive. The unicorn blushed, covering his mouth sheepishly. “Oh, my. Was that me?”

“Wait, I…” Dusk looked between Berry and Blitz. “You two are really...oh, wow! I didn’t know!”

“But apparently Elusive did!” Rainbow Blitz wasn’t sure if he should be upset or not. He rubbed a hoof against his forehead.

Elusive gave him an apologetic look. “I really am sorry darling, I didn’t mean to ruin your coming out like that. I didn’t quite know it, per se, I simply...suspected you were not quite as straight as you used to insist. Just little things, hardly anything anypony would notice.” He smiled reassuringly. “Thank you very much for telling us. I promise, it won’t change my opinion of you in the slightest. You’re still Rainbow Blitz too me.”

After a moment Blitz smiled back. “Thanks, that...that actually means a lot.” He looked at the silent Butterscotch. The yellow pegasus fidgeted, biting his lip. “So, uh...surprised?”

“O-oh, yes, I’m very surprised, very, very surprised. I, um, I didn’t have the slightest...clue…” Butterscotch faltered and trailed off as Blitz stared at him with a narrow look of suspicion. He gulped nervously.

“...you knew!” Blitz accused.

Butterscotch winced, looking away with red-tinged cheeks, but didn’t deny it. “....”

Dusk gaped. “Did everypony but me have some idea about this?” he asked weakly, looking around the room.

“Applejack,” Elusive pointed out.

The farm pony grinned. “Nope,” he mirrored his sister, chuckling. “Ah knew.” He gave Blitz a dirty grin. “Ah kinda...saw it myself. Ah heard it too. Re~eeeal loud.”

Butterscotch eeped, his blush growing and looking away while Dusk, trying to take a drink to soothe his nerves, sprayed punch across the room. Berry nearly collapsed into a fit of giggles, held up by Rainbow Blitz, who rolled his eyes at Applejack.

“Oh, I see.” Elusive winced. “I mean, I understand. Er, that must have been quite the...event, I’m sure.”

“They were so loud.” The comment would have passed unremarked save more embarrassment on Blitz’s part, if Applejack had said it. Everypony slowly looked at Butterscotch, who froze. “...I...I said that out loud...d-didn’t I?”

Rainbow Blitz twitched. “When…”

Berry’s eyes widened, gasping. “Oh! The window! Blitzy, we left the window open after we had our little game the other day, remember? Right after you talked to him!” He grinned widely and bounced over to Butterscotch. “I’m right, right? I thought I saw something, but I thought it was a balloon, or a renegade Breezie who doesn’t play by the rules but gets the job done!”

“...y-yes..” Butterscotch looked like he was trying to sink into the floor. “I-I’m sorry…”

Rainbow Blitz trotted over, using his wing to tilt Butterscotch’s face up. Though both were blushing, he affected a casual, nonchalant attitude. “Butters, get up. You didn’t mean to, and if you did accidentally see, that means you were the one who closed the window. So, thanks. This is a party, right? Stop hiding down there and let’s celebrate this whole ‘coming out’ thing, okay?”

Slowly, Butterscotch stood up. He suddenly wrapped his hooves around Blitz in a hug. “Thank you for telling us,” he said quietly. Letting go, he stepped back. “I didn’t like not telling you I knew.”

“Well, now you all know!” Berry cheered, throwing his hooves into the air. The music began again, although nopony had touched the record. “It’s time to party everypony! Come on Blitzy!”

As Berry pulled Blitz over to a empty area to dance, their friends laughed at the exaggerated look of reluctance on his face. After a few seconds he remembered the box, which had the gift in it. The others were getting back into the party, although Dusk was still pouting over being the only one who didn’t have the slightest hint about it.

Blitz quietly pulled Berry off to the side after a few minutes, taking out the box.

“I meant to give to you after telling them, but, you know, got kinda...distracted.” Opening the box, Rainbow Blitz pulled out loop of cloth. It matched the blue of his coat perfectly. A circular tag with his lightning-and-cloud cutie mark was sewn into it, and he demonstrated its elastic properties by stretching it wide enough to fit past Berry’s head. He focused on getting it straight, the cutie mark tag on the front as the soft, velvet-like elastic neck band tightened enough not to fall down. He stepped back, cheeks red. “Happy Hearts and Hooves D-”

Before he could finish Berry pulled him into a kiss. The pegasus whimpered as he felt Berry’s tongue slipping in, trembling at the passionate kiss. After a minute of making out, Berry pulled back. He grinned wide as ever.

“I love it! It’s your colour! And-” Berry began to ramble in delight, only cutting himself off when Blitz dropped the box and something else fell out. It looked like exactly what Rainbow Blitz had just given him, except it was the same perfect pink of Berry’s coat. He picked it up and turned it around, his grin somehow getting even bigger when he came to his cutie mark on a tag, just like Blitz’s had been. “And somepony got a little something for himself…”

Rainbow Blitz blushed, looking at the wall next to them in embarrassment. “I just thought it would be nice to, you know, have a..set. So when we come out publicly, we can...show it.”

“Awwww.”

Blitz and Berry both looked back to the rest of the room, finding the ‘aw’ had come from...apparently every single one of their friends. Who were watching them.

“Ya started makin’ out an’ being all mushy, what did ya expect?” Applejack pointed out, chuckling at Blitz’s mortified expression. He grinned. “Y’all just look so cute like that.”

“Berry, put it on him, go on,” Elusive pleaded. “It’s just the most adorable thing ever. Oh, Rainbow Blitz, I never knew you were so romantic!” Butterscotch nodded in silent agreement.

“It does seem rather unusually ‘mushy’ of you. Perhaps you’ll try a bouquet of flowers next,” Dusk teased.

Rainbow Blitz fixed them with a scowl. His expression lightened as Berry began to slip the pink neck band over his head. Aware now of the others watching, he forced himself to press his lips against Berry’s for a moment. This was important. He was proving to them - and himself - that he was could this.

The pair of lovers parted, and their friends cheered again.

“Right, let’s party!” Berry cheered with them.

Applejack clapped Blitz on the shoulder as they pair came back to the rest of the group. “Looks like yer makin’ up for spendin’ Hearts an’ Hooves away from yer boyfriend here,” He said with a grin, shoving another mug towards each them both a moment later.

“Huh?” Blitz looked confused. “We were-”

“Woo! Party time!” Berry interrupted. He pushed Blitz’s mug into his face.

Shaking his head in amusement, Blitz took a gulp and decided that it really was time to party.

Rainbow Blitz and Berry staggered back into Sugarcube Corner when the night had just become morning. They still wore their neck bands, nuzzling each other in the comfort of the darkness on their way back to Berry’s home.

“Best party ever,” Blitz mumbled. He yawned and nuzzled Berry again as they quietly trotted up the stairs to Berry’s room.

Berry giggled, nodding. “It was great,” he agreed.

“Almost as good as if you helped them,” joked Rainbow Blitz. “But no, you were too busy with me. Having a date.” He savoured the word.

This time, Berry’s giggle was a bit nervous. They were approaching his room’s door now. “Yep! I was with you the who~ooole time. You and me, on a date, just us, and I was there, yep, I was totally there the whole time!”

Blitz paused at the door, giving his boyfriend an odd look. “Uh, yeah, I know, I was there too dude.” He pushed the door open.

“Yeah, but, uh, thing is…” Berry began.

“I was with them, too!”  Berry finished.

Rainbow Blitz blinked. He stared at Berry. The pink pony in front of him grinned widely. Slowly, uncertainly, Blitz looked to his side. The pink pony next to him grinned at him, a bit nervously, there as well.

“What.”

Berry - the one next to him, wearing the neck band - ushered him into the room, closing the door behind them. “We~eeeeell, Dusky invited me to the party tonight, and I didn’t think we were doing anything but then you came and wanted to go on a date!” Berry explained.

“He couldn’t just say no!” The other Berry said, both now flanking the confused pegasus. “So he needed to be at both!

“And it was reeeeeeeeeeally hard to decide, but I thought if maybe I made just one clone, and spent my whole lunch break focusing on making him just right, it would be fine!” The first Berry grinned. “Hope you don’t mind!”

Rainbow Blitz, after a minute to get his brain working again, groaned and rubbed his head. “Okay, you-” He pointed at the Berry wearing the neckband. “—are Berry. And you-” He pointed at the other. “—are Bubble. Got it?”

They nodded cheerfully, heads bobbing up and down in-sync. Watching them for a few seconds made Blitz feel dizzy.

“Berry, just to be sure, you’re the original?” he asked.

Berry beamed. “Of course! I couldn’t not go with you on our very first date.”

“Was it fun?” asked Bubble. He tilted his head to the city, smiling curiously.

“Uh-huh! We had sat together in a fancy room and held hooves and kissed and the waiter came in when we were making out and Blitzy looked so cute with his cheeks all red-” The original party pony began to tell the whole story for the date his double had missed.

Blitz groaned. “This is...I’m not even su-”

Lips pressed against his, a kiss the pegasus immediately returned. He let the soothing, familiar act of kissing his boyfriend calm him, although something about the kiss was different. It wasn’t quite the same as it usually was…

They parted, panting, and Berry took over from his double by sealing his lips to Rainbow’s.

“You’re a really good kisser!” Bubble exclaimed with a giggle. “I wanna do it again!”

Berry pulled his mouth from Blitz’s, and with a wave he gestured for Bubble to do exactly that. Sucking in a breath, Rainbow Blitz opened his mouth to ask for a quick break and an explanation. He did not get that far, finding the copy’s tongue running over his before he got a word out. Berry and Bubble stood just in front of him, one on each side, with Rainbow’s head tilted towards Bubble. Each pink pony slipped an arm around Blitz, and when one kiss ended, the pegasus was tugged forward and his head turned for the other to kiss him.

It was an unrelenting make-out attack. Going from pony to pony, Rainbow Blitz could not catch his breath, or gather his thoughts. He let out a little moan into Berry’s mouth before Bubble took over, the constant kissing stirring Blitz’s arousal into life. He still had questions, but he could not deny that this was incredibly erotic. Two Bubble Berrys, with amorous intent, and now he saw that each time they swapped they made a step towards the bed.

‘Gonna take a while to get there like this,’ he thought as he sucked on Berry’s tongue. ‘I don’t mind.’

Halfway there, as his boyfriends held him and besieged him, Rainbow Blitz realised a problem. He might be kissing, but he was doing nothing else. His front held up by them, he was free to slip his hooves down. Given their size, the waiting cocks were easy to find. He wrapped a fetlock around each, giving them a pump that made the pony kissing him moan and the pony waiting to kiss him pant.

“I think Itsy-Blitzy is getting into it,” Berry giggled. He returned the favour, reaching down to tease his boyfriend. “Awww, look at his little winkie, it’s all hard.”

Bubble broke the kiss as his flank hit the edge of Berry’s bed. “Oooh, I wanna see! I wanna see!” Bubble dropped down, his dick slipping from Blitz’s hold and bouncing in the air. “Where is it?”

It throbbed, pleasure shooting through Rainbow Blitz with each word and Berry’s giggle in response. Before he knew it, Berry had turned, his formidable earth pony strength making it easy for him to place Blitz on the edge of the bed. His legs hanging off the edge, Blitz stared down at his boyfriend and the clone as they spread his hooves and looked at his crotch.

“Right here!” Berry stroked it gently, cooing. “Who's a hard little cock? You are!”

“B-Berry!” panted Blitz, arching his back and pushing into the touch.

Berry looked up with a sly little grin. “Aww, does somepony like having his little weewee played with?” His voice gained the hot, sultry edge it only got for his lover. “Or is it the embarrassment, ‘cause it’s so tiny, and my sweet Itsy-Blitzy likes it when I tease him for it?”

Bubble poked it, perking up at the moan from Blitz. “Wow! It’s super-small!” He looked down, pulling his own up so it was in view, with a frown. “...are you sure that’s a penis? It doesn’t look like ours.”

A flush of humiliation ran through Blitz and his cock twitched. Precum dribbled from the tip, running down into Berry’s fur. The pegasus moaned, his cheeks red.

“Well, duh, of course it’s not a penis.” Berry shook his head at Bubble, hiding a smile behind a teacher’s disapproving frown. “A penis is a cock, and cocks are big, like ours.”

Bubble nodded as he absorbed this wisdom. “Okie-dokie! What is it then?”

Berry sped his stroking up, the moans and adorable squeaks Blitz’s made when he gave it a single sharp, fast tug amongst the slower strokes delighting him. To Bubble his manner was that of a wise elder imparting immortal secrets.

“Itsy-Btlizy is like a colt, you see. He could have had a penis, but it never grew up and just stayed like this. He has a little peepee, a winkie, a widdle toy down here he likes to play with,” Berry explained with a smile. He planted a delicate kiss on the tip, gathering the precum up. “But you know the best thing about toys? You let others play with them.”

With each of the mocking names for his dick Berry uttered, Rainbow Blitz moaned. He sat there with his legs wide, letting the pair of pink party ponies play with his peepee, not resisting in the slightest. It was humiliating and degrading, and he fucking loved it. Every reaction to Berry’s strokes, his teasing flicks of the tip of his tail over the aching little shaft, made Blitz feel like a puppet with his strings being pulled, each pull giving him incredible pleasure.

“Itsy-Blitzy is having a lot of fun,” Bubble observed as he ran his hoof over Blitz's balls. “But we’re doing all the work.”

And just like that, there was nothing touching Blitz. He panted in confusion, looking down at the devious pair.

“You’re ri~iiiiiight. We’re making our little Itsy-Blitzy feel good while he just sits there. That’s not very fair,” Berry agreed. “Not even saying thank you!”

“Thank you!” blurted the pegasus immediately.

“Thank you for what?” Bubble cooed, sidling up onto the bed next to Blitz.

“T-thank you for playing with my dick.” Turning to look at Bubble, Blitz didn’t notice Berry coming up on his other side until he was pulled onto his back. He stared up at the seemingly towering ponies, biting his lip to keep a whimper from getting out.

Berry gave him an exaggeration look of disapproval. “Your what?”

“My little peepee!” His face was red beneath his fur now. “T-thank you for playing with my worthless little winky.”

“Worthless?” Bubble asked with a giggle, poking it. “Is that right?”

Blitz nodded frantically, groaning at the renewed touch. He fucking loved this. The embarrassment, the humiliation, they were addictive. “Y-yeah!”

“Tell us why, my sweet little cocksucker,” Berry cooed, leaning down. His dick pressed against Blitz’s side, leaving a trail of clear-precum across the lovely blue coat. “If you’re good and honest, we’ll let you feel what real dicks are like. Wouldn’t you love that, cutie?”

Bubble lowered his mouth near to Blitz’s ear, whispering, “Don’t you want that, to let proper cocks use you? Imagine how much fun you’ll have, bouncing up and down, squealing and moaning.”

Now both of their warm, hard cocks were pressing against Rainbow Blitz and he couldn’t deny them. Not that he could have done it before.

“I-it’s worthless because it’s small,” he whimpered, shuddering in arousal as they played with his body, hooves gliding across his fur, dicks running against his sides. “So small! It’s too tiny to make anypony feel anything!”

Berry’s hoof lingered against the underside of the little shaft, gently teasing it. “Aww, now that’s not true,” he said with a hungry look in his eyes as he beheld his boyfriend laid out before him. “I bet it could make ponies feel happy just from seeing it.”

“Mhmm,” Bubble agreed. The clone let out a laugh. “Its so funny, how small it is! It’s like a little clown. But its between your legs, where stallions have cocks.”

Rainbow Blitz jerked, his hips thrusting into the empty air, their words feeding his arousal. His wings were spread under him, and his lovers were toying with them both. Berry kept one hoof between his boyfriend’s legs and the other running across his wing, while Bubble ran the tip of his tail between Blitz’s feathers.

“Oooh, I think Itsy-Blitzy likes that. Was it how funny your winky is, or thinking about cocks?” Berry kissed Rainbow Blitz’s cheek, adding in a sultry whisper, “You love thinking about cocks, don’t you? Yours is so tiny, and it makes you feel so much better when you have a big one filling you. When mine fills you.”

“Yes! Fuck, yes!” Blitz pulled himself up, wrapping a fetlock around Berry’s cock. “St-stop teasing me! I need it, now!”

Berry’s nefarious giggle filled the room. “Sounds to me like my boyfriend is hungry.” He motioned Bubble closer, grabbing his clone’s cock and pointing it at Blitz’s face. Berry’s other hoof stroked Blitz’s mane, turning the pegasus’s head to look at the cock. “What’re you hungry for?”

Bubble’s cock was pointed right at his mouth, a bead of precum slipping from the hole to hang off it. There was nothing else Rainbow Blitz could notice with that dick and its smell, the double strength musk of Bubble Berry, dominating everything.

“Cock!” The word slipped from his mouth without thinking. “I’m hungry for cock!”’

“Good cock-hungry little sluts beg when they want to suck, Itsy-Blitzy,” Berry told him with a grin. His hoof flicked Rainbow’s little dick. “Is my sweet slut good?”

Blitz nodded, licking his lips as his desire overwhelmed him. “Yes! F-fuck, please, please let me suck your cock! I need to suck it and slurp it! Please let me drain your balls and kiss your shaft.”

Berry and Bubble shared devious looks. “Hmm, he certainly sounds like a good little cock-slut,” Bubble pointed out.

“But does he look like one?” countered Berry. From under his bed covers he pulled something. As it turned out, he pulled out four somethings. Berry held up one of the long pink stockings in front of Blitz’s, between him and Bubble’s cock. “Well? Do you wanna dress like my cock-loving bitch?”

The stockings were being pulled on before Blitz had finished nodding. While Bubble teased the pegasus Berry slipped the stockings on.

“Aww, my subby little slut is liking how cute he looks in his pretty pink stockings,” Berry cooed, watching Rainbow Blitz’s expression, grinning widely. “Aren’t you, cutie?”

“Yes! Yes Berry, I am,” Blitz moaned, writhing beneath the pair. “I so fucking am!”

Berry giggled, and Bubble panted. The heavy smell of their arousal filled the room, or at least it filled the air around Rainbow Blitz. He breathed it in, his hard little cock dribbled precum eagerly, throbbing with need.

“Sounds like Itsy-Blitzy loves all the attention,” Bubble said, leaning close, a hungry look in his eyes. This was his first time seeing such a lewd pony, and everything about Rainbow Blitz was lewd. He wanted to ravish the pegasus.

“That’s cause my cock-bitch lo~oooooves being pretty, and he loves it when he’s got a one-eyed monster staring him in the face!” cooed Berry.

Reaching over Blitz, he pulled his double closer until Bubble was standing with his cock nearly where it wanted to be. Berry reached under and flicked the big tool, giggling at the way Bubble moaned. A drop of precum flew onto Blitz’s nose as the pegasus stared at the cock that was soooo close.

“Go on, Itsy-Blitzy.” One hoof stroking Bubble’s cock, the other running through Blitz’s mane. Berry’s voice was a sultry coo as he urged them closer. “Give his cock a lovely kiss. He deserves a reward, letting us go on our date-watey. Give him- oh! Somepony is eager!”

Rainbow Blitz didn’t hear Berry’s giggle, too engrossed with the cock his lips were pressed against. He could hear Bubble moaning, a moan which pitched up when Blitz widened his lips and his tongue darted across the hole.

“M-my first kiss!” Bubble let out a breathless giggle. His hips jerked forward, sending his shaft sliding into Rainbow’s mouth. “Hehe, Itsy-Blitzy gave me my first kiss!”

“Did you hear that, slut?” The words were at odds with Berry’s tone; he delivered the line was cheerfully as any ‘happy birthday!!’ as he let go. He wasn’t needed to keep his boyfriend sucking cock. “My pretty little pegasus gave my clone his first kiss, right on his cock!”

A muffled, happy moan was Blitz’s answer. His tongue swirled around the flat head of Bubble’s cock, tracing the edges and the hole, and his lips tightened around it. A loud slurping noise filled the sex-scented room, cut off a moment later by a sudden thrust from Bubble that shoved a few inches of cock into the submissive’s mouth.

His back legs flanking Blitz’s head, his front buckling with each hungry suckle, Bubble’s tongue lolled out as he panted. His lips pursed, a loud ‘ooooh’ following the sensation of Rainbow Blitz taking more of his shaft between his lips, cheeks sucked in by the vacuum-like muzzle.

“He’s goo~ooood,” moaned Bubble. “R-really, really, go~od!” His voice rose as something hot and wet lapped at his balls.

Berry giggled, returning his tongue to licking his way from his clone’s balls, up to his butthole. As his tongue worked, his hoof spun the lid off a tub just bigger than his hoof. He dipped it in, coming up with lube that he began to spread over his cock.

Blitz’s head bobbed up and down, the delicious taste of Bubble’s cock almost the same as Berry’s. It was so odd, that Bubble tasted just a little bit different from Berry. It still made Rainbow Blitz gulped down every drop of precum as he moved his lips across the now slick surface of the veiny shaft.

“In we go! Celebratory-Hearts-&-Hooves-butt-fuck time!” Berry cheered as he pressed his cock against the tight but welcoming hole. He gave Blitz enough time to feel what was going to happen before thrusting in.

All three let out sounds of pleasure. Berry moaned, his tongue hanging out in an expression identical to Bubble’s, as Blitz’s ass squeezed and massaged his cock. The divine sensation of being filled made Itsy-Blitzy suck ever harder, his cock throbbing in time with the beat of Berry’s pounding thrusts. With the renewed, even more eager bobbing and suck from Blitz, Bubble’s first time putting his dick in anything just got better and better.

“Tighty-wighty!” Berry gasped for breath. “Oooh, your hiney is just perfect for cock, isn’t it?” He still managed to giggle despite his breathlessness as he hilted inside his lover. “No wonder you love it so much! You’re a natural cocksleeve!”

“I’ll second that!” Bubble was slumped now, his front legs giving way as the feeling of an eager, loving mouth on his cock sent waves of sensation rippling through him. “Oooh! His mouth is the best! No wonder his cock is so tiny!”

“His dinky ding-dong,” Berry corrected him. He leaned in, tongue lashing out to rim Bubble for a few seconds.

Bubble nodding, hips jerking and thrusting wildly enough that any less experienced cocksucker would have lost rhythm. Not Rainbow Blitz though; he didn’t let the perfect feeling of being filled in both ends distracted him from worshipping Bubble’s dick. Worship it he did, his tongue stroking the quivering stallionhood, tracing the veins and texture of the cock, as his cheeks pulled in and his lips milked it.

“Yeah! He doesn’t need his dinky ding-dong, ‘cause his mouth is made for cock! Why would he wanna put it in anything?” Bubble trailed off into moans. “O~oooh, feeling good! He loves it!”

Setting up his rhythm as he pounded his boyfriend’s ass, Berry matched every sound Bubble made. “Of course he does! Itsy-Blitz is the best bitch in town! His ass is made for our cocks!”

“W-w-wanna try it...b-but…” The ragged breathing made it clear why Bubble was having trouble. He was going to pop soon, and definitely in the fun way.

Berry grinned widely. He pulled out in a single smooth movement, at the same time grabbing Bubble and abruptly tugging his double with him. Their cocks slapped against each other, one glistening with saliva, the other with lube.

Blitz whined, sitting up and looking at the piled pair of ponies pitifully. “Berry,” he whimpered, licking his lips. “Why did you do that? Your cocks!”

“Awww, Itsy-Blitzy wants more dick,” teased Berry. He helped Bubble sit up, patting the panting clone on the shoulder. “Don’t worry, I just didn’t want Bubble to miss out on your fuckable little plot.”

Before either could blink, Blitz found himself staring into Berry’s face. Against his back he felt Bubble’s chest fur.

“Wha- ah!”

Rainbow Blitz and Bubble moaned together. Berry pushed down on Blitz’s shoulders, impaling the pegasus on the clone’s cock. Bubble sat against the head of the bed, his back upright and Blitz on his lap. Once Bubble had the idea, bouncing Blitz up and down, up and down, Berry placed his hooves on his double’s shoulders and slipped his back legs around Blitz.

“Let’s see what it’s like when Itsy-Blitzy tries to be like a real stallion,” cooed Berry. His rear pressing into Blitz’s lap, and when he was bounced down, Berry went down, his plot-hole aimed right at the small, precum lubed cock.

Dwarfed by the other dicks in the room, Rainbow Blitz’s immature-looking cock nevertheless found exactly where it was trying to go. The submissive athlete shuddered as it slipped right between Berry’s cheeks, poking into the hole. Berry stayed flush against him, ass to crotch, riding Bubble’s bouncing rhythm.

“Berry!” squealed Blitz, his voice raising into an effeminate squeak. “O~ooh! A-ah!”

Grinning, Berry cocked his head to the side quizzically. “Is something wrong? Come on, Blitzy, shouldn’t you be in me already?”

“I-I am!”

“Really?” Berry looked over Blitz’s head, sharing a cheeky grin with Bubble. “I can’t feel a thing. How about...now!”

Berry clenched his buttcheeks, squeezing on the small rod. He milked it with surprising skill, considering nothing much went in there. The reaction was all he had hoped for, and his smile widened at the expression of delirious pleasure on his lover’s face.

“Still not feeling anything,“ he said, letting out an ‘oh!’ of surprise when Blitz bucked up harder. “Somepony likes how teeny-tiny his eeny-weenie is, doesn’t he?” cooed Berry.

“A-ah! Grah!” Blitz felt a hoof spank his flank as he thrust up into Berry. He didn’t have much to thrust, and his boyfriend continued to feign a lack of feeling. It wasn’t much to feign, really.

Bubble let his tongue hang out, running across the back of Blitz’s neck. “He’s so tight,” he gasped. “His butt is perfect for me! He feels just right!”

The clone pumped up into Blitz, throwing himself into it with a hungry look in his eyes. The feeling of Blitz’s ass squeezing him, the well-trained muscles milking the  hard length with every thrust, was driving Bubble crazy. His breath was short and his eyes nearly feral. Nothing mattered to Bubble now except for fucking Blitz. He was enjoying the end product of months of Blitz’s ass being trained by Berry’s cock, an ass that was made to take exactly the cock that was filling it.

The constant flow of precum took away the friction, Bubble’s juices slicking the tight tunnel as it mixed with Berry’s precum and the spit that Blitz had slathered over Bubble’s cock. Their pace grew more frantic with every second, rocking the bed furiously. When Bubble approached his orgasm, and Blitz was only seconds from spurting his pathetic load into Berry’s comparatively loose ass, Berry brought it all to an end again. He jumped off, pulling Rainbow Blitz up with him.

“Awwww,” whined Bubble.

“Don’t worry, Bubble,” Berry soothed him with a hug. He sat down and sat Bubble next to him. “I just wanted this to be a special finish. We’re going to give Blitzy’s a makeover.”

“A makeover?” Giving Berry a confused look, Bubble searched around for some make-up. “Lipstick? New mane-do? Is this part of sex?”

Rainbow Blitz blinked weakly, staring at the pair as he collapsed on his stomach in front of them. He stared up at the pair of cocks that loomed above him and licked his lips. Precum dripped from both. Makeover...oh yeah...An eager grin came to Blitz’s face. He remembered a comment or two he made to Bubble Berry a few weeks ago. He sat up, licking his lips again.

Wrapping his wings around the cocks before him, the literally feather-light touch of each made them shudder and throb. Blitz could feel it, every pulsating heart-beat from his lovers. Raising the tips with his hooves, Blitz puckered his lips and leaned in.

They moaned together, a stereo of Bubble Berry’s moan. Jerking them off in time, Blitz gave Berry’s tip a slobbery, loving kiss before planting the same on Bubble. His hooves went down, over his softly tugging wings, to rub gently at the ballsacks below them.

Already so close, when Blitz began to vary the pace of his wings, one running up as the other went down, what little control the pair had was almost gone.

“Open up!” Berry panted, the order clear even in his breathy voice. “One Hearts and Hooves special...coming up!”

Blitz obeyed, his mouth dropping open and his tongue hanging out. He pulled his hooves back up, aiming them at his face. His wingjob grew faster, keeping equal pace for both, taking every sign and every warning of impending orgasm into account. Rainbow Blitz knew exactly what he wanted.

And he got exactly that. With twin howls of pleasure they came at the same time. Cum sprayed out from both cocks at the same instant, the first shots splattering across Blitz’s waiting face. He shut his eyes, trying to widen his mouth even more. Cum dripped down his muzzle, onto his tongue, before the next shot hit.

Bubble and Berry came heavy, identical loads. With each spurt they covered more of Blitz’s face in liquid love, the salty fluid dripping into his mouth, down his chin, soaking into his mane. The meager squirts from Blitz’s itsy-bits quickly vanished in the mess that dripped down onto the sheets.

“O~oooh, that was perfect!” cooed Berry, or Bubble. With his eyes shut and covered in cum, Blitz couldn’t really see. He sat there panting, licking up the dripping cum as his facial ran down into his mouth.

“It was! Happy Hearts and Hooves Day!” The other one reached over, wiping the cum from Blitz’s eyes. The cum-covered hoof was pressed against his mouth, so the pegasus dutifully licked it clean. “Good boy.”

“M-my pleasure…” Blitz mumbled faintly.

Working together, Berry and Bubble began to clean up Blitz. They gathered cum in their hooves, cum that Rainbow Blitz wasted no time cleaning up for them. Yet while the excess was gathered, they left enough to spread over Blitz’s face. He soon had what looked like quite a real facial, save for the lack of cucumber slices and the very distinctive presence of an erotic musk.

They snuggled, Blitz in the middle, none caring about the mess that had been made of the sheets. All Rainbow Blitz cared about was that he had Berry on both sides, and he loved them.

“That….was the best….” he muttered as he cuddled with them.

One of them pressed lips against the side of his neck. Not to be outdone, the other copied him. It left Blitz with a wide smile, sighing in soft pleasure as the pair showered him with kisses. The only thing better than a kiss from Bubble Berry was two kisses, at the same time.

“It was! My first time was sooooooo much fun!” Bubble, clearly, answered first. He grinned, nuzzling Blitz.

“Good thing I didn’t make more clones this time,” teased Berry, peering over at his double. “I don’t think I could share my Itsy-Blitzy with many more!”

They all laughed, taking pleasure in the afterglow of their threesome as they let their bodies rest.

“So,” Bubble spoke up a few minutes later. He gave Berry a curious look. “You made a bunch of other clones? Where are they? Imagine the fun!”

Blitz’s eyes popped open, suddenly much less relaxed, and he exchanged a look with Berry. “Uh…”

A short explanation later, a single terrified scream filled Sugarcube Corner, followed by the fearful bellow; “But I don’t wanna pop!”