Filly Fooling

by dirty little secret

Chapter 1 - Kissing and Stuff

Load Full StoryNext Chapter

Rarity literally bent over backwards, begging Rainbow Dash, “Please please please! You just have to do this for me. Everypony else is busy, and I simply must have someone to watch her for the evening, or all my plans will be ruined!”

Sweetie Belle paid little attention to Rarity's theatrics. She'd seen this all before, of course. Lots of times. And what mattered here wasn't her sister's flair for the dramatic – it was the pony Rarity was currently cajoling.

She'd never had Rainbow Dash as a foalsitter before. It wasn't the kind of thing Rainbow did. If the rumors about her were true though, this evening might end up being more interesting than she'd expected.

“You're sure she can't just stay here by herself for a while?” Rainbow said, rubbing the back of her mane. “She seems to do just fine most of the time.”

Rarity held her hoof to her forehead as if she might faint. “Oh I couldn't! She's far too young and impressionable to be left on her own all night! Why, if I left her here all by herself, who would cook her dinner? Who would make sure she took her bath? Who would tuck her into bed at night?”

Sweetie Belle rolled her eyes. For a pony supposedly so sophisticated and polite, why did Rarity have to talk about her as if she wasn't even here? And it wasn't like she needed help with any of those things. She often did all of that by herself at Mom and Dad's house.

It was all because rarity wanted to go carouse with stallions again. That was – quite obviously – the 'urgent errand' she had to go out on, the one that was supposedly so secretive. It was so hypocritical of her to go off and do that while telling Sweetie Belle she couldn’t have any fun of her own. That, she suspected, was the reason why she 'needed' a foalsitter tonight – just to make sure she didn't sneak off and try doing any of the things Rarity would be out there doing all night tonight.

Rainbow sighed. “Well, if it means that much to you, and there's no other options, I guess I can do it.”

“Oh thank goodness! You have no idea how much this means to me.” Rarity made a spectacle of prostrating herself down in front of Rainbow. “You're a life saver!”

Rolling her eyes, Rainbow reached down and picked Rarity up off the floor. “Come on, Rarity. I've saved enough actual lives that this kind of stuff doesn't really work on me. A simple 'thank you' is fine.”

“Thank you so much!”

“Don't mention it.” Rainbow watched Rarity as she buzzed over to one of the boutique's many mirrors and made one last touch-up to her lipstick. From the way Rainbow shook her head slightly, it was pretty clear that she knew perfectly well what Rarity was up to. “But, you know... If you happened to make those alterations to my Nightmare Night costume...”

Rarity smacked her lips together and made kissy faces at the mirror. “Consider it done! You shall be the most electrifying Thunderpony Equestria has ever seen!” With that, she trotted over to the door. “Ta-ta now. I mustn't be late! Your checklist is right there on the makeup counter. And remember, her bedtime is nine thirty.”

Ten thirty!” Sweetie Belle shouted as Rarity went through the door. “Mom and Dad said I could stay up later now!”

There was no response. The door slowly swung shut, ringing the chime along its way.

Sweetie Belle looked at Rainbow Dash. Rainbow looked back.

“Uh... You can totally go to bed at ten thirty if you want.” Rainbow grinned a little. “Don't worry. I won't tell.”

Well, that was a good sign. Sweetie Belle smiled back. Maybe being foalsat by Rainbow Dash wouldn’t be so bad. Then again ... maybe it could get better – a lot better – if she just played her part right.

As Rainbow went over and looked through Rarity's foalsitting to-do list with a suppressed groan, Sweetie Belle came up alongside her. This would be tricky. She'd need to pretend like she didn't know anything, but still steer Rainbow in the right direction.

Well, there was one obvious place to start. She gave a very convincing little frustrated groan. “Where is Rarity even going this time of day? It's almost dark already!”

Rainbow chuckled a little. “Just between me and you, kid, I'm pretty sure she's going out with a stallion.”

“Why does she even like hanging out with random stallions so much? She should just stay home with me – we can hang out all she wants!”

“Um...” Rainbow actually started to look a little uncomfortable with that one. “Honestly, you know ... I've never really seen the appeal in stallions either. But, um, you'll probably understand when you're older.”

“It's so weird, though. I like hanging out with mares a lot better, don't you? I'd much rather spend time with Apple Bloom and Scootaloo than any of the colts in our class.”

Now that was getting under Rainbow's skin. She shuffled a bit to the side, fluffing her wings a bit and actually even blushing a little. “Well, um... Some mares like mares, but other mares like stallions. It's just kind of ... yeah.”

Oh yes, this was going perfectly. Sweetie Belle would have her in no time. And now it was the time to lay it on thick. She leaned over close to Rainbow, giving her a pathetic, pleading expression. “But how do you know which one you like?”

At that, Rainbow darted back away, holding one hoof in front of her and looking distinctly uncomfortable. “You'll just kind of, um, find out.” She laid her ears back against her head. “When you're older.”

“Oh...” Sweetie Belle stalled for a moment. Had she come on too strong, or did Rainbow just need a little more of a push? “But how will I find out?”

“You, um... You should really ask Rarity about that. I don't think I'm supposed to—”

Coming closer, Sweetie Belle looked up at her pleadingly. “Please? I've tried, I really have! But Rarity is just so...”

“Yeah.” Rainbow actually laughed a little, and the tension that had been building up in her dissipated visibly. She came back over to Sweetie Belle's side and laid a hoof over her back. “She can be pretty uptight, can't she?”

Sweetie Belle luxuriated for a brief moment just in the warm, comforting feel of Rainbow's hoof over her withers. Oh yes, she could enjoy this. She'd had more than her share of fun, but Rainbow Dash was something special – the kind of filly fooler who didn't fool around with just any filly. But if she played her cards right, she could be that filly. “Uh-huh.” She subtly rubbed herself against Rainbow's foreleg, which just happened to move her a bit closer.

But Rainbow didn't say anything else, and after just a moment, she slipped her hoof off of Sweetie Belle.

Time for the next step. “But ... but aren't you going to tell me how to find out? How did you find out?”

“That's, um... That's probably not a story I should be telling little fillies.”

Please!

“No.” Rainbow ruffled her hoof through Sweetie Belle's mane. “I don't tell anypony what happened at flight camp. But if you really have to know – you just kind of, um, try things with mares and stallions and see which one you like best. Or maybe both? Some ponies like both, you know.”

“Ooh!” Sweetie Belle said in mock surprise. “Like how Rarity tries things with stallions?”

Rainbow pursed her lips. “Yeah, um... Sure. I guess.”

“But what kind of things is she trying? Nopony will ever tell me.”

“Uh...” Rainbow took another uncomfortable step backward. “You know, dating stuff.”

“Huh?”

“Romantic mushy stuff. Not really my thing, you know. I, uh... I wouldn't know much about that. You should really just ask Rarity. She loves that kind of stuff.”

Sweetie Belle didn't let Rainbow get away – every step Rainbow took back, she took forward, coming closer and closer to Rainbow's face. “Like ... kissing and stuff?”

Rainbow's backside bumped up against the wall, preventing her from escaping any more. “Yeah and ... um, stuff.”

Stuff?” Sweetie Belle drew even closer, craning her neck up to the point where nose almost bumped into Rainbow's. “What kind of stuff?”

“You'll, um... You'll find out when you're older!” Rainbow glanced desperately around. “Oh, um, the checklist! I'd really better make sure I've read everything on it... Um... yeah.” She darted out from between Sweetie Belle and the wall, crossing the room in a rainbow blur. “Yep. Uh-huh. Lots of checklisty stuff here to do...”

It didn't escape Sweetie Belle's notice that Rainbow was carrying her tail a little higher than usual. She eased up closer. “Aw... I wish I had somepony I could try kissing ... and stuff with.”

Forgetting the checklist for a moment, Rainbow looked over her shoulder at Sweetie Belle, her eyes showing genuine sympathy. “Don't worry. I'm sure you'll find somepony. Probably somepony really special and amazing.”

Why did she need to wait, though, when she had somepony special and amazing right here, right now? Sweetie Belle quashed the knowing grin that wanted to come out on her face. Instead, she gave Rainbow the best woebegone frown she could manage. “But I really want to know right now!”

Turning around to face her, Rainbow cocked her head to the side. “Huh? Know what?”

“Whether I like stallions or mares!”

“You'll find somepony soon enough,” Rainbow said, grinning down at her indulgently.

“Can't you do it with me, just a little?” Sweetie Belle put a little pleading squeak into her voice. This was it – the make or break moment. She had to play it just right if she wanted to taste the rainbow tonight.

Rainbow's lip trembled for a moment before she managed to reply. “M-me? Huh?”

“You can do it, right? Scootaloo says you like kissing mares.”

With a sudden jolt, Rainbow stood up straight, her eyes wide. “What? Wait – what did she see?”

“I dunno. She didn't say. But she follows you around like all the time, you know.”

Rainbow winced, looking down and to the side, and Sweetie Belle let her be for a few moments. It was fun to imagine the kinds of things Rainbow might be worried about Scootaloo seeing. Just what kinds of fun did Rainbow get up to with other mares when she thought nopony was watching?

Eventually, though, it was time to press just a little bit more. “Come on... If you like kissing mares, maybe I do too! And you'll enjoy it, won't you? I'm a cute mare aren't I?”

Rainbow stared at her for a moment, no doubt going over in her head just how cute Sweetie Belle was – Sweetie Belle preened under he gaze. But then Rainbow shook herself a little and took a deep breath. “No, Dash,” she whispered to herself under her breath, “that is not on the menu. Snap out of it.” Out loud to Sweetie Belle, she said, “Sorry, kid, but you're just too young.”

“I promise I won't tell anypony if you kiss me! I just really want to find out... Maybe just a little?

Rainbow shook her head vehemently. “Nuh-uh. A little filly like you should be trying these kinds of things with other fillies your age. Why don't you ask Scootaloo and Apple Bloom?”

Oh, Sweetie Belle was way ahead of her on that one. She wasn't about to say so, though. “But what if they don't want to? What if they already know they don't like mares? Then I'll never get to find out!”

“Uh...” Rainbow started backing away again, but her tail was rising higher behind her.

Knowing she had her right where she wanted her, Sweetie Belle slowly pursued Rainbow across the room, herding her straight toward Rarity's favorite fainting couch. Just a little farther... “Please!” she said, giving Rainbow her very best sad puppy eyes.

With just the perfect timing, Rainbow's hind legs hit the edge of the divan and made her fall rump-first into it, sitting down. “Um ... okay.” Rainbow gulped, looking down at her. “But just a little bit, alright? Just enough to see if you like it.”

Yes! Sweetie Belle struggled to keep the elation from showing on her face too much. Her own tail flicked upward behind her. She couldn't control that. Hopefully, at least, Rainbow wouldn't catch her winking ... at least not yet.

Still, she beamed up at Rainbow. “Oh thank you! Thank you so much! You have no idea how much this means to me!” As she spoke, she climbed up Rainbow's legs, not giving her a chance to get off of the divan. She climbed all the way up until she could sit in Rainbow's lap, her hind legs straddling around Rainbow's hips.

That put her at almost the perfect face-to-face level with Rainbow. And the way Rainbow looked at her made her fur stand on end, tingling all over her body.

Yes! This was really about to happen! She couldn't wait to tell Scootaloo about it –she would be so jealous! But that was hardly the only reason it was so much fun to be here in Rainbow's lap, slowly drawing closer and closer. Ever since Sweetie Belle had first discovered she had an eye for mares, Rainbow Dash had been the one on her mind. Rainbow had actually been the very first mare Sweetie Belle ever felt a twinge of attraction to, the one who started it all. Rainbow had been celebrating some little athletic victory over Applejack, prancing around excitedly in a way that put her lithe and slender body on full display, showing off her perfectly chiseled but undeniably feminine muscles and curves. And that playful, happy look on her face! It had burned into Sweetie Belle's mind as the perfect ideal of a mare so much that she kept thinking about seeing Rainbow like that, even when she was with other fillies. Scootaloo was nice and all, but every time Sweetie Belle was with Scootaloo, she couldn't help but close her eyes and imagine a younger version of Rainbow Dash instead...

And now ... now she was finally going to get her chance at the real Rainbow Dash. As they slowly drew closer to each other, their muzzles finally touched, bumping gently together. Sweetie Belle tilted her head slightly to the side. She pretended to close her eyes, but she didn't really, not all the way. There had already been far too many times when she closed her eyes and imagined she was kissing Rainbow. This time, she wanted to see it, to know that it was real.

Their lips met. Just a tentative little touch. Rainbow's lips were so soft! Sweetie Belle hadn't been expecting that. Somehow, she'd thought it would feel firm and taut, just like every part of Rainbow's body. But no ... this was wonderful!

Rainbow tried to pull back a little, but Sweetie Belle leaned forward with her, deepening the kiss, pressing the two of them together. When Sweetie Belle opened her mouth just slightly, Rainbow didn't react at first. But after a moment, Rainbow let out a little moan, parting her lips just enough for Sweetie Belle to feel a little bit of the juicy warmth within. When she ventured her tongue a little bit inside, though, Rainbow yanked her head back.

“Woah there!” Rainbow said, panting a little. “That's enough, don't you think? Looks like you've already figured out you like it.”

Sweetie Belle didn’t bother saying anything – she lunged toward Rainbow, wrapping her forehooves around behind Rainbow's mane, and she kissed her again, diving in deeply this time and holding nothing back.

Moaning again, Rainbow at first pressed her hooves against Sweetie Belle's body, halfheartedly trying to push her away. But she soon gave up that struggle, instead letting her forelegs slip around either side of Sweetie Belle's body and wrap around her back, pulling her closer.

Sweetie Belle melted into the kiss, gladly accepting Rainbow's tongue when it was offered. She shuddered a little as she ran her hooves through that rainbow-colored mane she'd fantasized about so often, as she felt the firmness of Rainbow's neck muscles under her velvety fur, as she not-so-subtly rubbed her own underbelly against the sleek curve of Rainbow's body. Every little bit of this was perfect, even better than she'd imagined it would be. She let out a little squeaking moan, right against Rainbow's lips and pulled herself even tighter against the mare of her dreams.

Rainbow's hooves slid up and down along Sweetie Belle's back, exploring her little filly curves as they brushed through her soft white fur – which was primped and conditioned in anticipation of exactly this, once she'd found out that Rainbow Dash might be foalsitting her tonight. One hoof slid upward and ran through Sweetie Belle's mane ... and the other ventured downward, scandalously downward.

When Sweetie Belle felt Rainbow's hoof curl around and blatantly grab her, digging into her ass cheek, she knew she had her. Yes! Her little plan had worked perfectly. She moaned even louder into Rainbow's mouth as Rainbow rubbed and squeezed her 'innocent' little filly curves. Sweetie Belle's tail lifted high behind her, and she could feel her pussy winking like crazy ... probably dripping filly juices down between Rainbow’s hind legs.

When their kiss finally broke, both of them were left more than a little breathless. Sweetie Belle gasped and huffed, her forehooves still wrapped behind Rainbow's neck. Rainbow's lovely magenta eyes stared into hers, quivering with something between anticipation and confused fear.

“Sweetie Belle, I don't think—”

Before Rainbow could say anything more, Sweetie Belle squeezed out from between her forehooves. She hopped over onto the cushion next to Rainbow, facing away, then deliberately raised her tail and spread her hind legs slightly. Time to really give her that 'innocent filly' charm. “Rainbow Dash,” she said. “I... I feel funny and all tingly.” This had to be getting to Rainbow. Sweetie Belle waited for another bout of winking from her little pussy, showing herself off as lewdly as possible. “It feels funny right here.” She pointed with her hoof.

Rainbow stared, wide-eyed, and even licked her lips as she slowly drew closer, but she said, “Oh no, nuh-uh. I am not getting into that.” She was so close! Close enough for her breath to tickle Sweetie Belle and set off another bout of winking. “Just, um... Just go to your bedroom and clop yourself off or something.”

“Clop myself ... off?”

Squirming in place, Rainbow visibly struggled to hold herself back. “You know... Tend to your flower garden? Pet your kitty? Moisturize your hooves?”

“What? What does that even mean?”

Rainbow let out a little groan of frustrated desire. “You know, masturbate!

“Master who?” Sweetie Belle did her best to look back at Rainbow as if she was completely clueless.

It must have worked, because Rainbow sure looked like she was falling for it. “It's what it's called when you touch yourself and make yourself feel good.”

Sweetie Belle gasped theatrically. “Touch myself there?

“Um ... yeah. You just rub your, uh...” Rainbow gulped. “Rub your pussy with your hoof.”

Of course Sweetie Belle knew how. She'd learned that ages ago. But this time, she purposefully did it as poorly as possible. It took her forever to even fumblingly reach down between her legs and manage to touch herself at all. And once she did, she rubbed herself with a jerky, tentative motion, moving more awkwardly than a newborn foal. Wow she was wet down there – it was really soaking her hoof! She hadn't realized it was even possible for there to be so much... But that wasn't important right now – the important part was to put on a show for Rainbow Dash ... as pathetic of a show as possible.

Rainbow cringed. Perfect. She reached out, then drew her hoof back. “You can just— Why don't you—? No, no, that's not...” She slapped her own hoof in front of her face. “No! You just... What are you even doing?

“I'm trying, but it's just...”

Groaning and rolling her eyes, Rainbow got up and turned around, facing her tail end toward Sweetie Belle. “No! Come on, it's simple! You just reach back like this and...” She paused just before touching herself, her eyes glancing around to the unshaded windows and unlocked doors of the boutique.

Sweetie Belle barely noticed where Rainbow was looking or what she was doing. Her own eyes were fixed on the sight of Rainbow Dash's tight, athletic ass and her raised rainbow tail. Her hind legs were spread slightly, putting the teardrop bulb of her vulva on full display, and even causing a tiny slit of pink to show between her light blue lips. And when Rainbow's pussy winked at her, Sweetie Belle's own heart leapt up in time with Rainbow's pulsing, heart-shaped clit. That settled it! Rainbow was really getting turned on! By her!

Rainbow turned back around and hopped off the couch. “Look, um... Maybe we should go somewhere more private. I wouldn't want anypony to just look in a window or something and see, um ... anything.”

Sweetie Belle hopped down onto the floor next to her, just happening to brush against her a little. “We can go up to my room! Rarity set me up a room just for when I visit!” Without waiting for a response, she set off for the stairs at a trot.

Thankfully, Rainbow was right behind her. Not a moment's hesitation. Of course, it was Rainbow Dash – since when did she hesitate?

And, come to think of it... Sweetie Belle grinned to herself, being careful that Rainbow wouldn't see. Going up the stairs in front of her actually posed a nice little opportunity to seduce her a bit more. All it took was slowing down a little bit, making sure her tail was raised, and swaying her hips a little bit more than necessary as she climbed the stairs.

When she glanced behind her, Rainbow quickly looked away ... and even blushed a little bit!

Nice! Sweetie Belle quickly turned her attention back to the stairs in front of her. Not that she needed to – she'd been here so many times she could probably climb the curved stairwell blindfolded. No ... she just wanted to make sure Rainbow would feel as free as possible to take a few more long looks under her tail on the way up.

The stairs weren't that long, though, and neither was the curved hallway on the way to Sweetie Belle's room. There was only so much time to entertain Rainbow Dash along the way.

Once in her room, though, Sweetie Belle still had plenty of options when it came to how to draw Rainbow's eye. And the most eye catching of all of them would be...

With a happy squeal, she leapt up onto her bed – a big lacy, downy one that had been Rarity's before she retired it and upgraded to her new one – and she flopped herself down belly-up, propping her back up against the plush periwinkle pillows. She spread her hind legs open shamelessly, putting everything her little filly body had on full display.


Author's Note

This story is a commission for Starless. If you'd like to get a commission of your own done, go to my Commissions Page for all the details you need. And remember, Patreon supporters get big discounts on commissions!

Next Chapter