For a long moment, Rainbow just stood there in the middle of Sweetie Belle's room and stared at the sight of her on the bed. Sweetie Belle flexed her stomach muscles, which ended up making her pussy wink open for Rainbow again.

“Please, Rainbow Dash! Show me how to do it the right way... I really need it!”

Rainbow blinked for a moment, clearing herself of the daze she'd been in a moment ago. “Oh, um, sure ... yeah.” With just a couple flicks of her wings, she flew across the room and landed on the foot of the bed.

Sweetie Belle had hoped Rainbow would come over and start rubbing her little filly pussy right away, but apparently that wasn't going to happen. Instead, Rainbow flopped down on the other end of the bed, belly-up just like Sweetie Belle. Well, that wasn't so bad. Not bad at all... Sweetie Belle had never seen Rainbow's perfectly lean and lithe body so lewdly on display before. Her rainbow-colored tail lay out on the bedspread between her hind legs, with the almost-winking lips of her pussy framed between immaculately toned thighs, and just above that were Rainbow’s dainty little teats. Sweetie Belle had snuck plenty of glances at them as Rainbow flew overhead, but she'd never gotten a chance to see them like this – bulging up just slightly from Rainbow's sleek underbelly, each one proudly showing its darker blue nipple. It wasn't exactly in tune with the act she was trying to put on, but Sweetie Belle couldn't help but lick her lips a little at the sight.

“Here, you just do it like this...” To Sweetie Belle's lustful delight, Rainbow reached her hoof down between her own outspread hind legs and began rubbing the softest inner part of it in little circles around her pussy lips.

For as long as she could get away with, Sweetie Belle just enjoyed the sight of Rainbow Dash masturbating right in front of her. Wow ... to think she'd really be seeing this!

Oh, but she wanted so much more than to just watch. Time to see if she could bring it up to the next level... Sweetie Belle lowered her own hoof between her legs, just like Rainbow had. Unlike, Rainbow, though, she didn't use gentle, loving circles. She twitched her hoof sporadically, digging in against her own sensitive flesh just shy of hard enough to hurt herself.

“No, no,” Rainbow said. “Try to be more smooth and gentle with it.”

Taking a perverse amount of enjoyment from doing so, Sweetie Belle immediately lightened her touch and slowed her movements ... the the point where she was barely moving or touching herself at all.

“No, wait, that's too light...”

Sweetie Belle switched right back to the almost-painful jabbing she'd been doing a moment ago.

“No, lighter! Lighter! You're gonna hurt yourself!”

She had to keep herself from grinning as she switched again.

“Ugh! No – now you're not even doing anything at all! You've got to do more than—”

Once again, Sweetie Belle went at it like she was trying to squash an unpleasant bug. If this kept going on, she'd have to tone it down some, or she'd end up rubbing herself raw. But hopefully, Rainbow Dash would get fed up with this soon and—

“Stop! Just stop, okay?” Rainbow rolled over, then got up and came up against the pillows right alongside. She laid one hoof on top of Sweetie Belle's, then started moving her hoof for her. “There. Like this...”

“Are ... are you sure this is okay?” Sweetie Belle looked over into Rainbow's eyes with the best impression of innocence she could manage.

“No!” Rainbow almost yanked her hoof back. Almost. “Just, uh, promise not to tell anypony, alright?”

“I already promised!” Sweetie Belle said. She didn't make it a Pinkie promise, though. After all, she fully intended to brag to Scootaloo about this, and she did not need Pinkie jumping out of nowhere to stalk her down ... as had been known to happen when somepony broke a Pinkie promise. It was easy enough to put that little quaver in her voice. Rainbow was good at this – really good. And after all the deliberately awkward fumbling she'd been doing moments ago, actually being stroked tenderly and lovingly felt wonderful ... even if it was from her own hoof.

It felt so good, in fact, that Sweetie Belle began to feel that familiar pressure building up within herself. Her hind legs tensed against her bedspread, tightening right along with her inner muscles in anticipation of the big moment to come.

She held herself back, though. She wouldn't let herself climax, not yet. If she got off now, Rainbow would probably just say it was a job well done and then go on with the rest of the night. And that was not Sweetie Belle's plan. Instead, Sweetie Belle let herself moan louder and louder – that was easy enough, given the gentle way Rainbow moved her hoof – but she also played up how desperate she felt to get off, even if it was really herself stopping it.

Still, though, Rainbow just moved her hoof for her. Even when Rainbow licked her lips, she didn't move to do anything more ... intimate. Maybe she needed a little push?

“I... I'm so close!” Sweetie Belle cried out. “I can almost feel... What's happening? Oh! I want it so bad! But I just ... need ... more...”

Rainbow glanced around nervously once again, then moved Sweetie Belle's hoof out of the way. Perfect! Just what she'd hoped would happen!

When Rainbow Dash's hoof touched her directly, Sweetie Belle squealed with genuine delight. She was finally free to let herself go. And with Rainbow Dash – the Rainbow Dash – tenderly caressing her pussy lips, it didn't take long. Sweetie Belle tensed against the soft bed harder than ever, her little pussy squirting over Rainbow's hoof. “Yes!” she cried out as the hot wave of bliss finally washed over her. “Oh yes Rainbow!”

Rainbow pulled her hoof away before Sweetie Belle was even done trembling and convulsing. “There you go, kid. You're pretty cute when you cum, you know that? Here, let me go find a towel or something...”

But Sweetie Belle wasn't about to let her get away that quickly. Before Rainbow could roll off the side of the bed, Sweetie Belle slipped her hoof over Rainbow's underbelly and onto the rapidly winking bulge of Rainbow's pussy. “Oh my gosh!” Sweetie Belle said. “You have the same problem!” She started rubbing again, but with none of the awkwardness she'd shown before – now it was time to convince Rainbow that letting a little filly do this to her was worthwhile.

“Hey!” Rainbow shouted. “You can't just touch ponies like that!”

Sweetie Belle didn't stop. “But it really feels like you need it. And if it's okay for you to touch me, it should be okay for me to touch you, right?”

“Um...”

Before Rainbow could come to any unfortunate conclusions about whether any of this was okay, Sweetie Belle stepped it up a notch: she angled her hoof just a bit as she rubbed, just enough to pull the lips of Rainbow's pussy apart a bit and gently touch the hot pink inner walls within.

“Mmm...”

That's right ... just sit back and enjoy it... Sweetie Belle licked her lips as she toyed with the springy softness of Rainbow's pussy lips. It was so nice to finally be touching this little forbidden treasure between Rainbow's legs.

Rainbow did sit back and enjoy it. And it looked like she was really enjoying it. Her eyes drifted closed, and her hind legs tensed against the bed just like Sweetie Belle's had.

Grinning, Sweetie Belle picked up the pace in time with the growing tension she could feel in Rainbow’s body. But unlike what Rainbow did with her, she didn't race straight for the finish. Instead, every time Rainbow started to tense up too much or moan too loudly, Sweetie Belle would make a little 'mistake' – losing her rhythm, rubbing in the wrong spot, or just not pushing hard enough. Rainbow wouldn't know it, but Sweetie Belle was edging her, never quite letting her get that orgasm that kept approaching and then fading away again. Closer and closer but never quite there.

It was getting to her. Each time she drew close, Rainbow moaned more pathetically, more desperately. Eventually, she cried out, “Please! Just do it already!”

“Do ... what?” Sweetie Belle kept up her hoof-teasing. “I'm doing the best I can!”

“I... I just—” Rainbow moaned again, hoarse and throatily. “I just need more! Come on – you're so close!”

Sweetie Belle gave her a woebegone look of longing. “I just wish there was something else I could use besides my hard hoof... If only there was something soft and wet...”

“Well, um... There is one thing.” Rainbow pursed her lips, glancing around the room again as if expecting somepony to jump out of the closet and catch them here. Of course it wouldn't happen. Sweetie Belle had carefully checked ahead of time.

She looked up into Rainbow's face eagerly. “There is? What? I'll do anything for you, Rainbow Dash!”

“Well, um ... instead of using your hooves down there, you could maybe use ... your tongue?”

That was permission enough for Sweetie Belle's tastes! She hopped up and then dove down between Rainbow's outspread hind legs, lying right on top of Rainbow's tail. And without giving Rainbow any time for second thoughts, she began licking away at Rainbow's pussy.

“Mmmn! That's it. Nice and slow at first, then go a little bit inside— Aah! Yeah! Just like that!”

Sweetie Belle paid hardly any attention to Rainbow's increasingly sporadic instructions after that. She was too busy enjoying the feel and the taste of a pussy she'd never thought she'd get the chance to so much as touch. The thick, soft lips of Rainbow's pussy melted against her lips and tongue ... or at least they seemed to, given how much syrupy juices were flowing. Her mouth was flooded with the zingy taste of Rainbow Dash, and she loved it!

With Rainbow distracted enough to let her do it, Sweetie Belle reached both hooves up underneath Rainbow's hind legs and grabbed two big hoof-fulls of the older pony's tense, hard, ass cheeks. Such perfectly defined curves! Sweetie Belle felt like she could just dive right in all day... So she did – she planted her lips right against Rainbow's pussy and slathered her tongue around inside, feeling and tasting every last part of Rainbow's naughty bits that she could reach.

“Yeah!” Rainbow cried out. “Now take that one part, the— Yes!”

Sweetie Belle didn't have to wait for Rainbow to describe her clit or what to do with it. It wasn't as if she was actually an innocent little virgin. With Rainbow drawing ever closer to that long-building orgasm and winking faster and faster, Sweetie Belle had all the opportunities she needed to pull Rainbow's hot, pulsing clit in between her lips. She suckled it and teased it with her tongue, doing it over and over again, every time it winked out to meet her.

Rainbow's hooves smashed against the back of Sweetie Belle's mane, catching her off-guard. And by the time she realized what had happened, the extra pressure of Rainbow pushing Sweetie Belle's tongue against herself had done its magic.

Crying out loud and without any care about who might hear, Rainbow came. Her whole body bucked against the bedspread, pushing Sweetie Belle's head along for the ride. Hot marecum splashed into Sweetie Belle's mouth, and she lapped it up greedily, driving Rainbow ever onward ... and that only redoubled Rainbow's orgasm, driving her to more and more writhing against the bed. Sweetie Belle hadn't known what she was getting herself into by teasing Rainbow for so long ... but she was more than happy to take every bit of it!

When Rainbow's hooves finally released her, Sweetie Belle pulled back and stood up on the bed, still between Rainbow's hind legs. She grinned down at her foalsitter. Rainbow was a mess, her legs still twitching and her sleek belly rocking with panting breaths. Licking her lips, she tasted Rainbow all over again. What a sight!

“Whew...” Rainbow sucked in a couple more deep breaths. “You have no idea how much I needed that, kid.”

Sweetie Belle grinned even wider. Oh, she wasn't done yet. Not by a long shot. Instead of drawing away from Rainbow Dash, she slid right back in, easing her body over Rainbow's. She picked one hind hoof up and lifted it over Rainbow's hip. Before Rainbow even knew what she was doing, Sweetie Belle planted her little filly pussy right up against Rainbow's bigger, still-winking slit.

Rainbow's eyes went wide. “Woah – how did you know how to—? Mmm... Oh yeah. That's nice...”

As much fun as it would be to subdue Rainbow just from the feeling of rubbing her little filly pussy on the older pony's, it probably would be a good idea to keep up the sweet and innocent act just a bit longer. “Oh Rainbow Dash! I ... I just saw you lying there like that, and I really wanted more and, and... I don't know... I'm sorry – it just felt right!” She could feel Rainbow's pussy winking against her own – she knew Rainbow wanted this.

Grinning back up at her now, Rainbow began moving her own hips a little, matching Sweetie Belle's rhythm perfectly. “Don't be sorry, kid. You're a natural.” Rainbow reached around her and grabbed one of her little ass cheeks again, but not firmly enough to keep her from moving. “Come on then – let's see what you've got!”

Now that was the Rainbow Dash she'd been harboring a secret crush for! Sweetie Belle put an extra little twirl in the motion of her hips, slipping the sloppy entrance of her pussy against Rainbow's.

The feeling of Rainbow's slick warmth against her own pussy drove Sweetie Belle half mad with lust. She could feel Rainbow's clit winking, and her own came out to meet it. Every once in a while, they'd manage to match each other's rhythm and each of their clits would come out at the same time, kissing against one another.

It was one of those times – a long string of mutual pulses where Rainbow's clit came out and played with her own – that Sweetie Belle found herself unexpectedly going past the point of no return. The hot, tingling pleasure blooming up between her hind legs blossomed into an uncontrollable fire. She lost her rhythm; her hips shook and trembled almost randomly. And the sparkling light of an unexpected orgasm curled its way up through her whole body, making every last bit of her go stiff. She kept her eyes open, though, staring down at the impossibly beautiful sight of Rainbow's sprawled body.

Finally, Sweetie Belle collapsed back down against the bed. Her whole body trembled slightly, and it was all she could do to just gasp in as much of the nice cool air as her body demanded. She hadn't fallen far, though – her hind legs were still entangled with Rainbow's, their pussies still touching. Sweetie Belle's juices seeped over and into Rainbow Dash's pussy as the two of them winked again.

It took a bit of creative wriggling and an impressive display of flexibility, but Rainbow managed to disentangle herself from Sweetie Belle and get up, sitting on top of Sweetie Belle's favorite pillow without any regard to what kind of juices might be soaking it. She snickered a little, looking down at Sweetie Belle's still-twitching body. “So I guess it's a pretty safe bet that you like mares, huh?”

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!