Butterflies

Chapter 5

Twilight Sparkle placed a hoof over her mouth as she watched, through the small window in the door, two of her dearest friends exchange a clearly passionate kiss. Both Fluttershy and Rarity were turned sideways toward the door, with their eyes closed, preventing them from seeing Twilight staring at them, mouth agape. They broke their kiss and looked at each other, with wide smiles on their lips and the look of lust in their eyes.

Rarity scooted closer to Fluttershy as she gently pushed the mare's back against the far wall. Twilight ducked slightly to try and conceal herself a little, since Fluttershy was now looking in her direction, if not at her. She stayed in a position where she could still look inside, but the chance of being caught was still very real. Fluttershy relaxed and lowered her front legs to her sides to allow Rarity to do what she liked.

Rarity lowered her head to the side of Fluttershy's neck and began to give her kisses. The pegasus visibly relaxed and gave a slight sigh, closing her eyes at the same time. At the same time, she lifted up her left front hoof and began slowly stroking the back of Rarity's mane. Rarity came up once more for another passionate kiss with her partner.

Rarity slid herself around to the front of Fluttershy, covering the view of her underside to Twilight. The unicorn once again lowered herself, this time where Fluttershy's rear legs met her body, and began to vigorously kiss right where the leg met the body. She was clearly affected by this, and her lower body began to buck slightly with the sensation. Rarity also lifted up one of her hooves to begin to rub Fluttershy's marehood, eliciting another sigh from the pegasus.

Rarity continued to kiss on and around Fluttershy's upper thighs for almost five minutes while rubbing her at the same time. The mare finally seemed to want Rarity to move on as she removed the hoof stoking her mane to lightly nudge her partner's eager mouth toward another target. The fashion expert looked up and said something to Fluttershy that Twilight couldn't make out, with the kind animal lover nodding in reply. Rarity wrapped her front hooves around Fluttershy's lower back and began licking the unicorn's wet opening.

Fluttershy let out a moan of pleasure, placing both front hooves behind Rarity's head, eyes tightly closed, slightly bucking her hips to get her tongue in deeper. Her entire body seemed to spasm as she gradually began to press her hips faster and hold down the unicorn's head harder over the next few minutes. Rarity's tongue went back and forth from the outside of Fluttershy's lips to running along the side walls and then going as deep as she could with her tongue.

After about ten minutes, it happened. Fluttershy looked down at Rarity as she jammed her hips into her partner's face as hard as she could, wrapping her back legs around the white mare's neck as she pressed as hard as she could on the back of her head. Clearly letting out a loud moan that Twilight was surprised she still couldn't hear from outside the room, the pegasus had an orgasm while Rarity licked up her juices as quick as she could, Fluttershy's marehood convulsing and tightening around the unicorn's tongue. She breathed quite heavily for almost a minute, her hooves collapsing at her sides, with Rarity giving light licks and kisses to her sensitive organ.

Once again, Rarity came up to Fluttershy's face for a deep kiss, and Twilight was sure her yellow-bodied friend could taste her own fluids on Rarity's tongue and mouth. They began to softly kiss, the passion becoming sensual, and the both slowly took in the moment. Twilight quietly hopped down from her voyeur perch and slowly walked out of the spa, jaw practically dragging across the floor, her mind stunned at what she has seen. Twilight began instinctively walking to her house.

'I just watched Rarity and Fluttershy having sex.'

'I just watched Rarity and Fluttershy having sex!'

Her mind was dazed, and she noticed she was aroused. Her skin seemed sensitive and her own opening damp. She was still in the middle of Ponyville, but she wanted to touch herself. It was like she was on fire; like she needed it. Hurrying home, she got a few odd stares from other ponies as she ran by. She could of swore she saw a stallion sniffing the air as she came near him. She finally got home, raced inside and locked the door behind her.

She felt hot. Why was it so hot in her house? She was breathing hard both from her running and because it felt like she simply wasn't getting enough air. She felt hot across her entire body, including down in her most sensitive area. For a second she stood there and began to slowly move a front hoof toward the back of her body...

'No. No,' Twilight thought to herself. 'I need a shower. A cold, cold, shower.' She quickly walked upstairs and turned on the water to as cold as it would go before jumping into her shower.

Twilight yelped as she stepped into the shower. She couldn't help herself; the water was so cold against her warm body. She simply stood there getting used to the temperature and cooling herself off in more ways than one. She stood quietly, not moving, only thinking, for several minutes.

She thought back to what she had witnessed. She ran through the events in her mind. The kissing. The caressing. The orgasm. Fluttershy's look of pleasure. Rarity, her head buried in Fluttershy's nether region. Rarity, with lust in her blue eyes. Rarity, kissing Fluttershy with passion. As she thought about Rarity kissing Fluttershy, that particular thought made her the most unhappy pony in the world.

Without warning, tears began to well up in her eyes, and she found herself crying uncontrollably. She leaned against the wall of her shower and wept like she never had before. The emotion of the past few days simply overwhelmed her. In a span of just two days, she went from Rarity being just one of five best friends to crying at the thought of her being involved with another pony. Her feelings were so strong and so new that she had no time to center herself before she realized a critical fact.

Twilight knew it made no sense. Just two days ago she would have never even considered Rarity being anymore than a friend. Now she wanted to be to Rarity what Fluttershy was to Rarity. Twilight wanted it to be only her - she could not co-exist with Fluttershy as Rarity's "other lover". She knew it had to be exclusive. She bit her lip, closed her eyes and let the freezing water roll over her face. She knew the truth. She could resist it no more.

She was falling in love with Rarity.

Author's Postscript: What a chapter for me to write. This one has probably been the most stressful for me, aside from Chapter 1. Having never written a sex scene of any kind, much less clop (which involves a species I know less about than humans). So please leave some words on how I did, if you intend to comment. Good or bad, I want the truth, however it goes. Sorry guys, no three-way this time. Your Rarity-Twilight-Fluttershy fantasies will have to wait. ;-)