Help, Stepsis, I'm stuck!

by Isseus

Rating: mature
Tags: Sex, Porn, My Little Pony: Friendship is Magic, Fetish, Rainbow Dash, Romance, Scootaloo
Length: 5636

Scootaloo finally learns to fly, and she gets to celebrate with her teacher, Rainbow Dash. Except Rainbow Dash has something more lewd planned than just pizza...

She finally did it!

Under Rainbow Dash's tutelage, Scootaloo finally learned how to fly. They decide to celebrate at Rainbow Dash's place, but she has something more lewd planned than just pizza. It'll probably leave Scootaloo a bit sore, a lot confused, and 120% satisfied.

Commission for JediPonyLover

Published 2021-05-05 17:50:02 UTC
Last updated 2021-05-05 17:50:02 UTC

Science schmienze.

Scootaloo was flying. It was clumsy, awkward and perilous, with several close calls with the ground, but there was no denying she was flying under her own power some five feet above the ground. There were no gadgets, nopony holding her up, and no magic involved apart from her own Pegasus wings. She was whooping wordlessly in glee as she made yet another lap around the grassy field outside Ponyville. Her eyes were shining bright under her goggles, and were somepony near enough—and crazy enough—to stand in front of her, would see those eyes were filled with tears of absolute joy.

On a nearby knoll, her teacher, Rainbow Dash was definitely not tearing up, because that would be un-cool. It was just the wind, she told herself. She watched over her little friend, her adopted little sister, with pride swelling in her chest and her mouth in a wide smile. It had taken them a long time to get here, with a lot of stumbles, "I quits" and desperate sobs under her wing, but here they were. She adjusted her coach cap proudly and prominently, should anypony see her at that moment. She wanted everypony to know that she was not just the most amazing Wonderbolt there ever was, but also the best teacher and big sister as well. Not that she'd ever brag about it.

She sat down and picked up her whistle, but as she looked over the zooming orange blur on the field below, she couldn't bring herself to call the exercise for the time being. She still remembered the time when she'd went to Scootaloo's aunts' place and seen the Wonderbolt posters ripped from the walls and even Scootaloo's beloved scooter thrown in the trash alongside them. It had been the first time she'd found out that Scootaloo really had a big problem with flying. She'd talked about it with her friends, but they'd all told her to just give her time and wait, that ponies grew at their own pace, and other lame things like that. Rainbow Dash knew that most of the time her friends were right about most things, and it was true that Scootaloo was a late bloomer. She hadn't even gotten her cutie mark at the time. But as time went on and the Crusader trio got their cutie marks and started helping ponies around the town, Rainbow Dash could still only see Scootaloo drive her friends around on her scooter and carriage, not soaring like the sky the way she knew the filly dreamed of.

They were out camping with the other Crusaders and their big sisters already asleep in their tents, with her and Scootaloo quietly watching the slowly dying flames of their campfire, when she finally brought it up. It didn't take very long for Scootaloo to pour her heart out to her big sister, telling her all about the fear she might never learn to fly, how she was somehow broken, or how she just wasn't good enough to fly. Rainbow Dash had never realized how fragile and scared a filly could look, especially one that could pull of the most awesome of stunts and subsequent crashes with a smile. It broke something inside Rainbow Dash as well. She didn't know what to do or say, except hold the trembling filly until she calmed down and finally fell asleep with her tear-strained cheek on her lap. The very next day, when returning Scootaloo back home, she'd pulled her Aunt, Holiday to the side. It turned out that money was a bit tight, so Scootaloo had only seen the school nurse and the doctor at Ponyville health center about her inability to fly, but nopony had found anything wrong and had just assured them that things would work out in their own time and that they just had to be patient. So they had been, trying to keep Scootaloo's spirits up and cheering her on, but they knew it was way past the time that the filly should have taken flight.

Rainbow Dash was not a patient pony. She was basically the opposite. In a few days she'd convinced the Wonderbolts' personal doctor to take a look at Scootaloo's situation. They'd ran dozens of tests, ranging from bloodwork to x-rays and even a thaumometer to measure her innate magical capabilities and the tests were conclusive: Scootaloo was a very healthy filly, with nothing wrong and no reason whatsoever that she wouldn't be able to fly. This had left them both flabbergasted and the doctor apologetic about the whole thing, but when they'd gotten back to Ponyville, they'd decided to start training Scootaloo for real. Day after day they met in the very meadow Rainbow Dash was now reminiscing in, practicing, trying out new drills, new diets and supplements, everything they could come up with, but to no avail.

That wasn't all they did, of course. On most days, they'd stay after their agreed on practice times to chat about everything and anything. They'd most often lie down on the grass, looking lazily at the clouds, with Rainbow Dash's wing wrapped around Scootaloo. At first Scootaloo only told Rainbow Dash about her daily life, what happened at school or with her friends. The filly had some trouble dropping her brazen tomboyish behaviour in front of ponies so she wouldn't look weak in front of her idol, but it became easier as time went by. Rainbow Dash the idol slowly turned into Rainbow Dash, the big sister and friend. As time went by Scootaloo started talking about bigger things, about her fears and dreams, about her life, wondering what she might become when she grew up, how she wanted to stay friends with Apple Bloom and Sweetie Belle forever, and how much she missed seeing her parents when they were away on their expeditions. They laughed, they joked around, sometimes they both got dust in their eyes at the same time, but neither of them would have changed a minute of it.

But then came the day of the breakthrough. It was on a hot, dry and dust day in late Spring that they'd once again finished with their daily routines, with a dejected Scootaloo once again leaving with her head hung low, driving her scooter down the dirt road to town. And that's where Rainbow Dash had finally seen it. In the dust left behind, there were swirls and whirls that she'd never seen before. She'd seen loads of Pegasi fly on counless occasions, yet this was something different. Without Scootaloo noticing, she'd flown above the filly all the way to town, looking at the patterns in the dust trail. She'd gone straight to Twilight's castle and spent the rest of the day reading books that had very little to do with adventure heroines, and after forcing her way through one science book after another, she got it.

The next day she'd set up a school desk and a blackboard in the meadow. Scootaloo was soon seated, just like in school, and Rainbow Dash was tapping at the words on the board with a stick.

"Umm, prepoison?" Scootaloo asked in confusion.

Rainbow Dash looked at the board, hastily wiped away the word and wrote it back up.

"What's porpoises got to do with flying?" Scootaloo asked again.

Rainbow Dash spat out the chalk from her mouth and hastily wiped away the new word. "Propulsion, Squirt!"

"Ooooh," Scootaloo said. And blinked a few times. "Huh?"

Rainbow Dash smacked a hoof onto her face. She then gave the blackboard a kick, causing it to spin around and revealing the other side. There was a surprisingly accurate depiction of a Pegasus there, with diagrams and formulas around it. Rainbow Dash had copied it directly from one of Princess Egghead's books. She talked about propulsion, lift, drag, airflow, and other things she'd just learned herself. After the lecture, Scootaloo was even more confused than ever, and as it turned out, so was Rainbow Dash.

"I don't get it," Scootaloo confirmed.

Rainbow Dash threw the stick away. "It's like this: you've learned to drive your scooter with your wings, but you're pushing all the air the wrong way when you're standing up. You aren't getting any lift even though you're creating a lot of energy to move you forward, it's all being directed towards the ground to push you forward, not up."

"So... driving my scooter made me unable to fly?" Scootaloo asked. She gave a disappointed look at her means of locomotion, Scooter The Betrayer.

Rainbow Dash walked to the filly. "What it means is you just have to lift your butt up when trying to fly. Like way, way up."

Scootaloo immediately blushed. "But... but ponies would laugh at me and... and they'd see my, you know. Under my tail?"

"Who cares. You get to fly!" Rainbow Dash said. "Probably," she added under her breath.

The following days had mostly consisted of Rainbow Dash holding Scootaloo's rump in the air, forcing Scootaloo to un-learn her way of pushing her scooter forward and instead lifting herself up from the ground. While Scootaloo slowly improved, Rainbow Dash was afforded a generous view of the more unspoken parts of Scootaloo's anatomy. She didn't really mind. Quite the opposite, in fact. Her growing emotional bond with Scootaloo, along with being single and quite a lot into mares since her teenage years, brough to her mind some very lewd thoughts. And seeing as how Scootaloo was technically over the age of consent, despite pony society usually expecting folks to grow up all the way before doing anything too risque, it wasn't really illegal as such. Rainbow Dash would dream of that plump, fillyish rump, the soft, squishy flanks that she held up daily, the tasty little slit underneath it. She could imagine the sight of Scootaloo's rumpcheeks jiggling after a solid smack. Several nights she fell asleep with her cloud bed moist cloud underneath her.

But today was the day Scootaloo had taken her first solo flight, and it was a great success. Her posture was still quite different from other Pegasi, but she was airborne. After all this time, she'd done it. Rainbow Dash blew her whistle and called out to Scootaloo. "That's enough for today! Bring it here!"

Scootaloo did as she was asked, clumsily changing directions and flying up the hill. They both realized at the same time that she was coming in way too fast, and barely had time to shout a warning to the other before crashing against one another. They ended up in a tangled mess of limbs on the grass, with Rainbow Dash on the bottom and Scootaloo on top of her. Before she could get her breath back, Rainbow Dash felt Scootaloo's forehooves wrap around her.

"I can fly! Thank you, Rainbow Dash! Thank you thank you thank you!" Rainbow Dash couldn't get in a word , before Scootaloo shouted. "I love you, Rainbow Dash!"

Rainbow Dash's heart skipped several beats, but she finally managed to sit up holding Scootaloo on her lap, and hugging her back. "I love you too, Squirt."

They held each other for a while, before Scootaloo shot up. "Omigosh! I gotta go show Sweetie and Apple Bloom! And my Aunts!"

"You do that!" Rainbow Dash said. "Wanna come over to my house tonight and celebrate?"

"Sure!" Scootaloo was already galloping away. "See you tonight!"

All day long, Rainbow Dash could hear the words echoing in her mind. Scootaloo's shout of "I love you, Rainbow Dash" had been such an innocent, enthusiastic exclamation, yet it had finally broken a final barrier inside Rainbow Dash as well. She'd gotten to work, setting up a nice evening for her and Scootaloo, including pizza, sodas, a big surprise for Scootaloo, and The Bottle. The Bottle had been a gift from Zecora on last Hearthswarming. She'd taken a sip before, and knew just how potent the liquid was, and she was hoping, no, craving to get to use it tonight. But that was only if things went the way she hoped. As the sun was setting, to her surprise, she heard a thud from the door. Usually when somepony wanted to visit her, they'd yell at her from down below on the ground. She'd even installed a bell with a string they could pull because she was just that awesome of a friend. But this had been almost like a knock.

As she opened the door, she found the panting Scootaloo sitting in front of her door like a lost puppy. "Your house... is WAY higher... than I thought!" She managed to say.

"Wait, you flew all the way up here? On your own?" Rainbow Dash asked.

Scootaloo beamed. "Yup! All me!"

"What if you couldn't get all the way up? What if you'd fallen down?" Rainbow Dash asked, surprising even herself with the worry in her words.

Scootaloo just grinned and put a forehoof behind her head. "Hehe, I didn't even think of that!"

Rainbow Dash was going to give her a lecture about safety, but knew it would go unheard. Instead she walked behind Scootaloo and pushed her towards the open door with a hoof. "Go on, hotshot. Get in."

Scootaloo merrily bounced inside, enjoying the feel of a cloud floor. She'd been up here a few times and didn't even need a cloud-walking potion to do it like some other ponies. She closed her eyes and smelled the air. "Is that pizza?" she asked. "I haven't eaten anything since morning because I've been sooAAAH!" The last exclamation had come from something grabbing her tail and her falling flat on her belly. It didn't hurt, but sure got her attention.

Rainbow Dash spat Scootaloo's tail out, and had to try and spit out some dirt as well. It was clear Scootaloo had been going all over town showing her flying off and had apparently brough all the dirt and dust from town with her as a souvenir. "Yeah, I can tell." She pointed at a door in the back of the room. "Shower. Now."

Scootaloo sat up. "But Rainbow Daaaash," she whined, about to start begging for the treats, except she wiped a hoof over her muzzle and noticed the streak it left. "Errr, maybe I should take a shower."

Rainbow Dash didn't answer, just kept pointing. As Scootaloo soon regained her bouncy steps on her way to the shower, Rainbow Dash was afforded yet another nice view of a similarly bouncy rump before it vanished behind the door. She could soon hear the water running from her fresh rain cloud and the happy humming coming from Scootaloo. Even that short interlude had gotten her own heart pounding hard enough for her to hear it in her ears. For the hundreth time that day she thought if she was going to go through with her plans, but felt more certain than ever after that short display.

After Scootaloo came out with her usually wild mane still moist and flattened back and her tail hanging down limply, she looked like a new pony. After she sat down at the table, she looked at the pizza hungrily. "Now can we eat? I'm starving!"

"Dig in!" Rainbow Dash said as she dropped the box on the table.

They didn't get to talk too much with Scootaloo gobbling down almost half the extra-large pizza, and after downing a bottle of soda, she happily stumbled her way to a nearby couch and fell on her back and let out a loud burp. "Best day ever!"

Rainbow Dash sat next to Scootaloo on the couch. "You said it, Squirt."

Scootaloo squirmed closer to Rainbow Dash until she could lay her head on her big sister's lap and looked up with her bright eyes. "Did you hear Pinkie Pie is going to throw me a big party about it soon? I don't even know how she found out. And Sweetie and Apple Bloom wouldn't stop hugging me for, like, ages."

"Yeah, I know how you're with all that namby-bamby stuff."

Scootaloo smiled, her eyes falling half-lidded. "It wasn't that bad, really."

They sat there for a while, before Scootaloo said in what was barely a whisper. "Thank you."

"Hey, it was all you. I was just there to—"

"No, I really mean it. I don't think I can ever thank you enough, Rainbow Dash!" Instinctively, Rainbow Dash started stroking Scootaloo's mane, causing the filly to let her eyes droop all the way shut. "I'd almost kinda given up hope of ever flying," Scootaloo said. "If it wasn't for you, I'd... I'd—"

"I didn't give up on you, and neither did you," Rainbow Dash said. "You know me, I just don't give up on friends."

Scootaloo nuzzled against Rainbow Dash't lap, curling in more comfortably. "I'm just so happy you're my Big Sister."

"You and me both," Rainbow Dash said. They were left in silence, the two most rambuctious and energetic ponies know to ponykind, just letting all the recent events finally sink in. Rainbow Dash could soon feel Scootaloo's breathing become lighter and more shallow, the filly getting ready to drift off to sleep. No matter how awesome that would have been, there was still something even more amazing to do that night. "Do you wanna see something awesome?"

"Hmh?" Scootaloo's ears perked up. She rubbed her eyes with a hoof before opening them up blearily. "What is it?" she asked before yawning mightily.

"Come on, I'll show you." Rainbow Dash got up, with Scootaloo soon following. They went to Rainbow Dash's bedroom, where a shiny piece of blue and gold cloth was laid out on the bed.

"Is that a... Wonderbolts flight suit?" Scootaloo asked. She could barely breathe in the presence of something so glorious.

"My very first!" Rainbow Dash walked to the suit. "Every nick and bruise that I've taken in it shows. Like here on the left forehoof is where I thumped my hoof against a ring in practice, and that long mark on the underside is where my belly dragged on the ground when I was doing a low-flying stunt."

"Wooow," Scootaloo said with all semblance of tiredness gone. "That's so cool."

"I mean this one's no longer fit for duty, so I asked them if I could keep it. I got a lot of ribbing from the others, but who cares!"

"Fit for duty?" Scootaloo asked in barely a whisper.

"Yeah, see that huge rip below the tail hole? The suit got caught on a doorhandle before a huge show in Las Pegasus, and nopony in the team told me about it before the show. Turns out, I was flying with my rump sticking out all show, and ponies took a lot of pictures about it."

Scootaloo tried in vain to keep a serious face, but had to cover her face to hide her sniggers.

Rainbow Dash tried to put on an expression of mock hurt. "Yeah, yeah. Laugh it up. I got to hear about it for weeks. ' Rainbow Flash' they called me."

"So your butt was..." Scootaloo started, but couldn't finish with her giggles.

Rainbow Dash turned around and tousled Scootaloo's mane. "Are you gonna keep laughing, or are you gonna try it on?"

Scootaloo jumped in the air with her wings buzzing. "Wait, really? REALLY?!"

Rainbow Dash opened the zipper on the back of the suit and motioned for Scootaloo to climb on the bed. "It can be a bit tricky to get it on at first, and we usually needed two ponies to help each other so the suit would fit well."

After a short struggle, Scootaloo had managed to somewhat squeeze herself into the elastic suit. It was still way too big for her, with al the hooves at least twice the length that would have fit her, but she didn't care. It was a real Wonderbolts suit, and it was Rainbow Dash's! After a while, Rainbow Dash managed to slip Scootaloo's head into the hood so she could finally see around again and zipped the suit up behind her. There was no way Scootaloo's wings would match the holes on the sides, and the whole suit had creases everywhere, but there was no doubt about it! Scootaloo was wearing it! She tried to stumble off the bed towards the full-body mirror on the floor, but only managed to flop onto her back.

"Uhh, a little help?" Scootaloo said.

Rainbow Dash picked her up from under her forehooves and planted her in front of the mirror. The reflection wasn't really that flattering, what with the forehooves hanging off her small hooves like empty socks, and how one of her ears was peeking through one of the eye holes, it didn't matter. Scootaloo was on the top of the world. Behind her, looking at the adorable sight of the filly in her oversized suit made Rainbow Dash's heart melt from the cuteness overdose. She snuck right behind Scootaloo, and was about to grab her in a big hug, but at the last moment dug her hooves right into Scootaloo's sides instead, tickling the filly silly.

"Aah! Ahahaha! No fair!"

"No fair?" Rainbow Dash asked playfully. "Not fair would be if I... tied your hooves together!" She proceeded to do so despite Scootaloo's struggling, tying a knot between the loose ends of the suit's forehooves behind Scootaloo's back, not unlike a straight jacket.

"Eee!" Scootaloo shouted amidst her giggles.

"Not fair would be... If I did this" Rainbow Dash turned Scootaloo on her back. She grabbed the rip on the suit's rump and pulled the elastic material wide open and slipped it down along Scootaloo's body. Soon it had revealed Scootaloo's orange rump from underneath, and pinned both her hind legs and tail against her body, basically trussing her up. As a final coup de grace, Rainbow Dash slipped the hood down over Scootaloo's eyes so the filly couldn't see anything.

Scootaloo kept on laughing at the silly game. It took a while for her to calm down enough to assess her situation again. "Okay, fine. THIS is totally not fair."

"Told you!" Rainbow Dash said. What Scootaloo hadn't realized was that Rainbow Dash was now afforded a great view of Scootaloo's butt and nethers as the filly struggled to get free of her predicament. It had worked far better than she'd hoped. She had all the time in the world to finish the Scootaloo-package, taking the loose ends of the suit's hind legs and also tying them up in a knot behind's Scootaloo's beck. The filly was going nowhere. Scootaloo's hind legs were pushed against her body, her forehooves were crossed over on her chest, and it was all held in place by the knots. She looked almost like a little foal waiting for a diaper change, except the only part not covered was her bottom.

"Fine! You win! I'm totally stuck." Scootaloo struggled in vain for a moment more. "Could you please let me out now?"

Rainbow Dash didn't answer. Instead she started gently kneading Scootaloo's flanks with her forehooves. This caused Scootaloo to fidget a bit more and let out a little giggle, but there was clearly some nervousness in her voice.

"What are you doing?" Scootaloo asked.

Rainbow Dash didn't answer. She kept kneading Scootaloo's hindquarters, occasionally running a hoof along her butt cheeks and inner thighs.

"Rainbow Dash?"

A resounding smack sounded through the room as Rainbow Dash's hoof left a red mark on Scootaloo's bottom. It made her rump jiggle, which was only doubled as Scootaloo squirmed. "Wait, what are you doing?" Scootaloo asked, but still got no reply.

A few more smacks landed, with Scootaloo struggling in vain to fidget away. Rainbow Dash just stared in amazement how the soft rump danced under her smacks.

"Ow! Ow! Hey! Cut it out!" Scootaloo whined.

A few more smacks landed, sending jolts of actual pain through Scootaloo's rump.

"Are you... spanking me? Did I do something wrong? I'm sorry!" Scootaloo said.

Yet more spanks landed on the wobbly rump in front of Rainbow Dash.

"I'm sorry if I did something! Please stop!" Scootaloo said. She wasn't close to tears, but clearly in quite a lot of discomfort and confusion. "Was it about me laughing at your nickname! I'm sorry!"

There was a pause in the spanking, with Rainbow Dash returning to gently massaging Scootaloo's rump.

"Hey, Scoots?"

"Y-yeah?"

"Do you trust me?" Rainbow Dash asked.

"Of course I do!" Scootaloo said without hesitation.

"So even if I did something that you didn't really like or found weird or maybe it hurt a bit, but told you it was for a good reason and you'd find out something amazing thanks to it, you'd be okay with it?"

"Umm, does it have to hurt?" Scootaloo asked.

"A bit. You remember what I always say? No pain..."

"...no gain. Yeah, I remember." There was a short silence, during which Rainbow Dash kept gently massaging Scootaloo's slightly aching bottom. "O-okay. If you say it's a good thing."

"I promise" Rainbow Dash said. "And if you ever want me to stop, just tell me."

"Okay," Scootaloo said. She was clearly willing to brave it out. "But is it because I've been naughty? Did I do something bad? Is this one of those 'it's for your own good' things that Auntie Lofty always tells me about before she gives me the manebrush?"

"You've gotten the manebrush from your Aunt?" Rainbow Dash asked.

"Only when I've been really, really bad."

"No, it's nothing like that. If anything, it's a reward for everything you've done."

"A... reward spanking?" Scootaloo asked even more confused than before. "I don't get it."

"If you brave it out, I promise you will."

Scootaloo nodded, then added, "Umm, I nodded, if you didn't see it. You know, with the suit?"

Rainbow Dash picked Scootaloo gently off the floor and set her on the bed on her back. She put thick pillows on either side of the filly so she wouldn'r roll over, and without warning smacked Scootaloo on the rump with her wing. She traceds a circle on the orange rump that was now tinged pink from underneath, before adding a few more swats. Scootaloo was clearly trying her best to stay quiet, only letting out tiny little gasps and "eeeps" out. Rainbow Dash made sure to spend at least as much time stroking and massaging Scootaloo's reddening bottom between each smack, until finally...

"Eeek!" Scootaloo said while twitching a lot more than before. "Not there!"

Rainbow Dash's feathertip had just traced a line straight along Scootaloo's slit, diving just a hint inside. She gave the rump another smack, before doing it again.

"T-that's my no-no place! Ms. Cheerilee told us we're not supposed to let anypony else touch there, but, umm..." Scootaloo's answer teetered off.

"But you still have, right?" Rainbow Dash asked without removing the feather from Scootaloo's slit, only holding it in place an vibrating it a bit.

"Aaaah! Maybe?" Scootaloo said, but the truth was quite clear in her voice.

"And?" Rainbow Dash asked, still teasting Scootaloo with her feathertip.

"Ah! Haah! Okay! I've rubbed it a few times and it feels super good but it might be dangerous so that's why Ms. Cheerilee told us not to, but whenever I crashed a bit my Aunts were never angry and told me it's my body and I can do what I want with it?"

"And I'm not just anypony, right?" Rainbow Dash asked.

"Nnnnhghno!" Scootaloo practically moaned.

"Want me to stop?" Rainbow Dash asked, already knowing the answer.

Scootaloo's answer was immediate and very desperate."Nononono! Please no! Mmmmh keep going!"

Rainbow Dash pulled out her feather, accompanied by a disappointed whinny from Scootaloo. She returned to giving smacks on Scootaloo's jiggly bottom, enjoying every second, but always stopping to pleasure Scootaloo every few smacks to balance it out.

It wasn't long after when Scootaloo started twitching against the touch and trying to lift her slit up to meet the feathertip, and out of the blue, she started to squeal desperately. "Omigoshomigosh something is gonna happen somethingaaaaAAAHAH" She convulsed under her first orgasm, a trickle of her liguids rolling down her slit and between her butt cheeks. All throughtout Rainbow Dash kept teasing her on with her feathers, driving her further over the edge.

After the last twitches were over, Scootaloo was left panting and dazed, not even able to form coherent words. "Feels good, right?" Rainbow Dash asked.

"Nguhuh" Scootaloo managed.

"Well, this was just the beginning. I have something even better."

"Mwah... something better than that?" Scootaloo asked with both fear and excitement in her voice.

Rainbow Dash finally went to The Bottle and took a deep sip. Zecora had made the bottle specifically for mares who liked mares, but wanted something more, and right now, Rainbow Dash wanted to give Scootaloo everything. She'd tried just a spoonful of the liquid, and had herself one of the most eye-opening and world-shattering evenings ever. She could immediately feel the energy coursing through her body, and focusing around her own nethers.

Rainbow Dash walked back to the bed and this time climbed onto it with Scootaloo. She held Scootaloo between her legs, aiming her slit against hers, and waited for the potion to take effect. It didn't take long as she felt herself grow something new between her legs, and also allowed it to enter Scootaloo at the same time.

"AAAH!" Scootaloo yelled out loud as something thick and warm started to push inside her virgin slit. "It's too biiiiiig!"

"Just, ngggh, bear with me just a little while longer!"

"Ah! Ah! Ah! Aaah!" Scootaloo shouted, helpless to resist herself being forced open from a place she didn't even think existed before just now. She squirmed and bit her lips, but it was all too much for her. With the pain from being stretched came absolute bliss, which soon took her over. Just like before, her body started to twitch and convulse without her being able to stop it, sending waves of pleasure and pain to mix up in an unbelievable crescendo inside her mind.

Oblivious to this rapture, Rainbow Dash had finally grown out to her full length, and just like the needy, horny creature she was, gave in to the pleasure, pumping her new member in and out of Scootaloo, who just kept mewling and shaking underneath her. It wasn't long before she felt something move inside her, triggering a load that could not be stopped. She only vaguely felt how Scootaloo's already ludicrously tight snatch started to convulse again, with the filly riding her third orgasm that evening. Rainbow Dash felt herself flare and explode, her load shooting out and filling Scootaloo's tight hole with just the first blast, the rest shooting out along her member and squirting everywhere on the bed. Gush after gush she held her throbbing member inside, until finally she was completely empty. She shivered and shook, finally able to pull back out, releasing one more gush of spunk from Scootaloo's ravished cunny, before falling on the bed. She didn't really know where she was for a moment, but soon came to her senses. "Scoots?"

She could only hear utterly exhausted panting from next to her.

"Scoots? You okay?"

"Y-yeah," Scootaloos said between rapid breaths. "Yeah."

Rainbow Dash struggled to get up so she could roll Scootaloo to her side and open up the knots. In just a minute, the sweaty and fiercely blushing filly finally poked her head through the zipper of the now-opened flight suit. "Wow."

"Pretty much, yeah," Rainbow Dash said.

Scootaloo couldn't stay up any more, and fell down on her side, with Rainbow Dash soon followng. As she did, Scootaloo got her first look at Rainbow D and her eyes went wide from disbelief. "Was that thing inside me?"

"Yeah," Rainbow Dash said, looking to the side with a blush. "I'm sorry if I was rough on you, Squirt."

"Nu-uh! That felt amazing!" Scootaloo said with her wings merrily buzzing. She crawled lower on the bed to get a closer look at the new slightly limp member between them. "I mean it hurt, but like you said, it was so totally worth it!" In front of her, Rainbow D twitched. "Wow. I thought only colts had one of those, but only smaller. And I didn't know you could use it like that!"

"It's not really mine," Rainbow Dash said. "It's magic. It'll go away in a while."

Scootaloo's eyes popped open. "No way! It'll go away?"

Rainbow Dash looked at the small text on the bottle. "In about half an hour or so".

"So what are we waiting for?" Scootaloo said. "We gotta do it again! Do I have to wear the suit again?"

Rainbow Dash pulled the unresisting filly on top of her, with her dripping cooch ready to receive another round of Rainbow goodness. She pushed her lips against Scootaloo's, who didn't resist, just kissed back, clumsily, but happily. After they pulled apart and Rainbow Dash felt her member stiffen up, she hugged Scootaloo firmly. "I love you, Scoots."

Scootaloo hugged her back. "I love you too."

Those words went straight to Rainbow Dash's heart, once more. Sure, the sex had been great, but those words were the best thing she could ever have hoped to get today. It was as if—

Scootaloos forehooves thumped against Rainbow Dash's chest. "You gonna put it in or not?!"

Author's Note

As mentioned previously, commission for JediPonyLover. I had a lot fun planning and writing this. I've been meaning to get into writing more, but this was just the little nudge I needed.

If you're interested in getting your own commission, send me a PM with your ideas!