Applejack woke up early again, Rarity sleeping soundly on her chest. She sighed as she lightly played with the unicorn’s hair, careful not to tug to wake her. After the shower, the two turned on the television and somewhat awkwardly ate their food as they watched movies until growing too tired to keep their eyes open. The images of last night shower session played over and over as she stared at the ceiling, the steam building up in the shower, the soft, quiet sighs leaving her friends lips as she massaged her back, the way she leaned into the farmer’s hand as she ventured lower. The blush that was resting on her cheeks.
The way she looked back at me… like she wanted me to-
Her alarm went off, causing her to flinch , which disturbed the mare resting on top of her. She quickly grabbed her phone and shut off the alarm, then allowed for her friend to settle back in. Once sure that Rarity was asleep again, she sighed and looked at her phone for the time. 6 a.m. . Her eyes went back to the ceiling, quietly resolved about what to do about Rarity’s actions.

I gotta ask her about it, she thought, there’s somethin' she ain't tellin' me, and I can't let the question slip me by again. She heard a small mutter, followed by another snore.

Just gotta wait fer her t’ get up first….

It was about 7:45 in the morning before Rarity began to stir. Applejack wanted to believe that it was because she naturally woke up at this time, but her stomach has been growling for the past hour and the games on her phone annoyed her enough for her hushed whispers to sound a little less hushed. She watched as Rarity sat up and stretched, the unicorn rubbing her eyes before looking at the larger mare.

“How long have you been up, darling?” Rarity asked, barely able to contain a yawn throughout the question. Applejack casually placed her phone back on the bedside drawer.

“Bout an hour ‘n change,” She replied. She sat up while Rarity was still rubbing her eyes. She felt her heart thud in her chest as she worked the nerve to ask her. She cleared her throat, successfully grabbing the attention of the bleary eyed unicorn.

“Actually Rare… I uh… had a question for ya,” Applejack managed to get out. Rarity nodded at her in response while yawning again. Applejack closed her eyes and took a deep breath, before looking back at her friend, who was wiping her eyes again.

“Rare… why did ya bring me on this trip?” It was enough to snap Rarity awake, her eyes going wide at the question. Rarity looked down at the blankets beneath her, before looking back at the farmer once more.

“Well… because you needed a vacation,” She replied. Applejack pursed her lips.

No lie there, Applejack thought, Still, that don’t feel like the whole truth.

“I feel like there’s somethin’ ya ain’t tellin’ me, Sugarcube” Applejack said, Rarity blushing a light pink and looking away.

“What um….” the fashionista struggled,”What gave you that notion?” Applejack shrugged.

“Well, it may be b’cause of how things have been goin’,” Applejack rubbed her arm as she replied. She watched as Rarity twiddled her fingers.

“W-what do you mean?” The unicorn's face went from pink to red.

“Well, fer starters, you’ve been real keen on sittin’ in my lap.” Applejack explained.

“Uh huh,” Rarity replied, The blanket still holding her attention, her face still red.

“Then, there was th’ whole ‘sparklin’ eyes’ thing,” Applejack continued.

“W-well it is true,” the farmer heard her friend mutter.

Then, there’s th’ whole cuddlin’ thing, which I don’t mind, but it does add on to my question,” Applejack added in. This time, Rarity had no comment.

“And now, us showerin’ t’gether and-”

“Would you like to order room service?” Rarity quickly interrupted. Applejack blinked.

“Wha-”

“Well, you have been up for almost two hours and I figured, ‘why go to a restaurant when we can order in and relax a bit?” Rarity explained walking over to the phone on the table. Applejack furrowed her brows.

“Rarity, we gotta talk about this,” She said, getting up from the bed.

“What would you like to order?” Rarity asked, seeming to ignore Applejack’s statement. Applejack walked up and held her friend’s hand, causing her to jump. As rarity met her gaze, she softened her own.

“Rare,” she spoke gently,”What was rule number three?” The unicorn’s gaze dropped as the farmer’s question hit her.

“Complete and total transparency…” she replied softly. Applejack nodded.

“Talk to me, Sugarcube,” she spoke softly as she lifted Rarity’s chin,” Why’d ya want me t’ come along?” Rarity chewed her lip, before taking a deep breath.

“Well,” Rarity began, ”it is a vacation for you, honest. But…” The unicorn’s cheeks went a deeper shade of red as she tried to explain,” As the date got closer and closer I… I’ve been thinking about how we don’t really spend much time together outside of our nightly visits, or a well planned picnic on our lunch breaks.” Applejack nodded in understanding. Rarity chewed her lip again before continuing. "I wanted to spend more time with you, and… well… um…"

"'And'?" Applejack asked, confused. What's got Rarity so dang tongue tied? She watched as Rarity’s face grew redder and redder. The unicorn sighed in frustration and looked away.

"I just don't understand why it's so hard with you," Rarity responded, Applejack taking note that the usually cool, calm and collected mare was becoming flustered, "I mean, with everypony else, I-I can… charm them into a corner with relative ease! But with you I-" the fashionista stopped her sentence short as they locked eyes again. Applejack raised a brow as Rarity’s mouth was barely opened, her eyes flitted from Applejack’s own to the farmer’s...lips? Applejack blushed lightly.

"Rare?" She spoke softly. She felt the smaller mare’s hand lightly caress her cheek. Applejack’s breath hitched, her cheeks turning from a soft pink, to a darker shade of red.

"I… "Rarity managed to get out before looking down again, her hand sliding down from Applejack’s cheek, to the hem of her friend’s shirt, "I wanted you and I to… um…"

"Yeah? " Applejack replied, trying to coax it out of her. Rarity took a deep breath.

"I wanted us… to be intimate…" she finally returned Applejack’s gaze, her cheeks a bright red, "with each other. "The farmer blinked in disbelief. Then, it finally clicked. The showers, the lap sitting, the teasing, her voice when she touched her. What better way to do it than miles from home where ponies talk and in a fancy hotel room all to themselves. Applejack’s face went hot and her eyes widened.

"Wh..what," she sputtered, Rarity looking away, seemingly embarrassed, "why didn't ya tell me this sooner?" Rarity’s brows furrowed, her cheeks still red.

"I was going to, but how would you say that to somepony? 'Hi! While I have you here, why not sleep with me?" Rarity retorted. Applejack rolled her eyes.

"It would've been somethin',"Applejack shot back,"What were you gonna keep up with yer antics until i caught on?"

"Possibly, although at this rate I was convinced that you wouldn't get the hint unless I lay nude on the mattress with blaring signs," Rarity responded as snarky as possibly could. There was a bit of a silence between them. Applejack tried to stay angry, but the mental picture of blinking lights pointing at Rarity with the words being a very fancy version of 'fuck me!' blaring loud and clear got to her. It managed to get a small chuckle from Applejack, easing the tension a bit and confusing her friend.

"Well, it'd be a hell of a lot better than th' mess you've been puttin' me through," Applejack replied, giggling.

"'Mess'?" Rarity replied indignantly. Applejack moved closer to the smaller mare, who had to resort to leaning against the table due to the lack of space.

"Yes, it was a mess," she replied. She felt something bubbling up in the pit of her stomach, something that weirdly excited her. It wasn't anger, or spite. The feeling dropped into her lower region and spread like wildfire, giving her a rush of giddiness and…

Oh, she thought, I know what this is.. she placed her hands on either side of Rarity’s waist and leaned forward just a bit more until their lips were mere inches apart, causing the unicorn to blush again.

"Th' only reason I ain’t tried nothin'" Applejack began, her eyes locking with Rarity's, "was b'cause i didn't want to misread a vibe and ruin our friendship." She lowered her eyelids and looked down at their hips, before meeting her friend’s gaze,"I care a lot about ya sugarcube, and I never want to cause ya any harm." Rarity blinked and allowed a small smile to appear on her lips.

"W-well I appreciate that, darling," she replied. She was going to say more, but Applejack interrupted her by putting a finger on the ivory mare's lips, a smirk resting on her own.

Now that I know fer sure… Applejack thought, stroking Rarity’s cheek with her thumb. She could feel the heat rising in the smaller mare’s face. Another silence came but the tension remained, Applejack contemplating on closing the distance. Her brain kept telling her to go for it, but she wouldn't budge.

No… let’s gather some more info about this, She thought again.She backed away from Rarity and walked over to the bed, confusing her flustered friend.

"Applejack?" Rarity called out to her in a concerned tone as the farmer sat down, the smirk on her face now turned to a relaxed smile. She picked up her phone and opened another one of her games. Applejack looked up at the seemingly anxious unicorn, the smile never leaving.

"Thought ya’ll wanna order room service," she answered. Rarity blinked, bemused at the change of the farmer’s mood.

“Oh… right,” the unicorn replied, picking up the phone,”is there anything you’d like?” She asked as she dialed the number for room service. Applejack shrugged.

“Waffle bar?” Applejack replied. Rarity furrowed her brows.

“A waffle bar?” she replied flatly.

“Well, yeah!” Applejack replied defensively.

“You’ve been talking to Pinkie again, haven’t you?”

“Look, sure her ideas ain’t always th’ greatest, but a waffle bar is a solid one,” the farmer replied plainly. Rarity rolled her eyes and spoke into the phone, attempting to place an order for the waffle bar. To their surprise, there was such a thing and it was one of their more popular requests. Rarity then thanked the pony on the other line and hung up, walking to sit beside Applejack, who leaned back and locked her phone. She looked up at her friend, who was looking down at the carpet, ears back and cheeks redder than normal.

“I suppose…” Rarity began,”You have some questions.” Applejack shrugged again.

“A few, admittedly,” She noticed Rarity looking at her from the corner of her eye,”The first one…”

“Yes?” Rarity replied, slightly turning her head towards the larger mare, who sat upright once more.

“...When’s th’ waffle bar comin’ in?” Applejack asked, earning a swat on her thigh and a pouty lip from the fashionista, making earthpony chuckle,” Hey, if I had to deal with yer nonsense, you're gonna have t' deal with mine." Applejack watched as Rarity rolled her eyes, before the ivory mare looked down into her lap and played with a lone strand of thread from her night gown. She was anticipating the next question, the farmer assumed.

"So," Applejack started, rubbing the back of her neck, "how long have y' felt like this? Th' whole 'bangin' away from home' thing?" Rarity’s flitted from Applejack to her lap, as if trying to find the right words to answer.

"A couple of months now," she quietly admitted,"though...the idea of us being...intimate in general has been on my mind for...a while..." Applejack felt a warmth start in her chest and spread from her hooves to the tip of her ears. She looked over at Rarity, who seemed to shrink under the farmer’s gaze.

"And...how did it start?" She asked, using a gentle tone.The fashionista’s face turned redder.

"It was… a night with Trenderhoof…" Rarity began, earning a snort from Applejack, "he and I were in the middle of our little... chore and he wanted me to interact with him. I wasn’t exactly entertained and I had no energy to fake it, so I tried my usual trick of thinking about somepony else,” she paused for a second, sighing softly, “I tried other ponies, and it does work, don’t get me wrong. But, it only works once at a time,” Rarity leaned back onto her palms and looked to the ceiling as she explained,”If I tried to think of them again the supposed fantasy wouldn’t work. That is…until...”

“You thought of me?” Applejack finished the sentence for her. Rarity turned her head away and nodded.

“ It was... so sudden. I would cycle through the different ponies that I found remotely attractive and I found myself still bored even though he was clearly doing one of my favorite positions,” the unicorn continued, Applejack raising a brow and making a mental note on asking about the position,” then I just… saw you.. and then I…”

“Y’ saw stars,” Applejack finished again. Rarity nodded.

“All it did was stroke his ego and leave me with some questions,” The ivory mare shrugged as she went on,” so I waited until I had the boutique to myself and...explored the idea.” Applejack nodded, leaning a bit closer to her friend.

“Just fer my understandin’," She began, turning her now half lidded gaze towards the fashionista, “What do y’ mean by ‘explored’?” The question was enough to turn the unicorn’s cheeks from white to red again.

“I...I don’t think you need me to… explain that darling, haha,” She sputtered. The larger mare casually leaned back on her elbow, using her spare hand to cup Rarity’s cheek, turning her head to face her, leaning just a bit closer so their muzzles were inches apart.

“No, I think y’ do,” Applejack replied, her voice low, the feeling that came earlier rushed back in full force. Rarity’s eyes went wide, her cheeks turning into a deeper shade of red, the farmer smirking in response. She looked at Rarity’s lips, before meeting her gaze again, “What did ya mean by ‘explore’ sugarcube?” Rarity awkwardly cleared her throat, seemingly too flustered to speak.

“I… uh… touched… myself so to speak,” Rarity said her voice barely above a whisper. Applejack flicked her ear in response.

"How?" Applejack asked, matching Rarity's volume. The unicorn’s eartips turned a bright shade of red, her cheeks burning in Applejack’s palm.

"I-I…" Rarity stuttered struggling to answer. Applejack ran her thumb against the smaller mare’s lip, the idea of kissing her friend sending a tingle straight to her groin.

"Well?" She cooed, leaning in closer,"What did I do in yer fantasy?" The farmer’s gaze went from Rarity’s lips, to her neck, before returning back to those beautiful blue eyes. She waited patiently as she heard Rarity draw in a shuddering breath.

"You, um… you'd start by um… kissing my..neck," she began. As if on cue, Applejack leaned in and kissed the base of the unicorn’s neck ever so lightly, as if she were a fragile gem, earning a small gasp from Rarity. A smile danced on the earthpony's lips as she planted another kiss on her neck, much slower and a bit more firm than the one before. A gentle sigh left Rarity’s lips as Applejack slowly pulled away, giving the unicorn a soft peck on the cheek.

"Then what?" Applejack spoke barely above a whisper, Rarity shuddering in response.

"You'd um…"Rarity began," you'd touch my chest." A soft chuckle left the farmer’s muzzle

"And how'd I do that, sugarcube?" Applejack replied, slowly lowering her free hand to her friend’s chest, the workhorse's fingertips lightly grazing her friend’s collarbone and tracing over the breast, Rarity biting her lower lip, her chest rising, hoping to feel more of Applejack’s touch. The larger mare moved her hand just out of reach and clicked her tongue.

"Y' gotta tell me how t' touch ya. Rare," she cooed. Rarity huffed and looked away. Applejack arched a brow.

Bein’ fussy huh? She thought with a smirk , before planting another deep kiss on the unicorn’s neck, earning a surprised squeak. She felt Rarity shudder as she grazed Rarity’s breast with her thumb.

"Raaarityyy~" Applejack cooed. She's not sure where, or how, this feeling started, but it was completely addictive. Rarity’s words never seemed to have made it out of her mouth, the unicorn preferring to look at the farmer’s hand rather than speak. Applejack gave a soft chuckle, before planting another kiss on the mare’s neck. She opened her mouth just a bit, grazing her teeth ever so slightly on the spot her lips were, the action eliciting a soft moan from the smaller mare. She pulled away slowly, her eyes aimed at her free hand, which she then used to caress Rarity’s breast. A smile crept onto the farmer’s lips as she felt her friend’s chest move into her touch, the unicorn transitioning from leaning on her hands to leaning on her elbows. Applejack slid her hand under Rarity’s bra, but rested her hand on the center of the ivory mare’s chest. She turned her half lidded gaze to her, the earthpony's smile changing into a smirk.

“Talk to me, sugarcube,” the earthpony spoke softly, her voice lower than she expected, “I wanna know where you want me.” Rarity’s eyes went wide as her cheeks turned into a darker shade of red.

“I…I...” She barely managed to get out. Applejack nuzzled her cheek.

“Yeah, sugarcube?” she cooed. Rarity huffed.

"You'd… lift my bra up," she finally spoke, Applejack casually sliding Rarity’s bra upward, her orange cheeks now a bright red as she watched two large lavender breasts flop free from the supporting undergarment. The urge to wrap her lips around one of her friend’s large nipples, but she fought it by turning her attention to the smaller mare, who was clenching her thighs in anticipation.

"Then what, sweetness?"The farmer spoke smoothly, her voice low and soothing. Rarity drew in a shuddering breath.

"You would...massage my breasts s...slowly and… call me a .. good girl…" Rarity replied sheepishly, her cheeks a deep red. Applejack raised a brow as she took Rarity’s nipple in between her fingers, gently rolling the nub against her thumb. The unicorn gasped and bucked her hips as the larger mare played with her nipple.

"Y' want me to call you a 'good girl', hm?" She said with a chuckle. Rarity bit her lip and turned her attention to the orange hand fondling her breast. Applejack kissed her friend’s cheek and leaned into her ear,"Well, y" gotta behave like a good girl first." She's not… entirely sure where this kind of energy came from, but she was enjoying every second, especially if it meant turning Rarity into a blushing mess. Applejack slid her hand lower, stopping right above Rarity’s navel. She snickered, clicking her tongue as Rarity bucked her hips.

“Applejack…” She heard Rarity moan softly. Applejack chuckled lightly, trying to ignore the excitement the moan caused to her lower bits. She traced small circles around her friend’s navel, smiling as she heard the smaller mare inhale sharply.

“Yeah?” she answered. Her fingers trailed lower, stopping just above the thinly laced purple panty line. Rarity rolled her hips, looking at the farmer with pleading eyes. Applejack returned her gaze, her heart skipping a beat. She slowly slid her hand lower, keeping her half lidded gaze on her friend own-

They both jumped at the sound of a knock on the door. Applejack was caught by surprise as she saw Rarity quickly jump up, fix her bra, and use her horn to conjure up a robe. She then quickly walked towards the door, tying the robe closed in the process. She flicked an ear as she heard the door opening, hushed whispers, and a cart wheeling in, followed by the gentle click of the door. Her eyes went wide as Rarity, now back in her lace bra and panties, wheeled in a cart with a waffle iron, several jars of jams,whipped cream, and pitchers of syrups, a couple of plates and utensils, and a container filled with pancake batter.

"Sweet Celestia, " she said, her eyes flitting from her friend to the waffle bar. Rarity sighed in agreement, unaware of the slew of inappropriate thoughts flooding the workhorse’s mind.

"I know," Rarity replied, "they spared no expense here." She grabbed the can of whipped cream, examining the container, "Do ponies actually eat waffles with this?" Applejack looked at the can, a naughty thought coming into mind.

"Can I see that real quick?"Applejack asked. Rarity walked to sit beside her, handing her the bottle in the process. She turned her attention back to the waffle bar, her words not fully reaching Applejack, who was focusing on the canned whipped cream. A smirk formed as an idea came to her.

She heard Rarity squeak as she sprayed a small amount of whipped cream on the nape of the unicorn’s neck. The farmer then leaned in and suckled on the very same spot, earning a surprised moan from the smaller mare. She bit down gently, getting a squeak in response, before letting go to look at her handiwork. A satisfied grin grew on her muzzle as she saw a light bruise paired with teeth marks on the back of her friend’s neck. She slid her fingers up Rarity’s thigh lightly, leaving a trail of kisses along the length of her shoulder. She leaned into her ear again, her hand resting on the ivory mare’s hip.

“Where do y’ want me, sugarcube?” she whispered. Rarity slowly spread her legs, leaning into the larger mare. Applejack grazed her friend’s underwear with her finger, the unicorn gasped softly in response. Applejack nuzzled her cheek, feeling how warm Rarity’s cheek was against her own.

"Use yer words, sugarcube, " she cooed, her free hand cupping the fashionista’s breast while the other hovered over her underwear,"I know you can." She heard a soft sigh before she felt Rarity shift in her arms.

"I...i want you... down there," Rarity muttered. Applejack chuckled, before pressing her fingers against her friend’s panties. Rarity gasped, rolling her hips

"Here?" The farmer asked innocently. Rarity nodded, biting her lip. Applejack added a bit more pressure feeling how damp the fabric was, and how wet her friend had become. The workhorse's cheeks grew warmer, her brain flooded with so many questions. How badly did she need this, how pent up and unsatisfied she's been, how long she was waiting for the perfect opportunity to rise. Applejack's breathing grew heavier at the questions. She rubbed against the fabric in a slow circular motion, a soft moan leaving Rarity’s lips.

How long has she been lookin at me, with this urge in the back of her noggin? Applejackthought, pulling her hand away, earning a confused glance from the smaller mare, followed by a soft gasp as the farmer slipped her hand under her panties. Her breath hitched as her fingers grazed the unicorn’s labia, her excitement coating her fingers. She slipped her hand under Rarity’s bra again, rubbing her nipple between her fingers while massaging her breast. Another moan slipped from Rarity’s lips, Applejack nuzzling the crook of her friend’s neck, a buzzing feeling traveling to her already needy lower bits.

All those nights she spent, achin' for a good time, Applejack thought, sliding her fingers upward, grazing the clit. She bit her lip as she felt Rarity shudder, All of those times she had t' take care of her own needs, she pressed her fingers against Rarity’s clit gently, rubbing in a slow, steady circular motion, and, with her other hand, gently kneaded her friend's nipple with her thumb and index finger. Rarity began rolling her hips against her touch, her breathing becoming a bit ragged. The farmer felt herself getting dizzy, her breathing growing heavier. Listening to Rarity enjoy herself was intoxicating.

I wonder how much she'll enjoy herself if I… Applejack thought, pulling her hand away. She snickered when she heard the smaller unicorn whine as she moved from behind her. Rarity looked up at Applejack, a bit confused.

"Applejack? " she asked, before a soft "oh" left her lips, Applejack was on top of her, easing her onto her back. Applejack left a trail of kisses, starting from the base of her neck, to the center of Rarity’s chest, biting and suckling hard enough to leave a bruise and earning a soft moan, and ending just above her panty line. She watched as Rarity trembled and rolled her hips, a devious smile resting on her lips as she heard the unicorn whine.

"Somethin' wrong, sugarcube? " Applejack asked innocently. She heard a frustrated squeal, followed by a brief silence, with finally, a sigh of defeat.

"Please Applejack, " she heard Rarity whine, "I… I need…" Applejack smirked as she watched Rarity squirm, the unicorn’s legs shivering in anticipation, Applejack leaving small kisses along her inner thigh as Rarity’s breathing grew ragged.

"I'd love to, sugarcube," Applejack replied sweetly, tugging at the fabric covering her friend’s nethers, "but there’s somethin' in the way." She heard Rarity’s horn light up, and before her eyes the underwear vanished, giving the farmer a full view of Rarity’s lower bits. She quietly gasped, witnessing how needy Rarity really was, the smaller mare’s lower lips coated in her own slick, her clit swollen and aching with need, her excitement pooling onto the sheets from her vulva. The farmer felt a throb between her thighs at the sight. She almost dove right in, but remembered a fantasy she had in mind. She planted a gentle kiss just above Rarity’s clit, the unicorn drawing in a shuddering breath.

"Applejack? " she called out. Applejack’s muzzle was inches away from where Rarity needed her, green eyes meeting blue ones, her hands resting on her friend’s hips. She smirked as she watched her friend’s white cheeks turn red.

"Beg." It was a simple word that left the earthpony's lips, but the impact it had on her now submissive friend was mesmerising. She felt heat growing from the unicorn’s sex, the musk of sweat and arousal intoxicating her, biting her lip to control herself. Her ear flicked in amusement as she watched Rarity’s eyes widened in surprise, her face redder than Applejack's now soaked shorts.

"W-what?" Rarity sputtered. Applejack suckled on a spot on her inner thigh, nibbling and licking the spot before pulling away, a strand of drool following behind leading to a small bruise. Rarity gave a surprised moan from Applejack’s touch.

"Y' haven't been usin' yer words, or been completely honest with me, sugarcube," Applejack cooed. She hovered her muzzle over the unicorn’s aching sex, watching her tremble, "if y' want me to give ya what y' need, I wanna hear ya say it." She moved her hand away from Rarity’s hip, lightly dragging her finger up the unicorn’s slit. Rarity rolled her hips, covering her muzzle to stifle a moan.

"D...do i have to?" Rarity whined, looking at the farmer, eyes filled with desperation. Applejack chuckled.

" Y' do if y' wanna be a good girl," she replied. She felt her cheeks grow warmer at her own words, pondering what effect it had on Rarity. She heard her friend whine, followed by a defeated sigh.

"Please Applejack," she heard the unicorn plead, her voice filled with lust and need, "I promise I'll be honest with you." That's a start, but Applejack wanted more.

"And? " the farmer replied, rubbing her thumb gently at Rarity’s entrance, a small, muffled moan leaving the unicorn’s lips.

"A-and I'll use my words," Rarity whimpered, gripping the sheets in anticipation. Applejack liked that idea, enough to give Rarity’s clit a small gentle lick (an action that was enough to earn an audible gasp), but not quite enough to give the needy submissive mare the attention she craved. Applejack planted a kiss on Rarity’s outer lips, earning a whine.

"And?" Applejack replied once again, her own excitement getting the better of her. It was becoming a whole lot more fun watching the proud uppity mare being so needy and aching, even if that lick nearly made the earthpony cave in. She may have left a bit of drool behind, due to her eagerness of wanting to taste her, and her delight at the taste of Rarity. The urge to bury her muzzle deep into Rarity’s folds almost fought out Applejack’s enjoyment of Rarity’s impatience.

Almost .

"I...I'll…" she heard Rarity say. Applejack smiled.

"Yeah?" She cooed. Rarity met Applejack’s lustful gaze, her breathing slow and heavy.

"I'll be a...good girl… for you," Rarity spoke, her tone laced with desire. It pushed the right buttons for the farmer, Applejack giving her a slow, long lick that started from the entrance and ended right at the unicorn’s swollen clit.

Applejack tried not to lose herself in pleasing her friend as she suckled on her friend’s swollen clit, gently nibbling and licking the bundle of nerves as she trapped them between her lips. She felt her mind grow foggy as she listened to Rarity cry out in ecstasy. She felt a hand grab her hair as she gave her a few more long and slow licks up and down her slit, stopping a few times to suckle on her labia. She felt her chin grow slick with Rarity's excitement as she went to suckle on her clit again. The farmer wanted more. She spread Rarity’s legs a bit wider, her own sex aching with lust as a grin rested on her face.

"Applejack? A-are you alri- Aahh!" She heard Rarity moan as she plunged her tongue in between her folds, deep inside of the unicorn's pussy. Normally, Applejack's self control was strong. She could stifle her moans, control herself and time exactly when to pull away to drive her submissive crazy. But whether the reason being that she's been sexually frustrated these past few days, or that she's enjoying the noises Rarity were making, Applejack’s self control went right out of the window. She felt herself moaning into Rarity’s lower lips, her mind growing foggier as she slid her tongue out to lick upwards, suckling her clit before pulling away to shove her tongue right back into Rarity’s pussy. She felt Rarity’s grip tighten as she rolled the flat of her tongue against her clitoris, the unicorn’s throaty moans and cries bouncing off of the walls. Rarity was inching closer to the edge, the farmer realized, as her breaths grew ragged and her voice went to a higher pitch. Applejack looked up at her, slowly sliding her fingers inside of Rarity’s pussy, curling and pressing them upward, while suckling hard on her clit. She felt a rush of wetness coat her fingers as she watched Rarity arch her back, her legs trembling as she rolled her hips against her fingers and muzzle. Rarity’s grip grew tighter, crying out in pure bliss as she finally came, Applejack releasing her clit from her lips, giving it small, gentle licks to help ease her friend back down.

Once she felt Rarity’s movements slow down, she slid her fingers out slowly. Applejack hovered over the smaller mare, marveling at the work she'd done. Rarity’s hair was frazzled and frayed, her eyes half lidded and lolling to the back of her head as she was panting softly, her cheeks completely flushed red. Parts of her body, namely her shoulders, breasts and midriff, were flushed a bright red. The sight alone was tantalizing, the earthpony biting her lower lip as she felt the desire to leave another trail of kisses that would ultimately end in her going back for seconds, but she opted for a kiss on her neck, resulting in a soft moan.

"Ya good there, sugarcube?" Applejack asked her, checking in on the other mare. Rarity replied, or at least attempted to, but the words came out as incoherent babbling.

"Uh…" Applejack replied, confused, "run that by me again?" Rarity struggled to meet her gaze, a small ivory hand cupping the larger mare's face, her thumb stroking Applejack’s cheek.

"I...uh..need a...minute," Rarity managed to say. Applejack gave a light snort.

"Didja cum a little harder than you could take? "Applejack replied, a small nod received in response. Applejack sat upright, giggling, "take as much time as ya need, Rare." She stood up and made her way to the bathroom, pausing at the entrance due to hearing the bed sheets shift. She turned to see Rarity struggling to sit upright.

"W..where are you going?" She asked. Applejack smirked.

"I'm gonna clean up and eat some waffles," Applejack replied casually, before entering the bathroom and closing the door behind her.

Applejack was making a waffle for her friend as she watched Rarity lean against the headboard. After she had finished cleaning up in the bathroom, she noticed Rarity, a little less dazed, sat upright, her brows furrowed and her eyes focused on her lap. She was curious about what was running through her mind, after all they did just… well… indulge in each other's company. Applejack placed the freshly made waffle onto a plate, topping it with some butter, and decorated it with strawberries and blueberries, before grabbing a fork and walking to sit beside her friend. She handed the plate to her, breaking Rarity out of her trance.

"O-oh," she said softly, taking the plate from the farmer, smiling gently at her, "thank you, darling." Applejack nodded with a smile.

"Y'all alright over there? " Applejack asked tentatively. Rarity stared at her waffle, seemingly trying to find the right words to reply with.

"I suppose…"she began, her eyes flitting from the waffle to the ground," I'm a bit… surprised…" Applejack flattened her ears back, looking away from her friend, ashamed.

"I'm uh...really sorry for uh….all of that…" she replied softly. She heard Rarity snort, grabbing her attention.

"Oh no, not about what we did, darling, " the unicorn quickly clarified, waving a hand at her. Applejack, admittedly, felt a weight fall off her shoulders. Rarity looked back down at her waffle, brows furrowed once again, "it's just… I normally...last longer."

"Huh?" Applejack was caught by surprise as Rarity continued to ponder.

"I mean, normally take some time but that was just… goodness…" the unicorn continued,"Do you...always get these kind of results when you… y’know…" Applejack blinked at her before replying.

"When I'm down on somepony?" She replied flatly. Rarity looked away, her face completely red. Applejack chuckled and shrugged, her cheeks a light pink," I mean… yeah, usually. Some of 'em are a tad faster, heh." She watched as Rarity’s eyes went wide.

"Faster?!" She said in shock, "who?!" Applejack smirked.

"Caramel," she replied coolly.

"What?!"

"Yeah, poor thing couldn't uh…hold out…" Applejack felt herself relax as Rarity covered her mouth, trying to stifle her laughter. She felt Rarity shift her position to move closer to her.

"Well… I hope I was at least...somewhat entertaining, " Rarity spoke softly. The earthpony scooched closer to the unicorn, keeping her legs closed to ignore her arousal, her eyes in her lap.

"A bit more than entertainin'," Applejack replied softly," ya gave uh...quite the show." Her breath hitched as she felt Rarity’s fingers lightly trace up her thigh to rest on top of her shorts, stopping right at her hip. Her eyes met Rarity’s, her face heating up from her friend’s touch. The fashionista leaned in a bit closer.

"Well, I wouldn't mind giving you an encore," she said, a small smile resting on her lips. She slid her hand closer to Applejack’s crotch, hovering above where the farmer needed her most. She watched as Rarity’s eyes flitted from her positioned hand back to her, almost as if she was asking for permission. The farmer trembled lightly from anticipation. She opened her legs, leaning back onto her palms. She heard Rarity gasp softly after she pressed her fingers against the somewhat soaked fabric covering her slit. Applejack bucked hips at her touch.

"A-ain't ya’ll supposed t' be eatin' s-somethin'?" Applejack struggled to say as she felt Rarity’s finger slide up again her lower lips. She nuzzled Applejack’s cheek, her fingers pressing against Applejack’s slit.

" I suppose, I will be eating something at some point, " she replied, rubbing in slow circles,"if that's okay with you, darling." Applejack was biting her lower lip, rolling her hips to the rhythm of Rarity’s touch. She was trying hard to hold herself together, but the constant edging and getting Rarity off left her needy and aching. A moan slipped from her lips, Applejack quickly covering her mouth with her hand from embarrassment. She glanced at Rarity, who was wearing a devious grin.

"Oh now darling, you can't make such a beautiful noise and hide it away from me," Rarity spoke so sweetly. She leaned closer to the farmer and kissed her neck, adding a bit more pressure to her fingers, "let me hear you enjoy yourself, hmm?" Applejack felt her fingers sliding up to the hem of her shorts, her nethers missing Rarity’s touch immediately after she shifted her hand, before a surprised moan escaped from her lips as she felt her friend’s fingers once again, this time making direct contact with her lower lips. She stole a glance at Rarity, who's cheeks were completely flushed.

"Oh my," she gasped, sliding her fingers down in between Applejack’s folds, "you must be aching for some relief," she cooed, slipping a finger inside of her. Applejack shuddered as she felt Rarity’s finger probe inside of her, biting her lip to control herself and to prevent herself from moaning. Rarity was moving very, very slow for her taste, and a lot more gentle, almost as if she was trying to see her limits. Applejack closed her eyes and leaned her head back, rolling her hips a bit faster in hopes of incentivising the tentative unicorn, who gave a soft chuckle in response.

"Would you like more then?" Rarity asked sweetly, sliding another finger inside and picking up the pace. Another moan slipped from Applejack’s lips, her grip on the sheets tightening. The speed was nice, but she needed more. Her body buzzed at her own excitement, aching for more stimulation, she just wasn't sure-

"Gyaah!" Was all she could sputter out as she felt her breasts being fondled, what little support her arms offered completely vanished as she dropped her back onto the mattress. The thrusting fingers inside of her seemed to have expanded, suddenly adding a touch more speed and force with its movements. Her mind began to buzz again, the room growing warmer by the second. She felt a cool breeze hit her (a surprise to her) extremely wet lower lips, and her friend’s hands grabbing the hips, earning a squeal and a confused look from the farmer. Rarity hovered over her, half lidded, lustful dark blue eyes staring back into her, paired with a perverted grin.

"Don't mind me Applejack dear," she spoke, her tone resembling a low purr. She felt Rarity squeeze her hips, coupled with the thrusting "fingers" inside of her and her breasts receiving attention, made her respond with a throaty moan. She heard a devious giggle come from Rarity, who's horn was glowing a bright bluish color.

"It seems those magic strengthening sessions with Twilight came in handy," she said cheerily. She stroked Applejack’s cheek with her thumb, using the other hand to support her weight. Applejack’s legs wrapped around Rarity’s waist, allowing the smaller mare to lean closer to her. She felt the thrusting force of magic slow down, a whine escaping her muzzle in protest. She heard Rarity moan softly, watching her bite her bottom lip as she gave Applejack a soft hump. A weird rush of excitement shot through the workhorse, as she felt Rarity give her another hump, harder than the last time, a gasp coming from both of them. Rarity’s humps came in faster intervals, each one harder than the last and paired with a thrusting pulse of magic inside of Applejack’s nethers. She felt her body heat up and began to sweat a bit. It was just the right pace. If only she could do it harder… harder…

"Harder.." the word came out in q voice so needy and desperate that Applejack almost didn't recognize it as her own. Rarity’s horn shone brighter as she continued to thrust her hips into the larger mare. Applejack felt the pulse hit her spot with just the right amount of pressure,knocking what little control she had left right out of her. Rarity’s hip work, her moans, the pulses of magic touching qnd fucking her, it was all so much. Her breathing grew ragged has she moaned and rolled her hips into the unicorn’s own. Her mind was in a haze, the word, or moreso name, on her mind was

"Rarity…" she moaned, tightening her grip that her legs had around the unicorn’s waist. An unexpectedly loud moan slipped out of her as she felt something massaging her hips. Shit she was close, her moans rising in both pitch and volume. She tilted her head back, panting as she neared closer and closer to the edge-

She wasn't entirely sure when Rarity did it, or how she missed it, but she felt a soft kiss, followed by a wonderfully sting of a bite at the base of her neck. She felt her body tense as cried out in pleasure. She couldn't really tell how loud she was being due to the blood rushing in her ears. Not to mention her vision blurred so seeing her surroundings, at least temporarily, was out of the question. Applejack felt her body buzz, bucking her hips as each tremor shot through her. She felt kisses being placed gently on her chest, the sensation being enough to tip the earthpony over again.

Her body started to relax a bit as her vision slowly returned. The leg grip around Rarity’s waist loosened as she began to catch her eye. She heard a chuckle come from beside her.

"Are you alright, darling?" She heard Rarity ask. Applejack tried to say words, but apparently her brain was still catching up. All she could manage was breathy nonsense. She managed to look at her friend, but blushed immediately when she realized that Rarity was looking back at her with eyes filled with warmth and… something else.

"I...i.." Applejack sputtered. Rarity smiled and stroked the farmer’s cheek.

"Came a little harder than expected? " she asked. Applejack looked away and smiled shyly. She felt Rarity gently nuzzled her cheek, giggling, "you rest up darling. Don't want you to ruin your afterglow, " Applejack watched her get up from the bed, still only in her lace bra. She tried to sit up, but her arms were still tired from the events that just happened. She heard Rarity click her tongue.

"Relax Applejack, " she said, walking towards the waffle bar, "get some rest, while I...er…" she glared at the different items sitting next to the batter, her hands resting on her hips, "try to make some waffles that won't eat your teeth with sugar."Applejack sighed and pouted her lip. She tried her words again.

"Can I get... a stack of 'em?" She manage to ask. Rarity smiled and chuckled.

"Yes, I suppose you can," she replied, filling the waffle iron. Applejack's eyes closed as one single thought crossed her mind.

We're gonna have t' talk about this too huh?

Author's Note

This chapter was a hurdle bc while it felt right to add a spuce scene (or moreso... 2) i had no idea how to write it haha

Just gonna keep workin on this as i go!