School Colours

The movie Fluttershy had picked turned out to be longer than either of them had expected. By the fourth hour even Fluttershy's eyelids were drooping, while Rainbow Dash had been fighting the onset of lethargy since the moment the words Hoof and Heart: an Earth-Pony Love Story had crawled across the screen. She'd fought to stifle a yawn, but Fluttershy hadn't noticed – her eyes had begun to brim with the excitement as soon as the title-card and windswept scenery had graced the TV screen.

Now it was late, and the final words of the credits were rolling across the screen, lazily ushering in the last of the thank-yous for the movie's surprisingly small budget.

Maybe they just had a lot of film, Rainbow Dash mused, yawning and trying to clear the bleariness from her eyes.

"What time is it, Flutters?" Rainbow Dash asked, too tired to even bother turning her head to check. She'd fallen into a poorly-positioned lean as the movie went on, taking up the middle of Fluttershy's bed and arching her back against the wall. She'd tried to grab a spot next to Fluttershy, but the tower of pillows had given her a lumpy and uncomfortable feeling, and every time she tried to shift to see more of the film from behind Fluttershy (mostly out of pure boredom) Fluttershy had squeaked, additionally so when Rainbow Dash's hooves or wings bumped against her.

Fluttershy was nestled in a stretched out position, taking up half the bed down to where her hind hooves rested just in front of Rainbow Dash's arched over body. She looked content and ready to fall asleep but for the blankets being underneath her rather than over her.

"Um... it's almost two AM," she said, taking a minute to puzzle out the clock hands swinging lazily in the darkness. Neither pony had remembered to turn on a light, and the room's brightness had descended with the sun, eventually leaving the only light the faded glow of the TV screen, a slightly less-black-than-black giving them just enough illumination to see their own hooves in front of their faces.

"Two AM?! Sweet Celestia, it is way later than I thought." Rainbow Dash pulled herself away from the wall into a sitting position in the middle of the bed, her hind-legs hanging over the bed-frame, her body planted just next to Fluttershy's outstretched hooves.

"Is it okay if I crash here tonight? I really don't feel like flying home in the dark."

Fluttershy squeaked and drew her hooves closer together, curling herself up a little bit.

"That would be okay, I guess. I can sleep on the floor, I suppose..."

"Pssht. Why would you sleep on the floor? Your bed's plenty big enough for both of us."

Fluttershy took a sudden assessment of her bed's size. Certainly, she was just about perfectly big enough to take up half, and Rainbow Dash had an even smaller and tighter body, which meant that they probably wouldn't even get in each others way if there was no tossing and turning over night.

But... that would mean spending the night in bed next to somepony.

Fluttershy gulped quietly.

"I guess so," she said, turning her head away as though being able to see Rainbow Dash might suddenly make her smaller or intangible.

"Eep!"

Fluttershy let out another squeak as Rainbow Dash was beside her suddenly, yanking up the blankets and tucking herself inside. She pulled the quilt from underneath Fluttershy to help her do the same, and Fluttershy gave a quick flutter of her wings to pull her off the bed to help before lowering herself back down and letting Rainbow Dash throw her collection of delicate blankets overtop.

"Thanks a ton. I promise I'll try my best not to snore." Rainbow Dash grinned over at Fluttershy, who answered her with an embarrassed looking smile.

Just try not to think about it, she told herself, turning over for a moment to find the remote on her bed-side table and cease the incessant off-black glowing of the TV screen.

The moment the screen's light extinguished, the darkness from the cold-overcast night outside bathed the room, coating every inch of bedding and furniture, even the perpetually open eyes of Fluttershy's stuffed animals, lulling them to necessary sleep as it covered everything.

Fluttershy became suddenly aware of how acutely she could hear at that moment. There was only one thing to listen to; the sound of her breathing, and the breathing of the pony next to her.

Shutting her eyes and willing the sound away, Fluttershy shuffled underneath her blankets and gathered the ends up in her hooves, trying to tuck them over her and trying to get comfortable, though the prospect seemed like an impossibility.

She shuffled and turned every other minute for a while, struggling to find a position that would displace the ever-present weight of the body next to her.

Rainbow Dash, for her part, simply tucked her hooves underneath one of the many pillows she had gathered up and lay there as Fluttershy shuffled. She stared up towards the ceiling looking at nothing in particular, in-as-much as she could look at anything given the darkness.

She could feel the throes of night-time questioning overtaking her; the unexplainable urge to think and talk and burble with conversation despite the surroundings of bed-time. It felt like being in a sleep-over back in high-school.

She listened to the quiet, occasionally disrupted pattern of Fluttershy's breathing next to her as the yellow pegasus turned and tossed in the slew of blankets quickly becoming wrapped around her like a sweaty sleeping bag.

"Fluttershy?"

The movement froze instantly, as though Fluttershy had been caught in an illicit attempt to reorganizing her sleeping position and was attempting to find the best way to explain herself.

"...yes?" she asked, settling for a good all-purpose generic response.

"Are you having trouble getting to sleep?"

"...kind of."

Rainbow Dash turned onto her side. Her eyes had adjusted to the dark enough that she could make out the lump of pegasus in front of her, long yellow body and big wrapped around wings and all. Fluttershy stared back at Dash with her eyes wide, a weave of blankets curled over her forelegs, her eyes wide as they stared into the night and attempted to pick out the hues of red and green on Rainbow's head only inches away from her face.

"What's up?"

Fluttershy wiggled under her blankets as she attempted to come up with an explanation.

"...I don't know."

She was even less eloquent at night, it seemed.

"I'm not bugging you by being here am I? I can head home if you're having trouble falling asleep."

As she spoke, Rainbow Dash extended one of her forelegs and placed a hoof on Fluttershy's shoulder reassuringly. To Rainbow's great surprise, the gesture didn't draw a surprised squeak from Fluttershy's lips, which meant the pegasus must not have been completely blind in the dark.

Fluttershy, however, could feel her heart racing.

It was a strange feeling, all of a sudden. She'd been tossing and turning for what felt like hours in a struggle to convince her body that everything was just as normal; that she had the bed to herself without the looming presence of another pony's body lying on the mattress next to her – but every attempt in that regard had been unsuccessful. Of course, the pony next to her was Rainbow Dash, her friend – but her body didn't seem to know the difference. Any body there simply felt out of place, and worrisome.

And now a hoof from that same body was resting on her shoulder.

Rainbow Dash had given Fluttershy many a reassuring nudge or hug in the past. For a pegasus who was perpetually nervous not to expect at least a few touches of sympathy or attempts to calm her down would have been unrealistic. But for some reason, through a haze of confusion she couldn't quite place, Rainbow Dash's hoof felt different this time. It felt strange, and foreign, the same way it felt foreign having her best friend's body nestled so close to her under the blankets that she could feel her wings move against the mattress, and her breathing as her body shifted, and there was a hoof against her hoof and she wanted to pull her leg away but that would seem weird and it felt kind of nice to have something warm to rest her own leg against–

Fluttershy swallowed nervously.

"Um. No, that's okay. I'll be fine."

"You sure?" Rainbow Dash pressed her hoof down a little harder. That was enough to get Fluttershy to squeak, though Rainbow Dash ignored it. She'd listened to enough frightened 'eeps' from her friend to know that they weren't anything to worry about.

Fluttershy's shoulder felt hot for some reason. The hoof against her skin felt different.

Fluttershy nodded, a gesture which was big enough for Rainbow Dash to make out in the lack of light.

"Mhm-hm."

"Well, okay. Then maybe you wanna talk for a bit? I can never fall asleep right away if somepony is over either."

Rainbow Dash withdrew her touch and shuffled just a little ways away from Fluttershy, leaving only a hoof's width between their bodies.

Fluttershy was imminently aware of the proximity. Her heart was still beating heavily in her chest, and she could make out the shape of Rainbow Dash's face at long last, smiling at her so close in the darkness.

"So," started Rainbow Dash, "what do you want to–"

"Have you ever had a boyfriend?" Fluttershy blurted, and subsequently fought every desire in her body urging to her hid her face away in her hooves as best she was able. Why, why had she asked that?

Rainbow Dash didn't drop her jaw in surprise again, but she did bite down on her lower lip a little as she contemplated the question – or rather, the reasoning for the question. Had Flutterhsy been hung up on their earlier conversation this whole time? No wonder she had been so jumpy.

"Yeah," Rainbow Dash answered plainly.

Fluttershy's eyes went even wider in the dark. She forced them smaller and drew her hooves closer in, but her body yelled her back into place, forcing her forward until she could feel her hind legs brush against Rainbow Dash's ever so slightly. The blue fur tickled against hers, and she swallowed an 'eep' as her tongue formed her next question.

"What... um.... what was it like?"

Rainbow Dash scratched the back of her head with a free forehoof. That was a bit of a complicated question. She had to explain the notion of a boyfriend to a pegasus who she was now beginning to very concretely realize had probably never engaged in a relationship more intimate than an exchange at the counter of the local burger joint. And what specifically was Fluttershy asking, anyway? What it was 'like' could constitute anything from the beginnings of the affair to the more specific 'intimate details'...

"It was... alright. Nothing I'm crazy to dive into again, but pretty fun while I had one."

Fluttershy nodded, bobbing her head up and down in an attempt to show her understanding of Rainbow Dash's compact summation.

"Have you ever... had a girlfriend?"

Rainbow Dash was almost aghast again. She hadn't expected Fluttershy to start asking the questions. Maybe there was something special about the electric midnight element of sleepover questions that let the timid yellow pegasus come out of her shell a little more. Rainbow Dash didn't object – honestly, it was nice to see a little bit more of Fluttershy than the meekness she showed every day at school – she just wasn't sure what had brought on the sudden provocative interest in questioning.

"Yes," Rainbow Dash answered. "Had a few more than boyfriends."

Fluttershy gasped, and Rainbow Dash smiled as she caught a glimpse of shock across her face. She had every reason to believe Fluttershy was permanently single by this point, which meant the notion of dating anypony was probably an alien one, not to mention the idea of dating ponies of both genders – and more than one, at that!

"What was that like?" Fluttershy asked. As she questioned, she kicked her hind legs forward a little bit, nudging against Rainbow Dash's feet with her own. Rainbow Dash didn't move other than a brief shuffle underneath the blankets. Fluttershy's hooves were cold; she must just be trying to warm them up.

"Well," began Rainbow Dash, pondering for a moment with her hoof on her chin. Her eyes brightened and she giggled suddenly before continuing. "The kissing was a lot better," she concluded, letting out another set of giggles.

Fluttershy's eyes went to maximum wideness again. She couldn't help but clench her forelegs against her chest this time, and she drew her body into a more compact shape, shifting forward under the blankets subconsciously as she did so.

"Kissing?" she asked. She wasn't completely oblivious to the idea, but the mechanics of the gesture were another thing she had no experience in. And, for some reason, the same part of her brain that had kept her awake at Rainbow Dash's presence and made her rest her hoof just there and gotten her to ask those other questions made her want to inquire further.

"Was it... nice?"

Dash laughed again.

"Yeah, it was really nice," she said, running a hoof through her mane. "Girls are better at it than boys, from my experience. Couldn't tell you why."

Rainbow Dash and Fluttershy shared a moment of silent stares, neither of them knowing where to go in the conversation from there. Fluttershy looked too nervous to ask more.

Rainbow Dash had a thought spring into the back of her head suddenly.

"You've... never kissed anypony before, have you Fluttershy?"

Fluttershy squeaked so brightly and girlishly that Rainbow Dash winced at the high-pitched nature of the sudden nervous squeal. She avoided bringing her hooves to her ears, but did cringe as Fluttershy's face flushed so bright with redness that she could see it through the darkness.

"...no..." Fluttershy finally mumbled after the last vestiges of her squeak faded away.

Rainbow Dash had expected as much.

Still... it was a wonder that Fluttershy hadn't been beset by potential suitors at every corner. She was one of the most talked about ponies in school in terms of attractiveness; something about her demure behaviour and delicate but sizable wings, and the way her lack of flying gave her just the right amount of curves–

Erm. Rainbow Dash caught herself lost in thought for a moment, as well as realizing that one of her hind hooves had stated to rub up and down against Fluttershy's of its own accord.

"You're really missing out," she said, concluding the train of thought her musing had wandered off into.

"I am?" Fluttershy asked back, sounding more surprised than Rainbow Dash had expected.

Rainbow Dash hadn't been able to wait to get her first kiss. Even though, when she was young, she'd thought boys were gross and covered in cooties, she'd pinned down her playground rival at the time, a slender colt named 'Quickfeather', and kissed him right on the lips. He'd struggled the whole time, and cried afterwards, running to his mom, who'd talked to Dash's parents afterwards and gotten her in trouble. But, she'd thought to herself, I got my first kiss that day, and nopony can say otherwise.

From there, she had quickly seen that all the fuss hadn't been for much, but the idea of kissing somepony she liked was still a really nice one.

She'd even... back in flight camp, with her closest friend... they'd practiced with each other.

Rainbow Dash blushed at the thought, trying to clear the mental image of brown and white feathers and claws on her wings as the first practice kiss had turned into two, then three, and then so many more she'd lost count until the doors had swung open and the camp counsellers had found her and a certain griffon together in the same bed, panting and sweaty and ready to die of embarrassment.

"Uh," Rainbow Dash said, trying to pry herself away from her brain's increasing insistence on the nature of her thoughts. "Yeah," she went on lamely. "It's... pretty neat."

Fluttershy didn't say anything. She shut her eyes, as though she was contemplating something particularly arduous, drawing her limbs closer, and in doing so, pressing her hooves up against Dash as a by-product.

Dash felt a nervous tingle run up her body for some reason.

"I'd... like to try it someday," Fluttershy finally said, opening her eyes and turning them back to Rainbow Dash.

Dash stared away as best she could, becoming suddenly fascinated with the nearby wall she couldn't possibly hope to make out the details of through the darkness.

"Well," her tongue started before she could stop it. Don't look over, her brain said as her mouth began to awkwardly carry out the sentence that had sprung from impulse and was barreling on before she could stop it. "Back in the day, I used to practice kissing with G– with one of my friends." Dash caught the one word before it managed to snake off her tongue, and blushed even brighter at the idea of her almost accidental confession.

Another moment of awkward silence passed. Fluttershy's eyes never left Rainbow Dash, but Dash's eyes remained on the wall.

"Um," said Fluttershy. Her hooves shuffled underneath the blankets.

Where was her mind leading her? Why couldn't she just have fallen asleep?

Neither of them spoke, Fluttershy's 'um' hanging in the night air like an awkward fixture of conversational decoration.

"Did you wanna–"

"Would you mind if–"

Both of them spoke at the same time, blurting out half their question and then clamming up as soon as they realized the other pony had done the same. Fluttershy clamped her hooves to her mouth as though she was trying to hold in her embarrassment, and Rainbow Dash blushed and turned her head to the side awkwardly. It was uncharacteristic to see her even mildly embarrassed, which meant that both she and Fluttershy could revel in their combined consternation at the line of questioning they had furrowed down.

Rainbow Dash managed to pick up the pieces of the question where they had been discarded in surprise.

"It doesn't have to be a big deal," she said with more confidence in her words than was in her speech. She hadn't expected this when she asked to come hang out after school, and now she wasn't sure what it meant. Did she want to think about the ramifications of practicing a kiss with Fluttershy?

"I've kissed lots of ponies... it's just a thing you do, you know?"

Fluttershy didn't respond. She drew her hooves down from her mouth and placed them in front of her stomach awkwardly, holding them between her body and Rainbow Dash's so close she could feel the heat emanating from Rainbow Dash's skin, and the slight jostling of the sheets as Rainbow Dash's breath pressed her stomach out, and then drew it back in.

"I mean... we don't have to if you don't want to."

"I... do want to... I mean, if that's okay with–"

"Yeah!" Rainbow Dash nervously interrupted before Fluttershy could continue her oft-uttered request for permission. "Like I said, it doesn't have to be a big deal. You just wanna... I mean, you've never done it before, so I'm sure you're curious what it's like."

Fluttershy nodded enthusiastically, more fervently than she thought she was capable of given the throes of embarrassment overtaking every pore of her skin. She felt so hot under the blankets she was surprised she hadn't burned up. She wanted to throw them off, so the only warmth would be from Rainbow Dash's legs pressed against hers, and then her stomach and chest if she moved forward–

Fluttershy blinked hard. Where had that thought come from?

"So, do you wanna....?" Rainbow Dash let her sentence trail off awkwardly, placing a hoof on Fluttershy's shoulder as she did so. She felt the pegasus' body shiver underneath her touch, but didn't hear the troubled squeak that had come along with her hoof before. Fluttershy's shoulder was soft, and she caught herself running her hoof along Fluttershy's foreleg and side, pressing it lightly down into the warm yellow fur.

Fluttershy's breathing quickened. Rainbow Dash's hoof was on her side, where it had been many a time before to stop her from running over something in the hallway, or just as a way to say 'hey' when words weren't convenient. But now it felt... different.

"Do you...?" Fluttershy asked, unsure of what question she was forming in the first place. She didn't want to look away from Rainbow Dash's face, even though she longed to see what it was the hoof on her side was doing that made her feel so tingly and warm.

"Yeah, I can... because it's your first one, right? So I should probably..."

"Okay..."

Both ponies moved their bodies as they attempted to shuffle into what might be a 'proper' position. They kept on their sides, but sidled closer, Rainbow Dash's hoof falling alongside Fluttershy's neck and pressing down softly into her collarbone. Fluttershy was forced to move her hooves as she wiggled closer, her right leg wedging itself underneath Rainbow Dash's pillow, the left one landing awkwardly on Dash's flank after an awkward moment's hunt of finding nowhere better to be.

Dash felt a jitter through her skin as Fluttershy's hoof touched her cutie mark, Fluttershy made no effort to move her hoof the same way Dash had begun to move hers inadvertently, but Fluttershy's nervousness made her leg shake regardless, and the skittering tickle against her skin made Dash's throat feel tight all of a sudden.

She could make out every detail on Fluttershy's face through the dark. Their noses were almost pressed together already. Dash could see the pink strands of Fluttershy's hair, colourless in the shadowy room, hanging over one half of her face and all the way down her back and side. She could see Fluttershy's great big eyes staring wide back at her. She could see the delicate curves of Fluttershy's face, her always rosy-with-blush cheeks and slender chin, all the way down to her neck where Rainbow Dash's hoof had come to rest.

Feeling it to be right for reasons she couldn't articulate, Rainbow Dash placed her hoof around the back of Fluttershy's neck and felt the perpetual waterfall of bubblegum strands part to allow her touch.

Fluttershy breathed out loudly as Dash's hoof moved into place. As a necessity with her hoof there, Dash pulled Fluttershy's face closer.

Fluttershy could feel Dash's breath on her lips. She was so nervous she felt like her heart was about to explode, but she couldn't look away. Couldn't bring herself to move in any direction other than forward. She managed another gasp as she felt her body press forward into Rainbow Dash's, feeling their chests together, and their stomachs, skin against skin through yellow and blue fur. Fluttershy flicked her tail to one side on the bed, and it came to rest over her haunches, the tip of it landing atop her other foreleg on Rainbow Dash's cutie mark.

To her surprise, Dash jumped a little as the tip of the tail touched her skin.

"Are you going to–"

"Yeah, yeah, of course. I was just uh... getting comfortable. Do you want me to give you any pointers, or–"

"Yes, please!" Fluttershy answered a little too enthusiastically before blushing and quelling her voice. It was three AM, and she'd just shouted loud enough to wake her whole dormitory.

"I mean... you should, because, um. I don't know, really, what I'm doing, and... it would be nice to have someone of your... experience..." Fluttershy squeaked the last word and left her sentence unfinished, her speech becoming more rapid and frantic through her breathlessness as she neared the end of her speech.

Rainbow Dash nodded, and tightened the grip of her hoof on the back of Fluttershy's neck.

"Okay," she said.

And with a start-flag as simple as that, she leaned her face forward and kissed.

Fluttershy's eyes went wide for an instant as she felt Dash's lips on hers. She held them open like that for a second before her body's reaction drew them closed.

She hadn't expected the heat. The feel of Dash's lips, that was one thing. They were softer than she'd imagined. Dash had never struck her as having a particularly delicate touch, which she assumed would extend to her kissing as well – but here, Dash had leaned her head ever so slightly to the side, and let out the tiniest breath as she'd taken Fluttershy's face forward with her hoof, and her lips were heavenly.

But, Fluttershy could have reconciled that. She could have come to terms with the way Dash's lips parted ever so slightly, pressing and massaging against Fluttershy's and drawing what Fluttershy was aghast to find she couldn't stop from between her lips; a soft little moan that Dash swallowed with her caress, and answered by pressing her face forward a little more, bringing the texture of her lips on even stronger and making Fluttershy clench her eyes shut so hard it hurt.

The thing she hadn't expected was how it felt everywhere else. Her whole body felt on fire. Where she had felt nervous before, a little antsy, like a tiny tingle of static was running through her veins the whole time, now she felt like the spark had caught the fuse underneath her skin and lit it ablaze. She ached. She wanted to meet the fire with her movement, and as a result her body thrashed and pivoted of its own accord, swaying from side to side, but mostly forward. Dash's body was there to meet her. It only made things hotter, but for a reason Fluttershy couldn't place, that only made her want more.  She let out another soft moan into Dash's lips as she pressed herself forward, rubbing her chest wantonly over Dash's and feeling the transference of heat course through every inch of her fur.

Dash eventually broke the kiss, pulling herself away and leaving a heavily panting Fluttershy in her wake.

Dash felt flushed too. She hadn't at first, but when Fluttershy had started grinding against her like that, it had been hard to keep herself cooled down.

"That was... good," she panted. Her hair was matted against her forehead, strands of green and blue and red and purple dampened from her sudden onset flash-sweat. "No complaints from me... do you want to try another–"

Dash would have gasped if there had been room for her mouth to make a sound. Fluttershy's hoof had moved to Dah's neck in an instant, and suddenly her face was pulled forward, the taste of pretty yellow pegasus once more on her lips.

She hadn't expected that.

Fluttershy flapped her wings on her back underneath the bedding as she kissed Rainbow Dash. She paid no attention to the rustling noise her sudden activity made, only concerned with the thing right in front of her. The second her lips touched against Rainbow Dash's mouth a jolt of electricity seared along her spine, and the fire inside her blazed again, lit twice the strength at the insistence of her own instigation.

To her absolute delight, Rainbow Dash's lips parted this time.

Fluttershy knew what to do only out of instinct. She let her lips do the same, knowing that if it felt right there was no reason to do otherwise.

As Dash had taken the initiative to further the kiss, she did the same by tickling the tip of Fluttershy's tongue with her own.

The moment Fluttershy felt the soft, curious touch of Rainbow Dash's tongue she let out a moan that sounded so wanton it would be a wonder to anypony passing by if she hadn't been doing this for years. She sound so desperate, Rainbow Dash couldn't keep her attention back, and moved her tongue forward, tracing it along Fluttershy's quivering lips and the inside of her mouth. Fluttershy struggled to answer with her own attention, but her tongue was too taken aback by the absolute ecstasy of the kiss – she wiggled it clumsily, but let Rainbow Dash do most of the work. Though she had started the second kiss, she felt herself melting forward as it went on, letting Rainbow Dash take the rest of the gesture under her experienced control.

The second kiss broke with both parties panting, a single strand of saliva hanging between their mouths as they stared into each other's eyes.

"Good," Rainbow Dash managed between breaths. "Really good. Just, uh, try to pay attention with your hooves too, and the rest of you... the biggest part of what makes a good kiss great is what's going on besides the kiss."

Fluttershy nodded to show she understood, and the two ponies dove forward again, burying each other's mouths in the center of their affection.

The third kiss showed Fluttershy's ability to follow direction. Though her touch was clumsy and nervous, she was true to her desire to learn, and ran her hoof awkwardly along Rainbow Dash's back, pressing against the blue, toned wings as best she could. To her surprise, and delight, Rainbow Dash answered her back with a tiny, shockingly girlish sounding moan, and Fluttershy redoubled her efforts, kneading and caressing with her new-found enthusiasm as much as she could.

Rainbow Dash made no more pauses for instruction. The only breaks were to allow breath which parted the duration of each kiss from one to the other. Four. Five.

By the seventh kiss, Fluttershy was properly grinding herself forward. Though she wasn't sure what the source of her body's sudden fire was, she knew that she had never felt anything more pleasant, anything more demanding in her life. And every time she felt Rainbow Dash's body up against her own, the insistence only burned stronger, urging her forward; to press against, to do anything she could to brighten, and perhaps quell the demand of her body's new-found urge.

Fluttershy was the one to stop the kisses, when the yearning of whatever feeling was coursing through her became too much to bear. She struggled to gather breaths through her heart's palpitations, so desperate for cold-air to dampen the burning underneath her skin.

Rainbow Dash was in a similar state, her legs in a tangle around the blankets and whatever part of Fluttershy she could find, her face flushed and her body tingling at Fluttershy's constant wing-massing. Even the tips of her feathers felt tender, so much so that the slightest movement on the bed sent a jolt of electricity up her back. She had to lay still for just a moment, not to touch them, not even to think about them if she wanted her sudden wing-based arousal to go away.

Both ponies spent a moment catching their breath, staring into each others eyes with their tongues hanging out in an attempt to collect as much oxygen as possible.

"Wow," Rainbow Dash finally said, her breathing returning to its normal state before Fluttershy's thanks to the practice of her athletics. "That was, uh." The last word disappeared, lost in the trail from Dash's brain to her tongue. She found it again after several more breaths, lamely announcing it into the darkness of Fluttershy's bedroom.

"Something. That was... something."

Fluttershy didn't speak. Her heart was still beating a mile a minute, and her forelegs were still entwined with the wings on Rainbow Dash's back, lost amongst the well-groomed feathers and sensitive muscles.

Dash felt what Fluttershy felt. That burning sensation that Rainbow Dash was experienced enough to place very squarely in one location.

She couldn't do that tonight.

As out of control as those kisses had gotten, she remembered very distinctly what had happened when things with a friend had gone... too far.

She didn't want to ruin things with another friend.

She could feel the insistence in the way Fluttershy had pulled her forward and pressed against her. Especially, she didn't want to ruin things with Fluttershy, or for her – such a sweet, innocent pegasus deserved a first time with somepony who'd care just about her, and treat her right afterwards, instead of basing any future decisions on how good things felt at the time.

Rainbow needed an out.

"Well, I'm beat," she said suddenly, pulling herself as far across the bed as she could manage. Fluttershy's hoof dislodging itself forcefully from her wings made her cringe as the touch ran along her feathers, but she fought through it to buy herself room. She ignored the shocked look on Fluttershy's face as she turned herself around towards the wall.

"I'm gonna get some shut-eye. See you in the morning, okay Fluttershy?"

Rainbow Dash didn't wait for a response. She started her best impression of her own snoring, though she kept the volume low for believability's sake.

Just close your eyes, and you can deal with the aftermath in the morning, she told herself.

Fluttershy, for her part, was stunned. Part of her was still recovering from the throes of the aftermath of the best thing she'd ever felt in her life.

And now, instead of hating the body next to her as the prospect of sleep loomed, she wanted Rainbow Dash closer than ever.

But... Rainbow Dash was over there. She had pulled herself away, needing sleep.

Fluttershy's eyelids suddenly felt very heavy. She could feel the weight behind her eyes too, the pressure of sadness on her irises as she felt an inexplicable loss of something she couldn't place.

Well... that was fine. She was... she was tired too. Of course it would be best to sleep.

Fluttershy pressed her hoof to her lips as she curled into the blankets that were still slick with sweat of her tossing and turning.

Her brain didn't remind her there was another pony next to her this time. It let her fall into sleep, with no uncertain assurance of the dreams that were to follow.