The Closet

by Callisto

Rating: mature
Tags: Applejack, My Little Pony: Friendship is Magic, Rainbow Dash, Romance, Sex, Slice of Life, Main 6
Length: 9280

Hiding in a closet, Applejack and Rainbow Dash have all the intention to be quiet...until Applejack uses the oppurtunity to prove to Rainbow Dash that she was right about the pegasus.

Applejack and Rainbow Dash were in the middle of a small lover's quarrel when they arrived to help set up for Twilight Sparkle's surprise party. When the honoree came back too early, Pinkie shoved all her friends into hiding places and warned them all to be quiet so they are not discovered before they even have a chance to set up. Applejack and Rainbow Dash had all intention to be quiet...until Applejack saw their situation as the perfect opportunity to prove herself right.

Rated M for sex

Published 2013-02-18 08:20:01 UTC
Last updated 2013-02-18 08:20:01 UTC

Shh!

Applejack walked along the path into Ponyville, stopping when she saw the form of the cyan Pegasus drifting trough the sky, getting closer and closer until she came to a graceful landing next to her.

Rainbow Dash frowned. She looked straight ahead, not giving the other mare even a glance. "Should we go?" she asked.

"Ah was already goin'," Applejack said, and continued on her way. The two walked side by side in silence. The road into town continued on for an eternity, stretching longer and longer ahead of them. Applejack's ear twitched in annoyance as the usually boisterous Pegasus beside her was very quiet. The tension grew thicker and thicker. The seconds ticked away as though time was moving through molasses. Finally, Applejack sighed. "Ah take it you're still upset about last ni--"

"I'm not upset!"

"Okay," Applejack said. They continued walking. Rainbow Dash ruffled her feathers, and Applejack figured out a long time ago that meant she was annoyed. Applejack always thought the Pegasus looked cute when she ruffled her feathers - like she was an angry hummingbird. She made the mistake of mentioning it once. She wasn't so cute after that. "Just seems like you ARE upset," she continued. "It's like Ah told you..."

"Can we please not talk about this NOW?"

"Well, we might as well," Applejack said, coming to a halt just outside of town. Rainbow Dash stopped as well, snorting out a breath of air. "Yer upset. Why go to a party if yer upset?"

"Oh, right," Rainbow Dash said, rolling her eyes, then turning to glare at Applejack. "I'll probably be 'too loud' there. Don't want to attract unnecessary attention!"

"Rainbow," Applejack said, putting a hoof to her forehead. "That's a completely different situation!"

"Oh, is it?" asked the mare, sitting on her haunches and crossing her forelegs.

"Well, it's a surprise party - ya gotta be loud SOMETIME. And it's fer a different reason, and you know it! How d'ya think it would be if you woke up mah sister? Or just anypony in mah family! That'd be embarressin' fer the both of us!"

Rainbow Dash scoffed, rolling her eyes. "I can be quiet."

"Oh, really?" Applejack raised an eyebrow, skeptical of her lover’s claim.

"D'uh! It's not like I'm not thinking about who might hear us, too! I...just like it better when I can be loud." She looked away and blushed. "Sheesh, you didn't even give me a chance."

"A chance? In mah house? With mah family sleeping nearby? Rainbow, Ah ain't never heard you be quiet, or even try. What makes you think you can be quiet on a whim?"

"I can, don't worry! But isn't it better to at least let me show you that I can do it instead of kicking me out of your bed?" Rainbow lowered her head and gave Applejack a stare she always did when confronting her about something, knowing that she was right. Even when she wasn't.

"Ah didn't kick you out!" Applejack leaned back defensively as Rainbow Dash's stare seemed to close the gap between them. "You were startin' to make noises. Ah couldn't risk it! But Ah didn't kick you out!"

"Might as well have," Rainbow said, a hint of sadness flickering across her face. "A little noise never hurt anypony!" Rainbow got back onto her hooves. "You're just too uptight! Like YOU can be quiet when somepony is doing that to you."

"'Course Ah can!" Applejack said, raising her head proudly.

"Okay." Rainbow Dash stepped up close to her lover, giving her a knowing smile. "When I'm doing that to you?"

Applejack blushed and looked away. "Well, Ah haven't tried to, yet."

"Uh-huh." Rainbow Dash turned around, flicking her tail at Applejack, "You owe me for leaving me high and dry last night, AJ, and don't think I'm letting you off the hook."

Applejack raised an eyebrow. She watched her lover's form as she trotted on ahead. A smile crept across her freckled face. She had no problem being in Rainbow Dash’s debt for that.

-=-=-=-=-=-

Pinkie Pie had gathered her friends together to wait outside of the library and watch for the moment Twilight Sparkle left with Spike. Sure enough, right on schedule, Twilight walked out the door, talking to Spike about something that needed immediate attention on her to do list, while Spike followed with a long parchment trailing behind him, quill at the ready. As Twilight walked off, lost in her list, Spike glanced over to where Pinkie and the others were hiding, and gave them a thumbs up.

"Alright! Go! Go! Go!" Pinkie said, frantically waving her hoof as Fluttershy, Rarity, Applejack, and Rainbow Dash raced over to the library - party supplies strategically strapped to their bodies. They made their way into the library, and Pinkie slammed the door behind them before she turned to the others, a determined look on her face. "Okay! Fluttershy, you be the look out. If you see Twilight and Spike coming back, use the code phrase I taught you. 'The hen leaves the water at night, but only in the daytime. And stuff.'"

"Um, Pinkie," Fluttershy mumbled. "That...doesn't make sense. Hens don't live in the wat--"

"Rainbow Dash!" Continued the pink pony, taking out a whiteboard with a hastily drawn picture of the Pegasus in question on it. "You're in charge of the banner and the streamers! Got that? Streamers! Why aren't you writing this down!?"

"Uh, why didn't YOU write it down?" Rainbow asked, walking up to the white board. "All you did was draw a blue flying-pig-looking-thing and write Rainbow Dash on it!" Rainbow heard a familiar chuckling behind her, and turned to give Applejack a look.

"No time to explain," Pinkie Pie said, pulling out a box and tossing it at Rarity, causing the Unicorn to yelp in surprise and fall backwards. "Rarity! You do the small details - ribbons, table set ups, the works! Make it look festive. Classy. Subtle, but in your face. And don't forget the maracas!"

Rarity was about to say something, when Applejack put a hoof on her shoulder. "Best just do your thing, girl. She's not gunna be makin' sense any time soon."

"And you!" Pinkie Pie said, tossing another box at Applejack, but it landed on Rarity instead, who gave another yelp of surprise. "You're in charge of the games! Bob the tail on the donkey! Or...whatever it's called. We don't have TIME for correct pronunciations. I don't even remember your name right now!"

"Uh. It's Applejack," said the pony as she helped Rarity up.

"Good, take care of that," Pinkie Pie said. "Any questions?"

"Yeah," Rainbow Dash said. "Why do WE have to set everything up?"

"Yes, darling, what happened to your party cannon?" Rarity asked, rubbing the spot on her leg where the box hit her.

Pinkie Pie frowned as she pulled her party cannon out of nowhere. "I think I broke it." With a pathetic squeak comparable to a cough, the party cannon puffed out a cloud of black smoke, with only a few pieces of confetti wheezing out and landing at the other ponies' hooves.

Rainbow Dash let out a small chuckle. "Pinkie...you're the only pony I know who can break a canon."

"Any more questions?" Pinkie Pie asked, rolling the party cannon out of sight before turning back to her friends. Rarity was about to raise a hoof when Pinkie Pie interjected, "No? Alright! Less talking, more partying! Or....party prep. Everypony to their places, GO!"

Fluttershy went to the window to take her place as lookout. Rarity picked up a box of decorations with her magic and started placing them in any location that needed some festivities. Pinkie Pie opened up a pack she had brought with her, and started pulling out treat after treat after treat and placing them on a nearby table.

Applejack and Rainbow Dash exchanged a quick glance, before Rainbow took to placing the streamers and Applejack made her way to the box of party games. Just as the farmer reached into the box, she heard a gasp come from the window.

"Oh, my goodness!" Fluttershy squeaked. "Pinkie! They're coming back!"

"Uh-huh," Pinkie Pie said softly. "That's nice."

"N-no! Pinkie! They're here! The rooster is...watering the hen!"

"Oh, Fluttershy, stop being silly," Pinkie said, walking over to the mare and putting a foreleg around her. "That's my jo---AAHH! They're here!" She grabbed Fluttershy by the shoulders. "Why didn't you tell me?!"

Rarity was in the process of re-packing the decorations. "They're here already?!"

"Spike is trying to get her to turn around," Fluttershy said, putting her hooves to her face in panic, ignoring the pink pony clasping onto her. "She must have forgotten something!"

"Twilight? Forget something?" Rainbow Dash asked, fluttering down to the floor and frowning. "Of all the days to be forgetful!"

"Alright, QUIET!" Pinkie yelled, rushing over to the table full of treats and shoving it with one good push into another room of the library, then slamming the door. "Put everything away! Quickly!"

The other ponies hurried to put their items away while Fluttershy hopped from hoof to hoof. She got faster as Twilight and Spike got closer. "Girls!" She said in a harsh whisper. "They're almost here!"

"Quick, hide the decorations!" Pinkie Pie yelled, pointing to Applejack. Rarity used her magic to place her box on top of the one Applejack was rushing to the closet. Rainbow Dash swooped over and placed the last of the streamers in the top box just as Applejack opened the closet door.

"They're almost at the door!" Fluttershy said, rushing away from the window.

"Quick! Hide!" Pinkie Pie yelled in a whisper. She whooshed over to Applejack and Rainbow Dash, catching them both by surprise, and shoved them into the closet before either of them knew what hit them - boxes getting shoved in with them. Applejack was pinned against the boxes in the back of the closet, and Rainbow Dash ended up facing the closet door, her tail pressed against Applejack. The rainbow pony narrowly escaped having the closet door slammed right on her face.

"Pinkie!" Rainbow Dash said in annoyance.

"Shush!" Pinkie Pie said. From inside the closet, the two ponies could hear the sound of shuffling and struggling, as Rarity protested to being shoved about by Pinkie Pie. There was the sound of hooves going upstairs. After a few more sounds of struggling and protest, everything went quiet.

Rainbow Dash looked back at Applejack, and huffed in annoyance. "Can you believe her--hey!" Applejack had placed a hoof on Rainbow Dash's hind quarters. "Applejack!" she said, more quietly, more coyly. "Not here!"

"Ah'm just tryin' ta get mah hoof outta this box," Applejack said, using Rainbow Dash as leverage to adjust her position.

"Oh," Rainbow Dash said, disappointment obvious in her voice.

Unsuccessful, Applejack placed both front hooves on the ground. She had only managed to put herself in a better view of Rainbow Dash's tail end. "Move up," she said, nudging the mare's rump and pushing her forward slightly.

"I can't!" Rainbow Dash said. "I have a door in my way, if you haven't noticed!"

Before Applejack could suggest quickly opening the door so she could reposition herself, they heard the front door open.

Both mares held their breaths as they heard Twilight Sparkle. "--such little details are so important! But I don't have the bits to go buying all the ingredients every time I do a potion! I mean, I'm glad Daisy is having a sale, but I need to be smart about how I spend my bits. It's a good lesson to learn, Spike - saving your bits. The way you act, you would think that bits grew on trees!"

Spike sighed with relief, before responding, "I'm sorry, Twilight, you're right. Can we hurry up, then?"

"This isn't the sort of thing you rush, Spike," Twilight said, her hoof steps heading towards the closet. Rainbow Dash backed up, pressing up against Applejack. The earth pony looked down at the colorful tail that was pressing against her, and the end it was attached to. Usually a sight Applejack could really appreciate, she instead was starting to feel a little claustrophobic. She took a hoof and nudged Rainbow Dash forward, earning a frown from the Pegasus.

"But Twilight! I mean...you don't know how long the sale will last..."

"Things don't usually go on sale by the hour, Spike," Twilight said with a laugh, the shadow from her hooves blocking the light from under the closet door. "We'll just take a quick inventory of all the herbs I have, and then we can buy what we need."

"But..." Spike said. "Wait! Don't go in there!"

Rainbow Dash backed up as far as she could, leaning back into Applejack. The Earth pony strained not to fall in the box of decorations she was standing over while the Pegasus leaned against her. It seemed like a losing battle. She just hoped that she didn't make too much noise or fall on anything sharp if she did fall over.

Twilight's shadow could be seen from the bottom of the closet door, walking from left to right. A door creaked open. "Why don't you want me to go into the kitchen?" asked the Unicorn, suspicion evident in her voice.

"Uhhh, well," Spike replied. "Uh, well, you know...there's food in there, and....you'll get hungry if you see it."

"I think I'll survive," Twilight said, as her hoof falls faded into the kitchen.

A few seconds later, there was a scramble, and Spike opened the closet door just a smidgeon. "Hey! So you ARE in here!"

"And upstairs," Applejack said, once again pushing Rainbow Dash forward. She sighed with relief when the Pegasus was no longer crowding her.

"Great, so I'll just keep her out of here and upstairs, and we'll be out of here in no time!"

"And don't go in the other room," Rainbow Dash said. "That's where Pinkie stashed the-" Rainbow Dash squeaked as the door closed, her nose taking the hit.

"Hey, Twilight!" Spike said, far too loudly. "You need my help?"

"Well, it would certainly make things faster if you were doing the checklist."

"Oh, sure! I'm on it!" Things went quiet in the room, and the two ponies could hear Twilight and Spike getting to work. At the same time, Rainbow Dash tried to cover her nose. She was squirming. The sudden tell-tale sharp breaths of a pony about to sneeze told Applejack why, making the earth pony cringe.

Try though she might, Rainbow Dash couldn't keep from sneezing somewhat loudly. She looked over to where the kitchen was, even though she couldn't see it.

"Did you hear something?" said Twilight's muffled voice.

"What? Oh, probably just some pony passing by. The window. Passing by the window that I opened upstairs earlier. So...a Pegasus. Passing by the open window. Sneezing! Yeah, that must be it."

"Hmmm," Twilight Sparkle said. After a few moments, where neither pony in the closet moved, the Unicorn finally said. "Make sure to close that window before we leave. I don't want my room to be too cold tonight."

"Will do!"

With the crisis averted, Rainbow Dash huffed in annoyance and crouched to the ground, laying down on her belly, putting her two front hooves onto her nose. "That hurt!" she whispered.

"Aww, Ah'm sorry, there, sugar cube," Applejack whispered.

"Well, you should be! I wouldn't have gotten a door to the nose if you hadn't of pushed me forward."

"Aw," Applejack said, adjusting her position now that Rainbow Dash was on the ground so that she stood over the Pegasus. She leaned her head down and nuzzled her cheek. "Ah really am sorry, Dash. Ah was just so close to fallin' over, Ah thought you had more room."

"Well, I didn't," Rainbow whispered, turning her head to the side, avoiding eye contact with the orange mare. Applejack knew Rainbow too well. She was already annoyed to begin with, and now this on top of things - she was going to be hearing an earful about it later. And that was the last thing the farmer wanted. As much as she loved the Pegasus, she hated having to deal with her when she was in a foul mood.

Hardly wanting to argue in such close confines and while trying to keep their noise levels down, Applejack bent down and nuzzled her lover on the cheek. "Come on, Sugarcube."

Rainbow Dash just sighed, crossing her front legs and frowning. Applejack leaned back a bit, trying not to make too much noise as her hoof was still caught in a box of decorations. She leaned down and nuzzled the mare between her wings, causing Rainbow Dash's wings to raise up suddenly. "Does that make you feel better?" she asked.

"Err...y-yeah," Rainbow Dash said. She blushed lightly. "You know it does..."

Applejack knelt down on her front legs so she was right over the base of Rainbow's wings. Her tail was pressing against the back of the closet wall, and her hind left hoof was shaking from trying to hold herself up while her other hoof teetered awkwardly on some sort of instrument inside the box of decorations and party games, but seeing Rainbow's wings at her command was well worth the cramped position.

Applejack put a hoof around Rainbow's left wing, kissing where the joint met Rainbow's back. She nuzzled it lightly, softly stroking the inside of the Pegasus’ wing with her hoof. "And how's that feel?" Applejack asked.

Rainbow took in a shaky breath. Applejack rarely played with Rainbow’s wings because she didn’t know what to do with them. But apparently, Rainbow’s Twilight-esque lessons on wings had paid off, as Applejack was doing everything right. "That...that feels really good."

Applejack moved to the other wing, kissing it at the base. "Ah meant did it take your mind off your nose?" she asked.

"....what?" Rainbow asked, closing her eyes, lost in the sensations.

Applejack chuckled softly, before remembering to keep her voice down. She rubbed the inside of the Pegasus' wings in a synchronized fashion, making Rainbow's wings shudder. Just to have a little fun with the Pegasus, Applejack licked right between her wings.

Rainbow Dash threw her head back and gasped. Loudly.

Applejack sighed, and got up.

"H-hey!" Rainbow said, before remembering to keep her voice down. "What are you doing? You were doing a good job..."

"We can't get carried away in here, Rainbow."

"B-but you were getting me all..." Rainbow blushed. "...tingly."

Applejack stood over her again, her side flanked by the still erect wings. She would have loved to continue, but she had never really played with Rainbow's wing's before, and she didn't know what kind of reaction she would get from her. It was too risky. She stroked the Pegasus' mane with her hoof. "Look, Dash," she whispered in the other mare's ear. "Ah'll make it up to ya, ah promise."

"Sure, you will," Rainbow Dash said, her frown returning. She returned her wings to her side. "As long as I'm not too loud about it, right?"

Applejack sighed. This had already become a thing. Great. Trying to keep her voice even so she wouldn't accidentally raise it in a heated discussion and give away their position, she whispered into the other pony's ear. "If Ah could trust that you could keep yer voice down, ah wouldn't have a problem with bringin' you to mah room tonight and makin' things up to you."

"I can be quiet!" she said in a loud whisper. Applejack shushed her quickly, then both of them listened to see if Twilight had heard her.

After a few moments of silence, they heard the Unicorn say, "We need to stock up on dandelion root."

Both ponies sighed in relief. Then Applejack glared at Rainbow Dash, whose ears fell back on her head. "I CAN be quiet," she whispered. "Maybe not when I'm in the middle of an ARGUMENT." She gave Applejack a look.

Applejack rolled her eyes and sighed. She didn't have much room. Short of laying down on top of Rainbow Dash (which wouldn't be a problem if the mare wasn’t mad at her), the only option was having the Pegasus move. But the only position she could think of was sitting down so she would take up less horizontal space. Then she could probably sit down next to her. It would be doable, but Rainbow would complain about not having space to move like she did now. When Rainbow didn't have room to move, she got a little claustrophobic, and would then become frantic, on top of already being hard to deal with. But at least Applejack herself wouldn't have to worry about knocking into anything and making things come crashing to the ground.

Applejack thought for a moment about another stance that would put Rainbow Dash in a diagonal position, and she bit back a chuckle. It would hardly do anything to make her more comfortable, but she wouldn't be thinking too much about comfort in that situation...

"What?" whispered the blue Pegasus.

"Hmm?"

"You laughed. Were you laughing at me?"

Applejack scoffed, "Ah wasn't laughin' at you."

"Oh," she said. "Then why were you laughing?"

"Well, Ah was just thinkin' 'bout you..."

"So you WERE laughing at me?" Rainbow Dash barely kept her voice down that time.

"No," Applejack said, with annoyance. "Ah swear, Rainbow, sometimes, ya think the world revolves around you."

"But you were thinking about me and you laughed! I think I could assume your LAUGHTER revolved around me!"

"Cause Ah was thinkin' 'bout how to position you so ah wouldn't fall."

"And that was funny because...?"

"Well, it wouldn't help," Applejack said. She couldn't help but smile. "But it'd be mighty nice."

"What are you talking about?" Rainbow Dash whispered, looking back at Applejack. The Earth pony just smiled. She put her hoof on the Pegasus' cutie mark and scratched with her hoof. "Oh...." the mare said as her tail end lifted up as though it had a mind of it's own. She looked back at Applejack, giving a coy smile. "I see what you mean."

Recognizing that smile, Applejack stopped and looked sternly to her mare friend. "We need to be quiet." Rainbow Dash glared at her, and was just about to lay back down when she found that she was being kept in that position by the set of hooves behind her.

Applejack's eyes had widened as an idea came to her. A smile crept across her face. She took her hoof and started drawing small circles on Rainbow Dash's right thigh. "But you know how ta be quiet, don'tcha, Dash?"

"Oooohh," Rainbow Dash moaned, before putting a hoof to her mouth. She was just teasing, earlier; she didn't think Applejack would actually go through with it! "Oh...Oh, my gosh, Applejack, not here! The wings were one thing, but not that!"

"Why not?" Applejack said in a sly voice. "Ah thought you said you could be quiet if ya needed ta be."

Rainbow Dash stretched her wings, before feebly folding them back on her back. She bit her lip and lifted her tail end. "This...this is a bad idea, AJ! Ah!" She put her hoof to her mouth again to stop her from making a noise as Applejack's hoof trailed it's way down past Rainbow Dash's tail and to her wet mound. Applejack gently and slowly stroked the mare, up and down, up and down, before drawing little circles around her clit. The Pegasus let out a soft moan, adjusting her position so Applejack could have better access to the area.

The orange mare smiled. She didn't intend to take it much farther than just getting Dash to admit that she had trouble keeping quiet. But in the dark confines of the closet, with Rainbow Dash ready to take whatever Applejack had to give, any reservations she had about them possibly making noise melted away. She knew she had to continue.

Applejack knew all the right buttons to push on Rainbow Dash - she reveled in watching the mare shiver at her touch. One of the reasons she really loved Rainbow Dash was that the blue pony WAS so care free in her love making. Rainbow didn't care what she looked like, how she sounded, what noises she made - Rainbow wasn't self conscious, and it made for an experience that had Applejack coming back for more and more. The earth pony, on the other hoof, was much more reserved and closed off, which made Rainbow Dash try even harder to illicit a response from her. All in all, they were helpless in each others care, and that was just the way they both liked it.

Now, seeing Rainbow Dash trying so hard to not make a sound, to keep her squirming to a minimum as Applejack stroked and circled around her clit, and trying to keep her wings close to her body in such a compact environment - well, it just made Applejack want more.

Rainbow Dash let out a sigh. She squirmed slightly and pushed back against Applejack's hoof. It wasn't hard to get Rainbow to climax, especially since she had been left in her hour of need the night before. But now with a few stifled whimpers, the Pegasus was close to her peak faster than Applejack had ever seen her.

Nearly forgetting where she was, Applejack moved her hoof faster. She didn't WANT Rainbow Dash to scream out and give them away, but she wanted to hear the Pegasus’ stifled ecstasy more than she would ever admit. As she stroked faster, Rainbow Dash lost control of her wings and they spread out in the cramped space, shaking slightly as she got closer. Applejack bit her lip as she watched Rainbow's thighs shiver, heard her breathing get more raggedy, and her whimpers becoming slightly higher pitched, though they were muted by the Pegasus’ hoofs.

Then, with a groan cut short, Rainbow Dash shivered and melted back against Applejack's hoof. Applejack continued to rub her, as the mare stifled a few more whimpers, slicking Applejack's hoof. After a few more shudders, Rainbow Dash let her tail end drop to the ground, as she huffed and tried to catch her breath. Applejack stepped over her again, bent down and kissed Rainbow Dash on her cheek. "I..." Rainbow Dash whispered. "I...didn't expect that."

Applejack stroked Rainbow's back with her hoof. "That was pretty good," she whispered in the mare's ear. "But ya gotta do better than that."

"Huh?" The Pegasus folded her wings back against her body and looked back to the farmer. Applejack leaned back again, pulling up Rainbow's hind quarters once again. She pushed Rainbow a little forward, then pressed her mouth to Rainbow's lips. "W-wait! AJ" Rainbow Dash whispered. "I'm still--ooooh!" Rainbow gasped and lifted her back hoof as if to kick Applejack off. But as Applejack started licking, Rainbow’s entire body seemed to relax, and her hoof was placed back down.

Rainbow sighed, momentarily forgetting where she was, closing her eyes and sporadically gasping when a sensation overtook her. Applejack could play Rainbow like a fiddle, and knew just where to touch her to get the best reaction. The Pegasus let out a sharp gasp when Applejack flicked Rainbow's clit. But Applejack would have none of that.

"Quiet, sugarcube," she whispered. "You're gunna get us caught."

Applejack started to kiss Rainbow Dash's sex with a passion reserved for kissing her mouth. The orange mare gently sucked on Rainbow, brushing her teeth lightly against the pegasus’ marehood before dipping her tongue in. The effects were immediate. Rainbow Dash actually let out a groan, before Applejack smacked her rear with her hoof. Rainbow Dash bit her lip and listened in case Twilight had heard her. It was hard to concentrate, however, as Applejack didn't let that momentary lapse in Dash’s judgement stop her from enjoying kissing Rainbow Dash's other lips.

"Applejack," Rainbow whispered, her voice whining slightly. "I don't...I don't think..."

"Don't think what?" Applejack asked, sticking her tongue inside, sucking on the other's vulva, and dragging it back out slowly, before flicking her tongue down to Rainbow’s clit. Rainbow was squirming like crazy, biting back groans, making too much noise for the small closet to contain. "You don't think you can keep quiet, do you?

Rainbow refused to admit defeat. But her face was bright red, knowing any second, Applejack could do what she did so well and make Rainbow Dash scream. It didn't help that she found the situation so incredibly hot.

"Rainbow," Applejack whispered, "You're dripping...you're gunna make a huge mess in here, then it won't matter how quiet you are."

"S-shut up," Rainbow Dash said, thoroughly embarrassed by her predicament. But what could she do? Stopping was definitely not an option at this point. And Applejack was in the process of trying to lick her clean, which only made the problem worse. "Mmmm!" Rainbow whined, covering her mouth with her hooves.

Just in time, too, as she heard hoof steps coming towards the closet. Applejack wasn't paying any attention to the voices near the door. She continued to lick, flick, and rub Rainbow Dash, who was trying to kill off the noises in her throat before they became public.

They heard Twilight's voice as she walked past the door, "How can I have misplaced my book of Practical Pony Paraphernalia?"

Spike answered, "Maybe it withered and turned to dust from overuse..." He must have received a glare from Twilight, because he continued in a nervous tone, "Uh, I'll go check upstairs. You check that bookshelf over there."

"No, I think I saw it right here," Twilight said.

"The...bookshelf near the closet?" He said loudly, probably hoping to make sure the mares inside heard "Are you sure? I can check there later."

"Go check upstairs, Spike," Twilight said, her determined voice taking over. "I'll check here."

Spike sighed. "Fine..."

Rainbow Dash was already sweating from everything Applejack was doing to her, but a cold sweat started beading down her forehead as the Pegasus fought with her desire vocalize how incredible Applejack was making her feel. She twitched when Applejack sucked on her lips, bit on her hoof feeling Applejack’s tongue dip into her, and muffled her groans when her lips were gently spread to allow deeper access. 'Applejack,' she thought, 'You're killing me!"

What's worse, Applejack picked up her onslaught when she realized that Twilight was tossing books down right in front of the closet door. Rainbow Dash wanted to pound her hooves on the floor if she couldn't cry out, but she couldn't do that either. Her wings were spread out, twitching with every new sensation. Rainbow bit into her hoof, a muffled groan escaping as Applejack caressed Rainbow's cutie marks with her hooves.

Rainbow could hear Twilight speaking to herself as she read out book names, then tossed them in front of the closet door, slowly blocking out what little light they had. If Twilight couldn't hear Rainbow panting hard, maybe she couldn't hear if she whispered.

"Omigosh, AJ!" Rainbow said, a little too loudly, before covering her mouth again. She hated herself a little for being so easily teased. For feeling everything tenfold because of her situation. For not being able to hold back the moan she felt in the depths of her throat. She caught her breath, turning her head as much as she could in the hopes that Applejack would hear her and have some mercy on her. "Applejack, I can't! I...mmmmmm," she covered her own ears, as though that would block the sound for anypony else. Surely, they would have been discovered any moment now because she couldn't control her own voice. Rainbow Dash tried to whisper, but the shakiness in her voice made it waver somewhere between a soft and loud whisper. "Y-you win! I can't be quiet! P-p-please stop! Everypony's going to h-hear meeeee!" She bit her lip as Applejack licked her clit a few times.

Then Applejack pulled away, making Rainbow Dash sigh. She was getting so close. "D'ya really want me to stop?" Applejack asked, stroking the Pegasus’ outer thighs with her hooves.

Rainbow Dash's eyes widened. If she was completely honest...she didn't want the sensation to ebb away. Even though she could clearly hear Twilight outside, moving along the bookshelves, muttering names to herself and throwing them down in frustration, she couldn't help but answer, "...no."

Applejack brought her muzzle in close, licking Rainbow’s slit, dipping her tongue in, making Rainbow Dash gasp. "You really sure?" she asked, never moving her lips away.

Rainbow blushed. "Don't make me beg," she said, sighing to herself. What was this pony doing to her that she would risk being discovered?

Then Applejack focused on the clit, flicking it quickly with her tongue, then delicately sucking on it, while running her tongue over it.

Applejack could see Rainbow's leg's shaking, and she knew her lover was close. She didn't want to give the pony a rest. She wanted to test just how quiet Rainbow could be. She knew Rainbow wouldn't last long.

Applejack was so wet at the sight. She couldn't do anything for herself at that moment, and she took her frustration out on her lover. Pulling Rainbow Dash more towards herself and licking hard at her clit, she felt the Pegasus tense up, her wings spread out and shaking in anticipation of the impending climax.

Then she heard a muted high pitch squeal come from Rainbow as the Pegasus’ whole body shuddered. It was loud for such a confined space, but a definite improvement from her usual screaming at the top of her lungs, yelling all sorts of profanities as her body was wracked with pleasure.

Rainbow thrust her hips back against Applejack, having resorted to some emphatic grunts as she tried to relish in the sensations of climax for just a little longer. Applejack tried her best to keep up with Rainbow, but she eyed the items in the closet that were rattling with each movement made by the Pegasus. They were going to fall, she was sure of it, and there was nothing the earth pony could do about it.

Then Rainbow Dash sighed, panting, as her legs melted out from under her and her belly once again touched the floor. Applejack wiped her mouth, staring down at her lover, completely spent. She rubbed the mare in the space between her wings and smiled. Her lover was so sexy when she was this way.

"Shh!" Applejack cooed, patting Rainbow Dash on her cutie marks. Applejack looked at the door, biting her lip, thinking Twilight heard that for sure. There was no noise outside. The light from the bottom of the door had been blocked by the books thrown down in front of them. All Applejack could hear was Rainbow Dash trying to catch her breath, and the earth pony’s own pulse beating in her ears.

Then they heard Twilight's hoof falls coming towards the closet, before she sighed in exasperation. "I could have sworn it was here!" The sound of pages shuffling told Applejack she was looking through a book. And knowing Twilight, she was probably so focused on her task, she didn't pay any attention to the noises Rainbow had made.

Applejack carefully got up, maneuvering so that Rainbow Dash could spread out fully on the floor and not be bunched up against her. She stood over the pony, and finally removed her hoof from the box it had been wobbling in since she got into the closet. She looked into the box, seeing a pair of maracas at the bottom, before holding back a chuckle.

With her lover now unable to protest, she carefully laid down on top of her, kissing Rainbow’s cheek. "You okay, there?" she asked playfully, giving the Pegasus a quick squeeze. Applejack liked hugging Rainbow Dash when she was so relaxed - all her muscles were otherwise so tense from training all day.

Rainbow Dash took a few breaths, before looking back to Applejack. "You're...so...mean."

"You know you love it," Applejack whispered, nibbling Rainbow's ear. The two lay like that, Applejack on top of a tired Rainbow, waiting for Twilight to finally leave so they could get out of their cramped space.

The whole situation had made Applejack’s own need grow to a point that she was starting to get uncomfortable. She squirmed, wishing Dash could give her attention, as well. But it didn't seem very possible in such a confined space, and with no way for them to maneuver. Plus, she didn't want to test just how quiet she herself could be. Rainbow Dash wasn't kidding - she really did have a way of making Applejack vocal when normally the earth pony was much more quiet and aware of the noises she was making. Still, it didn't stop her from rubbing herself on Rainbow Dash, just a little, just to get the feeling.

Rainbow Dash bit back a laugh, looking back at Applejack. "I think they would notice if we did THAT in here, AJ."

Applejack gave her a look. "You owe me, tonight," she said, stopping, wishing she could do more.

Then Twilight Sparkle yelped in surprise just outside their door. "I found it, Spike!" she said.

Both Applejack and Rainbow Dash sighed with relief. The closet had gotten rather stuffy with everything they had been doing. Applejack wrapped her front hooves around Rainbow Dash's neck and kissed her on her jawline. She wanted to relish in the last moments they would be in that cramped space, Rainbow Dash sweaty and satisfied, wet between her legs from everything Applejack had done to her. Rainbow Dash leaned into the kisses, closing her eyes and sighing.

"Oh, wait," Twilight said. "This isn't it."

Rainbow Dash groaned, before Applejack covered her mouth. "Loud!" she whispered in her ear. The Pegasus simply laid back her ears and glared at her.

"You know, maybe I've misplaced it," Twilight said, just outside the door. "It really should have been here. Maybe, it's in he--"

"NO!" Spike screamed, and the sound of a baby dragon racing down the steps and sliding across the floor made the lovers inside the closet tense up. She must have been getting ready to open the door. "No! You know what, maybe somepony borrowed it?"

"I would have remembered if somepony borrowed it."

"Oh, wait, Twilight...didn't you change what section it belonged to during one of your re-shelving days?"

There was a few moments of silence. Neither Applejack nor Rainbow Dash moved. They could hear the smalls steps of a baby dragon get fainter as he walked across the room. Then, after a few moments. "It's right here!" Twilight's hoofsteps could be heard trotting across the room.

"...Oh. Hehe. Guess I should have remembered that, huh?"

Applejack relaxed, melting down onto Rainbow Dash who also relaxed under her.

"So I guess we can get going now, then?"

"Spike, the whole reason in finding this book is to write down what I need to stock up on."

Applejack and Rainbow Dash both managed to hold back a groan, but they clearly heard one from outside. What's more it was very loud, and sounded very much like Pinkie Pie.

There was silence for a few moments. Then Twilight asked, "Was that you, Spike?"

"Er, must have been that window. Pesky window! Let me go upstairs and...uh...close it. You just hurry up, okay?"

"I'll be about ten minutes or so. You're awfully impatient today?"

Applejack stopped paying attention. Rainbow was wiggling her hips under the earth pony, looking back at Applejack, smiling. Applejack glared in return. She knew exactly what her lover was doing. She was trying to encourage Applejack to rub herself against Rainbow again.

It worked like a charm.

Applejack pulled back Rainbow's mane, which was sticking to the Pegasus’ neck from her sweating, and kissed her on her sweet spots. Rainbow took in deep breath, then sighed. Applejack adjusted herself, bringing her back legs beneath her. With Rainbow Dash's legs stretched behind her, she wondered if she could try and get some sort of relief by trying to line their vulvae up. She curled her hips down onto Rainbow, put her tail to the side, and tried rubbing against the other mare. There was a little bit of sensation, but not the kind she liked. She rubbed herself against her lover a little harder, but it wasn't quite doing what she wanted.

She tried to ignore giving Rainbow Dash any pleasure - the blue pony had enough already - and straddled her back. But when the earth pony tried to move, her hoof knocked into a broom, and she found herself frantically grabbing for it so it wouldn't fall over.

With a sigh, Applejack replaced the broom and tried to think. If she tried to pleasure herself in any other way aside from taking a hoof to it, she could only see herself knocking something over. If Dash could turn around, that would be a different story. But she would be risking more noise than she managed to get out of Rainbow if they did that.

Applejack really didn't want use her own hoof. Her lover was right there! And even if that weren't a problem, she'd grown accustomed to Rainbow doing things to her if she would use her hoof - like kissing her neck of stroking her with her feathers. She would probably just end up getting herself more worked up and not manage to bring it over the top if she had to do it alone.

She splayed her legs back and sighed, again laying on top of Rainbow Dash. She moved her hips a few more times, but more out of frustration than getting any pleasure out of it. She heard a stifled chuckle from the Pegasus. Applejack frowned. "Problem?"

"That was a little desperate for you, AJ," Rainbow whispered, grinning back to the mare. "Your plan working against you?" She wiggled her tail just to tease her lover.

Applejack narrowed her eyes at the Pegasus. She started to try and bring Rainbow Dash's rear up again, but the Pegasus pony kept it down this time. "Here, sheesh, hold on..."

Applejack got nervous as Rainbow Dash was doing just what she had thought of earlier - trying to turn around in her cramped position with as little noise as possible. With careful precision, Rainbow turned on her side, carefully shimmying her hooves and body. She kept her front legs close and her back legs under Applejack to avoid hitting anything. Applejack watched her with anticipation, her hips swaying slightly in her state of desire.

Rainbow Dash let out a sigh as she finally came to rest on her back. That was no small task to try and turn around on the hard closet floor without making much noise. But it was well worth it when Applejack laid down on top of her and kissed her on the lips.

"Isn't that uncomfortable?" she asked.

"I can deal for a bit," Rainbow Dash said, lifting her muzzle up to kiss Applejack once again. She could taste herself on the other pony's lips. "You look like you need me." She grinned.

Applejack sighed, nuzzling Rainbow Dash on the crook of her neck. They could hear Twilight Sparkle walking across the library floor, and books being replaced by Spike. She had to remember to be quiet.

Applejack smiled down at Rainbow Dash, moving her hips just a little, all too conscience of how easy it would be for either of them to knock something over. If the earth pony hoped to do anything, it would have to be very slow and deliberate, lest they make something crash to the ground. And Dash was anything but slow. She mouthed the words, 'Be quiet,' to the Pegasus, making the blue mare frown.

Rainbow Dash went straight to work, nibbling on the over-excited Applejack's ear. In turn, the earth pony took in a sharp breath, before biting her lip in the hopes of being quiet. She breathed in deep, letting it out, trying to calm herself down even a little bit.

Applejack returned the favor to Rainbow, kissing her on her neck just like the Pegasus liked, sucking lightly at the base, making her lover squirm under her. Applejack sucked a little more, nibbling softly, making Rainbow Dash let out a quick squeal before her hooves clapped over her mouth. She looked up at Applejack in shock, before frowning. That move always made Rainbow make noise, and today was no exception.

"Did you hear something?" they heard Twilight said. Rainbow bit her lip, looking up to Applejack in shock. Of course, THAT she hears! Applejack tried to stifle her giggles and kissed Rainbow in an attempt to make her stay quiet. "Did you close that window?"

"Uh, you know, sometimes sounds just...carry...from weird places. And should learn to BE QUIET during certain times."

Applejack tried to stop from giggling - she didn't want to be caught - but with everything she had done so far, she just felt giddy.

Rainbow Dash held her close, shushing in her ear, all the while trying to keep from giggling, herself. Applejack took that lapse in judgment from the Pegasus pony to nibble on her neck again, causing Rainbow Dash to cry out from the sensation.

The only thing that kept the noise from being too loud was Applejack placing her hoof on the others mouth. She kept her hoof there while working on Rainbow Dash's neck, hearing the panting coming from the mare from the careful ministrations.

Then, just as she was going to start moving her hooves down Rainbow Dash's body, she felt the pair of hooves grab her flank, causing Applejack to gasp in surprise. Rainbow Dash kissed the orange pony just as she found her folds, rubbing her hoof up and down. Applejack's moan got lost in Rainbow Dash's mouth. She was so worked up by then, and Rainbow Dash knew just what to do. Applejack was fighting the urge to want to yell out. The entirety of the situation hit her hard, and Applejack pulled back, her mouth open, as she felt her peak about to hit her with full force.

Rainbow Dash again pulled the earth pony’s head down low and kissed her. Applejack tried to choke back any noise, but a whimper escaped, losing volume into Rainbow's mouth. Applejack felt the waves of climax hit her, and while she barely managed to keep herself from screaming, she found herself being held down by Rainbow Dash, as she realized herself to be thrashing around a bit to try and extend the delicious feelings of orgasm.

Rainbow Dash gasped, her hoof shooting up from it's place on Applejack's back, and it took Applejack a moment to realize the broom had been knocked over and was about to fall and hit them had it not been for Rainbow's quick actions. Applejack smiled and tried to catch her breath, kissing Rainbow before laying down on her. "Hold on," Rainbow whispered in her ear, sounding giddy as opposed to before. She was struggling to try and get the broom upright again. But when Applejack was started nibbling on her ear, she huffed. "Oh, forget it." She carefully maneuvered the broom diagonally so that it lay just over them, without the risk of it falling out should the door open.

Applejack panted in Rainbow's ear, before she managed to say, "That was..." she whispered, searching for a word.

"Awesome?" Rainbow asked. "Or nearly VERY loud! I have no idea what you're talking about, ME being too loud." She scoffed, playfully nudging the orange mare.

"Hush, you," Applejack said, nuzzling her head against Rainbow's, closing her eyes, and panting. "Ah...just didn't...expect that."

Rainbow Dash smirked.

A noise outside the closet made Applejack remember where she was, and how cramped she felt through their entire ordeal. It sounded like hoof steps coming closer. Applejack carefully maneuvered herself over Rainbow Dash, as though it could protect her from discovery in some way. She only had a moment to think about how it would look to those who would find Applejack laying belly to belly with the Pegasus, who was obviously exhausted, before she didn't have another chance to move.

"Alright!" she heard a voice from the other side of the door say. "I think I have a good running list of items to pick up at Daisy's."

"Great!" Spike said. "Let me get the door."

"Excellent," Twilight said. "Oh, I better grab an extra bag."

"NO!" Spike yelled.

But it was too late. Applejack and Rainbow's eyes went wide, before they ducked their heads down against each other as though preparing for the blast of a bomb that was thrown in their direction.

Twilight opened the door. Applejack opened an eye too see the Unicorn staring at her list, using her magic to grab the bag from a hook. It narrowly missed the carefully placed broom as it was magicked out of the closet and around Twilight's neck. "Do we need anything else?" she asked, turning to Spike.

"Not a thing!" he yelled in a panic from the front door. "Come on! We're wasting daylight here!"

Twilight frowned to Spike, and closed the door with her magic. "Why are you acting so weird today?"

Rainbow Dash's jaw dropped. She looked up to Applejack. Applejack's heart was already racing without needing any extra excitement added. But they heard Twilight's hoof falls walk towards the door, and then the door close.

And they had not been discovered...

"Oh...my....gosh," Rainbow said, still panting a little from their ordeal.

"Ah know," Applejack said, letting herself chuckle a little at how close of a call they had. She bent her head down and nibbled lightly on Rainbow's ear. "Now, we just gotta clean you up a bit, and Ah think nopony will know." She chuckled lightly, before catching the mare's lips in another kiss. "Imagine if she had found us like this."

Rainbow shook her head. "I don't even know how I'm going to make it out of here..." Her legs were still shaky. She sighed in contentment as her lover hugged her and kissed her on the neck. "Don't think I want to make it out of here if you keep doing these things to me."

"Well, Ah want out," Applejack said, getting up on her tired legs and struggling to stretch them as she heard noise outside. "Mah legs need ta be stretched."

Just then, they heard the front door open, then close, before Pinkie Pie screamed, "Olly olly, oxen free!"

Applejack made a move to the door. "W-wait!" Rainbow Dash said. Applejack looked down at the pony looking up at her, concern on the latter’s face.

"We should get goin'. The others are gunna think we're doin' somethin' naughty if we take any longer."

"Yeah. Wouldn't that be something," Rainbow Dash said, rolling her eyes. She stopped Applejack before she opened the door. "C-can you walk in front of me. I...don't want them to see me like this..."

"Course, sugarcube," Applejack said, bending her head down to nuzzle Rainbow Dash before opening up the door. She peeked out to see Pinkie Pie pacing at the front door, looking out the window. Rarity was making her way down the stairs. Applejack moved out first, stretching her back legs and taking a deep breath. Rainbow Dash somehow managed to get up and followed just behind Applejack. The normally proud pony was now slinking behind Applejack, hoping not to be noticed.

"I can't BELIEVE how long that took," Rarity said, dabbing at her mane and brushing at her coat.

"Why were you all so loud?!" Pinkie said the moment the ponies had come up to her.

"Uh," Applejack said, taking a step back, hitting her rump right into Rainbow. "We were loud?"

"Everypony was!" Pinkie said, tossing up her hooves in annoyance as her voice threatened to reach screeching levels. "What were you doing, Rarity?" she asked. She had never quite seen Pinkie upset in this way. She took her surprise party planning very seriously when the surprise almost got blown...

"Okay," Rarity said, lifting up a hoof. "If you shove me into a closet with SPIDERS in it, do you really expect me to be QUIET? Really, Pinkie, I did the best I could! It was an ABSOLUTE nightmare! One was on my shoulder at one point! I'm surprised I didn't faint."

"And you?" Pinkie said, turning her annoyed gaze onto Applejack, since Rainbow Dash was trying to hide behind her. "What's your excuse."

"Uh...now, Pinkie," Applejack said, leaning out of the way. "It was mighty cramped in there for two ponies. What'dya think would happen?"

"The only pony who wasn't loud was Fluttershy!" Pinkie said, raising a hoof. "Right, Flut--HEY! Where is she?"

Everypony went quiet for a moment, before a very soft voice could be heard saying, "Um...I'm up here...."

Rarity looked to Pinkie Pie. "Well, why don't you come down, dear?"

"I'm...trapped under the bed..."

"Oh, dear," Rarity said, turning to rush up the stairs.

"We're coming, Fluttershy!" Pinkie Pie said, following close to her heels.

"Yeah," Applejack said, calling up to the two ponies racing to Fluttershy's aid. "We'll take out the decoration boxes while y'all work on that!" Applejack watched as the two ponies disappeared upstairs, before giving a sigh of relief. Then she looked back at Rainbow. The Pegasus really did look like a mess. Applejack could see trails of sweat down her lover’s fur, and quite a few hairs out of place. Her feathers needed a good preening, and her tail was matted where her excitement soaked into.

Applejack grinned a little at the work she did on Rainbow, but the smile faltered when she saw how her lover was looking at her. With an absolutely wicked smile. Like she wanted revenge, and knew just how to get it. "What?" asked the Earth pony.

"You're all wet," Rainbow said, looking up to the top of the stairs, before looking back at Applejack and rubbing a hoof on Applejack's backside. The mare leapt out of the way, and glared at Rainbow. But before she could say anything, Rainbow Dash just chuckled. "I think you were louder than I was. I thought for sure they would find us with the way you were acting." She brought her mouth close to Applejack's ear, sending a tingle down her spine. "Tonight, I'm going to do you so good. Right in your room when everypony else is sleeping. See how good you can keep quiet."

"Now, Rainbow..."

"And I am NOT taking no for an answer," Rainbow said, swaying her hips as she walked past the earth pony. She looked a little drunk as she wobbled on her shaky legs. "I owe you for today." Applejack bit her lip and watched the other mare as she made her way to the bathroom to clean herself up. She kept watching the Pegasus' backside as Rainbow swayed her tail back and forth, and could still see the wet mess their lovemaking had left.

Applejack was beet red, but she knew she wouldn't say no.

She really did owe Rainbow that much.

Author's Note

This story took me 10 months to finish - life, writer's block, constantly reworking the last scenes, and laziness got in the way of finishing this. But finally, it's finished! It wouldn't let me NOT finish it.

Special thanks to AlateaTenera and RatofDrawn for proofreading for me! Hope you enjoyed!