Rainbow Dash sighed as she slumped onto the sofa. Life in Ponyville was by no means exciting but recently it had been more boring than usual. All her friends had something to keep them busy which meant that they couldn't spend time with the most awesome girl in all of Ponyville. So Dash spent most of her time alone, luckily she wouldn't be alone tonight as Fluttershy had agreed to spend the night.
It was unlike Rainbow Dash to invite any friends over for something like a sleep over but she was just desperate for company. Besides, Fluttershy wasn't that bad of a companion. She was definitely quieter than Rainbow Dash but that didn't mean they couldn't have fun right?
Fluttershy was a sweet girl. Delicate. She had long, flowing pink hair and cyan eyes that Rainbow Dash was fond of for some inexplicable reason. Fluttershy had always been innocent and cute so Dash always enjoyed teasing her a little. Never too far though, she knew how sensitive her shy friend could be and would never do anything to hurt her. Fluttershy was a well-built girl with long pale legs and a small figure. The smallness of her body didn't extend to her chest which was rather large in comparison to the rest of her. She always hid her body behind hoodies and the like though. It was a shame, she really was a pretty girl.
The entire point of having Fluttershy over was to alleviate her boredom, but even with Fluttershy there they hadn't found much to do other than meaningless chatter. Dash sighed again running her fingers through her short rainbow locks. A lot of people liked to tease Rainbow Dash on having short hair since she was a girl, many claimed it made her look like a boy. She didn't care though. Long hair was way too much work and people quickly learned to stop poking fun at her. They'd all ended up with bruises and Dash grinned at the memories. Rainbow Dash was well built too, although in a different way. Her body was more well-defined and she had muscles as opposed to her frail friend. Her chest wasn't as big, but as an athlete Dash didn't care about the size of her breasts. Her toned body more than made up for it, anyway. She wasn't as pretty in the traditional sense but people still found her quite attractive.
Fluttershy was supposed to be making popcorn, but she'd been gone an awfully long time. Between the faint hunger in her stomach and the boredom that had yet to subside Rainbow Dash was impatient for her friend to return. They still had to choose a movie to watch.
"Fluttershy?" Rainbow Dash called as she stood up. She could faintly hear the popcorn popping in the distance and she followed the sound to the kitchen.
"In here." Fluttershy's soft voice called back. She was sitting on the counter by the microwave. She wore a yellow nightgown that stopped only a little bit above her knees. Dash wore something similar, although in a cyan colour.
Dash went over to the microwave to check how much longer it would take for their snack to be done. "Really, still over a minute?" he slapped the microwave. "Stupid machine..." she muttered to herself.
"How come you didn't invite anyone else?" Fluttershy asked.
Rainbow Dash was so distracted with the microwave she almost didn't respond. "Everyone else is too busy. Twilight's got studying to do, Rarity's got orders to fill, Applejack has farm work."
"So was I like, um, a last resort?" Fluttershy frowned.
"Nah, I wouldn't call it that." Dash quickly assured her friend. "I just wasn't sure whether you'd be interested is all."
"Oh, well, um, thank you for inviting me, Rainbow Dash." Fluttershy's lips formed into a sweet smile and the rainbow-haired girl couldn't help but notice how cute she was with such a smile on her face.
The beeping of the microwave cut their chatter short and Rainbow Dash opened it and grabbed the bag without thinking of how hot it would be. She only realized how hot it was when she gripped the bag and it scorched her fingertips. With a few angry curses the bag fell to the floor and Dash waved her hand up and down to try and alleviate the pain.
Fluttershy hopped down from the counter and grabbed Dash's wrist, bringing her friend over to the sink and turning the cold water on. "You okay?" she asked.
"Yeah, I'm fine..." Dash grumbled angrily.
Fluttershy bent over and picked up the bag, from the corner this time to avoid burning herself. Dash tilted her head, admiring the view her friend was giving her. Dash almost whistled but kept herself in check. When Fluttershy started to rise Dash made of point of changing the direction of her gaze. That was 'Shy you were lookin' at Dash, control yourself.
Rainbow Dash had been going through a dry streak recently in her sex life, but that wasn't an excuse to ogle her shy friend's backside. After all what would Fluttershy had though had she caught Dash?
"Be more careful next time, Dash." Fluttershy sounded like she was reprimanding her.
"Yeah, yeah." was Dash's casual reply.
Fluttershy pulled a large bowl from near where she'd been sitting. She carefully opened the bag and poured it's contents into the bowl. She muttered something about being ready to watch the movie and headed back into the living room, Dash following behind her.
Fluttershy took a spot on the couch and Dash stood in front of her, her hands on her hips with a mock stern expression on her face. "I think you're in my spot there, 'Shy."
Fluttershy's face immediately turned to crimson. It was so easy to make her blush. "Oh, um, I'm sorry...I'll just move..." She began moving to the side.
Rainbow Dash couldn't help but guffaw loudly and 'Shy looked at her with a confused expression. "I'm just kidding 'Shy." She plopped down on the couch beside her friend, who didn't bother responding to the last comment.
It was only now Dash noticed what was on her TV. Fluttershy had selected the movie and it was some cheesy, romance chick-flic that Dash would never normally watched. She whined loudly and sunk into the couch with a moody expression on her face.
"Aww, give it a chance Rainbow Dash." Fluttershy spoke softly. "It won;t be that bad.:
Dash sighed, it was already in anyway. "Fine."
The movie never got good, in Dash's opinion anyway. Fluttershy's eyes, however, were glued to the TV. The two girls were cuddled together under a large wooly blanket. Fluttershy was absent-mindedly tracing designs in the blanket. She was cross legged on the couch, whereas Dash allowed her legs to hang loose off the sofa, her arms crossed over her chest.
Dash unintentionally began to picture what she'd been staring at earlier. Fluttershy's butt. The way that the shy girl had bent over like that, not even aware of the effect she was having on the rainbow-haired girl. Dash began wondering if, maybe, she played her cards right something might happen with Fluttershy later on in the night. She then mentally face palmed. How can I even think of taking advantage of Fluttershy!? she asked herself. Even though she felt bad about it her body didn't seem to share her feelings. She'd grown quite damp and she was grateful she wasn't male; or her arousal would have been all too obvious.
"Rainbow Dash, are you okay?" Fluttershy noticed the lost-in-thought Rainbow Dash.
Rainbow Dash nodded. "I'm great."
A shiver ran over Fluttershy and she moved closer to Rainbow Dash. Her face buried itself into Dash's neck. She could feel the shy girl's warm breath on her neck and she stiffened. Her neck had always been sensitive and she loved having it kissed, or licked, or something. With the state she was in she had to stifle a moan.
"What are you doing?" Dash asked, trying to keep her voice steady.
"I'm cold." Fluttershy whined.
Rainbow Dash had a hard time believing that. She was practically sweating or maybe that was just the effect Fluttershy was having on her. Her lips were so close to her neck. Dash didn't understand why she was getting so horny. Could it really be because of how innocent Fluttershy was? It did give her a cute, endearing quality. But to want her so badly over that almost made her feel guilty.... To want to 'corrupt' Fluttershy, what was she thinking?
"Rainbow Dash...?" Fluttershy whispered against Dash's neck.
Rainbow Dash was having a harder time controlling her hormones now. She wiped her palms on her thighs, they'd become quite sweaty over the last few minutes.
"Are you sure you're okay?" Fluttershy asked again. She pulled away from Dash with a slight frown. She pressed her palm against Rainbow Dash's forehead, wondering if maybe she had a fever. Rainbow Dash on the other hand was about ready to burst. Why was Fluttershy acting so off? The cuddling, even the bending over was odd. Fluttershy had more modesty than that...
A realization crashed over Rainbow Dash and she grabbed Fluttershy's wrist causing the girl to gasp. With a shove Rainbow Dash pushed Fluttershy onto her back and climbed on top of her. She straddled her shy friend, looking down on her with lust-filled eyes. Fluttershy's face had turned to a dark shade of crimson by that point.
"Did you honestly think I wouldn't realize what you were doing Fluttershy?" Dash asked smugly.
"W-what? I, um, don't know what you're talking about..." Fluttershy replied unconvincingly.
Rainbow Dash grinned as she leaned down towards her friend. Their lips were so close they were almost touching. Fluttershy could feel Dash's breath against her lips. "Don't lie to me. You've been tempting me all night.:
"N-no, I wouldn't- I'm not the type to- N-no, um, well..." Rainbow Dash nipped at Fluttershy's lower lip and she gasped again. "Maybe I, um, thought that...You might, um, I just..." Her words trailed off, embarrassed that she had been caught. She'd wondered if Rainbow Dash had invited her over for other reasons for a simple sleepover. Now she felt silly, it was dumb to think the beautiful and talented Rainbow Dash would be interested in a shy, uninteresting girl like her.
"Well you got what you wanted now." Dash said.
Rainbow Dash leaned down and captured Fluttershy's lips in a hungry kiss. Kissing Fluttershy was different than kissing any other boy, or girl, she ever had. Girls lips were always softer but Fluttershy's were softer somehow. Compliant under her own. Rainbow Dash couldn't get enough of Fluttershy's lips and she was getting off on dominating the already extremely submissive girl. Fluttershy's arms wrapped around Dash's neck whereas Dash's hand went up to cup her friend's cheek lightly. When they finally ran out of air they pulled apart, panting.
"O-oh my..." Fluttershy said timidly. She couldn't believe that Rainbow Dash had just kissed her like that. Not that she minded.
Rainbow Dash grinned as she climbed off of her friend. Fluttershy looked up with a confused expression until Dash took her wrists and helped her up off the couch, the same grin still on her face. With one hand firmly gripping Fluttershy's she led her down the hall towards the bathroom. When Rainbow Dash closed the door behind them Fluttershy couldn't help but give her friend a quizzical look.
"What are we doing in here?" Fluttershy asked.
Rainbow Dash chuckled lightly before responding. "I got pretty hot 'n sweaty while you were cold. So I thought a bath was in order."
"O-oh..." Fluttershy repeated, the infamous blush reappearing on her cheeks.
"Take your clothes off." Rainbow Dash wasn't beating around the bush, so to speak.
Fluttershy's cheeks somehow seemed to darken but she nodded. Her fingers curled around the straps to her nightgown and she let them fall along her shoulders. The entire yellow garment seemed to slip off her body in one swift motion. Fluttershy kicked it away and it left her in only her undergarments. They matched. Her bra was yellow and had butterflies on it, as did her panties. One arm went around to her back to unclasp the bra and it fell freeing her pale breasts from their confinement. Not long after her panties were gone as well and Rainbow Dash licked her lips. Soon she'd be licking something else.
"You have to strip too, um, if you...Don't mind that is..." Fluttershy's words started confident but she quickly faded into her nervous state.
"Heh." Dash grinned. "Alright then." Rainbow Dash grabbed the bottom of her nightgown and lifted it up over her head, tossing it aside as it came off. She wore no bra under it so her breasts were visible right away. The only article of clothing left was her black thong and that didn't leave much to the imagination. She slid it off her body and posed proudly in front of Fluttershy. It seemed to make the other girl feel more comfortable as a low giggle escaped her lips. "Not disappointed are 'ya?" Dash asked, already knowing the answer.
"Um, no, not at all." was Fluttershy's response.
"Don't look too much like a boy?" Dash questioned, mockingly.
"Well, um, you...Do kind of look like a boy because of the short hair..." Rainbow Dash's heart sank for a minute. "...But I think it looks cute. You're very pretty...." Fluttershy's eyes had drifted to the ground. She seemed suddenly super interested in her toes which she wiggled against the ceramic floor, refusing to look up at Rainbow Dash.
Rainbow Dash was in shock. No one had ever told her she looked 'cute' before. It was a nice feeling. Rainbow Dash walked past Fluttershy and turned the water on. She let the tub fill with warm water before dipping her foot in to make sure it was at a nice temperature. Content, she hopped in and slid down as a relaxed sigh escaped her lips. She wasn't the type to take baths often, but when she did they sure felt good. She motioned for Fluttershy to join her and slowly the shy girl complied, sliding herself into the tub facing away from Rainbow Dash. The rainbow-haired girl grinned as Fluttershy lowered herself in; she had another spectacular view. The moment Fluttershy was seated Dash's arms found their way around her friend's waist and pulled her back so she was leaning against her.
Fluttershy could feel Rainbow Dash's breasts against her back but what made her more nervous was her friend's hands on her stomach. Free to wander wherever Dash willed them to, and so close to a particular spot Fluttershy couldn't help but be eager and nervous at the same time.
Rainbow Dash's hands travelled upwards as opposed to downwards. Fluttershy gasped when Dash's hands cupped her large breasts. Fluttershy's breasts were quite a handful, bigger than Dash's palm by far. She grinned as she gave an experimental squeeze; pleased by the faint moan that Fluttershy released as she did. She continued to massage her friends breasts and slowly Fluttershy let out louder and louder moans. The pinkette tilted her head back so that it leaned against Dash's shoulder. This gave Rainbow Dash the perfect opportunity to tilted forward and place her lips upon her friend's neck. Her tongue darted from her mouth to lick along the pinkette's neck and Fluttershy gasped. The shy girl brought her knees together as her arousal grew from Dash's ministrations to her neck. It was no longer just licking but Dash's lips would travel up and down to the base of her throat then back up. She would kiss, lick, nip and suck along the way. Before long Fluttershy had quite a few hickeys on her neck. She would have to make sure to hide them the next day.
Her breasts were not left unattended either. Dash's thumbs began to rub the soft tips until they grew erect under her hand. Once they had hardened Dash pinched the sensitive buds and Fluttershy yelped loudly. The poor girl was practically shivering in anticipation of what was still to come, but Rainbow Dash wasn't quite ready to give her what she wanted. Rainbow Dash got Fluttershy to turn around so that the two girls were facing each other. Fluttershy seemed to have something to say but the moment she opened her mouth a moan escaped as opposed to words. Without warning Rainbow Dash had leaned down to take one of Fluttershy's sensitive nipples into her mouth.
Her tongue flicked it over and over again and one of Fluttershy's hands found it's way to the back of Dash's head. She gripped onto the rainbow hair of her friend, moaning again and again as Dash started to suck on her breast. What really sent Fluttershy over the edge is when Rainbow Dash's teeth would gently grind against the tip. Dash could tell Fluttershy enjoyed it by the way the grip on her hair would tighten. Dash switched breasts and repeated the treatment to the other one.
When Rainbow Dash finished her business she let the tip of her tongue slide up between Fluttershy's breasts, up along her throat before reaching the shy girl's lips and pushing her tongue into her friend's mouth. Their tongues battled for dominance, although Rainbow Dash won in the end, of course.
When Dash pulled away Fluttershy let out a loud whine, watching her rainbow-haired friend with a lustful expression. Seeing such a look on her shy friend almost drove Rainbow Dash crazy with lust. She decided it was time to stop teasing the poor girl and give her what she wanted.
She placed both of her hands on Fluttershy's shoulders, pushing the pinkette back so the her back was leaning against the other end of the tub. Dash wasted no time kissing a trail down her friend's body again. Her lips travelled lower than they had earlier, down her belly towards her thighs. Rainbow Dash pushed Fluttershy's legs open to get a good look at the shy girl's pussy.
Like the rest of Fluttershy's body the part Dash was currently interested in was perfect, Her shy friend's private area was shaven, much to Rainbow Dash's surprise. Flutter's gem was a perfect shade of pink and glistening with arousal. Her sensitive clit was swollen, begging for attention something Rainbow Dash was all too eager to deliver. The rainbow-haired girl leaned forward, taking in the musty scent of Fluttershy's most sacred place before diving in tongue first.
The very moment Rainbow Dash's tongue prodded Fluttershy's moist folds the pinkette, who probably wasn't used to being eaten out, cried out. Rainbow Dash grinned before allowing her tongue to slide up and down Fluttershy's pussy; taking the time to savour her friend's unique flavour. It wasn't bitter, in fact it leaned more on the sweet side. Kind of like flavoured water, although Rainbow Dash couldn't identify which fruit. Regardless of the specifics it made Rainbow Dash enjoy eating her friend out even more.
Rainbow Dash skilfully slid her tongue into Fluttershy's soaked cavern. The rainbow-haired girl's tongue slid in as deep as it could, poking and prodding Fluttershy's tightening walls. The slick appendage slid along Fluttershy's upper wall before beginning a slow 'in-and-out' motion. Fluttershy squirmed under Dash's treatment, arching her back up high as she curled her fingers into the Dash's soft rainbow locks.
Rainbow Dash grinned, knowing what was coming next would drive her friend berserk. Her tongue slid out of Fluttershy only to slide a little way up to meet her shy friend's swollen nub. A soft prod was all it took for Fluttershy's body to tense momentarily in please; a quick scream of surprise escaping her. Dash's tongue started to focus exclusively on her friend's clit. She'd started at a slow pace but had slowly built speed and pressure.
The whole time Fluttershy felt like her mind was going to explode. She could feel herself growing hot, pressure building inside her. Like a dam, about to overflow. With a few more skilful licks and a couple fingers suddenly being inserted inside her the dam broke. She shrieked loudly, over and over again as wave after wave of pure bliss washed over her. Her body was tense, and shaking. She was digging her nails into Rainbow Dash's scalp and at that moment couldn't care less. Her hips bucked up and down to the rhythm of Dash's tongue as the experienced girl helped Fluttershy ride out her orgasm. Then suddenly it was done and Fluttershy went limp, her limbs collapsing at her sides and her back crashing against the back of the tub. She was breathing heavily and covered in a thin layer of sweat. Never had she felt an orgasm as intense as the one she'd just experienced and she exhaled sharply with her eyes shut tight then started to regain her breath.
The pinkette jumped as she felt teeth gnawing at her earlobe "How was that?" she heard whispered into her ear, Dash's warm breath giving her goosebumps.
"I, um, it, um...Oh my,...Rainbow Dash...That was, um...Um..." she wiped her forehead
"That's what I thought." Dash replied smugly, an arrogant smirk gracing her lips.
Fluttershy squeaked as blood began rushing to her cheeks. She covered her face with her hands, looking at Rainbow Dash only through the opening in her fingers. She was still feeling the effects of her orgasm, a sort of post-orgasm haze. Her centre was tingly and sensitive. She wanted to make Rainbow Dash feel that way, but was unsure if she could. She doubted her sexual abilities. Rainbow Dash was so confident compared to her. She didn't want to be rude either, but she was certain her outgoing friend had far more experience than she did.
None-the-less Fluttershy shifted herself until she was able to place her face into Rainbow Dash's neck. She placed soft kisses along her friend's throat and Rainbow Dash looked down at her. She didn't look upset or anything, just surprised.
"Fluttershy, you don't have to-" Dash started, before being cut off.
"I-I want to..." Fluttershy replied, her voice was shaky but determined.
Rainbow Dash nodded, silently accepting Fluttershy's kisses. She'd considered saying no, doubting her friend's willingness. She thought maybe Fluttershy was doing this simply to return the favour, without being entirely comfortable or maybe having second thoughts. The determination in the pinkette's voice changed Rainbow Dash's mind. Preventing her from doing this would only damage her self-esteem more and Rainbow Dash didn't want to be responsible for something like that. The fact that her pussy was practically begging for attention affected her judgement but Fluttershy's mental well-being was her first concern.
She leaned back in a similar manner Fluttershy had been only minutes before but on the other side of the tub. Fluttershy followed, refusing to look Rainbow Dash in the eyes. The idea of looking her friend in the eye as she prepared to do such naughty things to her was unthinkable. She found comfort in Rainbow Dash's neck again. This, at least, was something that was easy.
Rainbow Dash sighed in pleasure. Fluttershy's kisses were different than anyone else she'd ever been with. They were softer, somehow. Feather light. They gave her goosebumps and excited her in a way no woman had ever been able to before. She felt her friend's lips travel up and down her neck and finally the pinkette began traveling towards Rainbow Dash's perky tits.
Fluttershy couldn't help but notice that Rainbow Dash's nipples were already hard. She blushed harder but pushed on through. She carefully stuck her tongue out and allowed it to brush against the sensitive tip. Normally such a small thing wouldn't have such an effect on the more experienced girl but she was already horny as all hell; which only increased her sensitivity so she moaned. Loudly. This seemed to boost Fluttershy's confidence somewhat because next thing Rainbow Dash knew Fluttershy's pretty little mouth had encased her nipple and a mouthful of her tit in it, sucking rather roughly. Rainbow Dash wanted Fluttershy. Right then, no more fooling around.
"'Shy, now!" her small fingers curled into Fluttershy's long pink locks and gently began pushing the pinkette's head down.
It was a little faster than Fluttershy had wanted to go but she wanted to do a good job so she complied. As her head was pushed down she did her best to delay as much as possible by using her lips and tongue to lick as much of Dash as she could but it seemed to only spur the girl on more. Rainbow Dash spread her legs without hesitation to reveal to perfectly shaven flower between them. Fluttershy blushed, embarrassed. Not for anything in particular, she was more so embarrassed for Rainbow Dash who clearly had no issues showing her body off. Then again they'd been getting intimate for the last however long so it shouldn't have come as such a shock.
"'C'mon 'Shy. Just dive in!" Rainbow Dash was grinning and when Fluttershy glanced up from between her friends legs she offered the shy girl a wink.
So Fluttershy took a deep breath and dove right now. She wasn't as skilled as Rainbow Dash, she knew that but she tried to make up for it by attempting all sorts of fancy things with her tongue. She traced the outline of the rainbow-haired girl's nether lips, ending the round with a small flick to Dash's extremely swollen clit. Dash's hands gripped her friend's hair tighter and she pulled the girl deeper in between her legs.
Fluttershy's eyes widened from the unexpected advance. It wasn't entirely unpleasant though. Somehow Rainbow Dash tasted sweet and Fluttershy was sure it was purely a psychological thing she swore her friend kind of tasted like skittles. Her tiny, experienced tongue explored all of Rainbow Dash's most sacred place and although she'd been worried about performing poorly at first those ideas vanished upon hearing and seeing her best friend writhing and moaning in pleasure underneath her tongue.
"Christ, 'Shy." Dash moaned out. "Where'd you learn t- Ahh!"
Fluttershy chose that specific moment to begin sucking on Rainbow Dash's clit. Her tongue focused on the swollen nub now, as Rainbow Dash had done for her earlier. Unfortunately it didn't seem to be enough for her so one of Fluttershy's hands slid up Dash's thigh until her index finger found the dripping hole underneath where she was licking. She slid a finger in, eliciting a loud, pleasured moan from her friend. It wasn't long before she had a second finger inside and she was pumping them in and out of Rainbow Dash as hard as she could. Clearly the rainbow-haired girl liked it rough. At least Fluttershy assumed so from the screams that escaped her. Finally Dash's dam burst.
"Fuck, 'Shy, don't you dare fucking stop right now!" Dash's second hand joined her first atop Fluttershy's head in a tight grip, digging her nails into her friends scalp. She pushed the girls face even tighter against her pulsing pussy. She came hard, impressed with how extremely skilled Fluttershy had proven herself. As she came Fluttershy never stopped any of her movements, even after the orgasm Fluttershy was still going. Rainbow Dash was still sensitive from her first orgasm, and with Fluttershy's continued ministrations she found herself unable to speak coherently anymore.
"'Shy! I-Ahh! Fuck me, you gotta- SHIT!"
Fluttershy forced her face deeper into her friends thighs, Dash's clit ending up between her teeth. She bit down, being sure not to be too hard; she didn't want to hurt the girl after all. Her fingers removed themselves only to be replaced with her tongue. Her hands weren't left idle though. Each took a breast to themselves, pinching and tweaking the nipples as the kneaded the soft mounds. Then Fluttershy growled, sending vibrations through her friend causing her to orgasm for the second time that night.
"Oh, FUCK!" For the second time Dash's mind went blank. The added sensitivity from her previous orgasm only served to make the second one oh so much better. Profanities left her mouth like it was nobody's business. She didn't even care. She wouldn't even care if the world ended right then so long as Fluttershy kept tongue fucking her! This time when her body stopped convulsing and her muscles were able to relax Fluttershy pulled away and sat up, facing her friend.
"H-holy fuck, 'Shy..." Rainbow Dash couldn't even get it all out in one breath, so completely winded from the incredible sessions she'd just had.
Fluttershy simply smiled sweetly and licked her lips. "Guess I really wanted to taste the rainbow."
They both burst out laughing but of course the exhaustion caught up with them. It didn't take them long after that to dry off and head to bed, falling asleep in each other's arms.
Author's Note
So my first fic on here. I hope you guys like it. It's the first time I've ever written anything like this that ended up being so long, or anything like that. On that note I don't really plan on writing humanized fics that much. The important part of this author's notes though is I'm taking requests. Just PM them to me, or leave them in the comments. If you'd just like to see this continued, let me know. If you'd like to see anything else, anything at all just let me know that as well. I can't guarantee I'll do it, but hey there's a good chance.
Anyway, thanks for the read~
