Fluttershy reached for the library doorbell, then lowered her hand. This was the sixth time she had done that. She needed to talk to Twilight. But at the same time... she couldn't. There was just no way. Even in light of everything they had already discussed. And everything they had done. Of course, she knew she could trust Twilight to keep any secret, and after the... events of yesterday they were certainly close, in both a literal and metaphorical fashion, but even so, she wasn't sure she wanted to do what she thought she wanted to do.

Why did thinking things have to be so confusing? For the first time, she knew, beyond a shadow of a doubt, how she could finally achieve that which had eluded her for so long. But she knew that she didn't know whether she wanted to go that far for it. Was it really that good? Her life had been just fine without it. But on the other hand, she had put so much time and effort into it, and she had nothing to show for it...

She reached for the doorbell again, and for the seventh time decided against it. Even if Twilight answered the door, she had no idea how on earth to explain the thoughts that were buzzing around like bees in her head. And they were drunken, angry bees. She couldn't do this now. She had to put her thoughts together. It had to wait.

Twilight was jolted out of her book-focused stupor by the barely-audible sound of a knock on the library door. She looked up from her book, not entirely sure that she had actually heard anything. She sighed. She'd have to check. If someone had knocked, it was probably Fluttershy, and she was the last person Twilight wanted to leave standing outside. She groaned and clamored out of her chair. Normally she'd send Spike to answer the door, but if were Fluttershy, there'd be a chance that she had come for more advice about self-pleasure, and Spike was... well, he wasn't too young to know about that, if the amount of time he spent locked in the bathroom was any indication, but Twilight preferred to not think about that too much.

She opened the door. Fluttershy was nowhere to be seen. Neither was anyone else. The street was more or less empty. Must've been hearing things, she thought. She closed the door, and as she stepped back, she heard a crinkle under her feet. She looked down, and found herself standing on a small, pink envelope. Someone, Fluttershy in all likelihood, had apparently slipped it under the door. It was odd. As she opened the envelope, she couldn't help but wonder what could possibly be in it. After last time, what on earth would scare Fluttershy so badly that she wouldn't even show up in person?

She read the letter. Then she read it again, to make sure that she had read it right. Then she read it again to confirm that it was really Fluttershy's handwriting. Then the blood drained from her face. It seemed she had an answer to her question.

Now it was Twilight's turn to knock on a door. Like Fluttershy, she had agonized for quite some time over whether or not to do so. Unlike Fluttershy, she had done all of the agonizing before she left, and now that she was actually there, she could just knock rather than standing on the doorstep. She knocked, and was immediately gripped by doubt as to whether she should have come. Fortunately, she didn't have to wait long. The door swung open, and Fluttershy peeked out.

"Oh. Hello, Twilight."

"I, uh, I got your note."

"Oh." Fluttershy mumbled. "I... come in."

Twilight followed Fluttershy into the living room. It looked the same as always, but knowing why Fluttershy had called her here... it felt smaller. Fluttershy took a seat on the couch, wringing her hands. Twilight sat in the chair across from her. For an uncomfortably long moment, they sat in silence, neither one wanting to be the one to break the ice.

"So," Twilight said, the word hanging in the air. "I...I know I said that I would do whatever I could to help, but I...uh...didn't expect this."

"Well, you don't have to if you don't want to. I'd understand." Fluttershy hugged her knees, trying to make herself smaller. "Just forget I asked."

"No, I..." Twilight swallowed, "I... I'll still help. It's just... it kinda came out of nowhere, you know? I never expected that you'd want me to take a... hands-on approach."

"I didn't expect it either," Fluttershy said, not looking at Twilight. "It's just that when you helped me last time, you know, it was different. Just having someone else there, rather than just using a toy or something..." She began to tremble. "When you helped me out it was... so much less horrible than I was afraid it would be. I though it would be awkward and painful and uncomfortable, but you managed to make it bearable. I just... I don't think I can do it on my own."

"So you don't think you can have an orgasm unless I... help?"

Fluttershy shook her head. "I've already tried everything else." She curled up even smaller. "If you don't want to, it's okay. I understand."

Twilight stared for a long moment, then stood and gently put her hand on Fluttershy's shoulder. "Fluttershy, I said I'd do anything I could to help. I might not have realized exactly what that would entail, but when I said that, I meant it." She took a deep breath. "If this is what it takes, then I'll do it."

"R-really?" Fluttershy stared up at her.

Twilight nodded resolutely. "Yes. Let's get started before I realize how ridiculous this is."

Fluttershy took a deep breath, and clutched at the hem of the bathrobe that covered her. Her hands were shaking.

"Come on, Fluttershy," Twilight said. "You can do this."

"Okay, h-here I go." She bit her lip and let the robe fall to the floor. She clasped at her arms, fighting the impulse she had to cover herself. Even with her eyes closed, she could all but feel Twilight staring at her.

Twilight was indeed staring. Even though she had seen pretty much all there was to see of Fluttershy during the anal bead incident, this was different. This was more... erotic. She could finally get the full picture; the shape of Fluttershy's body, the curves of her hips, the subtle perkiness of her breasts, the tight folds of skin at her-

"Um, how do you want to do this?" Fluttershy asked. She rocked back and forth on her feet, trying to get Twilight to look at a part of her body that wasn't normally covered by clothes.

"Whatever makes you most comfortable." Twilight thought about the words for a moment. "There's really no way this is going to be 'comfortable', is there?"

"I-I don't know." Fluttershy turned around. Twilight had to admit that she her butt was a lot cuter when she didn't have to stick her fingers into it. "Um, maybe I could just lay on this couch..."

"Works for me."

Fluttershy swallowed and slowly sat on the couch. She sunk slightly into the cushions and laid back.

"Are you ready?"

Fluttershy nodded.

"Alright. If you want me to stop, you just say so, okay? I-I'm going to start now."

Twilight took a deep breath and gently put her hands on Fluttershy's knees. With as little roughness as she could muster, she slowly pushed Fluttershy's legs apart. Her heart quickened as Fluttershy offered no resistance. She found herself staring directly at Fluttershy's bare pussy. Well, mostly bare. Fluttershy had elected to leave a tuft of pink hair just above her thick, pink, labia. The entrance to her vagina was a simple slit in Fluttershy's goose-bumped flesh.

Twilight's finger brushed against Fluttershy's pubic hair. It was surprisingly soft; more like cashmere than crotch hair. Her finger slid lower, onto Fluttershy's skin. She pressed, feeling the warmth of Fluttershy's skin and the gentle give of her flesh. She ran her fingertips down Fluttershy's lower lips. Fluttershy trembled, and raised a hand to her breast, gently squeezing her nipple.

Her fingers slid around Fluttershy's pussy and squeezed. The lips bulged just a bit, looking unbelievably soft, tempting Twilight to press her cheek against Fluttershy's crotch. She resisted the urge, instead gently kneading Fluttershy's outer labia. She wondered how it felt to Fluttershy. It couldn't feel quite the same as it did when Twilight toyed with herself. It must be good though; Fluttershy's breathing was beginning to get heavy, her chest rising and falling as she fondled herself.

"Am I doing alright, Fluttershy?"

"Y-yes." Fluttershy nodded. "It feels... good."

"Do you think you might... you know?"

"Not... not yet." Fluttershy smiled and let her head fall back.

"Alright, I'm going in!" Twilight slowly drew her fingers back. They were followed by a trail of Fluttershy's... secretions. She cracked her knuckles, and slowly slid a single finger in. Fluttershy's body trembled, and she gasped quietly. Twilight could feel Fluttershy's delicate inner workings squeeze her finger in response. She answered by sliding her fingers in and out slowly, slipping smoothly along, lubricated with Fluttershy's pussy juice.

Twilight brought up her other hand. She smiled as she pulled back the skin, exposing Fluttershy's clitoris. Twilight continued to slowly thrust her finger in and out of Fluttershy's vagina with one hand as she gently put the thumb and forefinger of her other hand around the small nub of flesh. It was warm, and throbbed slightly with every breath Fluttershy took. She fondled it between her fingers, watching as Fluttershy writhed in pleasure.

It's almost like I can control her, Twilight thought. She tweaked Fluttershy's clit in a vague rhythm. Fluttershy responsed with gasps. Twilight resisted the urge to play Fluttershy like an instrument; chances were that Fluttershy wouldn't find that particularly arousing. She refocused her attention on the rest of Fluttershy's vagina. She inserted another finger. It was a bit tight, but there was still room.

Fluttershy let out a long, forceful moan. Her agitated twitching slowed, and her whole body began to sway slightly, as if she was grinding her crotch against Twilight's hands. Her own hands, which had previously been occupied by groping feverishly at her own breasts, had slowed; Fluttershy kneaded her chest slowly and thoroughly.

"You okay, Fluttershy?" Twilight looked up from Fluttershy's crotch, trying to figure out exactly what sensation Fluttershy's face was displaying.

Fluttershy responded with a gasp, and a single shaky word. "M-more!"

"What do you mean, more?" Twilight asked. "Do you want me to like, move my hands faster, or put more fingers in, or-"

"More!" Fluttershy managed, her voice wavering.

"Uh, okay, I'll see what I can do." Twilight bit her lip. That was awfully vague. Then again, if Fluttershy was so lost in pleasure that she couldn't bother to string a sentence together, then Twilight had to be doing something right. She put another finger in and began to stroke the inside of Fluttershy's body with renewed vigor. She released Fluttershy's clit. Her fingers were beginning to cramp from twiddling it for so long. Her knuckles cracked, and an idea formed in her mind.

She ran the index finger of her free hand around the edge of Fluttershy's pussy, coating the tip in lube. Satisfied that her finger was covered, she crouched slightly and reached up to where Fluttershy's bottom sat on the edge of the couch. Her slippery finger slid between Fluttershy's butt cheeks and began to feel around. Fluttershy squeaked as the tip of Twilight's finger slipped inside her anus.

"T-Twilight!"

"Weren't expecting that, huh?" Twilight asked with a smirk. "I figured that since you don't have anything stuck up there, it'll be a bit more enjoyable for you this time!" She wiggled her finger, and in response, Fluttershy's asshole squeezed. "How is it?"

Fluttershy could barely speak through her gasps. "It- it feels amazing! I... I'm almost... almost..." She writhed so hard that Twilight could barely keep her hands in place. "Just a little... a little more..."

"More!?" Twilight gasped. Her fingers were starting to just feel the first hint of fatigue. If she couldn't bring Fluttershy to orgasm soon, her fingers were going to start cramping. There had to be something else that she could do. Her eyes wandered up and down Fluttershy's heaving body. Then her gaze settled on Fluttershy's exposed clitoris. It throbbed, red with Fluttershy's hot blood. Twilight took a deep breath, swallowed, and leaned forward.

"T-Twilight, what are you- AH!" Fluttershy looked down over her body, and discovered that she was having her first experience with oral sex.

Twilight's lips were pressed against the skin around Fluttershy's clitoris; her tongue played with the clit, fondling it gently as if it were a candy. She had surprised herself by starting to go down on Fluttershy; seconds earlier she wouldn't have even considered the idea. It just seemed too... intimate. Using her hands was mechanical; she could call it manual stimulation and leave it at that. It was nothing that Fluttershy couldn't have done herself, and Twilight's role was simply to free up Fluttershy's hands. But her mouth... there was inherent closeness there. You kissed with your mouth. If your hand brushed against someone, you wouldn't think of it. But if your mouth touched someone... either it was a sign of closeness, or else you'd go for the mouthwash.

As she sucked on Fluttershy's pussy, awkward thoughts kept flowing. Why had she been willing to do this? Because Fluttershy was her friend, she thought. Because Fluttershy deserved to feel the utter loss of consciousness that came when one's mind overflowed with pleasure. Fluttershy deserved to have an orgasm at least once in her life, dammit, and if this was what it took, Twilight would oblige.

Fluttershy's movement had changed again; Twilight could feel it. The writhing and moans had slowed so much that they had given way to shivers, as if every muscle in her body was winding tighter and tighter. The heat of Fluttershy's body poured through her lips and fingers. The were going to do it. Fluttershy was finally going to come.

Twilight braced herself, and went for broke, burying her face between Fluttershy's legs. Fluttershy began to shudder. Her body arched, and she through her head back. "Twilight! I- I- I-I'm- gonna-"

Then everything suddenly went black.

Twilight growned and opened her eyes. Fluttershy (still naked, of course) was looking down at her. She was trying to look worried, but the obvious glow on her face, along with the barely-hidden smile, showed Twilight that her efforts hadn't been successful. Fluttershy's lips were moving, but Twilight couldn't quite hear the the words. She suddenly became aware that she had a splitting headache and her ears were ringing.

"W-what happened?" she mumbled, barely able to hear herself.

"I did it!" Fluttershy finally gave up her attempt to look worried about Twilight. She was too happy. She also sounded like she was really far away. "I finally had an orgasm!"

"Congratulations," Twilight said weakly. She put a hand to her forehead. "Where'd this lump on my head come from?"

"I'm sorry about that," Fluttershy blushed, and began to twiddle her fingers. "When I came I... lost control. My entire body sort of... I accidentally kicked you. I'm really sorry!"

"That's okay." Twilight blinked. She was now aware enough to realize that she was lying on Fluttershy's couch. "I guess that's why my ears are ringing."

"Yeah, that, and I may have... screamed. I couldn't help it." She bit her lip. "I hope no one heard."

She suddenly looked up, as if she had heard a sound in the distance that Twilight couldn't quite make out. In fact, that was exactly what had happened. The sound in question was a familiar voice, shouting.

"I'm comin' Fluttershy! Just hold on!"

The blood drained from Fluttershy's face. "No! Applejack, don't-"

Too late. The front door of the cottage burst open as Applejack charged in. "Don't worry, Fluttershy, I-" She skidded to a halt as she saw the scene in front of her. "Someone want to tell me what in the flyin' fuck is goin' on in here? Why are you naked? And who was screamin'?"

"Um... that was me..." Fluttershy mumbled, her face as red as a tomato. She tried to cover herself with her hands. "I wasn't in trouble or anything, I just...uh...." Her voice trailed off into a mumble.

"Well, I know that now," Applejack said, trying not to look at Fluttershy's naked body. "I'm sure y'all got a good explanation why you're in here in your birthday suit and screamin', but I can't think of what it could be."

"I... just..." Fluttershy grinned. "I just had my first orgasm!" She declared triumphantly.

"Huh?" Applejack's eyes widened as it hit her. "Oh. You mean, you...uh, just now?"

Fluttershy nodded proudly.

"Uh, well, congrats, I guess." She scratched her head. "What's Twilight doin' here then? Are the two of you like... together, or what? I mean, you don't have to hide it. I'm pretty sure we'd all be cool with it if you two are... y'know. Bumpin' uglies. Although it would be a bit easier if both y'all were naked."

"It's not like that," Twilight said. She sat up, and the couch squished. She looked down, then at Fluttershy. "Huh?"

"Sorry, that was me, too," Fluttershy said bashfully. "I guess I'm a squirter."

"Wow, that's somethin' I never thought I'd know about you." Applejack now had her face covered with her hat. "So what is the deal between you two, anyway? If you aren't a couple, what the hell is goin' on?"

"Honestly, I'm not sure what to call it." Twilight tried to ignore the soaking wet cushion that she was sitting on. She also realized that her face and shirt were damp with something that almost certainly wasn't sweat. "She just needed some... assistance. And I decided to help her out."

"So, friends with benefits?" Applejack nodded. "Well, whatever you guys are doin' that's your business. I won't say a word to anyone. But seriously, next time you might not wanna scream like that. I thought someone was tryin' to kill you or somethin'. I...I'll be goin' now." She spun around and hurried out the door.

"That was so embarrassing!" Fluttershy buried her face in her hands. Hiding her body was much less of a priority now. Twilight had seen just about as much as see possibly could. "But still, I did it! You were right! It felt amazing! And I'm sorry about kicking you in the head."

"Don't worry, I'll be fine." Twilight stood, and cracked her knuckles, which were stiffening.

"I guess I should thank you." Fluttershy continued. "I can't think of anyone else who would have done so much to help me. You really went above and beyond. I'm just really happy that I was able to experience that at least once."

"You're welcome," Twilight said. "Uh, do you think that you'll ever want to do this again?"

"I... I hadn't really thought about that." Fluttershy stared at her feet. "I guess I should find out if I can come on my own now."

"Well, for what it's worth, if you do need my help, I... I guess I'd be willing to consider... helping."

"Thanks," Fluttershy said as she wrapped herself in a blanket that had been hanging over a nearby chair. "So, uh, what does that make us? I mean, we're still friends, right?"

"Of course," Twilight nodded. "Friends with benefits sounds about right."

Fluttershy smiled. "I think that's good. Although we should probably keep it a secret."

"Fine by me. It would make everything awkward if everyone else found out." Twilight grinned. "Maybe you can... return the favor some time."

Fluttershy swallowed. "R-really?"

Twilight winked. "Sure. It's 'friends with benefits', after all. Not 'friend with benefit'."

Fluttershy returned the smile. "I think I could do that."

Author's Note

Fuck I'm sorry it took so long to finish this. Real life and all. I had intended to finish this way quicker, but eh. This chapter is kinda shit as an ending, but it's something, right? Hopefully I'll be able to find time to work on something else relatively soon.

Also, I finished writing this at like one in the morning, so sorry if the grammar and spelling is awful.