# Xenophilia

AnonponyDASHIE

The Confession

Two figures lay sprawled on the Equestrian grass, talking and laughing merrily.  One was human; a relatively young man with the unlikely name of Lero, (short for Bellerophon, for his parents had been odd folk) who’d ended up here through no mechanism he or anyone else had yet been able to discern, and who as yet was unable to return home.  He was slightly stocky, with fairly wide shoulders and a barrel chest, and had shoulder-length, reddish-blonde hair and a neatly trimmed red mustache and goatee.

The other figure was much smaller.  The sky-blue coat and rainbow-striped mane and tail of the pegasus aptly named Rainbow Dash stood out against the deep green of the grass.  She’d flopped down half atop the human when they’d stopped to rest, and now lay with her head and one foreleg across his chest and one wing spread across his torso.  The human idly stroked her mane with one hand while the two cheerfully revisited the pickup hoofball game they’d just finished in the village green.

Rainbow had been Lero’s closest friend since he’d wound up in Equestria.  Though initially suspicious, she’d been quicker to accept the tall biped than her friends had been, and she’d almost immediately appointed herself as the alien’s guide to Ponyville.  The two had gotten along like a house on fire almost from the very beginning.  She’d led him around town, introducing him to everypony they came across, and they’d filled the time between introductions swapping stories of Earth and Equestria.  The human had adapted to life in Ponyville much more quickly than he’d expected once the pegasus took him under her metaphorical wing (she’d started doing that literally after a few weeks, like she was doing now) and had made several good friends here, Rainbow first among them.

The two spent a great deal of their free time together.  Oh, Rainbow had plenty of  days where she went off to hang out with Pinkie Pie or Applejack, and Lero would generally use that time to talk comparative history with Twilight Sparkle or chat with Fluttershy or Lyra, or even just go off on his own for a while, but those were generally exceptions.  They taught one another games from their respective home cultures; Rainbow proved surprisingly adept at some of Lero ’s word and board games once she’d learned the rules, and the human had actually put on a fair bit of extra muscle from the often punishingly physical sports the pegasus preferred.  Rainbow was a consummate athlete, sleekly muscular with hardly a trace of fat, and even with his significantly greater size and recent muscle development she was still the stronger of the two by a substantial margin, though the human’s reach and more agile bipedal stance lent him an advantage in certain sports.  Mostly the ones that disallowed flight; the pegasus’s wings largely negated his physical advantages.  Lero had an endurance advantage against most ponies, too, though Rainbow, Applejack, or Big Macintosh could run him into the ground almost every time.  The human and the pegasus had proven to be an absolute terror when they were on the same team, though, regardless of what game they were playing.  (Rainbow still gloated occasionally over an absolutely crushing defeat they’d dealt to Twilight and Spike at a cooperative board game that Twilight was well known for being very good at)

There had been the odd awkward moment, of course.  Like discussions of the human’s nudity taboo, which the pegasus still didn’t really understand.  (She was far from alone in that regard; he’d had so many questions asked about it.  The ponies all thought it was really strange.)  He also still remembered how soft Dash’s feathers had felt the time he’d absently run his hand along her wing.  She’d twitched slightly, and told him that was something generally not done in public.  He’d taken the hint and refrained from stroking her wings thereafter, though it was sometimes hard to remember when she had them draped across him, like she did now.  It had taken him some time to get used to how tactile the ponies of Equestria tended to be; they tended to like to nuzzle, rub shoulders, embrace, and sit snuggled together in a way that had initially discomfited the slightly touch-shy human, but he’d adapted.  Some of them seemed more prone to such contact than others; Dash, Twilight, Pinkie, Lyra, and several of the younger colts and fillies had been doing it from the start, presumably because they hadn’t been as intimidated by the human’s size as some of the others.  Most of the others in town had followed suit after a week or so, deciding he was safe to be around after all.

Rainbow was far and away the most affectionate of the bunch, though, constantly sitting where she could lean up against him or lying half-atop him like she was doing now.  She even occasionally got him to carry her around with her forelegs looped over his shoulders and her rear hooves hooked into his belt.  Lero had found the image of the horselike being riding on a human’s back to be humorously ironic, and Rainbow knew enough about his home world to appreciate the joke, too.  (she hadn’t known quite enough to appreciate the “in Soviet Russia” joke, unfortunately.)  No one in Ponyville had ever  commented on how often she touched him, though, so either it was a normal way for the sapient equines to treat a close friend, or the sky-blue pegasus was considered so fearsome that nopony wanted to risk drawing her wrath by commenting on the habit.

A possibility that wasn’t too far-fetched, actually.  She had a bit of a temper, and was almost freakishly strong.

All that was the past, though, and he’d dwelled less on the past since winding up in Equestria.  The present was typically quite nice, so that was where his mind tended to stay.  Like now, for example.  His muscles burned pleasantly with the light fatigue earned from strenuous, though enjoyable, activity, a sensation that would have been alien to the previously quite sedentary human.  A light sheen of sweat was quickly evaporating in the dry, temperate air the weather patrol maintained over Ponyville, and his nose picked up the slightly spicy scent that suggested Rainbow had been sweating a bit, too.  He’d been surprised to learn that the different pony subtypes actually had different scents when they exerted themselves; pegasi had the spicy smell he was picking up now, earth ponies had an odd, sweet scent, and unicorns didn’t seem to smell at all.  He’d been quite self-conscious about it at first; his body odor had never been particularly strong, but he thought he stank to high heaven compared to his new acquaintances, and had tended to go off on his own to cool down when he got sweaty.  It wasn’t until Applejack had commented that his smell was similar to a brand of cologne her brother used (“when he got all fancy,” as the farm pony had put it) that he realize he’d actually smelled as pleasant to them as they did to him.  (Big Mac himself had later made a slightly envious observation to that effect, too)  Regardless, he was enjoying the feeling of lying on the grass, a cool breeze blowing by and a good friend lying stretched out next to him.

It was kind of funny, actually; holding the pegasus was in a lot of ways almost the opposite of holding a human woman.  She didn’t care at all if he touched her chest, but the back and upper shoulders were considered off-limits.  The area where a pegasus’s flight muscles extended, both on the back between the wings and around the upper shoulders, evidently formed an erogenous zone, and Rainbow’s were particularly sensitive.  He’d drawn a startled gasp out of her the first time she’d snuggled up to him like this, when he’d idly trailed his fingers down her back in what he’d thought was a perfectly innocent gesture.  He hadn’t expected her to catch her breath and slightly extend her wings, and he’d seen her blush when he looked at her with a slight frown.

She’d given him an abbreviated description of pegasus mating practices as an explanation, her blush deepening and her wings extending stiffly as she did so, and he’d realized he’d have to take great care to avoid certain gestures that would have been safe with another human, but would be considered quite erotic by Dash or another pegasus.  Thankfully, they’d been alone at the time, saving both of them a fair bit of embarrassment.  He’d been very careful thereafter.

Fortunately, there were plenty of ways Lero could avoid that kind of awkwardness.  He currently had his arm half-embracing his friend, his elbow up against her lower shoulder, and his fingers idly running through the cooler colors of her mane as it spilled down her neck, a gesture he’d found Dash enjoyed.  Twilight liked it too, as did Fluttershy, Pinkie, and Lyra, so he felt fairly safe in the assumption that he wasn’t doing anything he shouldn’t.  (Fluttershy had actually commented that she suspected the gesture was a remnant of a convergent similarity in social grooming practices from their respective ancestral species, which might be why both species tended to find it soothing.  The statement had come as kind of a surprise; he hadn’t realized Fluttershy was interested in evolutionary biology, though it made sense that she would be.  The vocabulary she’d used had been almost as surprising; she was evidently more well-spoken and well-educated than most realized.)  He was reasonably sure Rainbow would tell him if he was doing something inappropriate, but the confirmation was still nice to have.

They lay there for several minutes, enjoying the afternoon and each other’s company, cheerfully bickering over who’d done more to secure their victory in the game.  They both enjoyed verbal fencing, as Rainbow had been delighted to discover.  She could needle the human endlessly without him getting mad, and he tended to give back better than he got.  He didn’t verbally squash her the way Twilight tended to, though, and he never got offended, taking every exchange in good humor, so she relished the opportunity to sharpen her skills.

Rainbow’s voice trailed off, distracted, and Lero looked at her quizzically.  She looked back at him for a few seconds, an odd look in her rose-colored eyes, before leaning in and kissing him.

This wasn’t a quick peck on the cheek or forehead.  She’d done that before, quite a few times, as had several other ponies.  This time, though, she kissed him full on the mouth, her lips soft, moving a bit as the kiss lingered.  Neither of them used their tongues, and Dash didn’t try to force any serious intensity, but it was the most intimate moment they’d shared, by far.

It lasted for long, long seconds before Rainbow pulled back, looking at her friend to gauge his reaction.  Her normal brash attitude was in abeyance, as she hesitantly searched for a mirror of her own feelings in his face.  Her heart sank like a stone when she saw the confusion in his eyes.  Oh no!  Did I misread him? But… I was so sure!  I… I really thought he was interested!  Oh, Celestia, I blew it!  I totally blew it! Rainbow felt sick to her stomach.  I should have known better…

Meanwhile, Lero was trying to sort out his own feelings.  What the… I had no idea she was interested in me like that!  Am I misinterpreting?  Kinda hard to misinterpret a kiss like that!  It’s a possibility… but I don’t think so. So… am I interested?  He saw her face fall and realized she was probably taking his hesitation as rejection.  Damn, gotta work this out fast!  So is it… wait, no, it’s not bestiality.  She’s at least as smart as I am, smarter than a lot of humans I’ve known.  Even thinking about it as bestiality is insulting her, and I respect her too much for that.  Not just respect her, let’s be honest here, I love her too much for that.  He knew Rainbow wasn’t actually a horse, though she superficially resembled one.  There were plenty of differences, though, besides her obvious sapience.  (And, well, the wings.  No vertebrate on Earth had a third limb girdle)  Her head and mouth were structured totally differently for one, with a shorter, narrower muzzle, larger eyes, stereoscopic vision, much larger brain cavity, and a more humanlike lip structure than any terrestrial equine.  Even her hooves were different; softer and more flexible than a terran horse’s, (as he could feel right now with her forehoof resting on his chest) and boasting a limited grasping capability that no horse had ever had.  So, she’s definitely not an animal, but she’s definitely not a human either.  So… it would be xenophilia, right?  Am I a xenophile?  He hadn’t thought so, but… Wait, I’m looking at this the wrong way.  I get along with her better than I’ve ever gotten along with anyone; if she was human, I’d totally be all over her right now.  Am I gonna turn her down because of the way she looks?  Put that way, hell no.  I hate guys who do that.  ‘Sides, she is kinda pretty, in her own way.

Unable to hear the thoughts shooting rapidly through the human’s mind, Rainbow Dash ducked her head and let out a small, broken-hearted noise.  The human felt her muscles shift as she got ready to get up, and caught her forehoof gently with his free hand.  “Dash, wait a sec.”

“N-nah, it’s okay.  I’ve been turned down before, I’m used to it.” She said, thickly.  Tears were welling in her eyes.  Celestial Sisters, I was so hoping this time would be different.  I even tried waiting as long as I could, a couple of months, not that it helped.  I think that makes it hurt more, actually.

“Dash, I wasn’t turning you down.  You surprised me; I had no idea you were, um, interested in me.”  Lero tried to catch her eye, but she kept her head down, refusing to look at him.  He rubbed the underside of her hoof with his thumb.  “My brain got a little scrambled and it took me a bit to reassemble it, that’s all.  Can I ask you something?”

“You… didn’t know?”  Despite her attempts to the contrary, Dash felt a tiny spark of hope kindle in her heart.  Aw, Rainbow, don’t do that.  You know better.  It’ll just hurt more when he gives you the “just friends” speech.  She meant to get up, to put some space between them so the rejection would hurt a tiny bit less, but that gesture with his thumb stopped her.  It was a small thing, but it felt curiously intimate, so she paused.  “H- how could you not know?  Rarity and Applejack have been teasing me for weeks over my crush.”

Well, crap.  You asshole.  You should have asked somebody, dumbass.  “Uh… you know I still have trouble reading pony body language, right?”  Wait, no, that’s the wrong thing to say, idiot.  “Hold it, scratch that.  Truth is, I’m kinda dumb.  I’m really bad at noticing things like that, and I figured you were just treating me like a really close friend.  I didn’t have very many back home, and I didn’t know how you folks treated close friends here besides.”  He reached up with the arm he had wrapped around her shoulders and awkwardly wiped some of her tears away.

“Nah, I’m the dumb one.”  She choked out, “We were really close friends, I was just… kinda hoping we could be a little more.”  She let out a strangled laugh.  “Wrecked that, didn’t I?”  She was trying not to cry.  She was trying really hard.  Lero started to say something, but Rainbow cut him off.  “Ask what you wanted to know, then I’ll leave you alone.”

Lero was silent for a second, holding her close.  Finally, he spoke.  “Oh, Dash, I didn’t mean to hurt you.  Honestly.  You didn’t wreck anything.”  Another strangled laugh.  “You didn’t.  I was just going to ask, why me?  Why would you be, er, romantically interested in a big, odd-looking alien?”

Yeah, he apparently still wanted to be friends.  She’d try, but she didn’t know if she could stick by him after being rejected.  “Why you?  Oh, I dunno, maybe ‘cause your personality clicked with mine like no one else’s ever has?”  She said bitterly, “Maybe because I’ve never had a closer friend in my whole life?  Maybe even because we had so much fun together that I wanted to keep you around some more?  And yeah, I’m not supposed to say it, but you’ve got pretty eyes and nice flanks, even with you, ya know, not being a pony.  I know it’s sexist and stuff and I’m not supposed to say stuff like that, and I know it’s hypocritical ‘cause I’m not much to look at, but…” She trailed off, unable to speak past the knot in her throat.  Tears welled out again, despite her best efforts.  His embrace tightened, and she swallowed, forcing her voice to work again before he could answer back.  “And yeah, I know I’m kind of a freak.  I’ve always gotten along pretty well with non-ponies, like Gilda and the buffalos, so I guess it’s kind of a natural progression to f-fall in l-love with…”  Her voice failed again, and she choked on sobs.  She buried her face in his chest, hating herself for doing it.

“Oh, Dash,” Lero said again, stroking her mane gently.  “Who ever told you that you weren’t much to look at?”

The question, and the tone he asked it in, fanned that tiny ember of hope, but she worked to douse it.  “’M a skinny, garish, over-muscled freak…” she mumbled into his chest.

He looked her over carefully, trying to see with another species’ eyes.  Yeah, she was really muscular, but she had the lean, toned muscles of a serious athlete, and she’d somehow managed to avoid overworking any one part of her body too much, so the muscles were all pretty evenly developed.  He’d always found her build to be striking and impressive, actually.  And yeah, she was a little on the slender side compared to the other mares he’d seen in Ponyville, especially in the haunches, mostly because she had very little body fat thanks to her active lifestyle.  Oh, wait, is that what she’s talking about?  Maybe they judge flanks like we’d judge breasts, and she’s kind of flat?

“I take issue with that statement.”  Lero stated calmly.  Rainbow looked up, eyes red-rimmed.  He hated seeing his normally brash, cocky friend looking heartsick like this, and he cursed himself again for causing it.  Dumbass.  Maybe you can still fix it, though. “Let’s start with ‘skinny,’ shall we?  I don’t think that label is accurate.”  Dash started to choke out a reply, but the human put one finger on her lips to silence her.  “Hold on, now, I’ve got a fair bit to say, so just let me talk, okay?”  The pegasus blinked and gave a slightly jerky nod.  “That’s a very negative-sounding word, and it implies that the one it’s applied to is just skin over bone.”  He trailed his finger along a line of muscle in her foreleg, following the gesture up by poking her in the lower shoulder where her foreleg attached.  “Looks to me like you’ve got plenty between skin and bone, so I don’t think ‘skinny’ applies.  Let’s go with ‘slender’ instead.  It doesn’t sound quite so negative, and I personally prefer slender over chunky.”

Rainbow laughed.  “Chunky?”

“Sure.”  Lero raised an eyebrow.  “If they’re gonna be jerks and call you skinny, I don’t think it would be out of line for us to be jerks and call them chunky in return.”  She laughed again.  Her laughter still had a slightly strangled edge to it, but he liked that sound a lot better than sobs.  “So let’s call you ‘slender’ instead, and avoid being jerks.  That okay?”

“I… I guess so…”

“Great!”  He gave her a hammy grin and a thumbs-up, and despite herself, she laughed again, more easily this time.  “Okay, I’m gonna skip ‘garish’ for now, but I’ll get back to it, so let’s hit ‘over-muscled.’”  The human trailed a finger down the pegasus’s side and flank, making her shiver slightly.  “No offense meant, but I don’t really think you ponies know what ‘over-muscled’ actually looks like.  I’ve seen humans that were over-muscled.”  He lifted his free arm, releasing her hoof and flexing to show a modest bicep.  “See this?”

“What?  Your arm?”  Dash was a bit confused.

“The muscle in my upper arm.”  She nodded a bit slowly, still confused.  The human’s chest and arms were pretty muscular by pony standards, though not excessively so for a stallion.  His chest and shoulders were very broad, though, even more so than Big Macintosh.  She found it appealing, and it certainly made a nice place to rest her head.  At her nod, he lowered his arm and took her hoof in his hand again.  Once again, she found the odd gesture to be curiously comforting.

“Picture that, except four, five times as thick.”  Rainbow made a disbelieving noise.  The human took that as a huge relief; that was closer to her normal self than she’d been since he’d had his ‘too dumb to breathe’ moment and hurt her feelings so badly.  She was recovering slowly, but at least she was recovering.  Now if only she’d listen…  “I’m serious.  When humans bulk up, we can get really ridiculously huge.  Someone like that who’s my height would weigh half again what I do, easy.  The neck disappears in cords of muscle, and the arms, chest and legs get so thick with it that it can actually impair their movement.  It’s called ‘muscle-bound,’ and it takes a dedicated effort to achieve.”

“Gross.  Uh… you’re not gonna get like that, are you?”  She blinked at him.  “N- not that it matters…”

Whoops, head that thought off at the pass.  Lero scoffed.  “No way.  Not only does that require a specialized diet that I can’t really get here,”  Let’s just skate on by what that diet consists of.  Dash isn’t bothered by me eating meat, but still… “most humans require particular drugs to achieve that effect.  Not to mention I’m way too lazy.”  Rainbow tilted her head at him, then ostentatiously turned to look back at the village green where they’d spent most of the last hour running full-tilt in a game of hoofball.  He caught the look, as he was sure he was supposed to.  “The occasional ball game is nothing compared to the kind of lifetime effort a bodybuilder requires.  Don’t worry, I’m not going to turn into a hideous muscular hulk; I may put on a little bit more than this, but not much.  But we aren’t talking about me here, are we?”  Dash blinked, then glanced down at her body with a slightly ashamed look.  “Ah-ah!” the human scolded, “Now it’s time for me to make the point I was building up to!  Didn’t we already agree that you were slender?”  She looked at him suspiciously, already suspecting where he was heading.  “ ‘slender’ is sorta mutually exclusive with ‘over-muscled,’ isn’t it?  You certainly aren’t bulging with so much muscle you have trouble moving; on the contrary, you’re generally quite graceful.  So let’s use ‘athletic,’ instead.  Now for ‘garish.’  You certainly do boast quite a striking color scheme,”  he ran his fingers through her mane again, “but it’s not really clashing, and I for one think it’s quite pretty.  I really think whoever called you ‘garish’ was just monochrome and jealous.  So, to again avoid being jerks by calling someone else ‘monochrome,’”  He gave her an exaggerated wink, and she giggled despite herself.  “Let’s call you ‘colorful’ instead.  And finally, there’s ‘freak.’  I really don’t like that word.  It’s just a nasty way of saying ‘unusual.’  Which you certainly are!”  She started to look crestfallen, but he continued fiercely.  “All of your friends are!  And that’s a good thing!  You stand out from the crowd!  It’s one of the things I’ve always liked and admired about you.  So!” He said with a dramatic flourish, “Instead of a ‘skinny, garish, over-muscled freak,’ we’ve got someone who’s ‘slender, athletic, colorful and unusual.’  I like that a lot better, don’t you?”

Dash smiled at him with real warmth.  “Yeah, I do.  Thanks, Lero.”  Her chest felt a little less hollow, though it still ached and her eyes still stung.  Shoot, now I’m never gonna get rid of that crush.  If I’d just waited a little longer, or maybe talked to him about it some… at least we really can still be friends.  “I think that’s probably the nicest way anyone’s ever turned me down.  You’re a good guy.”

“Turned you… wow, you’re stubborn.”  The pegasus blinked, that tiny, tiny ember of hope flaring again.  “Well, actions speak louder than words, especially to you,”  he winked, “so I guess it’s time for the contingency plan.”

Rainbow felt the arm looped around her shoulders move, and she thought for a second that he was letting her up, though at this point she kinda wanted to stay where she was for the moment.  She was surprised to feel his hand against the back of her neck, gently pulling her head toward his.  “What contingency pla-” she managed to say, before Lero interrupted her by leaning in and returning her earlier kiss.

Now it was her turn to stiffen with surprise, rose-colored eyes going wide and wings twitching as she felt the brush of his lips against her own.  What the…  She cast back over the conversation they’d just had, and realization finally dawned.  I really did just surprise him!  He wasn’t just saying that!  The tiny embers she’d been trying to crush caught fire, roaring to life in a glorious blaze and filling the hollow space to bursting.  He wasn’t just saying that!

Dash’s heart sped up as she felt the tip of Lero’s tongue brushing against her lips.  She opened them, meeting the tip of his tongue with her own, sliding them lightly over one another.  She’d only ever kissed one stallion like this before, an experience that had been ruined when she found out he’d only been doing it because he’d lost a bet.  This time was so, so different, though, and she felt tears welling in her eyes that had nothing whatsoever to do with sadness.

Her wings extended as she sank into the kiss, sliding her tongue past his and into his mouth.  This was different, too; his tongue was shorter and broader than hers, and he wasn’t really able to follow suit, settling instead for caressing her tongue while she ran it along his teeth.  More difference here, his front teeth were a bit smaller than the last ones she’d felt, and she could feel tiny serrations, like a miniature bread knife, that hadn’t been present on the colt’s.  Past those was a set of delicately pointed sharp teeth, and she could tell he was carefully keeping them apart so as not to accidentally bite her.  Past those, there were jaggedly sharp shapes that she could tell would mesh together when his jaws closed.  She knew he had flat grinding teeth like she did, but she couldn’t find them; they must be farther back in his mouth.  They’d talked about how his different diet meant that he had different teeth, but this feeling drove it home in a far more real manner.  He was very different, and she found that exciting.

Instead of trying to get further back, she lingered on the delicate points of his canines.  The sharp feeling leant the kiss a delicious hint of slight danger, though she knew full well it was an illusion.  Illusion or not, the feeling was exhilarating, and she felt her wings stiffening further as she pressed herself closer to his body in a way she wouldn’t normally have been able to with a stallion.  That extra closeness only added to the exciting strangeness of the experience.  Her breathing had sped up, as had the human’s, and she felt a wonderful tingling sensation as their breath mixed in their mouths.

It couldn’t last forever, though it felt for a moment like it could.  They finally broke contact, leaning back from one another and breathing hard.  Rainbow’s rosy eyes were bright with happiness and shining with unshed tears, while Lero’s hazel irises were slightly glazed.

“Uh…” he finally said, blinking, “Wow.  That was intense.”

Dash laughed breathlessly, a huge smile on her face.  “That was awesome.”

“Yeah,” he answered, a grin spreading across his own countenance.  “Not gonna argue there.  I gotta ask, was the thing with the teeth a normal deal for you folks?”

The pegasus felt about half a heartbeat worth of worry before Lero’s expression wiped it away.  Since her heart still hadn’t slowed down much, this was a blessedly short period of time.  “Yeah, it’s pretty normal for a kiss like that.”

“Ah.  Not that I’m complaining.”  He said quickly, “Because I’m totally not.  Complaining, that is.”

She laughed again, merrily.  “Pff.  You sound like a mare worried she’s made her stallion mad.”

He looked confused for a moment, then brushed it aside.  “Regardless, we’ve got to do that more often.”

Rainbow nodded vigorously.  She couldn’t remember ever feeling this happy; she was a little surprised her heart hadn’t burst or something.  “Uh… we could do it again right now.  You know, if you feel like it.”

“That sounds like a good plan to me.”  The two grinned, looking each other in the eye.

It turned out to be a pretty good day.


Understanding

They wound up sneaking in the front door of Lero’s small house on the edge of the village as the sun went down.  They’d spent the entire afternoon avoiding the rest of Ponyville’s population, ducking from one isolated spot to another and laughing like fools when somepony came to investigate the sounds they were making, only to find nothing at all while the pegasus and human slipped away to another spot.  Their lips were a little sore from the kisses they’d shared, but both considered it completely worth the effort.  They’d filled in the time between kisses swapping increasingly dirty jokes, and Rainbow had a pretty good idea by now what humans considered intimate, though she was sure a lot of it had slipped by her.  She found herself feeling really thankful for some of the time she’d spent around Rarity; the elegant mare had a huge catalog of amazingly dirty humor, though Rainbow had no idea where she’d picked it all up from, and the unicorn often found it hilarious to drive Dash to stammering embarrassment with a barrage of sex jokes.

Rainbow had noted a flush on the human’s face, as well as a tightness in the trousers he wore and she hoped that meant he was getting as aroused as she was, because between the intense kisses and the occasional accidental touch of his hands on sensitive spots on her back and shoulders, her wings were snapping to attention at the slightest contact.  She couldn’t tell if his arousal (if that’s what it even was) was constant or not; the clothes he wore made it kinda hard to spot, so she couldn’t tell without staring. (He wore those clothes all the time too, and how weird was that?  It wasn’t even because he was cold or anything.  She’d asked, and he’d said humans were relatively comfortable even without their clothes down to temperatures that an Earth pony or unicorn would consider downright chilly.  They were just really body-shy, for some insane reason.)  Her tongue was feeling a little raw where she kept running it over his sharp teeth, but she just couldn’t help herself.  All the sensations, in combinations of things she expected and those she didn’t, were turning her on so hard she wasn’t sure she’d be able to fly up to her house tonight.  Which might prove to be a problem; despite his apparent arousal, he hadn’t been putting out any of the physical signals that suggested a stallion was ready for really serious intimacy, and a well-raised mare never pushed a stallion further than he was ready to go.  If she’d spent the last couple of hours with another pony who’d been acting this way, she’d be going to bed with a major case of the stiffies, and probably grumbling to her friends the next day about what a horrible wingtease last night’s date had been.

On the other hoof, though, Lero wasn’t a pony, he hadn’t been around ponies very long, and she knew his body language wasn’t quite what she was used to.  Until she’d goofed up earlier and impulsively kissed him before thinking about it, she’d had no real solid hints that he’d liked her as anything other than a friend, though she’d hoped he might someday want to be more.  It was why she’d never tried to start a courtship with him, even though she’d wanted to for months now.  She’d certainly never realized he actually found her attractive!  The thought made her heart skip again.  Nopony had ever found her attractive before.  Actually, that wasn’t quite true; Silver Lining had certainly seemed eager enough, the one time Rainbow had tried a romantic liaison with another filly.  And there had been those who’d thought Gilda had a bit of a thing for her, but Dash doubted it.  She and Gilda had been great friends once upon a time, but the griffon had never even hinted she was romantically interested in the multicolored pegasus.  Which was probably a good thing; Dash had never felt any particular attraction to other females anyway, despite that one effort.  She was attracted to her human friend, though.  Intensely so.  And it was the first time someone she’d been attracted to had reciprocated the feeling.  She’d entertained more than a few idle fantasies in the few months since she and Lero had become friends, and she’d had some really vivid ones running through her head in the last few hours.  She didn’t want to push him, but at the same time she was getting really, really heated.

Sitting on the comfortable couch in Lero’s living room, she mulled it over as he went back to the small kitchen to get them both something to drink.  He came back carrying two glasses filled with a light brown liquid that she recognized; he brewed a really nice blend of iced tea that had just a slight hint of mint to it.  Rainbow loved the flavor, and he knew that she did.  She grinned as he passed her the glass that had a straw thoughtfully stuck into it and settled onto the couch next to her, one arm around her body, holding her close.

“Here ya go, Dash.  Don’t know about you, but I’m pretty thirsty.”

“Oh, yeah, me too. Thanks.”  She sipped at the tea.  Delicious.  She’d always thought he made the stuff better than any of the townsponies who’d tried to imitate it, and he knew exactly how much sugar she liked in it.  It was refreshing, too, since they’d worked each other up to a sweat quite a few times, and she’d been feeling a bit dehydrated.

Lero raised his glass.  “To the prettiest pegasus in Ponyville.”  She flushed, ducking her head, knowing that he was just being nice.  She knew he thought she was attractive (he’d certainly spent enough time proving that today) but even so, he couldn’t think she was the prettiest.  She knew Fluttershy, at the very least, was much better looking.

Still, it was a nice gesture, and it emboldened her a bit.  She tapped her glass against his shyly, holding the bottom of the glass with the base of her hoof, and sipped again as he did.  Her courage thus bolstered, she pushed her nervousness aside, took a deep breath, placed her glass on a nearby table, and took the plunge.

“So, uh, do you, uh, want to… keep… going?”  Smooth, Rainbow.  You charmer, you.  No idea why you’ve got no luck with the colts.

“Keep going?  Like what we’ve been doing?”  The human thought he knew what she meant, but he wasn’t a hundred percent sure.  God I’m horny right now, though.

“Uh… yeah, like we have been, but, ah, m- more.”  She hated that slight stammer.  It made her sound as nervous as she was.  She was blushing furiously, her rainbow-striped tail twitching against the couch.  She wasn’t sure if he knew what that meant or not.

As it happened, he was relatively certain he did know.  A mare’s tail twitching to the side like that had formed the basis of about a quarter of the dirty jokes she’d told him, so he felt reasonably confident in assuming she was at least as horny as he was.  Still, he’d always thought of himself as a gentleman, and he didn’t want to pressure her.  Assumptions, especially assumptions about an alien culture, would be a great way to torpedo a relationship he’d come to realize was quite important to him.  “More?”

“Uhhhhh… yeah.  More.  You know.”  She made an extremely vague gesture with a forehoof and flipped her wings, cheeks burning so much she was surprised her fur hadn’t caught fire.  “More.  I- if you don’t want to, that’s totally cool, though.  I’m completely fine with it.  Don’t want to push you or anything.”

The human was now 99% sure that Rainbow Dash was talking about actual intercourse.  If someone had suggested sex with a nonhuman to him this morning, he’d likely have thought they were joking.  Now, though, he was a good bit more than tempted.  He ran his eyes along Rainbow’s muscular body, admiring her form.  She’d checked him out in a similar fashion several times this afternoon, and based on her behavior, she’d liked what she saw.  Plus, though that blush she was sporting right now was cute as hell, he’d never seen her act this shy.  He wanted to bring the confident Dash back to the fore, and he honestly really wanted her right now, but he needed to be absolutely certain.  He didn’t want to risk his relationship with the cyan pegasus, even on a tiny uncertainty.  “Um, Dash, I gotta ask, ‘cause I feel like we’re walking on a minefield here.  Are you talking about sex?  Mating?”

She shot him an annoyed look.  “Well, duh.  Yeah.  I don’t know how much clearer I can be without just saying, ‘Hey!  Get busy and ruffle my feathers!’ or something.”  Her flare of annoyance instantly faded to worry for half a second before he snorted a laugh.

“Okay.  I just needed to be totally sure.”  She shook a hoof at him mock-threateningly, the other resting on his leg and supporting her as she leaned up against his chest, and he held up a defensive hand, grinning.  “Sorry!  I just didn’t want to risk, you know, us, on an assumption.  You make me happy, Dash, and I didn’t want to chance losing that.”

“Pff.  Softie.”  She poked at him playfully with her hoof, feeling a sense of heat spreading through her chest and groin.  “So, um… is that a yes?  You’re interested?”

“Oh, very much so.”  He gave her a sly grin that made her tail twitch harder.  “So tell me, what kinds of things do you like?”

Dash was confused.  “Like?  Whaddaya mean?”

He gave her an odd look.  “Uh… what do you like?  What makes you feel good?  What do you want me to do?”

“Do?”  She didn’t quite get it.  “It’s the first time with a new guy.  Isn’t it supposed to be just unf unf for a couplea minutes to keep you interested and get you to come back the next time?  Second time’s supposed to be better, but a mare’s supposed to keep her stallion happy so he sticks around.”

Lero stared at her like she’d sprouted another head for a few seconds, and she fidgeted uneasily, thinking she’d said the wrong thing.  Finally he said, “You know, I think I’ve finally figured out why we’ve been dancing around each other like this.  I think our cultures’ courtship rituals are reversed.”

“Huh?”

“Okay, look, when a human courtship starts, the male is supposed to approach the female and find out if she’d be interested in… er, spending time romantically with him.  If she says yes, he generally treats her to dinner a few times, flatters her, and should the relationship go well, they might eventually end up in bed together.  If they do, and if he’s smart, he makes sure she enjoys the experience as much as possible, so she might be interested in doing it again.”

Rainbow listened, eyes wide.  “What?  But… that’s totally backwards!  A mare’s supposed to talk to the stallion first to get his attention, then flatter him and maybe give him some gifts, and the first time they mate it’s just supposed to keep him interested!”  She put the pieces together in her head.  She’d been looking to see if he was interested, and he’d been looking to see if she was interested!  She laughed suddenly.  “Ha!  I finally get it!”

He grinned at her and nodded.  “Yep.  And honestly, I think you might enjoy it more if we do this my way.”

She cocked her head at him.  “Whatchya mean?”

His free arm moved to embrace her, and she felt his fingers trail lightly down the fur of her back, right along her spine between her wings.  She gasped as her wings snapped out to the sides, extensor muscles tense and quivering.  “I mean, I’m gonna take my time, and make sure you have fun, too.”

Rainbow felt a fluttery feeling in her stomach.  Uh, wow.  Even her fantasies hadn’t been quite like this.  She laughed breathlessly.  “Oh, I am so tempted to not even share you.”

“Share me?”  He asked, leaning forward and rising a bit to breathe into her ear.  “What do you mean by that?”  He nibbled lightly at the tip of her ear, barely hard enough to feel, the sensation sending a delightful shiver down her body.

“Y-you know,”  Her breath was coming faster, and catching in her throat as he ran a hand along her extended wing.  The feeling was making it harder to talk.  “W- wi- with other mares.”

He pulled back a bit, brow furrowing as he looked at her questioningly, though he didn’t stop lightly passing his hand down her wing.  The feeling of his soft palm gliding along her feathers was amazing.  She’d never felt anything quite like it.  “What, you’re okay with that?”

She laughed again.  “Sure.  I’m not… ha.”  Rainbow’s breath left her for a moment as his fingers moved to her shoulder, stroking and caressing.  “H- hold on a sec.  This is something we should… whoo… probably talk about before I forget.”  He nibbled at her ear again, and she gently pushed him away, giggling.  “Quit that for a second!  I’m serious, I want to talk about this before I forget.”

He leaned back, loosening his embrace and shifting the arm wrapped around her body so he could continue to trail his fingertips lightly along her upper back.  “Okay.  I’ll keep doing this, though, if you don’t mind.”

“Th- that’s fine.”  Wow, did she ever not mind.  Every touch sent silvery delight dancing through her body.  It was kinda distracting, but she thought she could focus past it.  Those fingers of his were seriously the best things ever.  “I just wanted to make sure you knew. I’m kinda weird, y’know, in a lot of ways, but I’m not one of those mares that wants to keep a stallion all to herself.  Like Mrs. Cake.  Uh, I know Mr. Cake’s no real prize, but still…”  She fell silent for a moment, basking happily in the feeling of his fingers moving over the sensitive skin between her extended wings.  If this was the way human males treated their partners, she half-wished she’d been born a human.  Nights like this would almost make up for the lack of wings.  Except she didn’t have to give up her wings, and she still got to enjoy it!  This was the best day ever.

Lero’s voice interrupted her blissful reverie, and she realized she’d gotten distracted.  “You mean you’re not monogamous?”

“Mono-?”  She had to focus to reassemble her train of thought, which had gotten seriously derailed and gone skidding off in pieces to a very happy place.  “Monogamous, yeah, that’s the term for those weirdos!  Wait, no, that’s not quite right… monuh…monogamists!  That’s it!  They don’t really push it on the rest of us, though.  Be a good way to end up with a lotta lonely mares.”

Lero’s face took on a pensive look, and his caresses changed slightly.  Instead of light strokes, his fingers traced intricate patterns around her upper shoulders, remaining in constant contact and constant motion.  Rainbow’s eyes crossed as she tried to focus on his words.  “Huh.  Hadn’t really thought about that, but I can kinda see it, at least with the population here.  Never really occurred to me before, though; my home culture is monogamous.”

“Really?  Everyone?”

“Yeah, pretty much.  Polygamy’s illegal.”

She blinked at him incredulously, focusing on his words with some effort.  “Wow, that sucks.  You must have a ton of fillyfoolers where you’re from.”  She hesitated, her thoughts moving a bit slowly.  “Uh… I didn’t mean to call you a weirdo…”

Lero laughed, shaking his head to show he wasn’t offended, and Dash reached out with a forehoof to stroke his chest.  It didn’t feel right for him to be doing all the work, though he did seem to be enjoying her reactions.  She wasn’t really sure where he might be sensitive, but she figured she could find out if she experimented.  He gave her a warm smile, though she suspected what she was doing wasn’t anywhere near as exciting for him as what he was doing was for her.  “Human populations are actually very nearly fifty/fifty; half male and half female.  My home nation does have a fair number who prefer their own gender, both male and female, but they aren’t anywhere near a majority.”

“That’s kinda weird.”  She mused, trying to figure out where to touch him.  He’d said he didn’t want to move too fast, so she should probably stay away from his groin.  He was sitting up fairly straight, but her shoulder was leaning against his side and her wing was pressing against his back, so she couldn’t reach that.  He was built like an earth pony anyway, and unlike pegasi earth ponies didn’t have any particularly sensitive spots on their backs.  In fact, they didn’t have many sensitive spots period, and she struggled to remember anything she’d heard about what they liked.  There weren’t many saucy jokes or stories about earth ponies, though there were a ton about pegasi and more than a few about unicorns.  Maybe the ears?  You couldn’t really use a hoof on ears, though; they were too delicate.  Lips and tongue were better, but the way they were sitting, she couldn’t reach without twisting uncomfortably.  She settled on carefully stroking his face, for now, which he seemed to appreciate.  “I don’t even know what it’d be like to have that many stallions around.  I think, like, four foals out of every five born are fillies,” She tried to remember half-listened-to facts from back in her school days.  The task was even more difficult now than it had been back in Cloudsdale; she’d never had to work through shivers of delight in class.  “Here in Ponyville, it’s worse, though.  Like, seven or eight mares to each stallion, maybe more.  There’s a lot of fillyfoolers in this town, just ‘cause it’s not worth the kind of competition and fights you get from all the other mares who’re after a stallion.  Most guys settle down with three or four mares, and that leaves the rest to either turn to another mare, or just stay lonely.  There’re a few stallions that are into other guys, too, so that just makes the numbers worse.  Kinda sucks to be a mare who likes stallions here.”

He looked at her, a touch of sadness in his eyes.  “You mentioned you’d been turned down a lot.  Did you find yourself a lady-friend, then?”

Rainbow shook her head.  The old feeling of loneliness tried to rise, but to her delight she found that it drowned in the warm tide of happiness washing through her.  “Nah.  Tried it once, but it turns out I’m not into fillies.  Been kinda lonely.  Well, up until today.”  She looked up at him, tears of happiness filling her eyes again.  “Hey, Lero, thanks for today, by the way.  You know, in case I forgot to say it.”  Her voice was husky.

“Aw, heck, Dash.  I’ve enjoyed it as much as you have, no need to thank me.”  The hell was wrong with the men in this dimension, anyway?  (Dimension?  World?  Reality?  Universe?  Wherever the hell this was) Rainbow was tough, cheerful, fiercely loyal, and had a lively sense of humor.  Even if they hadn’t found her physically appealing (which he thought was just nuts, considering her sleek musculature, not to mention those gorgeous rosy eyes) she had a hell of a personality.  At least one of ‘em really should have looked past the surface.  Their loss, he thought, though he was far from happy that his friend had been neglected for so long.  “Besides, today’s nowhere near done.  We’re just getting warmed up.”

The pegasus grinned, still stroking Lero’s cheek with a forehoof.  “Hey, I’m really liking this human-style stuff so far.  When you say you’re eep!”  Rainbow squeaked and twitched as the human snuck his free hand around and poked her lightly in the flight muscles right below her extended right wing, sending a sudden bolt of pleasure straight through her body.  She laughed when she regained her breath.  “Ha ha!  Woah!  Sorry, ya got me!  When you say most humans are monogamists, does that… um… mean you are… umm…” He’d started lightly massaging the flight muscle he’d poked, while his other hand continued to trace patterns on her back.  Her head was swimming, her wings could have been used as diving boards, and her mind insisted on wandering off-topic.  It had all sorts of other things it wanted to focus on right now.  “Does that, uhhm… mean you want to be?”

“I hadn’t really thought about it, to be honest.”  He kneaded her underwing muscle gently as he spoke, causing the pegasus to start panting.  After spending the entire afternoon in a low-grade state of arousal, that spot was so sensitive it was almost painful, but only almost.  “Actually, if you don’t mind, I’m willing to leave that decision up to you.  I think it’s horribly unfair that you’ve been so neglected, so if you’d like to have a guy all to yourself, I’d be totally willing to go along with it.  Be easy for me, in fact.  On the other hand, if you’d prefer to share, I’d be okay with that too; human monogamy is primarily a cultural thing, not biological, and if that’s the cultural norm here, I can change, though I’d probably be more comfortable with just you and me.”

“Huh, huh, me?”  Rainbow panted.  Much as she didn’t want to, she gently pushed his hand away from her wing.  “Hold on, stop a second, I need to be able to think.”  He stopped, sitting back, but he was starting to look a little impatient.  She could totally understand; her groin was starting to ache a little, but she really wanted to get things sorted out before they got to the really heavy stuff.  “Thanks.”  He smiled, and leaned down to give her a quick kiss.

“No problem, Dash.  I said I wanted to make sure you enjoyed yourself, and I meant it.  Even if it means taking more breaks than I normally would.”

“I- it’s not that I want to take breaks.  In fact, it’s kinda frustrating!  It’s just…”

The human interrupted.  “I understand, don’t worry.”

She smiled in thanks.  “Okay.  You really want me to decide if you stick with just one mare or not?”  He nodded.  Rainbow took a deep breath, thinking hard.  She liked him, she really, really did, but she’d always harbored a deep dislike for mares that hogged their stallion.  It meant there was less to go around, and she’d always thought of that as horribly selfish.  (She’d thought a time or two that it was it was bitterly unfair that some mares kept one stallion to themselves, while she didn’t even have one to share) Even so, the idea of having a guy that was just hers was pretty appealing.  Selfish or no, if he was fine with it, shouldn’t it be okay?  That thought lingered for several moments before she finally dismissed it.  Yeah, it’d be nice, but I don’t really want to think of myself as being greedy.  Besides, she knew of at least two other mares that were at least a little bit interested in him, one of which was a good friend of hers.  “Well… I don’t think I should be the only one courting you, then.  Monogamists are kinda weird.  I was actually thinking earlier about trying to set you up with Lyra and maybe Pinkie; I know they both like you too.”  At his raised eyebrow, she hastily added, “Uh, but if pegasi are more your thing, I could probably find a couple on the weather patrol that might be interested.  Blue Lightning, maybe, she’s pretty nice.”

He held up a hand to quiet her.  “I wasn’t expressing disinterest, Dash.  I was just surprised and a little culture-shocked; a human woman would never be offering to set her new boyfriend up with other women!”

“Really?  How do you find… oh, wait, you said you were mostly monogamists.”  She facehoofed.  “Duh, forgot.  Uh, if a stallion isn’t courting anypony else, it’s usually good manners for the first mare who courts him to help set him up with some other unattached mares she knows.  Makes the stallion happy, makes her friends happy, everypony’s better off.”

Lero shook his head.  “You folks have some… interesting customs.  Well, regardless of who else I might date, you’re always gonna be my favorite, Dash.”  Her flush had been fading as they sat without continuing their foreplay, but it flared back up now.  The statement was an odd one, but the kindness she sensed behind it was heartwarming.  “You ready to get back to what we were doing?  How am I doing so far, compared to the other stallions you’ve been with?”

Her flush deepened, and she ducked her head slightly.  “Uh… you’ve already done a heck of a lot more than the only stallion I’ve ever… gotten this far with.”

“What, only one?”

“Yeah.”  That wasn’t a particularly nice memory.  “I courted him for a couple of weeks, and we finally went back to my place and had really quick sex.  Like, a minute, minute and a half and it was over with, barely enough time for my wings to get stiff.” She fanned her extended wings demonstratively.  They’d relaxed a tiny bit, but not much.  “He dumped me the next day, said he wanted a mare with more jiggle in her rump.  We’d never even kissed.”  She hadn’t told anypony about it at the time, she’d been so ashamed.  She’d tried her experiment with Silver Lining a few days later, but to her frustration that hadn’t really gotten anywhere, despite the other filly’s earnest attempts.

The human was silent for several seconds.  When Rainbow looked up at him, his mouth was hanging open in shock.  “That total bastard.”  He said, when he finally found his voice.

“Uh… I’m pretty sure he knew who both his parents were…”  Rainbow was a little confused by the seeming non sequitur.

Lero waved her objection aside.  “The word’s an insult where I come from.  It doesn’t actually mean an illegitimate child in this context, it means… uh, actually, I’m not entirely sure how to define the negative connotation my culture puts on it.  Suffice to say it’s not a compliment.”  He took a deep breath and stood.  “Rainbow, on behalf of all decent males, I’d like to extend you an apology.  Maybe I can make up for the shameful way he treated you.  Would you like to follow me to the bedroom?”

The fluttering in Dash’s stomach got a lot stronger all of a sudden.  He’s really assertive for a guy.  It was one of the things that made her so comfortable around him; it was good to know that he didn’t just go along with stuff because she bullied him into it without meaning to.  She swallowed nervously, but gave a firm nod. Hopping off the couch, she trailed behind him as he walked back to his bedroom.  (Shooting several appreciative glances at his backside as she did so.  He really did have nice flanks.)

She’d been back here a time or two before.  When he’d bought the place, with money he’d earned doing all kinds of odd jobs around town that his hands made him really good at, he’d done a lot of work to raise the ceilings, and he’d built his own bed.  It was a good bit larger than a pony bed, much longer to accommodate his upright posture, and wider as well.  It would have been just barely big enough for two humans, but she figured there was a decent amount of room for the two of them.  She’d had a fair number of idle fantasies featuring that bed in the past, and now that she had a chance to actually live some of them out, she found that she was really nervous.

Lero sat on the edge of the bed, motioning for her to join him.  She swallowed, trying to hide her anxiety, and clopped quietly over.  The thick rug on the floor was soft under her hooves, muffling her hoof beats.  She hopped easily up onto the bed, unable to fly as she normally would thanks to her current state of arousal, but the strong muscles in her legs made the jump effortless.  She snuggled up next to him again, one forehoof supporting her weight on the bed while the other rested on his leg, and one wing lying stiffly along his back.  He put his arm around her body as he had before, this time tucking his hand up under her wing where he started to carefully massage her flight muscles again.  The relaxation that had crept into her wings as they talked vanished, the tendons tightening, and they stood out so stiffly they started to quiver.  He leaned across, twisting his shoulders as his free hand pulled her into another long kiss.  The hand on the back of her head gently rubbed at her ear, while the other continued to dig its fingertips lightly into her shoulder.  Their tongues slid past each other, and she panted into his mouth as she slid her tongue along his canines again.  The fingers under her wing were intensely arousing, their soft surfaces very unlike a hoof, their flexing making it feel almost like she was being licked.  Silver Lining had done that, when they were experimenting, kissing and licking under Rainbow’s wing to try and get the multicolored pegasus excited.  It had almost worked then, but Dash just hadn’t been able to muster any serious enthusiasm for another mare.  Now, though, it was working and then some.  The human’s fingers were flexible, but much stronger than Silver Lining’s tongue had been… and there were five of them.  Bright Celestia, it felt good, and the feel of his tongue sliding along the underside of hers, too… whoo!

By the time the kiss ended, Rainbow’s whole body was trembling.  She wondered what else he had planned.  Surely he was almost done with the foreplay!  Light pressure from his hand at the back of her neck prompted her to lean her head forward, so he could whisper in her ear.

“So, I asked you earlier if there was anything in particular you wanted to do,” he breathed into her ear, shifting around to face her squarely and sliding his hand down the back of her neck.  “Thought of anything yet?”  He kissed her just behind the ear, then lightly bit the skin he’d just kissed, just lightly enough that it didn’t hurt.  It was surprising, how good that felt.  Her eyes crossed, and her body trembled harder, and he moved a few inches down her neck and repeated the gesture.  Exhale onto her fur right at the edge of her mane, kiss, bite.  He worked his way slowly down her neck that way, waiting for her answer.  Past green… past blue… she was still trying to put words together in her scrambled brain as he passed the final, purple band of her mane without breaking his pace.  She realized he wasn’t stopping there, and ohmygosh!

His mouth had found the soft, thin skin of the upper junction of her wings, and he did the same thing.  Breathe… kiss… nip.  Her forelegs gave out, and she would have fallen on her face if he hadn’t been right there.  Her head collapsed onto his back, her chest resting against his shoulder, and her back legs tried to buck, but they were stretched out straight on the bed where she was sitting, so they just shot out, knees locked.  Her body was trembling violently, and her breath was coming in fast, shallow pants.  The thought of answering his question had gone completely out of her head, and she felt an urgent sensation, almost a pressure, between her hind legs.

“Hmm.”  She heard him hum, feeling the vibration of his voice where her chin rested on his back.  “Looks like you like that…”  He repeated what he’d just done.  Still massaging under her wing, he exhaled onto the tuft of fur directly between her upper shoulders, then kissed it, leading with his tongue.  A building sense of anticipation rose in her belly… and he released the kiss, nipping at the exquisitely sensitive skin, made more so by the light stimulation he’d just applied with his lips and tongue.

The silvery bolt of pleasure that caused triggered a cascade of sensations throughout her body.  Her wings shivered, the flight muscles tensing, and they clamped down against his hand and back as her body shuddered.  Her tail lashed against the bed,  rainbow-striped hair flashing on the bedspread, and the breath went out of her in several deep, unsteady exhalations as points of intense pleasure exploded in her shoulders, belly, and groin.  She couldn’t think, couldn’t even see for several seconds as the waves washed over her.

The feeling finally, regretfully abated, and she regained control of her muscles.  Her wings relaxed a bit, though they were still pretty stiff, and she was able to raise herself up on her forelegs again, putting her weight back on her hooves and off of the human’s shoulder.  He sat back upright, fingers that had been rubbing her flight muscles trailing down her shoulder and ribs, leaving a delightful shivery sensation behind.  She panted a bit as her heart slowed down to something approaching its normal pace, looking a little bit down to meet his eyes, as was normal when they sat together like this.  Unlike Rainbow, Lero was a lot shorter when sitting down, and in this position she was just a tiny bit taller than him.  Finally, she was able to catch her breath and regain enough control of her vocal cords to speak.

“Woah.”

She’d had orgasms before, certainly.  She’d triggered nearly all of them herself, alone in her bed, alleviating some of the pent-up frustration that had continued to build with no release.  The rest had been the result of dreams; of her two previous sexual encounters, the first had been far to brief to cause one, and she just hadn’t been able to get sufficiently excited during the second.  This was the first time she’d had an orgasm triggered by someone else, and it had been way, way more intense than any she’d ever had before.

A delighted, satiated grin spread over her face.  “That was… dude, awesome doesn’t even cover it.”

He returned her grin.  “So… you enjoyed it, then.”  He added a hammy wiggle of his eyebrows.

She giggled at the goofy expression, mirth resonating with the afterglow still echoing through her.  The giggle built to a full belly laugh, and even the laugh felt amazingly good.

Her laughter finally trailed off to throaty chuckles.  She took a deep breath, fanning her wings again to speed their relaxation.  “Well, uh, what did you want to do now?”  She asked.

Lero shrugged.  “You ready for round two?”

“Round two?”  Her eyes got huge.  “You mean we can keep going?”

“Sure, if you want to.  Based on some of the jokes you told earlier, it sounded like you mares can have multiple orgasms, and I’m still good to go if you are.”

The fire in her belly that had guttered down started to re-kindle.  “Really?”

“Heck yeah.  That time I was only working with your front.  I didn’t even get down past your shoulders, so there’s plenty left that I can play with!”  He playfully slapped her on the rump, grinning, and her wings started to stiffen up again where they’d been starting to relax.  She answered his grin with her own.  She knew her rump didn’t have the bounce most mares’ had, but he seemed to enjoy it all the same, his hand rubbing the firm muscle under her cutie mark.

“Okay!  There’s gonna be something different this time, though.”  Dash poked the human in the chest with a forehoof.  “You’re gonna take off those clothes.  I feel kinda bad that you did all the work and I had all the fun, so this time’s gonna be more even!”

“Uh… you sure?”  This was the first time she’d heard clear nervousness in his voice since they’d gotten to his house.

She sighed and facehoofed.  There went that weird nudity taboo of his again.  Everypony in town thought it was really strange.  It wasn’t even like she’d never seen him nude, anyway, because she had.  Twice.  The first time when she’d been looking for him and accidentally walked in on him in the shower, and the second time when his clothes had gotten doused in that flaming acid and he’d had to strip really fast.  That had been really funny, though if he’d actually gotten hurt it wouldn’t have been. (And it wasn’t like that had been entirely her fault, anyway.)  As far as she knew, she was the only pony in town who had ever seen him naked, though she suspected Rarity might have insisted on taking his measurements with his clothes off.  He wasn’t quite as hairless as he looked when you could only see his face and arms; there was a fair amount of it on his chest and belly, and quite a bit on his groin and upper legs.  It was curiously patchy, but he’d said that was normal for humans.  Males, anyway; he’d said females usually had really thin body hair in comparison.

“Yeah, I’m sure.”  She raised her head and cocked an eyebrow at him.  “What, you’re planning on mating with your pants on?  That’d be a trick.”

“Right.”  Blushing a bit, Lero quickly stripped out of his clothing.  Rainbow watched as he did so; it was a surprisingly quick process, considering the kind of enveloping clothes he wore.  Finally, he was as nude as she was, to her approval.  Lack of hair aside, he really did have nice flanks, and they were a lot easier to see without his pants in the way.  She further noted that his penis, while not fully erect, was much larger than it had been the other times she’d seen it, which was interesting.  He hadn’t been aroused before when she’d seen him nude, and while a stallion’s member grew about two to three times as long as normal when he was ready to mate, it was clear that a human’s had a much higher level of expansion.  At least a factor of three, by its current state, and it looked like it had gotten wider, too.  That was probably a good thing; she’d been worried it wouldn’t be big enough to fit right when they got around to actually mating, but that concern was fading.  “Okay.  What now?”

She patted the bed next to her with a forehoof, and he obediently came over and sat down next to her.  She grinned at him for a moment, eyelids lowered, and enjoyed the continued nervous look and the slightly musky smell of his sweat.  She gathered herself in a crouch.

“Readysetgo!”  She yelled, and pounced on him.  He looked really startled for a second, before comprehension dawned.

Rainbow loved playful wrestling matches.  She’d launch into them with any excuse at all, testing her strength and agility directly against someone else.  She didn’t like to be a bully, though, so she tried to limit herself to matches against those who had a decent chance of beating her.  There were precious few of those.  Applejack, Big Macintosh, and a couple of the other earth ponies in town were really the only ones she’d been able to wrestle in the last couple of years; none of the local pegasi stood a chance, and the unicorns mostly didn’t either.  (and unicorns cheated, anyway)  She’d tried it once against Twilight, just to see what would happen, but the pegasus had found herself pinned in a telekinetic field with embarrassing ease and hadn’t repeated the stunt.

She’d been delighted to find another worthy opponent when Lero had found himself in Ponyville.  She was still considerably stronger than he was, but his arms and hands gave him a heck of a lot of reach and leverage.  She’d picked up quite a few tricks from their matches.

This match was a whole new kind of fun.  Laughing, they tussled, rolling and sliding past each other.  Lero was being very careful not to twist Dash’s extended wings.  For her part, Rainbow enjoyed the feeling of his smooth skin sliding over her fur.  His member (fully erect now) poked her in the rump and tail a few times, too, which added to the arousal the match was kindling.  Finally, the human was able to take advantage of the way her stiff wings limited her mobility and pin her to the bed on her back.  He looked at her with a wicked gleam in his eye, and she wondered what he was planning for a split second before he started tickling her.

Rainbow burst out in squeals of delighted laughter, making a halfhearted effort to fend him off.  Her belly was pretty ticklish, and he’d done this a few times when he’d won a match.  This time, what with the afterglow of her earlier orgasm and her present level of arousal, the mirth and sensation of tickling combined into a surprisingly strong feeling of lust, and she grabbed him around the neck with her forelegs, pulling him in close so she could kiss him.

Lero returned the kiss voraciously, stroking her belly with one hand and her wing with the other.  When the kiss ended, she gave him a sultry look, and said, “Well, looks like you won.  Whatcha gonna do now?”

In answer, he grinned, and slowly slid his hand down her belly.  Her breath caught as he lightly tweaked a nipple between his fingers, before continuing on down between her hindlegs.  He moved his other hand to continue tickling her belly, propping himself up on an elbow.  She let out several panting giggles as his hand settled low between her hindlegs.  Her eyes unfocused as his soft fingers slid along the lips of her vulva, stroking teasingly through the moisture that had already gathered there.

He kept tickling her belly, too.  The combination of laughter and the sensation between her legs was driving her to an even higher peak than she’d been to before, and she wondered how much longer it could last.  She pulled his head close again, kissing him roughly while she giggled, and as her tongue slid into his mouth, his fingers slid into her.

She shuddered in ecstasy.  The feeling of his fingers stroking inside her, now added to that of his tongue sliding along hers and his breath in her mouth and he was still tickling her and she didn’t know how much longer she’d be able to hold out.

She broke the kiss and whispered in his ear, panting, “C’mon, rest of the way.”

“You sure?”

She giggled again, nodding vigorously, her sunset-colored forelock bouncing on her head.  “Never surer!”

Lero nodded back, and shifted position.  To her slight disappointment, his fingers slid out, and he positioned himself belly-to-belly atop her, supporting his weight on his elbows and allowing both hands to massage her upper shoulders without putting his weight on her stiff wings.  The position was a touch kinky, but some ponies liked it and a second’s thought made her suspect it was a normal one for humans.  The way his fingers were stroking right under her wings blew her slight reservations completely away; heck, the fact that he was a different species was kinky enough, anyway!

She felt a slight poke where his fingers had just left, and, wrapping her hindlegs around his flanks, she pulled him closer, shuddering again as she felt him enter her.  Her earlier concerns about his size were forgotten; it was quite big enough to fit comfortably.  A bit smaller than an average stallion, true, but then she was rather small back there, too.  Oh, it felt wonderful, the sensation of his penis sliding into her.  It was unbelievably amazing, and she couldn‘t suppress a quiet moan of delight.  He ducked his head to kiss her, but she preempted him, nuzzling and kissing at his throat, which made him catch his breath for once.  Ha, finally found a place he likes!  She stroked her forehooves against his ribs, continuing to nuzzle at his neck while he gently slid back and forth, lightly rubbing her flight muscles, and she could feel her pleasure mounting higher and higher as his member gently pushed in and out, quivering slightly every time he rubbed against a particular spot inside her that felt amazing.

It lasted for a surprisingly long time before she finally peaked.  Rainbow shuddered again, underneath her human friend, her wings clamping tightly down against his hands and ribs as her hindlegs locked and her tail lashed against the inside of his thighs.  She was lost in the moment for several long seconds before coming back to her senses.  He wasn’t quite done, so she figured she’d just let him finish, and was shocked when the pleasurable sensations only backed down a tiny bit, before shooting back up and peaking again.  It lasted several seconds longer this time, and it was with some anticipation that she returned to herself to find he hadn’t finished yet.  Sure enough, Dash climaxed a third time, feeling him follow suit while she was shuddering in its grip, his sudden tension and the warm feeling inside her telling her he’d hit his own.

Spent and exhausted, both breathing hard and soaked in sweat, they finally rolled apart on the bed.  Rainbow turned her head to look at Lero, as her wings finally relaxed, leaving a light, pleasant soreness behind.

“Hey.”  His face turned to her.  “That was… ha, I don’t even know the words for that.”  She stretched luxuriously, wings fanning out against the bedspread and her feathers brushing his chest while all four hooves reached for the ceiling.  “Thanks.”

“Glad you enjoyed it as much as I did.”  Lero grinned tiredly.  “Did you want to spend the night here?”

“Yeah, if you don’t mind.  I think I’m a little too worn out to fly right now.”

“Sure thing.”

She scooted closer, laying her head on his chest.  She slowly fell asleep, listening to the susurration of his breath and the quiet thump of his heartbeat.


Morning Interlude

Lero woke up sometime in the middle of the night.  The warm, soft form of the pegasus next to him was a welcome thing to wake up to.  She must have rolled over at some point, and her back was snuggled up against his side.  It was clear that the cyan pegasus was sleeping, as her wings were relaxed rather than being held close to her sides as they normally were when she wasn’t using them.  He could feel one of Rainbow’s wings lying limp across his body, the soft feathers brushing across his chest and stomach with each breath he took.

The moon outside was casting just enough light to see by, and he looked at her with warmth in his heart.  Rainbow looked utterly relaxed and comfortable, an unusual way to see the normally active, dynamic pegasus.  Her head was tucked down, her prismatic mane splayed out across the pillows and blankets, her fiery forelock drooping down over the closed lids of her large, expressive eyes.  Her mouth was open a bit, and she was snoring very quietly, the small sound speaking eloquently of total contentment.  He remembered the look of disbelieving joy on her face the day before, when he’d told her he shared her feelings, and smiled.

Lero rolled on his side, draping an arm across her.  He’d been intending to turn the gesture into a hug, but before he could settle himself to tighten the embrace, Rainbow stirred in her sleep.  Her forelegs moved, her hooves finding his hand, gathering it up and pulling it to her chest.  Her mouth curled in a smile, and he heard her quietly whisper his name before the soft snores resumed.

He felt like his heart was going to melt in his chest.  Her forehooves were gently holding his hand against her chest, their slightly uneven texture indicating that she probably trimmed them herself, and he could feel the slow, steady beat of her heart under his palm.  He still had no idea why she’d come to care for him so much, but he was willing to accept the fact that, for whatever reason, he brought his friend joy.

Not wanting to wake her, he snuggled closer, eliciting another smile and a happy sigh from the sleeping pegasus, kissed her gently behind one ear, closed his eyes, and drifted back into sleep’s quiet embrace.

***

Rainbow woke up early the next morning, before dawn, which was a bit of an odd feeling for her.  Another odd feeling was the warm body she was lying against, though this latter feeling was far more welcome.  She took a deep breath, stretching as she inhaled the comfortable scent of the friend she was lying next to.  Her wings stirred in mild arousal, remembering the previous evening and how she’d wound up in her Lero’s bed.

She opened her eyes, basking in her feelings of contentment, to see her friend looking back at her.  They both smiled as their eyes met.

“Morning, Dash.” he said, “Sleep well?”

She snuggled up close, laying her head on his chest, embracing him with one foreleg and draping a wing across him, her soft cyan feathers brushing across his skin.  “Yeah.  You?”

“Yeah.”  They lay there in silence for a minute or so, with the human running his fingers gently through her mane in the same way he had been doing the day before, when she kissed him.  Well, not exactly the same way; instead of stopping partway down her neck, his strokes went all the way down between her shoulders, his fingernails lightly stroking against her back and turning the mild arousal she’d woken up with into something far less mild.

She looked up at him, her eyes half-lidded.  “Heh, feel like starting the morning early, huh?”

He grinned at her, and her heart sped up.  She liked that look.  “Well, Dash, they say practice makes perfect.  I think I learned some things last night, and I’d like to try them out, and I’ve got some other things I wanted to try while I’m at it.  So, if you’re interested, I’d like to give you a good-morning present.  Did you have any objections to being on your back last night?”

The way he’d said “good-morning present,” and the look in his eyes when he said it, made her heart flutter a bit, and her wings were getting stiffer from the strokes of his fingers along her back.  She cocked her head at his question.  “Well, it was a little weird.  But it was a good kind of weird, you know?”  He bent down, his hand gently rubbing at her ear as they kissed.  Lips only this time; they both had a bit of morning breath.

“So it wouldn’t bother you to lie like that again?”  He asked as they broke their kiss, his face so close to hers she could feel his breathing.


“Nah, I’d be fine with it.  The face-to-face thing was a little kinky, but it was really nice once I got used to it.  Why?  What did you want to do?”  Her heart was fluttering again.  He looked happy, and him looking happy made her feel happy.  And, evidently, her looking happy made him happy, resulting in the current warm tide of happiness surging back and forth through her heart.  She loved him so much it hurt a little, a sweet, tingling pain in her chest, and the fact that he clearly loved her back made her feel like she was basking in the sun on a warm day.

“I wanted to give you a present, like I said,”  Lero replied, his soft fingers gently, delicately tracing the line of her ear and making her quiver.  “Come on, let’s get you comfortable, and you can just lie back and enjoy.”

Her brow furrowed a bit.  He’d shown himself more than willing to do all the work at the beginning of the evening, and she felt a bit selfish for letting him do it.  If she was going to have fun, she’d prefer for him to have some, too!  “I dunno,” she said, hesitantly.  “I felt kinda guilty about the first time, last night.  It doesn’t really feel right for me to get off and you not to.”

He gave her a warm smile, so kind and full of love that it made her feel like she was just going to melt.  “Let me tell you a couple of things that might make you feel better, then.  First, seeing you enjoying what I’m doing, and knowing that I’m making you happy, turns me on more than anything else could.”  Now she really felt like she was going to melt, cuddling a bit closer to him as a tear ran from her eye.  How the hay did I ever manage to deserve this guy?  She wondered.  This is like a really good dream, except it’s real!  “Second, I’m a guy.  You can get off several times in a row, but I can’t.  Once I’m done, it takes me anywhere from a few minutes to a couple of hours to be ready for another shot.”  She felt a little sad for him when he said that, and he evidently saw it in her face.  “Oh, hey, I’m not saying that like it’s a bad thing!  Here, let me show you just how good a thing it can be.”

Still, she hesitated.  She bit her lip, trying to think of what to say, but he preempted her.  “Dash, don’t worry.  If anything makes you even the slightest bit uncomfortable, say something, and I’ll stop.  I promise, knowing that you’re enjoying yourself is all I want, that’s why I said I wanted to give you a present!”

He grinned at her, hugging her close, and she finally relented.  “I… okay, Lero.  If you’re sure.”  She hugged him back, her foreleg across his chest while her hindlegs wrapped around one of his.  They lay like that for a moment, and she enjoyed the heat of his body soaking into her.  Finally, he helped her roll onto her back, being careful of her stiffening wings.  He propped her head up on the pillow, making sure her posture didn’t strain her.

“That comfortable?”  Lero asked, propping himself up on his elbows above her, much like they’d done the previous night.  She nodded nervously, and he cupped her cheek in his hand.  “You don’t need to be nervous, Dash.  If anything I do makes you uncomfortable, anything at all, I want you to tell me, and I’ll stop.  Okay?”  She nodded again, more decisively this time, reminded by his words and tone that this was someone she could trust.

At her nod, he smiled, and lowered himself down onto her.  He was lower than last time, his head down below the level of hers and his belly resting between her hind legs.  He started to nuzzle and kiss at her throat, much like she’d been doing to him the previous night, and it affected her much like it had him, especially with those wonderful hands of his working gently under her wings.  She quivered, her breath speeding up.

He started to slide slowly downward, kissing and nibbling on her neck as he went.  His hands continued to work her flight muscles, and she was suddenly, acutely conscious of the smooth, lightly-furred skin of his belly sliding between her hind legs and against the lower end of her vulva.  The teasing sensation was incredibly arousing, and her wings were well and truly stiff, now.  Okay, I gotta admit, this is really nice.  ‘Course, if this is anything like what he did last night, then this is just the lead-in!  Her heart sped up at the thought.

He slowly worked his way down her body, leaving small swirls in the fur of her neck and chest from his kisses, his tongue moving in small circular motions.  The feeling of his almost-hairless skin against her groin wasn’t getting any less noticeable either, but her excitement was building slowly rather than shooting up the way it had the previous night, which she suspected was his intention.  She twitched, giggling, as his mouth found the ticklish part of her belly.  He paused there, arms raised so his hands could still reach her wings, his mouth working side to side along her belly while she twitched and squirmed and giggled.  The feeling was amazing, even better than when he’d tickled her after their wrestling match last night.

He teased her like that for a good long while, and she could hear him laughing along with her.  She was getting more excited as he continued to tease her, rather than less, and she was almost surprised when he started sliding downward again.  His hands slipped away from her wings, his arms no longer able to comfortably reach, but that was driven from her mind an instant later.  His mouth found her nipples, low on her tightly-muscled belly, and a whole new kind of sensation rushed through her.  All he’d done with those the night before was to lightly tweak one between his fingers as he slid his hand between her hind legs.  He was paying a lot more attention to them now, using his lips, teeth, and tongue, and she hadn’t even known they could get that sensitive.

Again, he stopped, his mouth licking and nibbling lightly at her nipples, sucking lightly to further excite her.  And ooooh, was it ever working.  Rainbow was shuddering in pleasure, her heart hammering in her chest.  Her breath was coming in quick, fast pants, and her eyes had unfocused again, but she so totally didn’t care.  One of his hands had slid down, his fingers stroking her vulva as he had done before.  She waited for the moment they would slide in with quivering anticipation.

That moment didn’t come.  Instead, finally finishing with her nipples and leaving them almost painfully sensitive, the light coat of saliva on them cool in the early morning air, he slid down even further.  He’s not gonna…  nah, that’s something only mares do to other mares.  I’ve never even heard of a stallion doing thaaaa..! She gasped.  His head settled squarely between her hind legs, his ears brushing against her inner thighs, and he started doing exactly what she’d thought he might be planning.  His lips brushed against the moist lips of her vulva, and even the barest touch made her whole body shudder.  His lips were even softer than his fingers had been, and this was something she’d never expected.  Even Silver Lining hadn’t done this; Rainbow had called off their tryst before it had gotten anywhere near this far.  Her thoughts exploded into a shimmering kaleidoscope of delight as he went to work, lips kissing and warm, soft, moist tongue licking.

Rainbow gasped loudly as her slow ascent to her peak rocketed abruptly into a steep climb.  He was being slow and gentle, but even so, the feeling of his lips and tongue on her genitals, in her as his tongue slid into her vagina, was by far the most intensely pleasurable thing she’d ever experienced.  His arms moved, encircling her hind legs as he reached up, and his fingers found her still-sensitive nipples, gently stroking and tweaking, adding even more to the intense feeling.

Rainbow’s thoughts abruptly coalesced into a point, as she realized she couldn’t move.

Lying on her back as she was, with her wings flat out on the bed and stiffer than they’d ever been, she couldn’t rotate her upper body.  Lero’s head was between her hind legs, his shoulders up against the backs of her thighs, and his arms were effectively hugging her hips.  Her rear hooves were kicking feebly in the air, twitching with the intensity of the feelings pulsing through her.  That and her forelegs, which didn’t have much range of motion anyway, was basically the sum total of the movements she could make.  She was effectively locked in place, and she got ready to fight off her claustrophobia, sure that it would manifest.  She’d get Lero to let her up if it got really bad.

In the next heartbeat, she realized the immobility didn’t bother her.  At all.  In fact, it was exciting her more.  The person locking her in place was someone she trusted completely, and she knew on a fundamental level that he would never, ever hurt her.  They had only been lovers for a day, but they’d been friends and confidantes for months, and she knew him.  All she had to do was say the word, and he’d release her.  And knowing that she could get up at any time, she realized that she didn’t actually want to.

It was just like the sensation she’d had running her tongue over the sharp points of his canines, except way more intense.  That same delicious, exciting hint of danger that at the same time she knew was just an illusion.  It was a completely safe kind of danger, and with that realization fresh excitement surged through her, like sheet lightning in a thunderstorm.

He wasn’t holding her all that tightly, she realized as she wiggled a bit in his grip.  That realization actually made her wonder if the heightened arousal she was getting from being restricted would actually increase the less she could move.  She decided to find out.

“Uh, hah, hey,”  She panted, forcing her thoughts together even as his tongue moved a little deeper, its sinuous motion inside her providing a source of pleasure unlike any she’d ever even imagined.  “Could you, uh,  hold my legs, uh, a little tighter?”  He looked up, raising an eyebrow and meeting her eyes while not pausing in his efforts.  She felt his shoulders shrug a little, and he returned his attention to the wonderful things he was doing between her hind legs, tightening his grip on her hips as he did so.

That tighter grip took away the last little bit of free motion, preventing Rainbow from shifting her hips or moving her back legs, even as he began to increase the intensity of what he was doing.  Rainbow tried to squirm, as his mouth roamed over her vulva and groin, his tongue exploring the creases where her legs met her body and diving deeply to lap inside her ever-more-sensitive vagina, and his fingers continued to tease at her nipples.  To her unexpected delight, she found that she couldn’t move her legs or hips at all, not so much as an inch, and that realization brought an almost electric thrill with it.  Her belly quivered, her back hooves twitched involuntarily in the air, and the muscles in her vagina tensed as she felt an intense orgasm about to hit her.

The human suddenly reduced the intense pace he’d been maintaining with his lips and tongue, suddenly back to teasing her, holding her right on the brink of climax.  He kissed lightly, his tongue and lips running around the edges of her moist vulva and sliding around between her legs while he held her in place.  She grunted, intense pleasure still washing through her, an edge of frustration creeping into her panting breaths as he held back from pushing her over the edge.  His mouth teased her, refusing the final gratification, and she was just about to voice those frustrations when he finally stopped teasing.

His lips pressed hard against her, and Rainbow could feel the smooth hardness of his teeth behind them.  She had an instant to think, here it comes! before his tongue shot into her, penetrating powerfully and deeply, writhing around inside her like a tentacle and scouring every inch of her soft, damp vagina.  The anticipated orgasm ripped through her, every muscle in her body tensing while her vision dissolved into swirling colors.  The world vanished into color and pleasure, but she remained acutely aware of the tongue inside her, pushing deeper and deeper, seeking a spot he’d found the previous night.

Even shuddering in the grip of ecstasy, she couldn’t move, and that sensation pushed this orgasm beyond even the ones she’d had last night, even before his tongue found its target inside her vaginal canal, that one little spot that had made her shudder every time he’d touched it last night.  When it did find that target, a second orgasm grabbed her even before the first had dissipated, and that strong, moist tongue stroked gently against the spot it had found while the sensation tossed her like a leaf in a storm.  The second it started to ease, his tongue writhed again, pressed against the wall of her vagina, triggering a fresh, full-strength orgasm before its predecessor had even eased.

Rainbow had no idea how many times that happened.  The unbelievable, intense spikes of  ecstasy came in a series of unbroken waves while her friend held her firmly in place, his tongue thrusting in and out and writhing around in that magical spot he’d found.


It seemed like hours before he finally stopped.  Wonderful, magical hours that Rainbow knew she’d be revisiting in delicious dreams that would be only a shadow of the real thing.  He did finally stop, though, easing his grip on her hips and lifting his face from her crotch.  She was panting like she’d run ten miles at a full gallop, shuddering and covered in sweat, and she was actually sore, her body and groin aching from the repeated muscular spasms, and she realized that it had been fantastic exercise.  Lero smiled at her, a bit of fluid that might have been saliva (or might not) dripping slowly from his chin back onto her groin, where she could feel it slowly oozing down and pooling at the base of her tail.

“Well, Dash?  Did you like your present?”

She laughed, breathlessly, panting too heavily to talk.  It actually took her almost a minute to catch her breath enough to reply.  “hah, It was, hah the best present, hah, I think I’ve ever gotten,” she answered.  He makes me happy, he makes me feel unbelievably good, I trust him, and I love him, and best of all, he loves me back, she thought, closing her eyes for a moment, still breathing hard.  Oh, Celestia, am I dead?  Is this heaven?  If not, I can’t see how heaven could possibly be any better.  She opened her eyes, and met his, seeing him still smiling at her.

“Heh, you look like you could use a shower.”  he observed, and she laughed again.

“If you’ll wait a couplea minutes, we can share one.”  Rainbow answered coquettishly.  She wasn’t joking either, she really needed some time to recover her energy.

“Take all the time you need, Dash.”  He stroked her cheek gently, and she felt another surge of love rising in her heart.  “I’ll be here.”  She closed her eyes, tears forming as she pressed a forehoof to his hand, holding it against her cheek.  The world was perfect, and she wasn’t going anywhere for a while.

***

They didn’t stay in bed forever, of course.  Lero eventually did get up and head into the shower, and Rainbow followed, having finally caught her breath.  The two stood together under the hissing spray, admiring one another’s water-slicked bodies.  The human noticed Rainbow’s gaze kept straying back to his groin, and he felt himself getting harder, both from the attention and from watching the water rolling down her muscular legs and backside, making the tri-colored lightning bolt on her hips gleam.  Finally, she licked her lips and spoke up.  “So… Lero, it was really, really nice, that thing you were doing with your mouth.”

He smiled at her.  “Good, I’m glad you enjoyed it.”

“Yeah, I did.”  She quirked an eyebrow.  “Do you think you’d like it, too?”

“Enjoy…” before he could say anything, her head dipped down and her tongue swiped across the head of his penis.  The feeling of her wide, soft tongue almost made his legs buckle.

“Ha, guess you do like it.”  Rainbow said with an arch look.  “I’d heard stallions like that, but I’ve never tried it, and I gotta say, I sure as heck enjoyed it when it was your mouth.  Here, sit down and let me give it a shot.”  He hesitated, and she reared up on her hind legs, putting her forehooves on his shoulders and gently pushing him back against the wall of the shower.  She pressed her wet body against him, and he could feel his erect penis rubbing against the moisture-slicked fur of her flat, muscular belly.  “Come on, dude,” she whispered into his ear, mobile lips caressing his earlobe, “you got to be in charge last night and this morning.”  She kissed him passionately, her tongue sliding around in his mouth.  She pulled back, grinning at him from underneath her soaked, flame-striped forelock.  “My turn.”

She gently pushed him down into a sitting position on the shower floor, his penis poking up incongruously.  She lay down in front of him, her forelegs resting on his crossed shins, pinning him to the floor.  She nudged his scrotum lightly with a forehoof, making him twitch.  Rainbow laughed.  “Okay, here I go.  Try not to come too fast.”  The pegasus stuck her tongue out, giving his member a long, slow lick, running the tip of her tongue from between his testicles all the way to the tip of his penis.  He shuddered, the muscles in his body tightening.  He’d never had a woman do this before, and he was worried that he would climax prematurely.  He was still turned on big-time after her very evident appreciation of the present he‘d given her earlier.

Rainbow certainly didn’t help on that point.  After that lick, she grinned at him wickedly and dipped her head.  She planted light, quick kisses on the head of his penis, and before he’d had a chance to recover from that, he felt her lips against the tip of it, closed at first, but opening and sliding slowly down his shaft.  She glanced up at him, eyes dancing at his reaction as she gradually moved her muzzle downward.  Her wings had spread, indicating her own arousal, and he watched the water cascade down her beautiful, cyan feathers.  Her muzzle stopped halfway down his shaft, and moved back up as slowly as it had gone down.  Her soft lips slid smoothly along him, leaving warm saliva behind, and he thought for a brief second that that was all she’d intended.

Instead, smiling at him with her eyes again, her muzzle slowly moved down once more, this time with her tongue dancing along the underside of his penis, teasing him as she slowly took him into her mouth once more.  Again she stopped about halfway, her tongue squeezing the head of his member against the roof of her mouth, undulating and exciting him further.  It felt amazing, and she held it there for a moment, before slowly withdrawing once again.

Again, she didn’t entirely pull it out of her mouth.  Instead, once she got to the point where her lips were resting against the upper part of the head, she started bobbing her head up and down, her lips and tongue sliding quickly back and forth against him.  He could hear the quiet slurping, sucking sounds she was making over the spray of the water, and that combined with the feeling of her lips on his member and the sight of her dripping-wet, muscular backside moving in time with her bobbing head nearly made him explode right there.  He managed to hold his orgasm off, barely, though he wasn’t sure how long he was going to last at this point.

Rainbow changed tactics again.  She slid her muzzle forward… and instead of stopping midway, she kept going.  He felt the head of his penis slide over the back of her tongue, push against the back of her mouth… and a moment later slide into her throat.  She made a muffled gagging sound, still sliding forward, until her lower lip was touching his scrotum.  Her muzzle and nose were actually pushing up against his torso, and his penis was all the way in her mouth and down her throat, and he could feel her drooling on his testicles.  He shuddered as she shook her head a bit, making a swallowing motion with her throat and tongue that pulled at his member.  He desperately tried to think of something else, and managed not to shoot his seed down her throat, which he’d always heard was rude.

She held her position for several seconds, before slowly sliding his penis back out of her mouth.  She slid off it completely this time, warm drool dripping from her lips and down his penis, and she coughed, spitting a few times to clear out the saliva that had filled her mouth as part of her gag reflex.

“What’s wrong, dude?  I’d expected you to come when I did that!” she exclaimed, cocking her head at him, and not letting him up.

“I… always heard… that was rude.”  Lero panted, glad he’d managed to hold out.

“Aw, that’s sweet.”  Rainbow chuckled, and coughed again.  “Heh.  I don’t think I did that quite right, anyway, I almost gagged.  That wouldn’t have been too sexy!”  She grinned at him, and he laughed.  “Well, I got you started, and I don’t want you to have blue balls all day, so…”  she pushed herself upright, but before he could stand she pushed a forehoof against his chest, keeping him in place.  “Ah-ah!  We’re not done!”  The pegasus hooked her forelegs over his shoulders and pulled herself up face-to-face with him, spreading her hindlegs to straddle him as she did so.  She ducked her head, carefully lining up as she lowered her hips, hooves skidding slightly on the wet tile, and he suppressed a groan as he felt his penis push into her tight, moist depths.  Rainbow made a small sound of satisfaction.  “There we go.”  She smiled brightly at him.  “Totally fine to come in there, right?  Fast or slow?”

“Whichever you’re more comfortable with.”  He quirked an eyebrow.  “You’re the one in charge this time; you get to pick.”

“Fast it is, then!”  She gave him a wicked grin.  “Strap yourself in, this won’t take long!”  She pushed him back against the shower wall and raised herself up on widely-spread back legs.  She slid up and down experimentally, testing how far she could move while still keeping him inside her.  Then she met his eyes, grinned again, and started bouncing up and down as fast as she could go.  She pushed herself up with her back hooves on the shower floor and her front hooves on his shoulders and then flopped back down, driving his penis deeply into her vagina as she did so.  Rainbow laughed delightedly, clearly enjoying being the one on top.

Lero tried as hard as he could to hold out, wanting Rainbow to draw as much enjoyment as possible before he finally lost it.  His hands went to her backside, gripping her tense, muscular buttocks as they flexed with her movements, and the pegasus gave a delighted little squeal.  She paused in her manic pace, kissing him deeply while she slowly ground her hips against his.  Her panting, laughing breath in his mouth, and the feel of her lips curving into a smile against his, pushed him right to the edge of climax, and when she started bouncing again it pushed him over.  His grip on her backside tightened and he pulled her against him, thrusting as deeply into her as he could.  She laughed again, nibbling at his ear while his testes shoved against her groin and he pumped glob after sticky glob of semen deeply into her, feeling a small amount squirt back out.

“Mmm.” She murmured into his ear, still sitting on his lap while her smooth forehooves caressed his shoulders and her wet tail brushed against his scrotum.  “Y’know, I’m not sure whether it’s more fun when you’re in charge or when I am.  We’re gonna have to trade off until we figure that out.”  Even though he was spent, she continued to grind her hips slowly against his.  He had no objection, enjoying the closeness and the feel of her body against his as the shower spray cascaded over both of them.

“I don’t know if I’ve told you,” Rainbow breathed in his ear after a few moments, “but I love you.  I can’t even tell you how much.”

“I’d figured that out,” Lero whispered back.

She giggled quietly, her breath warm on his ear.  “Thought so.  Still needed to say it, though.”  She nibbled lightly on his earlobe.

“I love you, too, Rainbow.  I don’t know why I didn’t realize it sooner.”

She shivered slightly, pulling herself against him even closer.  “I won’t hold it against you.”  She leaned back a bit, enough to look him in the eyes.  She was smiling, but her eyes were a bit misty.  “I’m just… I’m so glad you feel the same way.”  Rainbow hugged him again, pressing the side of her face against his.  “You make me so happy.”  Her voice was so quiet he barely heard it, even with her proximity.

“Me too, Dash.  Me too.”

Neither of them felt the need to say anything for a good long while after that.


Lunch With Friends

Rainbow Dash was supposed to meet Twilight and Applejack for lunch later that morning.  After a moment of hesitation, she asked Lero to join them.  She knew Twilight enjoyed his company, and Applejack tolerated him. The earth pony and the human were friendly, but weren’t really friends.  Still, Rainbow and Lero had basically just started courting, so she wanted to spend as much time with him as she could.  It actually wouldn’t be all that different from the way they normally acted, come to think of it.

They’d agreed to arrive separately.  Rainbow wasn’t certain she wanted anypony to know that she was courting Lero yet.  Interspecies relationships were rare, and though not exactly frowned upon, they weren’t really widely accepted either.  She’d rather get an idea of how her friends might react before she hit them with something like that.  Lero had agreed, saying he’d keep low-profile for as long as she wanted.  Coming from an entirely different world, he’d said, he had little experience with Equestrian culture, so he was more than willing to let her make judgment calls like that.

The pegasus joined her friends at an outdoor restaurant they all liked.  She was trying her hardest to pretend that this was just another normal day, but inside she was so giddy she half expected to float clear off the ground, even with her wings folded against her sides, and for some reason she couldn’t stop smiling.  Both last night and this morning kept replaying in her mind’s eye, and she waited for her human friend’s arrival with poorly-concealed eagerness.  She explained quickly to Applejack and Twilight that she’d invited Lero to join them, ending with, “I hope that’s okay with you guys…”

Twilight smiled brightly.  “Fine with me!  He’s fun to talk to.”

Applejack shrugged.  “I got no problems.  He’s a decent feller, for all I think he’s kinda weird.”

They chatted for several minutes, Twilight positively gushing about a new author she’d just discovered that she absolutely loved, before Rainbow’s eager gaze caught sight of her new coltfriend.  She waved her forelegs and wings to catch his attention, calling his name.  “Hey!  Lero!  Over here!”

He waved back in acknowledgement, giving her a grin that made her heart skip a little, and made his way over to their table, taking the empty chair that Rainbow had managed to ‘coincidentally’ arrange to have next to her.  She wanted to hug and kiss him in greeting, but, mindful that she didn’t necessarily want everypony to know she was courting him, settled for a hoofbump instead, rapping her hoof against his knuckles.

“Morning, Dash.”  Lero said, settling himself.  “Morning, Twilight.  Morning, Applejack.  No hard feelings over yesterday’s game, I hope?”

The earth pony snorted.  “Nah.  Y’all beat us fair and square.  Been a while since anypony beat Big Mac and me when we were on the same team.”  She gave him a challenging look.  “Next time y’all won’t be so lucky.”

“That a challenge?”  Rainbow cut in, meeting Applejack’s green eyes with her own rose-colored glare.

“Yep.”  Applejack answered laconically, nudging her hat back.  “We’re up for a rematch whenever y’all are.”

“Oh, you are so on.”  Rainbow nudged Lero with her shoulder.  “Whaddaya say, big guy?  You up for it?”

“I certainly am.”  He smiled at her, and her heart almost melted.  She shook herself, reminding herself that she needed to hide her feelings.  She’d been doing that long enough that it should be easy!  He aimed the smile at Applejack, an apologetic edge creeping in.  “Not today, though.  No offense, Applejack, but I just don’t think I’ll have the time today.  I’ve got a shift with Aloe and Lotus this afternoon, plus Clockwork needed an extra set of eyes on a grandfather clock he’s fixing, and my hands make me helpful in jobs like that.”

The farm pony shook her head.  “Tarnation.  And I thought I worked hard.  You got too many jobs, Mr. Handy.”  Applejack had saddled him with that nickname shortly after meeting him.  It had become something of a joke between them; other ponies almost never used it.  Rainbow gave the orange mare a rather sour look; she didn’t particularly like hearing him referred to in a derogatory fashion, even though she knew Applejack didn’t mean anything unkind by it.

“I wish you’d quit calling him that, A.J.”  Rainbow felt a slight protective urge stirring within her.  She knew darn well he could take care of himself, but still, a mare ought to take care of her stallion.

Applejack blinked.  “Why?  It fits, what with him having hands and all…”

“He’s got a name, you know.”  Rainbow observed, a bit grumpily.

The earth pony blinked again and opened her mouth to reply, but Lero cut in smoothly, “It’s cool, Dash.  I don’t mind the nickname; back home, a lot of the stuff I do here would fall under the ‘handyman’ label anyway, so it’s actually accurate.”  Rainbow subsided.  She still wasn’t happy about it, but she was willing to let it ride if he was.

They were interrupted by the arrival of the waiter, who took the human’s order.  By the time the waiter left, Applejack and Twilight were looking at the pegasus and the human with a slight edge of suspicion.

“There’s somethin’ different about you two today,” Applejack observed.  “You’re actin’ different.  And you never had a problem with me nicknamin’ him before.  What’s going on?”

Rainbow glanced guiltily at where Lero was sitting, suddenly acutely aware that she’d set his chair really close to her, and as a result he was sitting much closer to her than he normally did.  She was sincerely enjoying having him so close by, but she was also aware that it was probably affecting her body language, and her friends were picking up on it.  Her eyes met his, and a quick twitch of his eyebrow said, I’ll get it.

He looked back at Applejack, and calmly asked, “Different?  Different how?”

The orange mare’s green eyes narrowed.  “I can’t rightly put my hoof on it, but you’re actin’ different.”  Her gaze bored into Rainbow’s soul, ignoring the human‘s attempt to deflect her question.  “And so’re you, missy.  Fess up, what’s got you acting so guilty all of a sudden?”

The pegasus fidgeted as Applejack singled her out, trying to follow the human’s example of acting cool and unruffled, but her wings flapped involuntarily as she tried to think of a way out.  “Uh, nothing!  I mean, no reason!”  She blurted, before Lero could intercede further.  Smooth, Rainbow.  So subtle.

Applejack raised an eyebrow, but Twilight spoke before she could.  The unicorn’s purple eyes got wide, and she blurted, “Rainbow!  Did you finally ask him out?”

Applejack eyed the human.  “He ain’t wearin’ a flower.  He say no?”

“Geez, guys, not so loud!”  Rainbow urged.  She glanced around, but nopony seemed to be paying attention.  She looked at the human.  “Uh, Lero, is… is it okay if I tell them?”

He shrugged.  “I said it was up to you, Rainbow.”  He said, quietly.  “Sorry I couldn’t deflect Applejack’s questions.”

Rainbow snorted.  “My fault, not yours.”  She waffled for a few moments, before she finally decided to tell her two friends the truth.  “All right, yeah, you got me.  We’re… kinda together.”  She leaned against him, and he hugged her affectionately.  She returned the gesture, embracing him with her wing.  The warm feeling of the embrace made her forget that she’d been uncomfortable.  “I was gonna wait to tell you guys, ‘cause the whole different-species thing is… well, I know it’s kinda weird.”

Twilight was grinning widely, clopping her forehooves together in glee.  “Oh, I’m so happy for both of you!  I just knew the two of you would be happy together!”

Applejack was still regarding both of them narrowly.  “If y’all’re courtin’, then how come he ain’t wearin’ a flower?”

Rainbow glanced at his face, and saw well-concealed confusion there.  “Uh, we haven’t been all that traditional.”  She leaned in to whisper in his ear, “Usually, when a mare courts a stallion, the first thing she does is offer him a flower the same color as her coat.  Wearing it is how he says yes, usually.  With all the…stuff… going on yesterday, it kinda slipped my mind.”  She bit her lip.  “I’m sorry, I should’ve said something this morning… I just forgot.”

He chuckled quietly.  “I can understand that.  Did you want me to wear one?”

His quick acceptance warmed her heart.  The idea that he was willing to publicly declare their relationship made her so giddy and happy that she could barely contain herself, and a joyful grin spread across her face.  Still, it could potentially bring both of them trouble.  “I’m not much of a traditionalist, honestly.  Let’s keep it quiet for now, big guy.  That okay?”

“Fine with me,” he replied.

“You two got something else you wanna share with the rest of us?”  Applejack asked irritably.

“She’s probably telling him what you mean by ‘wearing a flower,’ Applejack,”  Twilight told the farmpony in an undertone.

“Twi’s pretty much got it,”  Rainbow said.  “He doesn’t really know how our courtship works, and, uh, I kinda skipped a couplea steps anyway.”  She rubbed the back her neck with a forehoof.  “He was just telling me that he’d be fine with wearing one, but I kinda think that we should keep it quiet for now.  There’s a lot of ponies in town that… well, that wouldn’t understand.”

Lero shrugged, and added, “I’m fine with keeping it quiet.  Like I‘ve said, I’m a stranger here, and I’m quite willing to follow Rainbow’s lead.”  He reached out and gently ruffled Rainbow’s flame-colored forelock with his fingers, and she grinned at him.  It was a comradely gesture rather than a sensual one, and she grinned.  He acted like another mare half the time; just one of the girls.

Applejack shook her head.  “Well, it ain’t exactly traditional, but if that’s the way y’all want to play it, I ain’t gonna argue with you.”

Rainbow gave her friend a warm smile.  “Thanks, A.J.”

Lero chuckled quietly, and Applejack gave him an inquiring look.  He shook his head slowly, saying, “Sorry, I’m not laughing at you, Applejack.  It’s just that I only recently realized that our two species reversed our gender roles, for the most part.”  He laughed again, louder.  “And I finally understand what that one mare said to me the first week I was here.”

“What was that?” Twilight asked.

“Oh, she stopped me and asked what I was doing out on the street, instead of in the bedroom or the fields.”  He snorted.  “Guess folks like that are the same everywhere.”

Rainbow’s jaw dropped in shock.  For a second, the statement didn’t register, but then her vision tinged with red.  And not because the red stripe of her mane had gotten too long again.  That somepony would make a crack like that to him… That was not cool.  At all.  Even yesterday, when they’d just been friends, that would have made her furious.  Heck, it would have made her angry to hear something like that directed at a stranger.  Now it made her fighting-mad that somepony would talk to her stallion like that, and her wings flared aggressively.  “Who said that to you?!”  She hissed, at almost the exact moment that Twilight gasped, “Are you serious?”

Lero glanced at her, surprised, and registered the fury in every line of her body.  He didn’t flinch away; he knew her more than well enough to know that her anger wasn’t directed at him.  Even if it had been, she’d never hurt him anyway, and she was sure he knew that.  “Um…” he temporized, glancing at Twilight and Applejack.

Both of the other ponies looked upset and angry, though neither looked anywhere near as furious as Rainbow felt.  Applejack snorted.  “Don’t look at me, sugarcube.  I’m with Rainbow Dash on this one; if somepony said that, then they got too many teeth and I’d be happy to watch her adjust that number downward.”  She pulled her hat brim down.  “Heck, if it’s somepony Rainbow can’t handle on her own, I’d be glad to help her kick some tail.  Don’t reckon that’s too likely, though.”

“There’s only two ponies in this town I can’t stomp if I get serious,” Rainbow growled, “One of ‘em’s sitting here with us, and the other one would never have said something like that to him.”  She took a deep breath to calm herself, and laid her hoof on his hand gently.  “C’mon, big guy, who the hay said that to you?”

He patted her hoof with his other hand.  “It’s not that big a deal, Rainbow.”  She made a wordless sound of disagreement, echoed by Twilight and Applejack, and he continued, “Really.  I’m honestly not offended, it only happened once, and even that was months ago.  I only remember it now because I was so confused it made the remark stick in my mind.  I don’t think it’s worth getting into a fight over.”

Rainbow had the odd sensation of feeling warm tides of love washing through her while frustration made her grit her teeth.  “Argh.  Well, I think it’s worth getting into a fight if somepony said something that nasty to you!”

He raised an eyebrow.  “Is that statement more offensive than I’m assuming?  I mean, it’s nasty, and a reversed version would probably earn a punch in the face back home, but I wouldn’t exactly consider it fighting words after this long.”

Rainbow growled again, but Twilight chipped in, “Telling a stallion he should be in the bedroom or in the fields, and implying he doesn’t belong anywhere else?  Yes, that’s quite offensive.  It refers obliquely to the bad old days, right after Nightmare Moon was beaten and Princess Celestia went into seclusion, as well as the period before the Princesses were born and Equestria was unified.”  Twilight’s voice shifted to a lecturing tone.  “At various times, stallions have been treated as property by the ruling female class, considered useful only for hard labor or…”  The academic blushed.  “Or… well… as bedroom toys, tools to be used to create more mares.  I know there are a lot of books that romanticize or… or fetishize those periods,” Twilight looked faintly disgusted by the statement, “but the truth wasn’t pleasant.  It’s much better now.  The Princess put a stop to the groups that had started acting that way as soon as she recovered from the fight with her sister and she stomps on it hard when she hears about it happening again, but even without that attitude there is still a notable power disparity between stallions and mares; you rarely see a stallion in a position of political power or authority, even nowadays.”

“Interesting,” the human mused.  “Almost a mirror of some of the more unsavory parts of human history.”

“Argh, I don’t care about history, I care about now!” Rainbow exclaimed.  “And now that is so totally unacceptable to say!”

“She’s right, you know,” Applejack observed.  “If I’d heard somepony say that to Big Mac, I’d buck ‘em right in the face.  Ain’t nopony gets to say that to my brother.  Shoot, if I’d a’ heard ‘em say it to you, I’d probably do the same thing, Mr. Handy.  It’s darn rude.”

Lero smiled at the earth pony mare.  “Why, thank you, Applejack.  That’s nice of you to say.”

Applejack shifted in her seat.  “Heck, I know we don’t always see eye-to-eye, but I ain’t gonna let somepony be rude to you like that.  And you been dang helpful whenever somethin’ broke down at the farm.  I don’t dislike ya, Mr. Handy, I just don’t really understand you.”

“Well, like I said,” Rainbow interjected, “I care about now, and I care about you, big guy.”  He turned his head to look at her, and she held his eyes steadily.  “Whoever said that needs to learn that it’s not okay to say to anyone.”  She leaned forward and kissed him lightly on the lips.  Still holding his gaze, she continued quietly, “Especially not to you.”

They gazed into one another’s eyes silently for several long seconds, before Twilight cleared her throat.  Blinking and blushing, they broke eye contact, and Rainbow glanced around guiltily.  “Oh wow, way to keep a low profile, huh?”  She muttered, feeling her cheeks heat.  No one in the restaurant seemed to have noticed, or if they had they were pretending not to.  She covered her face with a foreleg.  “Way to go, Rainbow.”  I really should work on thinking before I do stuff.

Lero chuckled.  “Well, I’m not going to fuss at you, Dash.  That was more or less how we got into this, remember?”  She looked up at him again and saw his grin.  “And I, for one, am quite happy with how things turned out.”

She grinned back at him.  “Me too.”  They broke the eye contact before they fell into one another again, and Rainbow glanced over at her friends.  Applejack had an eyebrow raised impatiently and was obviously trying not to roll her eyes, but Twilight was smiling sweetly at the two of them.

The unicorn giggled as Rainbow met her gaze.  “Sorry, Rainbow Dash.  You two are just so cute together!”

Rainbow flushed again.  “Uh… glad you think so, Twilight!”  She was pleased that the unicorn was happy for them.  Then again, Twilight had never been one of the ones Rainbow was worried wouldn’t understand.  Unlike some of the others who’d teased her about her crush (however gently) Twilight had instead been urging her to act on it for some time now.  As for Applejack, she was probably just mildly discomfited by the fact that Rainbow and Lero were being rather sappy.  In the farmpony’s place, Rainbow was pretty sure that she would be in a similar state.  She knew she was being sappy, but she just couldn’t help it.

They were interrupted by the arrival of their food.  (Finally!)  After a minute or so of silent appreciation of lunch, the human spoke up.  “I gotta admit, Dash, I was a little surprised when you said Applejack could take you in a fight.”

Rainbow looked up, surprised, and swallowed her mouthful.  “What?  I never said that!  I could totally take A.J.!”

Applejack piped up in support.  “Yeah.  Bein’ realistic, I wouldn’t want to get in a real fight with Rainbow.  In a competition or a game, yeah, I can beat her any day, but not a fight.”

“Pff.  Whatever, Applesnack.  I can beat you in any game you wanna try!”

Lero’s brow furrowed, and he interrupted.  “Uh, not to contradict you two, but earlier Rainbow said that there were only two ponies in town that she couldn’t beat in a fight, and one of them was sitting at this table.  I figured you were talking about Applejack.”

Applejack snorted, and Rainbow scoffed.  “I wasn’t talking about A.J.!”  The pegasus explained, “I was talking about Twilight!  She’s crazy-powerful, like, the strongest unicorn I’ve ever met.  She’s not much of a fighter, but that much magic means she could pretty much stomp me no matter what I did, unless I got the drop on her or something.”

“I’d never fight you, Rainbow!”  Twilight protested.

“Yeah, I know,” the pegasus reassured her.  “I’d never pick a fight with you either, Twi, you’re one of my best friends.  I’d never fight Applejack either, this is all just ‘what if’ stuff.”

“I thought Applejack was stronger than you, Rainbow?  I know you’re quicker than she is, but shouldn’t that make it more or less even?”  The human asked.

Rainbow shrugged.  “Yeah, maybe if she was trained it would.  The difference is that I know how to fight, and Applejack hasn’t really learned.”

“Like I’d have the time.”  Applejack snorted again.  “Rainbow here’s got an expert rating in what, three martial arts?”

Rainbow nodded.  “Yeah, two pegasus styles and one earth pony style.  I’m just barely strong enough to handle Rolling Earth.  Pulled muscles a bunch of times learning it, got a strained tendon one time, but it was worth it.  Wound up even stronger than I already was.  Lightning Strike and Feather Leaf were a lot easier to learn.”  She rubbed her neck.  “I tried to learn Shattered Stone after Rolling Earth, but I just didn’t have the muscle for it.  Even most earth ponies can’t handle it, but I thought I’d give it a try.  Heh, wound up hurting myself pretty bad trying, though.  I know a little bit of Windblade and Vortex Style, too, but I haven’t been able to put enough time in to master ‘em.”  She’d been to a competition once, but hadn’t tried again.  Mixed-style competitions were fierce, and it was fairly common for earth pony and unicorn competitors to try to damage pegasus opponents’ wings in order to remove their flight advantage and restrict them to the grounded versions of the pegasus fighting styles.  Rainbow had dropped out of the competition after winning her second fight, sustaining a dislocated left wing in the process.  The competition had been fun, but that had hurt, and it wasn’t worth risking damage to her wings that might lower her chances of eventually joining the Wonderbolts.

Applejack shook her head.  “I never even heard of a pegasus strong enough to learn earth pony martial arts before I met Rainbow.”  She glared at the grinning pegasus.  “You’re just unnatural, girl.”

Rainbow laughed.  “Aw, don’t be like that, A.J.”  She felt a touch of melancholy creeping in.  “You’re right, though.  I’ve always been kind of a freak.  After Mom ran off, and I started growing up, I know Dad started wondering if I was really his.  Never said it, but I know he was thinking it.  I was crazy strong even as a filly, like, almost earth pony strong, and Mom and Dad were both pegasi.  From pegasus families, too, so I got no idea where it comes from.”  She shrugged again.  “I’m the strongest pegasus I’ve ever met.  Derpy’s the only one who even comes close, and I think she’s something like three-quarters earth pony anyway.”

“You’re not a freak, Dash.”  The human stroked her mane gently, combing it with his long fingers, and she leaned into the caress, letting the feeling push out the unwelcome memories.  “We talked about that, remember?”

“I agree,” Twilight interjected.  “I mean, if you’re a freak, then I am too.  You and Applejack were just talking about how strong I was, so if strength makes you a freak, then wouldn’t that apply to me as well?”

“Eh, it’s different for you, Twi.  You’re just, like, more unicorn than most unicorns.  But I get what you’re saying.”  She met the human’s eyes.  “And what you’re saying, too.  Thanks.”  She almost, almost leaned in and kissed him again, but she managed to stop herself just in time.

They were silent for a few moments, digging into their food thoughtfully, before Applejack chimed in.  “Hold up, so Twilight’s one of the ones who could take you, Dash, who’s the other?  I can’t think of anypony, not in Ponyville anyways!”

“Hm?”  Rainbow murmured, pulled out of her thoughts.  “Oh, it’s Lyra, Bonbon’s friend.”

“Lyra?”  Twilight asked.  “Lyra Heartstrings?  The unicorn?”

“Yep, that’s her.  Green coat, gold eyes, harp cutie mark.”  Rainbow nodded.  “Moved here from Canterlot about the same time you did.”

Twilight blinked.  “How in the world could she beat you in a fight, Rainbow Dash?”

Now it was Rainbow’s turn to blink.  “She’s a Still Way grandmaster.  Like, the youngest one ever.  She could kick my butt without even moving unless I got really lucky.  I never had the patience to go for mastery; I’d get to expert and start learning something else.  Once you get higher than expert, they want you to do all this meditation mumbo-jumbo; I guess it works, but I just fell asleep.”  At Twilight’s shocked look, Rainbow asked, “What, you didn’t know?  She studied under Crackhorn in Canterlot.  She’s probably one of the five or six most dangerous ponies in Equestria, even counting the Princesses.”  The Still Way was pretty much the only unicorn martial art.  They didn’t really need any others, though some unicorns preferred to learn the grounded versions of pegasus styles instead.  Rainbow half-wished she could do magic just so she could study it; some of the pegasus styles imitated parts of it, (part of the reason she’d studied Lightning Strike in the first place was an attempt to understand the Still Way; it had some awesome stuff) but only unicorns could learn the whole thing.

“Wow.”  The human said.  “I had no idea.  She’s always been really friendly to me.”

Rainbow giggled.  “Yeah, I’ve heard that about her.  Total sweetheart, you’d never guess that she could kill you in half a second from like three hundred bodylengths away.  No idea why she even learned to fight in the first place; she’s a musician, and I don’t think she likes to fight the way I do.”  She poked him playfully in the ribs with a forehoof.  “And I think she’s got almost as big a crush on you as I do.  I’ve gotta try and hook you two up sometime.  You attract dangerous mares, big guy!”

“Evidently,” Lero mused, chewing on a tomato slice.  He nudged her solidly-muscled lower shoulder with his fist.  “I wouldn’t change anything about that, Dash.”  He laughed, and she joined him, and Rainbow’s friends chuckled too.  She was so happy that Twilight and Applejack had been so accepting of their relationship.  It was a good sign that her other friends would be, too.

Not that it’d change anything if they didn’t, she thought, grinning at her new coltfriend goofily and feeling her heart surge, but it’s nice that they can be happy for us.


The Feather

Rainbow and Lero’s daily routine didn’t actually change all that much.  They’d already been spending most of their free time together during the day; the only change really was that they were spending most of their nights together now, too.

Well, that, and Rainbow now had a new pillow for her afternoon naps.  She was presently drowsing with her head on Lero’s chest as he lay on his couch.  For his part, he was reading a book and idly stroking the wing she had laid across his stomach.  It felt almost like he was preening her feathers, and it was amazingly relaxing.  Rainbow reflected idly that she was glad that some of the wilder speculations about the human hadn’t been right; she knew there were some ponies who adamantly insisted that touching his hands at all was sufficient to arouse him.  That was so completely not true, as she’d discovered, though it was possible to excite him further when he was already turned on by nibbling on his fingers and things like that.  She wasn’t doing anything like that right now though, instead just lying there listening to him breathe, in a state of consciousness somewhere between asleep and awake, when she felt a slight tug on her wing and an itch that had been bothering her for nearly a week was suddenly gone.

Rainbow blinked sleepily.  “Oh, man, finally.”  She yawned, glancing at the large cyan feather Lero was holding bemusedly in his free hand.  “I was starting to wonder if that one was ever going to drop loose.”  She stretched her wing, enjoying the itch-free sensation.  She’d been about to shed that feather for days now, with the feeling of the new feather growing under the old one driving her nuts.  It felt so good to have it finally drop free.

“Um, do you want this?”  Lero held the large flight feather up where she could take it from his hand.  Rainbow stretched her neck out, planning to take the feather and tuck it into her wing so she wouldn’t forget it when she went home, but she paused midmotion.

Pegasus feathers were special.  Not the smaller, downy feathers that made up most of the wings, those were just like any bird’s feathers.  The big flight feathers, though, the primaries… they were different.  Even after being shed, they had a bit of magic in them.  They were incredibly light, for one thing, even for feathers, weighing a fraction of what a bird’s feather of similar size would.  They were also extremely tough, resistant to damage, and didn’t decay.  Ever.  Rainbow remembered an archaeological discovery Twilight had been talking about a few months before, a group of pegasi who’d died in a cave and been entombed for what was later determined to be almost three millennia.  There’d been nothing left but old powdery bones… and small piles of feathers, still in such perfect shape that the archaeologists could determine exactly how old each pegasus had been when they’d died.

Most pegasi kept their primaries as they shed them, starting with their first adult feathers since juvenile feathers didn’t have the imperishable quality that adult primaries posessed.  Some attached mystical significance to the shed feathers, thinking of them as tiny pieces of their own souls, keeping the cast-off feathers safe so they could be burned at their owner’s funeral.  Others didn’t go in for such metaphysics, keeping the feathers simply because it was traditional to do so.  Rainbow was part of the latter group; for her, it was just a tradition, though it was an important one, and one of the few traditions she followed.  She had a small, decorated box in her bedroom at home that held every primary she’d ever lost, with the exception of two that had dropped free in storms and had been blown off to parts unknown.  That box had actually been the only thing she’d taken when she’d left Cloudsdale and her father’s home, and she’d been quite diligent in keeping her lost feathers in it.  It was getting rather full, actually, and she’d need to get a new one before long.

What made her hesitate before taking this feather was an old pegasus custom she’d come across recently.  Since Twilight had gotten her interested in reading, Rainbow had gravitated towards adventure stories, especially heroic tales from before the Classical Age and the unification of Equestria.  Noble knights battling black hearted warlords, rescuing their kidnapped stallions from the evildoers’ dungeon, that kind of thing.  As many of those stories were quite old, they often made mention of traditions that had fallen by the wayside over time.  Before the earth pony tradition of gifting a flower as an expression of interest had spread, pegasus mares had often given a stallion one of their cast-off primaries.  It was much more formal and serious than the flower was, and betokened a more… long-term interest.

Of course, the really old versions of that custom had been more than a bit disturbing, as she’d been rather unsettled to learn.  In ancient days, the city-state days, that had actually been a way to indicate who shared ownership of a particular stallion, and the feathers were often attached permanently rather than worn.  That version of the custom was long, long dead, thankfully, and the stories she liked to read painted the custom as being somewhat unusual and terribly romantic.

It was with that in mind that she looked back and forth between the feather and the human’s eyes.  She bit her lip, and said, “Actually… y-you can keep it, if you want.”  He cocked his head, and she added, “It’s… kinda like the flower,”  Rainbow jerked her head to indicate the light blue blossom sitting in a bottle on a nearby table, “but a little more, y’know, serious.  It’s kinda… giving you a piece of me.”  She shrugged, a little uncomfortably, unable to think of a better way to describe it.  “Pretty much nopony actually does it anymore, but I read about it and liked the idea.  I’m not trying to push you, or anything…”

The human was holding the large feather carefully, examining it.  “I think that’s a rather beautiful custom, actually, Rainbow.”  She couldn’t stop the delighted smile spreading across her face as he asked, “Do I need to do anything to preserve it?  I’d hate to damage it; it’s beautiful…”

The pegasus shook her head, still smiling.  “Nope.  No reason to worry.  They’re really hard to damage, and they last forever; it’ll last longer than I will, actually.  You really want to keep it?”

Lero nodded firmly.  “Absolutely, if you want me to have it.”

Her heart was thudding in her ears as she answered, “Yeah, I’d like that.  A lot, actually.”

“Well, then,”  He set the feather on his chest, and his nimble fingers quickly separated out a lock of his shoulder-length mane.  She watched, fascinated, as he swiftly twisted the little lock into a tight braid that fell just in front of his ear.  Tying the braid off, he picked the feather back up, tucked the quill into the tightly-braided strand, and flashed her a grin.  “How do I look?  Is this okay?”

Momentarily speechless at his willingness to actually wear it instead of tucking it away somewhere, she leaned in and kissed him, the feeling of his soft lips against hers making her heart pound harder.  He returned the kiss avidly, reaching up with one hand to trace the edge of her ear with his soft, gentle fingers.

Breaking the kiss, Rainbow answered somewhat breathlessly, “Yeah, yeah it’s more than okay.  And I think you look really good.”  She bit her lip.  “Only… we’re still trying to keep this kinda quiet, right?  This,” she reached up a forehoof to stroke the feather and his face at the same time, “is gonna be, uh, really noticeable.”

“I thought of that!”  He grinned.  “How about this; I’ll wear your feather here at home, but the rest of the time I’ll keep this,” he tapped the twist of hair that held the feather, “braided just like this.  That way, even when I’m not actually wearing it, it’ll always have a place with me.  What do you think?”

“I… I think…”  She hugged him fiercely, knowing she was probably hugging a bit too hard, but needing a way to convey the strength of her feelings.  “I think I may be the luckiest mare ever.  You know how much I love you, right?”

“I know,” he said, kissing the top of her head, “And don’t forget that I love you, too.”


Heated Passion

A couple of weeks later, Rainbow woke up from the best dream she’d ever had in her life.  She couldn’t even remember any specifics, just warm waves of pleasure all over her body.  She stretched, feeling a slight shiver run through her at how good the gesture felt.  Her wings fanned the air of her cloud home, and she found herself wishing her human coltfriend was here for an early-morning quickie.  The idea ran through her head in a series of mild fantasies, and she shivered again, biting her lip at the thought of how nice that would feel.

She froze, the specifics of the way she felt finally registering.  Oh no.  Dangit, I’m in heat.  It had to happen sooner or later; with most mares, it happened a couple of times a year, and her last one had been about six months ago.  It was massively inconvenient, though, and the fact that she had a lover now was going to make it even more so.  She shivered again.  Even talking to him was going to be a little on the unpleasant side for the next week or so; even here, up in the clouds nowhere near him, she couldn’t get the sensation of his penis pushing into her out of her mind.  Or his hands and mouth roaming all over her body… she wanted him inside her so bad.  Those fantasies would be even stronger if he was nearby; being in heat was so unbearably distracting.

Rainbow shook herself.  She was not going to jump him.  She was in heat; she couldn’t have sex with a male right now without permanent consequences.

The pegasus ducked into her bathroom, taking the coldest shower she could stand.  She was supposed to meet up with him this morning, and she needed to be able to talk to him without trying to pull his clothes off and pull him on top of her.  Even under the cool spray, the taste of his tongue on hers, and the feel of his arms around her still swam through her head.  Aw, man, this is gonna be a bad one, she thought, setting the water for an even colder spray.  I may need somepony to help me out this time.  Twilight, maybe?  She still owes me.

She finally stepped out of the shower, shaking herself dry and wishing that pegasi felt the cold more acutely.  Still, she felt a measure of her self-control had returned.  Urges like that were usually at their worst right after she woke up.  She hoped.  She hadn’t had a lover during her previous heats, and that was supposed to make it worse.  Rainbow glanced at a clock on the wall; she needed to go meet Lero, and soon.  She toweled off briskly, trying to come up with a decent way to tell him that they wouldn’t be sleeping together for a week or so.

Rainbow caught him just as he was leaving his home.  “Hey, Rainbow, you’re early!”  Lero called, waving.  “What’s the occasion?”  He grinned at her.  That grin made her loins surge again, and she closed her eyes for a second, mustering her self-discipline.

“Hey, big guy.  I gotta problem, can we talk inside?”  She was a bit curt, though she didn’t mean to be.

“Of course,” he said with a concerned frown.  He opened the door, gesturing for her to precede him inside.  She braced herself and walked past him, but she couldn’t help brushing up against him.  The feel of his leg rubbing against her side and hip sent another surge of lust through her, and she felt an unexpected sense of gratitude for his weird nudity taboo.  It was much easier to deal with brushing against fabric than it would have been to brush against bare skin.  That soft, smooth skin, with the short, fine, soft hairs that just barely covered it, the slight saltiness of his sweat on her tongue…

Stop it.  She told herself firmly, walking into his living room.  Her tail was twitching like mad, but she couldn’t help that.  She waited for him to sit down, and took her own seat on a chair facing the couch, far enough away that they couldn’t touch.  The pegasus saw the confusion in the human’s face intensify.

She took a deep breath, looking away and avoiding eye contact.  “I’m not going to be able to hang out with you today, Lero.  Sorry.  Got some stuff I need to deal with.  And I’m not gonna be able to spend the night over here for at least a week or so.”

He blinked.  “What?  Why?  Did… Rainbow, did I do something wrong?”

Rainbow frowned.  “What?  No, you didn’t do anything wrong, it’s me.”  She risked a glance at his face.  What she saw there was confusion, mixed with a growing fearful hurt that was all too familiar to her, and her heart nearly broke seeing it on his face.  Oh goddesses, he thinks I’m dumping him!  She was filled with the sudden, powerful urge to race over, jump up on the couch with him, and hug and kiss him to make it all better.  That was so totally the wrong thing to do right then, because she knew darn well that if she got started she wouldn’t want to stop with just a kiss.  Still, the urge was so strong it left her breathless for a second, wanting to kiss him, tear those clothes off of him, rub herself against that smooth skin while she told him that everything was okay…

Focus.  She blinked, and waved a hoof.  “Not like that, not like that!  I don’t actually want to spend a week sleeping apart!  Celestia’s sake, it’s gonna be like pulling my feathers out!”

Lero’s brow furrowed in incomprehension.  “Um.  Okay.  So, mind telling me why you’re doing it, then?”

“’Cause right now, all I can think of is going over there, getting you naked, and making love to you over and over and over,” she exclaimed, her wings fanning the air, “And that’s totally something I shouldn’t be doing right now, ‘cause I’m in heat!  Argh!” she growled, covering her face with her forehooves.  “I don’t want kids!  And if we have sex right now, I’ll have a kid!  But I want you inside me so bad, want to feel you moving in me, and… mmm…”  Her hips were shifting in eagerness, and her brain was clouding over.  She smacked herself in the face with a forehoof.  “Argh!  See what I mean?  Even just talking to you right now is kinda hard.  Hard…”  She shook her head again.  “This heat’s a really strong one.  I may just hide in my house until it goes away, but it may get bad enough that I need one of my friends to help out.”

He was stroking the hair on his chin, thinking.  “Is there anything I could do to help?  I mean, I could find or make a condom or something…”

“Condom, that’s something that wraps around your… thing…” her gaze drifted down to his groin, and she had to wrench it back up.  He’d told her once about human mating practices; as much of a pain as it was to be in heat, Rainbow privately thought it’d be way worse to not know when she was in season.

“Yeah.  Keeps the… er, fluids inside it.”

Rainbow shook her head.  “No, that wouldn’t help, it’d make it worse.  Without the… uh… squirting…”  Her mind was suddenly occupied with the most intense memory of how it felt to have his semen pumping into her, the warm, sticky, gooey feeling of it shooting deep into her insides… she cleared her throat, fighting for clarity.  “Without the squirting, it wouldn’t do anything but get me hotter.  Otherwise, I could just get a cucumber or something and then be fine.  As it is, I’m gonna need to find somepony with a cooler in a couple of minutes, or I might wind up sneaking back in here and doing you until one of us can’t walk, and I really don’t want to do that.”

Lero raised an eyebrow.  He was way too calm for this whole situation, she thought.  “A cooler?   What kind of drinks could help you?”

“Drinks?” Rainbow asked in confusion, “What the heck do drinks have to do with a cooler?”  The only answers that sprung to mind were amazingly perverted, and she knew darn well he wasn’t into that kind of stuff.  They’d both talked about their fantasies with each other, and his had been nowhere near that.

“Um, maybe you should tell me what a cooler is.”

“Seriously?”  He nodded.  “Uh… a cooler helps a mare in heat.  ‘Cools’ her a little, you know?”  She rubbed the back of her neck.  This conversation wasn’t really helping.  It really wasn’t.  “It’s… a fake rubber dong that a mare can strap on, it’s got a thing of salt water inside it that the one wearing it can squirt out the end with this mouth-held pump thing.  It helps for a couple of hours, if whoever’s wearing it uses it right.  I’ll probably get Twilight to use hers on me, she owes me from last time she was in heat.”

He looked at her oddly.  “I thought you said you weren’t into mares?”

The question surprised her.  “Huh?  I’m not.  Oh, wait, I think I see what you’re thinking, but coolers aren’t gay.  It’s not even sex, really.  It’s just… something a friend does for another friend, you know?  Being in heat is seriously not fun when you don’t want kids, and mares help each other out when it gets to be too much.  You don’t always need it, but when you do…”  She trailed off, shrugging.  “Coolers aren’t perfect, I mean, they don’t feel quite right, but they help some.”

The human had a thoughtful look on his face.  “Dash… the worry is that you want to have sex, but don’t want to get pregnant, right?”

Want was a pretty darn tame word for what she felt right now, but she answered with a curt, “Yeah.”

“Um, have you considered that it might not be possible for me to get you pregnant?”  Her eyes widened.  No, she hadn’t considered that.  “I mean, we’re totally different species.  I know humans have twenty-three chromosome pairs, forty-six in all, and if you’ve got a different number than it should be pretty much impossible for us to have offspring.  That’s not even counting the fact that my sperm probably don’t have the right enzymes to…”

“Hold it!”  Rainbow exclaimed, jamming her hooves in her ears.  “Don’t talk about sperm right now!”  She looked at him a bit wild-eyed.  “Listen, I’m gonna go check with Twilight really, really fast.  If she says the same thing you’re saying… um.”  It occurred to her that he might not want to have sex with a slightly lust-crazed mare.  “If she agrees with you, would you be okay with mounting me?  Or me mounting you, o-or whatever?”  She’d gotten to enjoy the belly-to-belly sex posture he enjoyed so much that even in this state of mind it was the first thing that occurred to her.  Pushing him down on the bed, straddling him with her back legs, holding him down with her forehooves on his chest while…  Dangit, Rainbow, these thoughts are getting awfully rapey.  Get ahold of yourself!

“Of course, Rainbow!”  He said, with an enthusiasm that made her flanks quiver.  “Have I ever been anything less than enthusiastic?”

He had a point.  She steered her thoughts away from where that point might be located.  He’d always been an eager participant when she’d approached him.  He’d even been willing to engage in experimentation, some successful, some not.

“OkayI’llberightbackbye!”  She said in a rush, darting out the door.  She flew to Twilight’s quickly, almost quivering.  She wanted him to be right.  She wanted him to be right so bad.  Sex in heat was supposed to be the best sex a mare could have; heck, it even felt pretty good with a cooler, something that Rainbow doubted would be much fun under other circumstances.

She landed in front of Twilight’s front door, taking a deep breath to calm herself and still her eager quivers.  She knocked calmly, pleased that she’d managed to hold her exuberance back.

The door swung open.  “Yes, can I… oh, hello, Rainbow Dash.  How are you this fine morning?”  She peered at her friend.  “You look a little frazzled…”

“I’m great!  Or, uh, I will be great, if this is right.  If not, I won’t be so great.  Man oh man oh man, I hope it’s right, ‘cause that’d be great.”  Rainbow said, grinning, and knowing she sounded like Pinkie but not really caring.

Twilight blinked at her in incomprehension.  “O-kay, you lost me.  How about you start again?”

Rainbow laughed, with a slight edge of hysteria.  “Okay, sure.  First off, I woke up this morning and realized I was in heat…”

“Oh, dear!”  Twilight exclaimed, “Is it a strong one?”

“Oh, man, yeah,”  Rainbow answered sincerely, “Strongest one I can ever remember having.  I cannot stop thinking about sex.”  Another fantasy started running through her head, and she stomped on it with all four hooves.  Jeez you’re getting perverted with these thoughts, Rainbow.  And I doubt Twilight would be interested in a three-way anyway.  And what the heck, you don’t like mares that way anyway!

Twilight eyed the pegasus warily.  Under other circumstances Rainbow might have flushed guiltily, thinking the unicorn had somehow seen her thoughts, but right at the moment she didn‘t care.  “Oh…kay.  So, why are you so excited?  I thought you didn’t want any foals!”

“I don’t!  But that’s the thing!  You know who I’ve been courting, right?”  Twilight nodded.  “Well, I was talking to him about it, telling him I was gonna have to hide out for a week or so, and he pointed out that since we’re different species there’s a pretty good chance we can’t have kids!”  Rainbow grinned excitedly.  “So I figured I’d ask you to be sure, but it sounded right to me!”

Enlightenment dawned on Twilight’s face.  “Oh!  I see!  Wow,” she said somewhat enviously, “You could have sex in heat and not have to worry about pregnancy.  That would be nice.”  The unicorn tapped her chin with a forehoof in thought.  “Well… I realize this may be a silly question, but do you know anything about his genetic structure?”

“Um… yeah!  When we were talking about it, he said he had… uh, I think it was twenty-three?  Maybe twenty-four… Chromomomosome pairs or something.”  Rainbow had been trying to listen when he was talking about that stuff, she really had, but then he’d mentioned sperm and everything else had gotten kinda shoved out of her head.

Twilight looked at her incredulously.  “Wait, are you serious?  Only forty-eight chromosomes?”

Rainbow blinked.  “I think it may’ve been forty-six, actually.  Why?  How many do we have?”

“We’ve got sixty!”  The unicorn exclaimed.  Rainbow felt a grin stretching across her face, as her friend continued, “If he really has forty-six, then he’s almost certainly absolutely right; there shouldn’t be any way the two of you could have a child.”

Rainbow really wanted to make sure she’d heard Twilight right.  “So… we could have sex, and I wouldn’t get pregnant?”

The lavender unicorn nodded.  “I believe that’s the case!”  She paused.  “You know, Rainbow, I’ve been meaning to ask what it’s… like.”   The unicorn blushed.  “You know.  With another species.”

“Just curious, eh, Twi?”  Rainbow chuckled, restraining herself from rushing back to her coltfriend.  “Well, let me put it this way.  I’ve always heard that the sex was way better when you’re in heat.  In this case, I’m not sure how that’s even possible, and if it is, I’m a little worried I’m gonna wind up with, like, brain damage or something!  Not worried enough to not do it, though.”

Twilight’s eyebrows climbed.  “That good?”

“Better.”  Rainbow sighed, happily, “You know how the first time with a new guy’s supposed to be quick and not real great?”  Twilight nodded, a sour look on her face.  “Well, the first time we did it?  I came four times.  Four.  And he’s gotten better since then.”

Twilight’s jaw dropped.  Her eyes glazed over a bit.  “Um… do you think you’d be willing to let me, uh, borrow him the next time I go into heat?”

The pegasus gave a breathless giggle.  “You’ve gotta ask him.  He said he’d be fine with other mares courting him, but I don’t think anyone’s asked.  Oh, and he doesn’t have much fur, so his skin’s all soft and smooth.  It’s really sexy, honestly.  And that’s not even mentioning his hands.  Oh man!”  She giggled again.  If she weren’t so deep in heat, she’d be blushing like mad right now.  “Those are the best.  Only weirdness is that his thing’s got a kinda weird shape; it’s kinda pointy on the end instead of being flat.  I haven’t had any problems with it, though.”  She glanced around, making sure no one was nearby, and leaned in close to the unicorn.  “And did you know he’s actually got nipples?”

Twilight blinked in surprise.  “I thought he was male!”

“Oh, he is, he definitely is,” Rainbow giggled.  “Human stallions have nipples like the mares do.  He says they don’t work, but he’s got ’em!  They’re way up on his chest, too, it’s kinda weird.”  Rainbow chuckled again, salaciously, but before Twilight could say more, the pegasus’s impatience finally gnawed through her politeness and Rainbow turned on her heel.  “I gotta go, Twi.  If you need me, I’ll be busy.  For, like, the next week.  See ya!”  The rainbow-maned athlete shot off into the sky before her friend could get another word in.

She rocketed back to Lero’s home, relishing the feel of air flowing over her wings.  She touched down outside his door in a small whirlwind of displaced air, and quickly stepped inside.  Her human friend looked up from the book he was reading.   He raised an eyebrow.  “What did Twilight have to say, Rainbow?”

She sauntered over slowly, eyes half-lidded, and reared to put her forehooves on his shoulders and look him right in the eyes.  “She said you were right.  You can’t get me pregnant.”  She kissed him, long and lingering, wrestling his tongue with her own.  “And I could really, really use a good rutting right now.”  His eyebrows climbed a bit, and she added, “C’mon, let’s go to the bedroom.”

Lero blinked, surprised.  She knew she wasn’t usually this aggressive with him where sex was concerned, (she’d been trying really hard not to get pushy) but it didn’t seem to be bothering him much.  He set his book aside and she got out of his lap to let him stand, drawing her forehoof slowly across his groin as she did so.  When he stood, she carefully took his hand in her mouth, pulling slightly to lead him to the bedroom.  He chuckled and followed obediently, and the pegasus took the opportunity to run her tongue along the fingers in her mouth.  The slightly salty taste and the smoothness of his skin made her heart beat even faster.  Her anticipation was almost agonizing.

He stopped by the bed, and she hopped up on it.  Standing on her hind legs, (and momentarily enjoying the fact that, standing like that on the bed, she was taller than him) she bent down, threw her forelegs around his neck, and kissed him deep and hard.  He laughed a little nervously, and she knew she was going a little fast, but she couldn’t help herself.  She’d slow down if he asked her to, but until then…  With a quick twist of her body, she pulled him off his feet and threw him onto the bed, falling atop him.  She giggled at his slightly shocked look.  “C’mon,” she panted, “let’s get those clothes off.”

“Yes, ma’am!”  He replied, a twinkle in his eye.  Did he enjoy it when she got aggressive?  She’d ask later.  She helped him strip, accidentally tearing his shirt a bit while she pulled it off.  He started to remove his pants, but she hopped down, grabbed the waistband in her teeth and yanked them off with a quick toss of her head.  She’d barely noticed, but her wings had gotten incredibly stiff, something that normally only happened with direct physical stimulation that she hadn’t gotten yet.  He started to rise, but she hopped back up onto the bed and pushed him back down with a forehoof.

“Ah-ah, big guy!  No foreplay this time.  Lie there and gimme a second.”  She was panting in anticipation, looking at his nude form stretched across the bed.  His member was hardening, but was nowhere near ready to go into her yet.  I can fix that.  She leaned down and ran her tongue slowly along his shaft, starting between his testicles and running it along the underside all the way to the tip.  The human stiffened, his back arching slightly as she took his member into her mouth.  She bobbed her head a couple of times, quickly, running her lips along its length, watching his face as she did so.  His member lengthened inside her mouth, growing deliciously hard with gratifying speed, and she had the slightly mad urge to keep going.  To just hold him down and keep fellating him hard and fast until he came, the delightful warm stickiness spurting all over her mouth and tongue, spilling down her throat.

She resisted the urge, knowing that the sensation of semen splattering the inside of her mouth would be nothing compared to having it squirt into her vagina, having him buried deep beneath her legs before shooting that sticky fluid into her.  She pulled her head away, the saliva-coated head of his now erect penis standing proud.

Rainbow shifted position, pushing the human back into the bed again when he started to rise.  She positioned herself atop him, his penis pushing at her vulva, her hind legs spread and straddling his lower belly, and her forehooves on his chest, holding him down and pressing him into the bed.  Her loins surged; she really liked being in charge.  Ordinarily, it didn’t make much difference to her who was on top, she liked it both ways, but right now being in charge was making her really, really hot.  She grinned at him, and slid her hips backward along his belly, leaving his penis with nowhere to go but into her.  She clenched her muscles, making herself as tight as she possibly could, and relished the feel of building anticipation as the head of his member pushed against her tight vulva.  It finally overwhelmed her resistance, pushing past the outer lips and sliding smoothly into her vagina, the saliva she’d left on it and her own lubrication combining to make it almost frictionless.  She moaned softly, feeling every single instant of his penis pushing into her.  Rainbow wasn’t ordinarily all that vocal when they copulated, but this time felt incredible, even something as simple as being penetrated was only a step down from orgasmic.  It was soooo much better than a cooler, because everything felt right, his member was warm, there was a very slight pulse to it that she could just barely detect, the slight give of the hard shaft as her vaginal muscles gripped it tightly was just perfect.

She pushed until it was all the way in, as far as it would go, and she could feel the slight squish of his testicles against her backside.  Even that feeling was intoxicating, the softness against her crotch, the hard shaft penetrating deeply inside her, the feel of his smooth, almost-hairless body between her legs, oooooh.

“Okay,” she said huskily, “Listen up.  You know that thing where you grab my butt with your hands?”

“Yeah?”  He sounded a little breathless, too.  Maybe he really did like it when she got aggressive.  If so, they were gonna have to do this more often.

“When you’re getting ready to come, I want you to do that, and just push it in as deep as you can.  Okay?”  A thought occurred to her.  “Ooh, actually, when you start coming, can you, like, pull back a little when you’re not squirting and slam it back in when you are?  Oh man that would be great!”  She shuddered a little at just the thought of how that would feel.

“I… I’ll try, Rainbow.”

“Yeah, yeah do that.”  She started sliding, not actually moving all that much because she loved the way he felt deep inside her.  Pulling a bit and then thrusting it back in… she bit her lip as the stroking lit a fire in her groin.  She was already way, way past the point where she would normally have orgasmed, and every stroke felt better.

“R-Rainbow,” the human panted, “If you keep this up, I’m gonna come really fast, way faster than you will.”

“Mmmm…” she tightened her muscles, gripping and pulling a bit on him with the next motion. “I’ll come when you do,” she told him.  She knew it was true, but couldn’t say how.  The feeling of hot fluid spurting into her belly… the anticipation of it was almost agonizing.  She started stroking harder, her groin slapping up against his rhythmically.

Finally,  finally, he groaned quietly, and his hands grabbed her muscular buttocks.  It was way quicker than they normally were, but it still felt like ages before it finally happened.  Here it comes! She thought gleefully as he arched his back, thrusting deep into her.  The feeling of that first glob of semen spurting into her was indescribable, like an orgasm but totally lucid.  The world didn’t dissolve into swirls of color the way it normally did; she felt every moment of it with total clarity.  He was as good as his word, pulling back slightly between spurts and slamming back in just in time for another glob to squirt into her.  She could feel it, the delicious sticky fluid squirting even deeper into her, coating her insides.  It was rapturous, and her tongue lolled out of her mouth with the sheer delight of it.  He came long and hard, shooting his seed even more deeply into her, and she relished it.

When he was done, she didn’t even feel disappointed that it was over.  A feeling of warm, relaxed happiness filled her, and she flopped down on top of him, panting with the aftereffect.  He was still inside her, still hard, but his orgasm was done.

Panting, they stayed like that for several minutes, until his softening member slid out of her.  She raised her head from where it rested on his chest and looked him in the eyes.  “Oh.  My.  Gosh.  That was fantastic.  That was incredible!”  She beamed at him, satiation spreading through her entire body.

“Glad you enjoyed it, Rainbow.”  Lero let out a breath.  “Wow, that was more intense than I thought it would be.  Are you feeling better?”

“Yeah, much.”  She stretched languidly.  “Whoo.  That was way better than a cooler would have been.”  Rainbow eyed her human friend.  “Um.  You know this won’t last forever, right?  I’ll start getting heated again, probably sometime this afternoon or this evening.”

“I’ll be ready by then,” he promised, eyes gleaming.  “Maybe I’ll even tie you up next time.”

Even in her current state of satiation, the thought of combining the fantastic sex they’d just had with the pleasure she’d felt last time they’d played that game sent a bolt of lighting through her.  “Uh…” She was speechless for several moments, finally concluding with, “I think that would be unbelievably great.  You gotta promise not to tease me this time though; hard and fast is how you’ll need to do it.”

“I think I can do that.”  His eyes twinkled.  “By the way, I just wanted to let you know, I kinda liked you taking charge like that.  It was… really sexy.”

“Really?”  She wiggled her eyebrows at him, and he grinned.  Goddesses, she loved him so much.  He made her feel so pretty, so sexy.  No one had ever made her feel like this before.  “Well, I’ll have to do that more often, then!”

“Please do.”  He licked his lips.  “Not all the time, but as an occasional thing I don’t think I’d mind having you throw me onto the bed like that.”

“Can do!”  She grinned.  “But you already promised to tie me up next time.”

“Oh, I will.”  He promised.  “I even went out and got some better rope after last time.  Good silk stuff, still just as strong as the stuff we were using, but this won’t be as scratchy.”

She chuckled, throatily.  “You spoil me, big guy.”  The pegasus nuzzled the human’s neck affectionately.


Fun and Games

Rainbow Dash glided back down to land in the street, and looked up at the even blanket of clouds in satisfaction.  It had taken for-freaking-ever, but they were finally ready for tonight’s rainstorm.  The stupid clouds had kept clumping up, threatening to turn what was supposed to be a gentle shower into a nasty thunderstorm, and she’d had to really bust her flank to get everything worked out.

She nodded to herself and turned to the rest of her weather team, who were all looking a bit peaked.  “Okay, crew, good work.  I think we can knock off for the day.”  There was a chorus of pleased murmurs, and several of the pegasi sagged in relief.  Rainbow snickered to herself.  Pansies.  It wasn’t that hard.  Her thoughts were interrupted by her belly emitting a seismic rumble.  Well, it has been kind of a long day.  Man, am I hungry.  She felt a slight sense of apprehension; Lero had said he was going to cook tonight, and he’d been planning on trying to adapt a recipe he vaguely remembered from his home using local ingredients.  The last few times he’d done that, the results had been… mixed.  His attempt at pizza had been pretty good, (if slightly different from what she was used to) and the ‘hash browns’ had been outright delicious, but the ‘chili’ had been completely inedible.  Oh well, the pegasus thought with a mental shrug, we can always go out for dinner if it doesn’t work.  In the rain.  She sighed.  At least there won’t be much competition for tables.

She was just about to take off and head for Lero’s house when she heard someone clear their throat behind her.  “Good afternoon, Rainbow Dash.”

“Oh, hey Twilight, what’s up?”  The pegasus folded her wings again and turned to face her friend, who was looking a bit nervous.  Rainbow cocked her head.  “You okay?”

Twilight started.  “Oh!  Yes!  Yes, I’m fine.  I, er, wanted to ask you something.”

There was a long pause as Rainbow waited for Twilight’s question.  Finally, the pegasus lifted her brows and said, “Ooookay… what did you want to ask?”

Twilight flushed, the slight reddening barely visible beneath the fur of her cheeks.  “I… er, well, that is…”  The unicorn stammered.

Rainbow snorted.  “C’mon, Twilight, spit it out.  I’m not gonna bite.”

Twilight flushed deeper, but she paused and took a breath to steady herself.  “I’d… well, I’d like to ask you and Lero to dinner.”

“Sure, sounds like fun.”  Rainbow paused.  “Wait, you mean like on a date?”

The unicorn nodded.  “Yes.  I… well, I like both of you, and I get along really well with both of you… I know you haven’t really made your relationship all that public yet, but you both seem so happy.”  Twilight smiled, slightly tremulously.  “And, well, I care about both of you, and I’d like to be part of that relationship, too.  Do… you think that would be okay?”

Rainbow blinked, surprised.  Twilight had hinted some time ago that she might be interested in something like this, but the pegasus hadn’t thought at the time that her friend was serious.  She felt like a bit of a jerk now for not mentioning it to Lero.  “Er, well, I don’t have any problems with the idea,” Rainbow hazarded, “Did you already talk to Lero about it?”

“Oh, heavens no!”  Twilight exclaimed.  “That would have been rude!  Every source I’ve found is quite clear on the subject; a mare wanting to join a herd should talk to the lead mare of that herd.  Or at least, to one of the mares.  And that’s you!”

“Er, right.”  Rainbow wondered what the heck Twilight had been reading.  That sounded really old-fashioned; as far as the pegasus knew, it was perfectly okay to approach the stallion instead of one of the mares.  And who even had a lead mare anymore?  That was, like, feudal stuff, nopony did it anymore.  Then again, her own courtship experience was pretty much nonexistent, so what did she know?  “Well, tell you what.  Let me talk to the big guy tonight, and I’ll give you an answer tomorrow.  I honestly think he’d be fine with it, I know he likes you, but I’d rather make sure he’s cool with the idea before I say yes.  That okay?”

Twilight blinked in mild surprise, chewing her lip nervously, but nodded.  “Yes, that should be fine.  You’d be okay with it, though?”

“Oh, yeah, I’d be fine.”  Rainbow hesitated.  “Um… you know I’m a little bent, right?  Mares don’t turn me on.  Like, at all.  I really do like you and everything, and if you do wind up joining our little herd I’d be totally happy to help you and him have fun, but, ah…”

“But when you did it would be mostly between you and him and not between you and me, right?”  Twilight interrupted.  She smiled shyly.  “That’s okay.  The relationship I was in while I was in school had a filly like that, her name was Star Shimmer.  She would give advice and such, but I don’t think she so much as kissed any of the other fillies, she only got physical with the guys.  I’m fine with it.”

Rainbow tilted her head a bit.  “You were in a herd?”  It was a bit hard to picture the somewhat antisocial academic as part of a relationship.

“For a while,” Twilight answered, her eyes turning a bit dreamy.  “It was nice; two stallions, six mares, including me.  We all cared about each other a lot.  But, well, I had to spend more and more time studying, and I just kind of drifted away.  I just realized one day that it had been nearly a month since I’d been with them, and I decided to break it off.”  The unicorn smiled.  “They were sad to see me go, but, well, I was just so busy.”

“Aren’t you still pretty busy most of the time?”

Twilight shrugged.  “Well, yes, but… honestly, I think I care about the two of you more than I did my friends in school.  Not that I didn’t care about them, but…  I’d be willing to make the time for the two of you.  Well, assuming the two of you will have me, that is.”

The pegasus nodded firmly.  “Like I said, I’ll talk to Lero tonight.  I think he’ll probably say yes, though.  I’ll come find you tomorrow.  You’ll be at the library in the morning?”

“Yep!  All morning.  I’ve got a project I’m working on.”  Twilight giggled, sounding a little relieved.  “And thanks, Rainbow Dash.”

“Aw, don’t mention it.  If I’d been thinking I’d have already mentioned it to him; I remember you saying something a while ago.”  Rainbow was distracted by a drop of water hitting the dusty street nearby; evidently the rain was starting.  “Oops, dangit.”  She glanced up at the dark clouds in irritation.  “Stupid things were supposed to hold for another hour or so before they started.  Better head home, Twilight, it’s not gonna be a storm, but it’ll rain pretty solidly for the next five hours at least.”  Stupid clouds.  Even when you do everything right they still act up.

“All right.  See you in the morning, then?”  Rainbow nodded, and Twilight leaned forward, planting a light kiss on the pegasus’s cheek before turning and galloping off down the street.

Rainbow smiled quietly.  Mares might not turn her on, but a kiss from a good friend was still a nice feeling.  The rain was starting to come down harder, and she spread her wings and flew off across town.

The rainstorm had really hit its stride by the time she landed, and the pegasus found herself wishing that Lero’s home had more of a porch.  She wasn’t really able to shake the water off before stepping inside, and instead had to enter the house dripping wet from the mild downpour.

“Hey, that you, Rainbow?” his voice called from the kitchen.

“Yeah,” she called back, “Hold up, I flew here through the rain, so I’m soaked.  Let me dry off real quick.”

“Sure thing; I’m in the kitchen working on dinner.  I think it’ll be good this time!”

Rainbow snorted, thinking, we’ll see, and quickly made her way to the bathroom to towel off.  She made a mental note; most ponies hung towels near the door when bad weather was expected so a visitor could dry themselves off without having to choose between tracking water all over the place as she just had and shaking themselves at the door, soaking everything nearby.  She should probably suggest he do the same.  It was probably the whole clothing thing again; humans probably didn’t drip as much, since they wore clothes all the time and the cloth probably just absorbed the water.  She wondered idly what a human did when they got soaked in a storm: did they change clothes, did they just sit there and shiver in soggy cloth, or did they do the sensible thing and strip to dry off so they weren’t putting dry clothes on a wet body?

Having dried herself off enough that she didn’t drip, Rainbow stepped into Lero’s kitchen, and was greeted by a rich, cheesy smell that was very promising.  A couple of pots were bubbling away merrily on the stove, and the human was carefully stirring a pot of thick, white sauce.  He turned as she entered.  “Hey, Rainbow.  I think you’ll like this one, it’s coming out pretty much exactly as I’d remembered.”

“Really?  What is it?  Can I have a taste?”

He waved a finger at her.  “Not ‘till it’s done, sorry.  Chef’s rule.”  He started to kneel to hug her in greeting, but she preempted him.  Pushing herself up on her hind legs, she embraced him tightly with her forelegs as his arms went around her body.  They stood there for a few moments, just hugging each other close.

Finally, Lero spoke up.  “You’re still pretty damp, you know.”

Rainbow giggled.  “Yep.  Rain does that.”

“You’re soaking my clothes.”

She laughed again.  “I know.  But it’s getting me dry.”

The human chuckled.  “You’re impossible.”  He didn’t let go, though.  They held each other a few moments longer before exchanging a quick kiss and finally breaking the embrace.  He turned back to the stove, Rainbow staying upright with a forehoof on his shoulder to help her balance.  She draped herself across his back as he started stirring again, laying her head alongside one shoulder while one forehoof hooked over the other, wishing as she did so that she was just a tiny bit taller.  She wouldn't trade being able to fly for anything, but sometimes she thought it would be kinda nice to be earth pony-tall.  Or even unicorn-tall.  She sniffed carefully; the smell coming from that pot of sauce was really, really nice.

“So, whatcha cookin’?”

Lero pointed at the stove.  “Well, I’ve got some pasta that I made.  And no, it’s not like what you’ve had before,” he said, before she could ask the first question that came to mind.  “You folks use hay or somesuch for pasta like you do for fries.  This is different.”

Rainbow cocked her head where it rested against his arm.  “Oh?  Different how?  And what else would you use for fries?”

“This is made with eggs and flour,” he pointed at the merrily boiling pot of water.  “Made the noodles this morning before I left for work, and they’ve been drying all day. They’re not quite done yet, but they should be good.  And this,” he delicately tasted the white sauce he was stirring, “is alfredo sauce.  More or less.  You folks use different cheeses than what I’m used to, but I think I found decent analogs for what I need, and I think it’ll be nice.”

Rainbow snorted a laugh.  “What, so you get to taste it before it’s done, but I don’t?”

“Chef’s prerogative, my dear.”  He smirked, ostentatiously taking another taste from the spoon.  She noticed that there was a spot of sauce that had gotten on his lip that he didn't seem aware of.

“Oh yeah?  We’ll see about that.”  The wooden spoon dropped back into the pan as Rainbow pulled Lero around to face her, her forelegs looped around his neck, pulling his head down a bit while her wings pinned his arms against his sides.  She kissed him hard, her tongue sliding into his mouth and gathering up the flavor that still lingered there.  It wasn’t a long kiss, and she licked his lip as she pulled away.

“Mmm…” she said, considering.  “Yeah, that actually does taste pretty good.  Cheesy.”

The human chuckled.  “You know, I had a bet with myself whether you’d argue with me that I should give you a taste or whether you’d do what you just did.”

Rainbow snorted.  “Did you win?”

He kissed her back, just a light brush of his lips.  “Yep.  In more ways than one.”

Warmth spread through Rainbow’s chest, and she spared a glance for the cyan feather braided into Lero’s hair.  He had it brushed back behind his ear at the moment, but he was wearing it, as he always did when he was in his home. The pegasus smiled.  “Guess you did.”

She felt his hand pat her hip.  “You’d better let me go, or the sauce is gonna burn.”

Her smile took on a wicked edge.  “Maybe if you ask nicely.”  She looked him up and down, his arms still held against his sides by her wings.

“Mmm.”  She felt his hands on both hips as he pulled her a little closer.  “Pretty,” he kissed her lightly, “pretty,” another kiss, “please?”

Rainbow laughed merrily.  “Yeah, that counts.”  She folded her wings back against her sides, freeing the human’s arms, and released her hold on his neck.  He patted her hip again and turned back to his stove while she dropped back to all fours.

She stepped up next to him, glancing at a pair of bowls on the counter.  “What’s that?”

Lero looked aside, still stirring. “One of ‘em’s just some herbs I was gonna toss on top of the pasta once it’s served.  Adds flavor.  The other one’s got some diced shrimp I sautéed earlier that I was going to add to mine.”

“Shrimp, huh?”  Rainbow made a face.  Like most pegasi, she liked fish, but shrimp just grossed her out.  They looked like huge bugs.

The human chuckled.  “Don’t worry, I won’t make you eat any.  That’s why I cooked it separately, so I could have some without forcing it on you.  You might give it a try, though; they’re shelled and chopped up, so they don’t really look anything like shrimp.”

Cautiously, Rainbow peeked into the bowl.  He was right, it didn’t look anything like shrimp.  Just little pinkish lumps, instead of huge bugs with way too many legs.  Other pegasi had told her that they tasted good, but she’d never been able to get over the appearance.  “Um, can I taste it?”

“Sure, help yourself,” Lero said, fishing out a long, flat noodle from the boiling water and examining it critically.  “I cooked enough that you could have some too, if you want.”  He nibbled on the end of the noodle.  “Hm, needs just another minute or so.”

Rainbow glanced around, finding a pony-style fork on the counter nearby.  Hooking the loop of fabric on the end around her forehoof, she hesitantly speared a piece of shrimp, lifting it out of the bowl to peer at it closely.  Nope, no sign of legs, or exoskeleton, or anything, just a little pink puff, glistening in the light.  She glanced over at Lero, who was trying unsuccessfully to hide an amused smile at her hesitancy.  Well, fine then! She thought, feeling like she’d been challenged.  I can take some weird food!  Bracing herself, she popped the morsel into her mouth.

She chewed carefully.  The texture was a little like a piece of bell pepper, squeaky against her teeth, and the flavor was… it was actually pretty nice.  Really nice.  Nothing like the slimy bug guts she’d half-expected.  Rainbow looked up at Lero, who was watching her closely. “That’s not half bad, actually.”

The human grinned in delight, pleased by her approval.  “It’ll be better in the alfredo sauce, if you decide to try it with your meal.” He lifted a noodle out of the water again.  “Actually, I think we’re pretty much ready.  You hungry, or would you rather wait?”

Rainbow’s stomach gave another seismic rumble at the suggestion of food.  “I’m totally ready now.”

“Great!  Fresh off the stove is usually best.”  Lero quickly turned off the stove and drained the pasta.  He piled a decent-sized mound of noodles onto a plate, and looked to Rainbow in inquiry through the veil of steam they emitted.

Her stomach growled again.  “Um.  Maybe a little more?”  He heaped more pasta on, and she grinned.  “Perfect.”

“You want to try the shrimp?”

“Eh, sure.”  It had tasted good.  Lero dumped a fair amount of the shrimp atop the pasta, poured a generous amount of the creamy white sauce over it, and sprinkled a bit of the greenish herbs from the other bowl on top.

“Your dinner, Lady,” the human said in a pompous tone, presenting the plate balanced atop the fingers of one hand and dropping an elaborate, flourishing bow.  Rainbow laughed, half-surprised that his topheavy-looking body hadn’t pitched over and dropped him his face, carefully took the plate in her teeth, and set it on her back so she could carry it easily.  She waited for him to serve himself, then the two walked side-by-side over to the table, where a pair of glasses of tea already waited.

The dish was delicious.  The rich, creamy sauce and the shrimp went together amazingly well, and Rainbow wolfed down several bites in quick succession.  This was exactly what she needed after burning off energy shoving clouds around all day.  The long, floppy noodles were difficult to manage with the fork looped around her hoof, but she quickly figured out how to cut them down to manageable size.

“Good?” Lero asked, unicorn-style loopless fork balanced in his agile fingers.

“Mm-hmm!”  Rainbow nodded emphatically, chewing.  She swallowed hastily.  “Yeah, this is great!”

“Glad to hear it.”  He sounded relieved.  “Especially after I screwed up so bad with the chili.  Still not sure what went wrong there; I‘d never done vegetarian chili before, but I used the same spices I usually do.  It should have been fine.”

“I don’t even care,” Rainbow said thickly, around another mouthful.  “This stuff totally makes up for it.  And this pasta is different; what is it?”

“Eggs and flour, like I said.”  He chuckled at the pegasus’s skeptical look.  “Really, that’s all it is.  I’ll show you next time.”

“Cool.”  The pegasus swallowed another generous bite.  She tried to come up with a way to segue into the topic she wanted to broach, but couldn’t come up with anything.  “Hey, Twilight wants to take us out to dinner.  What do you think?”

Lero blinked in confusion, hit by the blunt-force trauma of her topic change.  “Wait, what?  What do you mean?”

Rainbow’s brow furrowed, trying to come up with another way to put it.  She didn't quite succeed.  “Um.  Twilight.  Twilight Sparkle?  The unicorn?  She wants to take us out to dinner.”

The human frowned in puzzlement.  “Okay, yes, I know who Twilight is.  Why does she want to take us out to dinner?”

The pegasus laughed, chomping down another bite of pasta.  “She’s asking us out on a date, dude.  Sorry, I’ve kept forgetting to talk to the mares that might be interested in you.”

“Oh.  Oh!  Okay, sorry, that flew over my head.”  Lero took another bite, chewing slowly.

Rainbow raised an eyebrow, watching him carefully.  “Soooo… is that a yes you’re interested, or no you’re not?”

He chewed for a few moments longer, thinking.  “I’m not opposed in principle,” he said slowly, “I’m just… Rainbow, you and I, we’ve really got something between us.  Aren’t you worried that having someone else involved, even someone we both get along with so well, might, I don’t know, dilute that?”

Rainbow cocked her head to the side, thinking.  “Well, no, not really.  I mean, what you and I’ve got,” she felt a little surge in her heart, saying those words, “It’s not gonna go away just ‘cause we’re sharing with Twilight.  It's always gonna be there, y'know?  And, I mean, you might get the same thing between you and Twilight.  Or me and Twilight.  Or all three of us together.  Wouldn’t that just make it even better?”  She paused and then added gently, “Maybe it’s harder for you not to be monogamist than you thought, big guy.”

Lero blinked in surprise.  He opened his mouth, then shut it again without saying anything.  “I… well, I guess you may be right.” He said, after a few moments’ rumination.  “That particular bit of my culture seems to have stuck better than I’d thought.”  He rubbed his chin, considering.  “Well… let me get your input then, Rainbow.  What do you think?”

The pegasus shrugged.  “I don’t see any reason to say no.  I mean, you and Twilight are pretty good friends already, you get along really well.  And I’m good friends with her, too.  I think we ought to at least give her a chance.”

The human rubbed his chin for a moment more, and then slowly nodded.  “All right.  You’re pretty much my expert on local culture, so it would be kind of stupid of me to ignore your advice, huh?”

Rainbow snickered.  “Yup.  And you’re smarter than me, so you’re not gonna do something dumb like ignore good advice, right?”

Lero grinned wryly.  “I suppose not, O great advisor, knower of sage truths and speaker of timeless wisdom.”

The pegasus pushed herself upright in her chair, turning her chin up pompously and waving a hoof in a vague, dismissive motion.  She tried to come up with something appropriately vague and haughty sounding, but what escaped her lips was, “You know it.”  He snorted, trying not to laugh, and she couldn’t help herself any longer.  The pegasus dissolved into giggles and guffaws, and in her mirth she failed to remember that she’d turned her chair sideways to make space for her wings as she often did and lost her balance, nearly falling backward out of the chair.  “Woah!”  She had to flail her wings and forelimbs wildly to keep her balance and wound up looking rather silly, and that set Lero off as well.  It was a few moments before either could speak, as the sound of laughter overwhelmed the quiet patter of the rain falling outside.

“Whooo,” Lero said finally, wiping his eyes and recovering his composure.  “Okay.  Well, if you’re sure that’s the right course of action, Oh Wise Advisor who forgets there’s no back on the chair,” Rainbow snickered despite herself, and Lero almost started laughing again, but managed to hang on, “Then all right.  Did Twilight have a day in mind?”

Rainbow hesitated.  “Um.  I kinda forgot to ask that.  Uh… you’ve got your day off day after tomorrow, right?  That’d probably be a good day for it.”

“Okay.  My next question is, what am I supposed to do?”

“Do?”  The pegasus tilted her head in confusion.  “Whaddaya mean?”

“It’s a date, right?  How am I supposed to act?  Is there anything I need to do?  A particular way I’m supposed to dress or act?  I mean, I don’t think we’ve ever been on an actual date…”

“Er…”  Rainbow realized she actually knew very little about how a guy was supposed to act on a date.  “Well, I know you’re supposed to dress up some.  And, uh, pay attention if you’re interested?  It’s just dinner, I don’t think there’re any huge things you need to worry about.”  She paused.  “Aw, man, I feel kinda bad now.  I never asked you out, never really courted you.  Everything just sorta happened.”

“Rainbow, do you think I have any complaints?”  She looked up to meet his smiling eyes.  “If you do, then don’t worry.  Our relationship may have been slightly unusual, but I wouldn’t trade it for anything.”  Rainbow’s heart thumped a bit in her chest.  She bit her lip, speechless for the moment.  “Are you sure there aren’t any traditions or rituals I’ll need to be ready for?”

Rainbow shook herself, focusing on the question.  “No, not really… wait!  Right, the flower thing!  You remember that, right?”

He nodded.  “You mentioned that one before.  She’ll offer me a flower the same color as her coat, right?”

“Yeah.  She’ll offer it to you when you get to… shoot, wherever we’re going.  I should’ve talked to her more, but the rain was starting.”  Rainbow shook her head.  “She’ll actually have two flowers; one for you and one for me.  Since we're already together, she's basically courting both of us.”

Lero nodded.  “Right.  Hey, does that mean I can wear this, too?”  He raised his hand to the side of his head, gently stroking the cyan feather hanging in his hair.

She bit her lip, feeling a surge of love mixed with a current of trepidation.  “I… yeah, if you want.  I guess it’s time for everyone to know, huh?”

Lero leaned across the little table, laying his hand on her forehoof.  “Don’t worry, Rainbow.  I think you’ll be pleased by how many of your neighbors are happy for us.”

She looked up worriedly.  She’d heard all kinds of nasty jokes back in Cloudsdale about ponies who courted other species.  She was less worried about herself; she could handle it.  She just didn’t want him to have to handle it, too.  “I hope so.”

“It’ll be okay,” he said soothingly.  “Tell you what, let’s finish dinner before it gets too cold, and we can talk about this more later.  Okay?”

Rainbow flashed him a grin, shaken out of her thoughts.  “Sounds good to me.”  She took a big bite of the cooling pasta and sauce.  “Don’t want this to go to waste!”  She exclaimed thickly around the generous mouthful.

They quickly polished off their dinner.  Rainbow was trying desperately to recall anything she'd heard about how a stallion was supposed to act on a date, and Lero had a thoughtful, considering expression on his face as he ate.  It would help if she knew a little more about how humans courted; he’d been trying so hard to fit Equestrian norms that he’d said very little about how his home culture behaved in that regard.  She'd learned over the last couple of months that he had the weirdest gaps in his knowledge, and what he knew didn't always fill those gaps in the right way.  Like when she'd found out that some of the ponies in the market had been really ripping him off because he apparently didn't know how to haggle.  How the heck could anyone get by without knowing how to haggle?  She'd put a stop to that, by coming along when he needed stuff and helping him learn to deal with shopkeepers and merchants; she wasn’t about to let somepony rip her coltfriend off like that.  It really ticked her off, thinking about how much they’d soaked him for before she’d realized what was going on.  The thought of money reminded her of something as she finished the last bite of her pasta.

“Oh, Lero, dude, I just thought of something.”  He looked up attentively, and she pointed at him with the fork looped around her forehoof for emphasis.  “Twilight's gonna want to pay for dinner.  Don't argue with her about it.”  He looked a bit mulish, so she continued, “Look, I know it makes you a little uncomfortable for the mare to be the one that pays.  I get it, big guy.”  There was a reason she let him win the argument about who was gonna pay about half the time when they went to a restaurant together. (Even though it wasn't easy to let someone else win something)  She understood, she really did, humans were backward in some really confusing ways, and she knew she'd be uncomfortable if their positions were reversed and he was the one expected to pay.  But Twilight wouldn't understand yet.  Rainbow shook her head.  “But, dude, Lero, that's how a date is supposed to go. I know that much.  And I guarantee you Twilight's reading up on that right now.  You know how she is about stuff; she's gonna do, like, research on it, and she'll get all awkward if what she reads doesn't quite match up to what happens.”

Lero sighed, nodding.  “Yeah, you've got a point.  I mean, she'll probably be expecting things to be at least a little different; we've had conversations about some of the differences between human and Equestrian civilizations before, so she knows at least a little of what to expect from me.  I don't think we ever talked about courtship, though.”  He paused, a slow flush creeping up his neck.  Rainbow had to stifle a giggle; the way his bald skin turned bright pink when he blushed just never stopped being funny.  “Um, Rainbow?  Er, courtship's tied up with sex, right?”

“Well, duh.  Yeah.  At least most of the time.”  The pegasus cocked her head, wondering where he was going with this.

Lero rubbed the back of his neck.  “Well... er, is Twilight going to expect to come home with us if the date goes well?  Or, er, for one or both of us to go home with her?”

Rainbow blinked, trying to untangle his meaning.  She was about to say, well, yeah, if we're having fun she may wanna hang out some more, but then she blinked again, belatedly making the connection with his previous question.  “Oh!  You mean, if it goes well, is she gonna expect some action?”  He nodded, and she laughed.  “Nah, probably not.  It usually takes at least a couple of dates to get to that point.”  She felt her own cheeks heating, now.  “Er.  Yeah, the way things happened the day I kissed you that first time?  That's... not how it usually goes.  Not that I'm complaining, 'cause, y'know, that day was... pretty much a dream come true for me.”  He smiled at her, and she felt another of those huge, tidal surges of love in her chest.  Every once in a while, she got that feeling; it was like falling in love all over again, a sweet, almost painful pressure in her chest that shoved out everything else for a moment, even stealing her breath.  Lero evidently saw it, rose from his chair, and stepped around the table, bending down to kiss her.  The world vanished for a moment, as her thoughts focused solely on the slow movement of his lips against hers, the feeling of his hand on the back of her neck, his thumb brushing the back of her ear, the feeling of his shoulder that she hooked a forehoof over, just to give herself another point of contact with him.  She wondered if it would ever stop being intoxicating; she hoped not.  When the kiss ended, they stayed there resting their foreheads together, and Rainbow couldn't keep the smile off her lips.  “Mm.  Yeah, like that,” she whispered, “Like you stepped out of a dream.  A really good one.”  She leaned back a bit, looking in his eyes, then glanced down at his decidedly not-pony-shaped body.  “Maybe a little bit of a weird dream, but still a good one.”

He chuckled, giving her another quick kiss, and by mutual unspoken agreement they both moved into the living room to sit on the couch.  She leaned against him, his arm around her shoulders and her wing around his.  Rainbow sighed in contentment, pulling her thoughts back to what they'd been discussing.  “So, yeah,” she said, trying to pick up the thread of their earlier conversation, “I don't think Twilight'll be expecting any sexytimes, even if everything goes really, really well.  She might come hang out with us here, or she might invite us to go hang out at the library for a while, but it probably wouldn't go further than that.  Usually you have at least two dates first.”

“Okay,” he nodded absently, scratching his chin.  “Hmm... anything else...”

Rainbow snuggled closer, laying her head on Lero's shoulder.  “If you think of anything, speak up.”  He craned his head to the side, laying his cheek against her forehead.  The pegasus made a small sound of contentment, rubbing the wrist of her wing across his back.

They sat there, snuggled together on the couch, listening to the quiet sound of the rain outside.  Eventually, Lero cleared his throat, something evidently occurring to him.  “Mind if I ask you another question, Rainbow?”

The pegasus turned her head, nibbling softly on his earlobe.  “Go ahead,” she breathed, lips brushing his immobile, shell-like ear and drawing a shiver of delight from the big human.

Rainbow was clearly able to see the human's ear redden slightly with a blush, and thought with some amusement, heh, it's gonna be another sex question.  She made a mental bet with herself.  She found it funny that he could still be shy about asking her questions like that.  Especially after, well, all the stuff they'd done together.  Double-especially since he'd been the one to take the lead the first few times, guiding her and showing her how to make both of them feel good when she hadn't really been all that sure what she was doing.  She'd really appreciated that, his taking the lead at first and then giving her the option to take over after the first couple of times, when she'd gotten comfortable with what she was doing.  They still traded off; while she found she’d liked being in charge (liked it a lot, actually) it was still fun to let him call the shots sometimes.

“Er, well, I, uh...”  Oh, yeah, totally a sex question.

“C'mon, spit it out,” Rainbow breathed into his ear, caressing the outer edge of it with the tip of her tongue.  He snorted something close to a giggle, twitching and craning his neck to try and hide his ear against his shoulder.  Oh, ticklish there, are ya?  Gonna remember that.  You got some payback coming, big guy.  He’d discovered that her belly was ticklish even before they’d gotten intimate, and until now she hadn’t really had a way to return that ‘favor.’

Fortunately, that moment evidently dislodged his reluctance.  “Okay, feel free to get mad at me for this question, but, uh, if we do end up in bed with Twilight... how's that going to work, exactly?  I've never been in a threesome with my own species, I wouldn't even know where to start with yours!”

Rainbow grinned in triumph and congratulated herself on winning her mental bet.  Totally called it.  She trailed some light kisses along the edge of his ear while she thought of the best way to answer, making him twitch and laugh.  “C'mon, Rainbow, cut that out!”

“Yeah,” she breathed, “'cause you totally stop tickling me when I say that, right?”  She giggled, playing with his ear for another few moments while he laughed, but she finally relented.  Pulling back a bit, she cocked her head.  “Well, first off, why would I get mad at you for asking that?”

He shrugged uneasily.  “Well, I mean, I'm talking about making love to another woman.  Er, mare.”

Rainbow sighed.  “You're actually talking about both of us making love to another mare.  Man, if mating makes you so jumpy, how the heck do humans make more humans?”

“We make do.”

She snorted.  “Yeah, and I bet you're all nervous about it the whole time, huh?  Unf, unf, blush, stammer.  ‘Oh my gosh, I saw you naked!  I’m so embarrassed!’  It must be hilarious to watch.”

He goosed her lightly under her wing, making her squeak in surprise.  “Yeah, 'cause I've been so nervous when we've been together.”

The pegasus laughed.  “Okay, yeah, you stop being nervous when the action starts.  But, seriously, you don't have to worry about ticking me off.  I love you, big guy.  Even if you manage to make me mad, I won't stay that way.”

The arm around her shoulders hugged her a bit more tightly for a moment.  “I love you, too.  Thanks, Dash.”

“No problem!”  Rainbow thought for a moment, still trying to figure out how best to answer his question.  “Hmm.  Well, as far as your question goes, there's a few ways to do it.”  She fidgeted a bit.  “I haven't actually done any of 'em, but y'know, you hear things.  And see pictures.  The normal way would be for you to get into it with one of us while the other one sort of helps out with spots that’re kinda awkward to reach.  Y'know, making it feel better.  I've always heard that being the one helping out is actually really hot, 'specially since the two who're doing the main event are supposed to give her a little, y’know, attention whenever they can, but, well...”

“But mares don't turn you on,” he finished for her, nodding.

“Right.”  She flashed him a smile.  “I might give it a try, 'cause you never know, it might be more fun that I'm thinking.  But I'll probably just stay on the sidelines, I can give the two of you advice since I've got a pretty good idea of what you like,” She waggled her eyebrows mock-lasciviously at him, and he responded by laughing and trailing a finger slowly down her back.  Rainbow caught her breath.  “Yeah, and you know what I like, too.  But Twi's not a pegasus; unicorns have different spots.”  No reason to tell him that the only reason she knew anything about what unicorns liked was because of a magazine she saw one time.  “And honestly, I'll be enjoying myself plenty watching the two of you have fun.”

“You wouldn't feel left out?”  He asked with a frown.

Rainbow laughed.  “What, you don't think I'd like watching two of my best friends, one of 'em the guy I love, and knowing just how good they're both feeling?  I don't think you realize just how hot that is.”  She shrugged.  “'Sides, I can always sneak in and steal a kiss from ya, even if I don't do anything else.  Twi won't mind.”

He gave her a sidelong look.  “You don't do public sex, do you?”

“Oh, heck no.  Sex is private, y'know? The only ones who should be there are the ones you're comfortable being intimate with.”  She licked his ear in a sudden motion, making him twitch and laugh again.  “Ha, oh man, I have no idea how I didn’t realize you were so ticklish there.  That’s gonna be fun later tonight.”

“Promise?”  He asked, wiggling his eyebrows.

She poked him in the chest with her forehoof, her eyes sparkling with mischief.  “Hey, we haven’t started yet!  What, did you already forget you’re supposed to be all shy and embarrassed?  I could… eep!”  Rainbow’s voice cut off with a squeak as Lero’s fingers tickled her belly.  She pushed his hand away, giggling.  “Oh, it’s totally on now!”  She tackled him, grabbing his neck with a foreleg and using her wing for leverage against the back of the couch to push them both off their seat and onto the floor.  “I’m gonna getcha this time!”

They hit the thickly carpeted floor with a soft thud.  Lero laughed, trying to squirm out of Rainbow’s grip.  “Wow, you’re feeling frisky tonight!”

“Yep!”  Rainbow nibbled Lero’s ear, drawing a slightly squeaky laugh and a renewed effort to wiggle free.  “Think about it.  I’ve been working all day but not hard enough to tire me out, and I just had a great big meal.  I’ve got so much energy right now.”  She blew into his ear, “And I think I know just how to burn it up.”

He finally managed to wriggle free from her grip, and they spent a few minutes tussling until she managed to pin him again.  She grinned down at him.  “I’m in the mood to play a little rough.”  His eyebrows climbed, and she caught her lip in her teeth, struck by a thought.  “Ooo!  We should totally make this a game!”  Rainbow grinned wider.  “Let’s come up with some rules!”  With rules, it could be both sex and a game she could win, and thus doubly awesome.

“Hey, Rainbow?  If we’re gonna play by rules, can I suggest one?”  She blinked, a little surprised, and cocked her head, waiting for him to speak.  “Er, how about ‘no biting’?”

Rainbow laughed.  She pretended to bite his shoulder through his shirt, just a light touch with her teeth without any pressure behind it.  “Grr!” she growled, mock-fiercely.  “That’s no fun.  How about just less biting?”  She liked to nibble a little when their games got more… intense.  Something about it just appealed to her on a deep level.  She liked his smooth skin, and for some reason lightly biting that soft, smooth surface just got her really excited.  She’d gotten a little overexcited and had bitten a little too hard the last time, almost breaking the skin and leaving a red impression of her teeth in his arm that had turned into a bruise, and she still felt seriously bad about that.  She’d be more careful this time.  Rough play might be hot, but hurting him wasn’t.

Lero fidgeted in her grip.  “Here, loosen up so we can talk, okay?”

“Sure.”  Rainbow released her hold and sat up, and Lero did the same.  “So, less biting.  Or not quite as hard, I can do that.  I really do feel bad about hurting you last time anyway.  What else?”

Lero glanced down at himself.  “Do you want me to go ahead and take my clothes off?”

Rainbow considered.  “Hm.  Nah, leave ‘em on.”  Her eyes sparkled.  “That’ll be part of the game, I think.”  She grinned.  “Okay, here’s what I’m thinking.  Wrestling match, first off.”  Lero nodded.  “Whenever one of us pins the other, the one that’s winning gets a bonus.  If I pin you, I get to take one thing off you ‘till you’re naked.”

He nodded again.  “Okay.  And when all my clothes are gone?  Or when I pin you?”

Rainbow licked her lips.  “Then whoever gets the pin gets to do whatever they want for, what, about thirty seconds before we start wrestling again?”

Lero’s dexterous fingers stroked his chin thoughtfully.  “Hmm… Anything they want is a little too much.  How about whatever they want without shifting position?”

Rainbow’s heart was really starting to pound with excitement.  “Ooh, yeah, that sounds better.  Means it matters how I- er, whoever, gets the pin, huh?  And the way to win is to get the other one to come first.  Winner gets to pick what we do next time we decide to play?”

A slow grin spread across Lero’s face.  “Sounds like fun.  And once the first one comes, the game is over and the loser gets the winner off at least once, how’s that?”  Rainbow nodded agreement.  No reason to punish the winner, after all, that’d kinda ruin the point of winning.  “Any rule for the wrestling?”

Rainbow shrugged.  “Nothing that hurts.  Not that I need to tell you that.  Tickling is totally allowed.”  She’d probably pay for that, but she wanted to get some back.

By his raised eyebrow, he was clearly thinking the same thing.  “Okay, then.  Whenever you’re ready to start…” He was cut off when Rainbow tackled him.

His ears really were ticklish.  Even more ticklish than Rainbow’s belly.  Three pins later, he was missing his socks and shirt and hadn’t managed to pin the pegasus yet.  She grinned at him, crouching for another pounce.  “You know, if your ears are ticklish, you gotta be ticklish somewhere else, too.”

“Maybe.”  He shifted around on his knees, keeping his center of balance low and getting ready to receive her next rush.  “If so, I’ll never ullp!”  Even though he’d been watching, her pounce took him by surprise.  He wasn’t able to get his arms in the way or grab her forelegs to keep her at a distance, and her chest crashed into his, bearing him over backward despite the fact that he weighed close to half again what she did.  She felt his hands scrabble at her wings and back, trying for a hold.  It was pretty darn arousing, but it wasn’t enough to stiffen her wings, and she twisted agilely to the side.  In close like this, her greater strength and quick reflexes made up for her lack of reach and weight.  A quick twist and duck slipped his attempted hold, a push and a slight pressure of her forehoof against his back, and she flipped him onto his front.  He started to twist his body to rise, but she darted in and nuzzled his ear roughly.  He gave a muffled squeak of surprise, a surprisingly high-pitched noise from a creature as large and deep-chested as he was, and twitched awkwardly, trying to shield his ear and losing his coordination in the process.  The distraction gave her the chance she needed, and she ducked her head under his arm, pulling it up and back so he couldn’t use it for leverage, planted one forehoof on his back and one hind hoof on the back of his knee, pinning him in place.  She laughed, panting slightly.  “Gotcha again, big guy.”

He struggled for a moment, then relaxed.  Chuckling wryly, he said, “Guess you did, Rainbow.  Wow, I’m pretty pathetic tonight, huh?”

She ducked her head, kissing his ear again.  He yelped and struggled, but couldn’t dislodge her.  She laughed again.  “You’re not pathetic, I’ve just found your weak spot.”  She licked her lips, looking down at him.  One more pin and he’d be naked, and then the real fun could start.  Of all the games they’d played, this was turning out to be one of the most fun; her heart was pounding, excitement was singing in every fiber of her body, and lust was filling her belly and groin.  She leaned down to whisper in his ear, “You know, I know you gotta be ticklish somewhere else.  You really should just tell me where.”

Lero struggled again, but with her superior position it was a hopeless effort.  He snorted.  “And why the heck would I do that?”

Rainbow giggled.  “ ‘Cause, right now, I’ve only got two targets, and I can’t reach ‘em at the same time anyway.  That means I can focus.”  She licked the edge of his ear to demonstrate and he squirmed again.  “Gimme another target.  You know me; I’ll want to hit ‘em all, and that’ll at least give you a better chance.”  She giggled again.  “I mean, you still got no chance, but it might not be quite so one-sided.”

He sighed.  “Okay, fine.  If you use a light touch, I’m ticklish under my arms, where the skin’s soft.  Rougher touch, poking harder, and I’m ticklish on my sides, a little under my ribs.”

“Really?”  She could swear she’d tried his sides before.  She shifted; he was more than solid enough for her to put her weight on the forehoof on his back without hurting him.  She dug the other forehoof into the soft spot under his ribs, firmly but not hard enough to hurt, resulting in a strangled “Eep!” and some wild twitches.  The pegasus laughed.  “Oh, man, guess you are!  Ha ha!  What’s this other spot, is it where you’ve got that hair under your arm?”

“Yeah,” he gasped.  “Aw, c’mon, Dash, have some mer- ahahaha!”  She extended one wing, gently brushing her feathers against the soft skin.  He burst out laughing, trying to shield himself but unable to do so with Rainbow keeping his arm extended with her neck in the crook of his elbow.  She grinned in satisfaction.  “Dash!  Mercy, mercy!  You win this round!”

She laughed, ducked her head to let him free, and stepped back, letting him roll over.  “Yup!  And that means the pants come off.”  He reached down to unfasten them, but she stepped up.  “Nope!  I’m taking ‘em off.  Hold still.”  Rainbow ducked her head down.  She liked taking his clothes off, and she’d practiced a bit on removing his pants, which were the most difficult part.  That probably explained why it was her favorite part of disrobing him.  Gripping the waistband with her teeth, she carefully used her forehoof to push the button through the buttonhole, then shifted her grip to the zipper.  After that, it was easy to slide the pants off using her forelegs, since she liked to sort of hug his legs while she did it, even if doing so made her look a bit awkward, scooting back with her hindlegs with her butt sticking up in the air.  He was left wearing only the thin shorts he wore under his pants, the purpose of which Rainbow had never understood.  Clothes under clothes, what was the point?  No one ever even saw these, so why did he wear them?

With the thin shorts, it was easy to see that Lero was already getting pretty hard, and Rainbow chuckled.  She had this game in the bag.  She’d added the extra steps she’d need to go through to get him naked in order to give him a chance to tease her; when foreplay wasn’t factored in, he tended to come a lot faster than she did, and she’d wanted to give him a more even chance.  With the extra edge she’d gained by tickling him, though, he hadn’t had a chance to do anything to her yet, and she was confident she’d get him to come first.  They’d tried a couple of times, out of Rainbow’s curiosity more than anything else, to see who took longer to orgasm.  Just enough foreplay to get them both ready to go, then sliding together and going at it.  He’d come first, both times, which made her realize just how much extra effort he went to during their normal lovemaking.

He was gonna come first this time, too.  Poor guy didn’t stand a chance.

Rainbow licked her lips.  “Not much left, there.  Better step up your game, or you’re gonna lose big time.”

“Pride goeth, Dash.”    He got back up, braced on his knees to receive her next rush.  “Bring it.”

She smirked, circling sideways.  “Yeah, whatever.  You know I’m gonna win.”  She darted forward suddenly, but this time he was quicker.  His hand flashed out, grabbing her foreleg just as she set it down and pulling it forward.  She slipped, unable to recover, and one of her rear hooves slipped as well when her center of balance shifted.  Lero pulled her forward, grabbing her other foreleg, and she sprawled onto the soft carpet.  He dropped down atop her, his weight pinning her to the ground.  She tried to get her hindlegs under her to flip him off, but one arm swept under her belly and pulled both hindlegs out behind her while the other held her foreleg, preventing her from getting her chest off the ground.  Rainbow struggled for a moment, but she was well and truly pinned this time.  Lero was laying on her back, his hip next to her head, his right arm stretched behind him holding her foreleg extended and his left arm wrapped around her hindlegs just above the knees, keeping her from drawing them up.  It wasn’t exactly a dignified pose for either of them, but that was how wrestling worked a lot of the time.

“Urk,” Rainbow said, glad that she at least hadn’t ended up with her face in the carpet, “okay, you win this round.”  Her heart started pounding harder.  “Guess you get to play for a little while.”

“Okay, then.”  He released her foreleg, allowing her to shift into a slightly more comfortable position.  He didn’t release her hindlegs, though, keeping them pointed straight back behind her.  His free hand slid all the way up her body, along her shoulder, trailing between her wings, then slowly dragging along her spine up to the base of her multicolored tail.  She shivered in pleasure at the caress.  His fingers wrapped around her tail close to the base, gripping lightly, and lifted it up, leaving her hindquarters exposed.  Her tail twitched involuntarily in his hold.

“Hey!  No fair going straight for my privates!”  Rainbow exclaimed, trying to look over her shoulder.  Despite the protest, she didn’t actually object, but, well, if she could slow him down it would help make it easier to win.

“Oh, that’s not my plan,” he said a little huskily.  His body bent, and she felt his breath on her hindquarters a second before she felt the contact.  She twitched again as his tongue explored the little hollow beneath the base of her tail.  The little spot was surprisingly intimate, and she hadn’t even realized how good it could feel before one of their previous experiments discovered it.  There was almost no hair there, just soft skin where the top of her buttocks joined the base of her spine.  She bit her lip, trying not to make any sounds that might indicate just how good it felt as his hot, damp tongue stroked slowly in the little hollow.  Rainbow shivered as a drop of saliva ran slowly down the crack between her buttocks, over her anus and continuing down over her vulva.

“Oooooh, dangit,” she breathed, as her wings spread involuntarily.  She heard a laugh, and felt a gust of warm breath against her hindquarters.  His tongue wiggled in the little spot under her tail, and she squirmed a bit, her wings stiffening further.  Argh, I didn’t think about that.  She should have; it always happened, wrestling with him tended to get her aroused fast, and that made her a heck of a lot less flexible.  She felt kinda dumb for forgetting about it.  Okay, I’m still gonna win.  It’s just gonna be closer.  And more fun.  He tugged on her tail, very gently, while the tip of his tongue pressed into the base, and she wiggled against his hold again.  Ohhhh, that feels amazing, though.

“That’s about thirty seconds, big guy,” she said, trying to control her breathing and sound calm.  “Time to let me up for the next round.”

“Aw.”  He sounded disappointed, but he loosened his hold all the same, and Rainbow pushed herself up.  She swished her tail against his face flirtatiously, and took a few steps away to get in position for her next attack.  The pegasus rolled her hips a bit as she walked, watching his eyes follow her backside as though locked to it.  She grinned and turned to face him again.

Her wings refused to fold, but she braced herself for the next rush nonetheless.  Her body was quivering a little, excitement sparkling across her nerves.  “Ready?”  She asked, a little breathlessly.

“Yep.”  He set himself, spreading his arms.  She could see his excitement bulging the thin shorts he wore.

She rushed him again, and a wild scrabble ensued.  Her distraction trying to decide where to tickle him and the reduced mobility of her extended wings keeping her from gaining a decisive advantage, and he was able to slide his hand around under her belly and tickle her instead.  She squealed in delight and dismay, flailing her legs in an attempt to push him away.  He used that distraction to lift her bodily off the ground and thump her back down on her back.  She managed to get a hindleg in a position to knock a knee out from under him, and he flopped down awkwardly atop her.  A short scramble later, and they wound up tangled together on the floor, neither able to move without the other letting go.

Rainbow panted, sweat starting to dampen her coat from exertion, and tried one more time to get loose so she could pin him.  Failing to do so, she said, “Well… I can’t move.  Can you?”

Lero shifted, but she kept her hold.  “Nope,” he responded, “I’m pretty much stuck.  Uh… so what do we do for a draw?”

“I dunno,” Rainbow said, frowning.  She hadn’t even anticipated the event of a draw; this almost never happened.  “Well… I guess we both kinda won.  And we both kinda lost.  So, uh, I’ll take those shorts off you, and then you get to play with me.”  She smirked.  “I’ll even give you a minute instead of thirty seconds.  That was a good match.”  Rainbow was feeling generous; this was a ton of fun.

“Ha!  Okay, sounds good.”  They carefully disentangled their limbs, finally separating, somewhat to Rainbow’s regret.  She’d kinda enjoyed the feel of his limbs tangled up with hers.  Still, this would make up for it.

She sat up, looking at Lero with a smoldering gaze.  “I go first.  Time to get you naked.”  Rainbow advanced on him slowly, her eyes locked on his.  This was actually the best bit about him wearing clothes: taking them off.  She could have removed them with her forelegs as she had his trousers, but instead she took the waistband in her teeth and slowly backed up, pulling the thin shorts along with her and sliding them off his legs.  His penis stood erect, nice and hard. That would be fun, the next time she pinned him.

She tossed the shorts aside and sat down, and Lero got up on his knees and leaned forward, catching her chin in his hand.  He kept his eyes locked with hers as he leaned forward further, until their lips met and her eyes drifted closed.  Her tongue pushed into his mouth before his could do the same to her, and his breath was hot as they kissed.  After an endless few moments, they separated, and she opened her eyes again.  “My turn, love,” he said with a smile.

Rainbow grinned.  He didn’t call her that often, and it made her heart skip a bit when he did.  “I guess it is,” she said huskily.  He pushed forward, chest-to-chest with her, embracing her and lifting her up and back.  Her center of balance shifted back, and further back as he moved forward, finally laying her gently on her back  on the soft carpet.  “Okay,” she said, excitement making her start to quiver again, “you got a minute.  Have fun.”

“We both will.”  His mouth descended to her belly, his lips circling her nipples with kisses.  Her back arched; she didn’t know why he liked her nipples so much, but she wasn’t going to fuss.  He kissed and nibbled slowly, and she felt his soft fingertips find her vulva.

She couldn’t keep a quiet ‘ooooh’ from escaping her lips.  Her tail twitched, and she felt it brush against his arm.  It didn’t slow him any.  His fingers stroked along her privates while his mouth teased her nipples, and his fingers finally slipped inside her.  Rainbow felt the pleasure building within her, though she wasn’t all that close to orgasm yet.  She writhed with delight, as his fingers stroked in and out.

A while later, Rainbow’s eyes popped open.  “Woah!  Hold up!  You were only supposed to get a minute!”

He looked up at her from her belly, his fingers still inside her.  “Has it been a minute?”  He asked, grinning.  “I lost track of time.”

“It’s been… mmm… It’s been longer than a minute!”  Rainbow exclaimed.  “C’mon, you’re done for now, it’s time for another match!”  His fingers slid out, and she took a deep breath, trying to relax herself.  It only partially worked, and she could still feel a tingle in her nethers.  Continuing to take deep breaths in an effort to push her arousal aside, Rainbow carefully rolled herself over, wincing as her stiff wings got in the way, and stood, her legs quivering a bit.

“Ready for the next bout?”  Rainbow asked, licking her lips and eyeing him hungrily.

“Absolutely.”

She grinned and drew in a breath as though to speak again, but she was bluffing.  Instead, she darted forward, taking him by surprise.  A brief struggle later and she pinned him face first on the carpet again.  “Gotcha,” she breathed in his ear, rubbing against his back and buttocks.  The feel of his smooth skin on her fur was something she never got enough of. “And you’ve got no clothes left.  You know what that means.”

“It means I’m yours for the next thirty seconds,” he confirmed.  “Have fun.  I know I will.”

She growled softly in his ear.  “Yeah.  Here I go.”

Rainbow paused.

She realized suddenly that pretty much all of his fun bits were on the front.  And he was currently lying on his front, which was going to make reaching anything fun… difficult.

Lero looked over his shoulder, smirking at her.  “Stumped, Rainbow?”

She shook herself.  “Not even!”  Something occurred to her.  “Hey, if this is uncomfortable, tell me, okay?”  She rolled him a little to the side and slipped a forehoof under his body.  She started carefully stroking his erect member with the soft base of her hoof, being very careful not to touch him with the hard part that supported her weight when she stood.  She was being especially careful, since it had been a while since she’d trimmed her hooves and she’d spent a lot of time on the ground lately, so there were a lot of chips and nicks in the hard hoof surface.  Horseshoes would have helped avoid that, but Rainbow had always hated the things and never wore them.  They were so blasted heavy, and really not practical for anypony who didn’t do a lot of work with their hooves. Rainbow was pretty sure that he wouldn't enjoy having the hard, chipped surface of her hoof touch him in such a sensitive spot, but with a bit of focus she was able to keep stroking his member with the soft base.  His body tensed a bit underneath her.  “That feel okay?”

“Yeah,” he said, a little tightly.  “Yeah, it feels good.”

“Awesome.”  She picked up her pace a little, stroking as fast as she could while still being careful not to slip.  She nibbled on the back of his arm a little, too, growling playfully and being careful not to bite too hard.

All to soon he spoke up again.  “Okay, Rainbow, that’s about thirty seconds.”  His voice was a little strained, she was delighted to hear.

They continued like that for a good long time, their wrestling becoming less and less coordinated as their mutual arousal grew.  It also affected their timekeeping, both of them losing track of time at various points when the other was taking their thirty-second free time, which often wound up lasting considerably longer than thirty seconds.  Lero paid close attention to her nipples, upper shoulders, and hindquarters while she concentrated on his nipples and genitals.  Several times, she even pinned him faceup so she could straddle him and take him inside her.  She figured that was worth the extra arousal it gave her, since she was already ahead anyway, and it just felt so darn good that she was willing to risk the extra stimulation.  Rainbow was actually starting to feel good enough that the first wisps of doubt began to intrude on her mind.  She knew he was getting close to climax, he had to be, but she was starting to head in that direction, too.  The exertion and excitement of the contest were turning her on even more than she’d expected.

She’d just pinned him again, and was stroking his member with her forehoof, unable to reach him with her mouth and keeping him in place with  her hindlegs wound around one of his.  Her rear hooves rubbed slowly against the shin of his trapped leg, enjoying the intimacy of the feeling.  She felt a tremble in his body, getting stronger as he got closer to his peak.  “I… I think you’re about to win,” he gasped.

“Told ya I would,” she growled happily into his ear.  She could feel his member twitching against her hoof, and knew he  was right at the edge.  Rainbow ducked her head a bit, biting lightly at the spot where his neck and shoulder met.

She’d always suspected he enjoyed her little love-bites.  He’d only ever told her to stop when she was getting too rough; while he grumbled a bit about bite-marks afterward, he’d never spoken a word of complaint during the act, so long as she was gentle with her nibbles.

His reaction pretty much proved that suspicion.  His body stiffened ecstatically, and with a grunt, he came.  Rainbow grinned, still keeping her teeth lightly fastened to his shoulder, and kept stroking with her forehoof, though she slowed the pace.  He always tried to prolong her orgasms, and she felt it was only fair to return the favor.  Especially since she’d just won the game.  She watched in satisfaction as the milky fluid spurted onto the carpet, her own loins surging a bit at the sight.  Whoo, that was closer than I thought it’d be, she thought, pushing back the excitement that sparkled through her.

He finally relaxed, and Rainbow released her hold.  He sat up, breathing hard, and turned to her as she licked a few stray drops off of her forehoof.  “Well, you win,” he told her with a smile.  “And I guess I made kind of a mess.”

The pegasus shrugged, wings stiff and quivering.  “Eh.  We can clean it up later.”  She looked at him through half-lidded eyes.  “Right now, you’ve got something more important to do.”

“Right.”  He laid his hand on her stiff wing, stroking her feathers gently.  “Time for the winner to get her prize.”  He licked his lips, and she felt the heat in her nethers intensify.  “Come on, lets go into the bedroom.  You ought to be nice and comfortable while I give you the attention you deserve.”  He cocked his head.  “Did you burn off all that extra energy, by the way?”

“Most of it!”  She replied with a happy smile.

“Well, then, let’s see if we can get rid of the rest, shall we?”

Rainbow led the way back to the bedroom, casting sultry looks back over her shoulder.  I'm gonna have to remember that game.  It was awesome, she reflected, heart pounding in delicious anticipation.  This is gonna be fun


Dinner For Three

Rainbow woke the next morning when Lero climbed out of the bed.  She cracked one eye, noting the gray light of dawn pouring through the windows.  She grumbled, tucking her head under her wing and burrowing deeper under the covers, and mumbled, “Mmf.  Five more minutes.”

The pegasus heard a quiet chuckle.  “Take as long as you want.  I’ve got an early shift today, though, so I’ve gotta go.”

She grumbled again.  The sheets and blankets, still wonderfully warm from both her body heat and his, were so seductively comfy.  Pegasi might not feel the cold, (else they’d likely freeze at their preferred altitudes) but that didn’t mean she couldn’t feel the comfortable warmth of the bed.  Still, she had stuff to do this morning, plus she needed to go by the library and see Twilight.  She pulled her head out from under her wing, blinking owlishly in the dim light from her cozy nest of blankets and pillows.  Lero was in the closet, already pulling on his clothes.  Rainbow sighed.  She so preferred the days when neither of them had to do anything in the morning, and they could wake up gradually, spending some time drowsing and snuggling while the light in the bedroom slowly got brighter.  And sometimes having a little fun once they’d woken up enough.

Rainbow pushed herself up into a sitting position, stretching her back and her wings and blinking blearily.  So early…  Have to get up, but don’t want to…  Lero glanced at her over his shoulder.  “You can stay in bed, Rainbow.  Just because I’m getting up early doesn’t mean you have to.”

The pegasus yawned, rubbing her eyes and fanning her wings to help wake herself up.  “Nah, I’ve gotta clean up after the rain last night.  ‘S gonna be all humid, and there’ll be some clouds still hanging around that we need to get rid of.  Plus, I need to talk to Twilight and set up that date.  You’ve still got tomorrow off, right?”

“Yep,” he said, pulling his shirt on.  “And there’s no one needing a handyman, so I’ve got pretty much the whole day free.”

“Cool.  Oh, um.”  She blinked, brain processing a bit slowly still as she stared at his simple grey shirt and tried to remember what had just pinged in her head.  She scrubbed at her eyes again.  “Oh, right!  You’ve got some, y’know, fancier clothes, right?”

“Oh, yes.”  He chuckled.  “Rarity came by the spa less than a week after I started working there and asked if I’d be willing to trade a nice suit for a free massage.  She said she’d been wanting to pick my brain on what I remembered of human formal wear, and I thought, you know, why not?  It wound up being a really nice suit, so nice that I felt like I was ripping her off.  I wanted to pay her for it, but she argued with me and we finally settled on two more free spa trips.  I still felt like I was ripping her off, but that’s as low as I could get her to go.”

Rainbow shook her head in disbelief.  “Wow.  No wonder you’re so bad at haggling; you do it backwards.”  Three free massages from the human was actually worth a fair amount; between the strength and dexterity of his hands and the fact that he was the only member of his species in the world, his talents were in high demand among the rich.  Aloe and Lotus had sent him to Manehattan before he started at the spa, to be taught by the highly-acclaimed griffon masseuse, Gretna Bluntclaw, and he’d picked the skill up extremely quickly. He’d refused to raise his fees above a certain level, insisting that he didn’t want to deal only with the rich, but it was still a fairly tidy amount.  And since it was well within the reach of most of Ponyville’s citizens, his schedule was always booked weeks in advance, sometimes as much as a month.  The spa owners had tried to convince him to come in more, but he really liked the handyman jobs he’d started with and still spent a couple of days a week helping out around town.

Lero laughed again.  “Yeah, guess so.  It’ll be nice to have a chance to wear that suit, though; I don’t think it’s come out of my closet since Rarity gave it to me, and I actually do like it.”

The pegasus stifled another yawn.  “I kinda want to see it, now.  Uh, do you have any restaurants in mind?”

“Any of ‘em but the Bale.”

Rainbow laughed.  “Aw, come on!  I thought you loved the Bale!” she teased, knowing full well that there was nothing that restaurant served that he could eat.

He gave her a level look.  “Everything at the Bale is made from hay.  Even the drinks.”

She stuck her tongue out at him.  “Fine.  No Bale.  Don’t worry, I know what you like.  See you this afternoon?”

“Absolutely.”  He bent down and kissed her, brushing her sleep-tousled forelock back out of her eyes.  They smiled at each other, and he waved goodbye as he stepped out of the bedroom.  Rainbow stretched some more as she heard the front door open and shut, and finally forced herself to get up off of the bed, regretfully leaving the comfortable tangle of sheets behind.

A quick glance at the sky when she stepped out the door assured her that she didn’t need to start work on the weather right away.  The shreds of last night’s rainstorm still lingered, but they weren’t threatening to clump up again.  At least, not yet.  And the extra humidity in the air wasn’t hugely unpleasant; it’d clear out when she cleared the remaining clouds.  Plus, none of the other weatherponies were up there working yet, (probably because they all knew the boss tended to sleep late) so she didn’t have to feel guilty about going to the library first.

The quick flight across town to the library helped wake Rainbow up further, the mild exertion getting her blood pumping a little faster.  She landed in front of the big hollow tree, noting the light on in the main room.  Rainbow tried the front door, finding it unlocked, and poked her head in.  “Hey, Twilight, you up?”

“Yes, I’m over here,” Rainbow stepped inside, glancing around the stacks of books on the floor large enough to hide a pony behind.  “Over at the desk!”  The pegasus followed the voice of her friend, finally locating her at a desk so heaped with books and scrolls that it might have been intentionally constructed as some kind of paper-walled fort.  Twilight didn’t glance up from the scroll she was scribbling on.  “One second, please.”

“Sure thing.”  Rainbow glanced around.  The library was an even bigger mess than she was used to seeing; Twilight must not have been kidding about having a project to work on.  Poor Spike was gonna have a heck of a job to do once he woke up, and Rainbow wondered if Twilight had actually gotten any sleep last night.  “Wow, this place is a wreck.”

Twilight ignored her statement, her writing quill flicking quickly across the page, pausing occasionally to dip in the inkwell.  Finally, she finished, placing the quill carefully on the desk and looking up, the purple glow fading from her horn.  “Good morning, Rainbow Dash!  My, you’re up early.”

Rainbow snorted.  “Yeah, and so are you.  Or are you up late?”

Twilight gave an airy wave of her forehoof.  “I got some sleep last night.  I just got up really early because I had this dream that pointed me exactly at what I needed to look for!  I just needed to invert the third thaumic resonance frequency of…”

“Woah, Twilight!”  The pegasus interrupted.  “You don’t need to explain, ‘cause I’d never get it anyway.”

“Oh, yes, it is rather complicated.”  Twilight blinked, her large violet eyes going distant for a moment.  “Oh!  Right!  Yes!  You were going to ask Lero if he’d be interested in a date!”  The unicorn’s expression turned hopeful.  “What did he say?”

“He said yes.  So we’re good to go!”

Twilight sat up on her haunches, tapping her forehooves together excitedly.  “Ooooh, I’m so happy to hear that, Rainbow Dash!”  She beamed at the pegasus, who returned the smile.  “Wonderful!  What day are you both free?”

“The big guy’s got a day off tomorrow.  That too soon?”

“No, no, not at all!  Tomorrow would be perfect!”  Twilight’s horn glowed again, and a violet aura engulfed a nearby blank piece of parchment and her writing quill, both of which levitated out in front of her.  “How does six o’ clock sound?”

“Sounds fine to me,” Rainbow said, cocking an eyebrow in amusement.  She isn’t seriously going to… yes she is, she’s actually writing it down.  That’s hilarious.  “He didn’t suggest any restaurants, but Crispy’s is a good bet, if you’re cool with it.”

Twilight cocked her head.  “Crispy’s, that’s the place over on Peppermint Lane that caters to pegasi, right?”

Rainbow nodded.  “Yeah, that’s the place.  He and I go there all the time; it’s the only place in town that has fish.”  In a town whose population was composed primarily of earth ponies, it was not easy to find fish.  That had actually been a major concern of Lero’s early on; humans evidently needed some source of animal protein to be healthy, and the fact that pegasi tended to like fish had been a lifesaver for the poor guy.  It had also helped get Rainbow and several of her friends on his side; somepony had asked him if there was any chance his diet could make him dangerous, and he’d been so visibly horrified at the thought of eating anything that could talk that she’d immediately warmed to the strange-looking alien.  When she’d asked if fish would work, he’d been both visibly relieved and grateful for the suggestion.  With Rainbow’s help, he’d made arrangements to buy from Crispy Carrot’s supplier, and he visited the restaurant fairly often.  Most of Ponyville’s pegasi visited the place occasionally, too, especially the ones who rarely travelled.  “And it’s not just a pegasus hangout.  I see earth ponies and unicorns in there all the time, their food’s pretty good.”

The unicorn chewed her lip hesitantly.  “Well… it’s not very fancy, though. Are you sure?  I’d be happy to take the two of you to one of the really nice places!”

Rainbow shrugged.  “If you really want to.  He doesn’t really like most of the fancy places, though.”  Not that there were all that many, in a town this small.  “I suggested it ‘cause I know he likes it, but if you want to go somewhere else he’ll probably be fine.”

Twilight tapped her nose with the quill, thinking.  “You’re sure he likes it?  I don’t want to make a bad impression.”

“A bad impression?”  The pegasus laughed.  “Twilight, you’ve been friends with him as long as he’s been here, same as me.  I don’t think you’ve gotta worry about him thinking less of you ‘cause you took him to a restaurant he likes instead of a fancy one.”

Twilight nodded decisively.  “All right, Crispy’s it is, then. You like it too, right?”  At Rainbow’s nod, she jotted down something else on the parchment.  The pegasus had to suppress a laugh.  Does she seriously think she’s not gonna remember?  “I’ll meet the two of you at Lero’s house tomorrow, then?”

“Sounds like a plan.  I’m looking forward to it.”

“Oh, me too!”  Twilight grinned happily.  “It’s been forever since I’ve been on a date!  Thank you, Rainbow Dash, this is going to be so much fun!”  The unicorn pulled her friend into a close embrace, which Rainbow warmly returned.  As they broke the hug, Twilight gave her a kiss on the cheek, much as she’d done the day before.  And, as before, Rainbow found herself smiling.  There weren’t a lot of ponies that she’d let do that, but Twilight was definitely one of them.

“Aw, you don’t need to thank me, Twilight.  It’ll be fun for me, too.”  Rainbow wagered that it had been a heck of a lot longer since her last date than it had been since Twilight’s.  “I’ve gotta go take care of some weather stuff.  See ya tomorrow!”

“It’s a date!”  Twilight said, grinning, as the pegasus trotted back outside.

***

Late the next day, Rainbow flew back up to her cloud home to get ready for her date with Twilight.  Lero was probably already getting ready, it took guys a while.  She was actually really looking forward to seeing how he looked when he got dressed up; he looked so darn sexy with his clothes off that she really wanted to see how good he could look when he was trying.  She was going to get dressed up, too; Rainbow Dash wasn’t Applejack, and she liked to at least try to look pretty sometimes.

She glided through the spacious halls of her home, reflecting that she hadn’t been spending much time here in the last couple of months.  She’d built this house herself, assembling it Cloudsdale-style bit by bit until it had become the mansion she’d been proud to call home, but, well, her coltfriend couldn’t exactly visit her here.  It was the one downside of her relationship.  She wouldn’t trade him for anything, but she did kinda wish he could come up to her home.  Instead, she’d all but moved in with him, and she wondered what she was going to wind up doing with this place, since this relationship really felt like a permanent one.  She could move it, set it up over his home so it’d be closer… but she’d still be spending most of her time closer to the ground.  Odd that the filly who’d always disliked the feel of dirt on her hooves had wound up spending so much time landed.  Oh well, guess that’s what love does, she reflected with a quiet smile.  Maybe she could trade this place to one of the other pegasi in town.  Trouble was, most of them came from ground-dwelling families, and had never really understood the appeal of living up in the clouds.  Cloudsdale natives were rare out here.

Rainbow shrugged to herself.  I’ll find something to do with it.  The relationship she’d found was worth some changes.  She thought of the way he smiled at her, the amazing feeling of making love to him, and most importantly, knowing that there was someone she could absolutely, unreservedly trust.

She finally reached her bedroom, and went immediately to her closet.  There wasn’t a lot in there, but there was some stuff she thought she looked good in.  She dug around, looking for her favorites.  A pair of gold hoof-socks, with lacing that wrapped around her hind legs up to the first joint, pretty much the same as the ones she‘d worn to the Gala except these were made for her back hooves.  A sort of off-the-shoulder multicolored cape that went with her mane and tail but didn’t get in the way of her wings.  A slender gold circlet, reminiscent of the crown she’d won at the Best Young Fliers’ competition, and a slim necklace that went along with it.  She tossed her various items of clothing onto the bed and trotted into the bathroom.

It actually took her a couple of minutes to find her brush; she almost never used the thing, preferring to simply let the wind straighten out her hair as she flew.  Finally, she located it, squirreled away in a cabinet she never used.  How the heck did you wind up there?  Stupid thing.  She stuck her hoof through the loop on the back and set to work, grimacing as she tugged at the recalcitrant tangles in her mane.  The pegasus rather wished, just for a moment, that she was a unicorn.  Unicorns could braid their own darn hair without having to use tools and skills that she flat-out didn’t have, and she kinda thought she’d look good with her tail braided, the various colored stripes threading around each other.  She’d never gotten around to actually seeing what it looked like, but she really thought the effect would be nice.

A bit of wincing and tugging later, she finished with her mane, looking in the mirror with some satisfaction.  It always looked so much longer in the back when she brushed it, for some reason.  She nodded to her reflection, pleased with the effect of the cooler-colored stripes spilling down her shoulder, and set to work on her tail.  That was much easier for her to reach and work with, and brushing it didn’t involve the awkward stretches and shoulder-twists that brushing her mane required.

No longer needing the brush, she tossed it aside and immediately forgot about it again.  She checked her feathers, just in case, but those didn’t need any extra work.  Unlike her mane and tail, her feathers had a strong impact on her aerial performance, and she worked diligently to keep them in good shape, preening them at least once a day.

Putting her clothing on took considerably less time than had been consumed by that darn brush.  Getting the ribbonlike laces wound around her hind legs took the longest, (and required a frustrating three tries to get right) but even that was fairly quick.  Finally done, she gave herself another look in the mirror.  Not bad, Rainbow, not bad.  Oh, sure, Fluttershy still looked about ten times better without even getting dressed up.  And about a thousand times better when she did dress up, but Rainbow wasn’t jealous.  She checked the hoofsocks one last time, wiggling her hooves around and bending her knees and ankles just to be sure they were secure.  Rainbow kinda wished she could put her foreleg set on as well, but those were freaking impossible to put on by herself.  Like, the real kind of impossible, not the kind where she could just grit her teeth and try harder and manage to do it anyway because she was just that cool.

She shook herself out of her thoughts and ran her gaze over her reflection, trying to think of anything she might have missed.  Lookin’ pretty good there, she thought, satisfied with the fit of her leggings and cape, and the slight glint of gold from her forehead and neck that she thought went well with her cyan fur and rose-colored eyes.  That glint nudged something at the back of her mind, something she’d forgotten about.  What the heck does that remind me of…  She stared hard, trying to remember.  Oh, right!

She ducked back into her closet, going all the way into the back to retrieve a small box that had been back there for a long time.  She set it on her bed and flipped the lid open, and stood there staring at the contents, chewing her lip as she debated with herself.  Should I?  Nah, this is too much.  But they go with the other stuff I’m wearing…

A couple of years back, during a visit to Cloudsdale, Rainbow had come across a jewelry vendor selling some pretty nice stuff.  This box had been one of the things in his store; a set of gilded false-feathers designed to sit amongst a pegasus’s natural feathers.  They were mostly an upper-class thing; they screwed with a flier’s airflow and made it harder to fly, but they provided a really gorgeous highlight to her wings.  And, well, that salescolt had made a really good pitch, and he’d been really cute and kinda flirty, and Rainbow had wound up buying the things, much to her later chagrin.  She’d never actually worn them; they were hilariously impractical for a working pegasus, and she hadn’t been to any events where she’d been both sufficiently dressed up to warrant the gilded pseudofeathers and where she expected not to fly much.  But, well, this date kinda qualified.  She wouldn’t be flying around too much since both of her dates were groundbound, so some reduced capability wouldn’t have any impact, and she was trying to look good…

Feeling daring, she picked one of the longer ones out of the box, spread her wing out a bit, and tucked it into the outer feathers that were about the same size.  The little wires protruding from the shaft of the false feather fit between the feathers on either side, keeping it reasonably firmly secured.  It still fit fairly comfortably, as it had when she’d hesitantly tried them on in the store, and she had to admit the gold amongst her cyan feathers actually did look pretty good.  At least, she thought so.  Well… I’ll just see how they look, she thought, and went ahead and tucked the ones that were supposed to go on the right into the feathers of her right wing.  She spread and folded the wing several times, making sure they wouldn’t fall out, and bit her lip again.  Eh, what the heck.  I’ll put ‘em on and see what Lero thinks; if he thinks they’re goofy I can just take ‘em back off and leave ‘em at his house.  She quickly fit the rest of the false feathers into her left wing, and ducked into the bathroom for a final look in the mirror.  The pegasus had to admit that she really liked the effect, with the gold highlights glittering in her wings, and really, really hoped that she didn’t just look silly and couldn’t see it.

It had taken longer than she’d planned, but she still had plenty of time, and figured that Lero would be a while still getting ready.  She could just hang out at his place until Twilight came by to meet them.  Rainbow hopped off of the cloud, gliding slowly down to the human’s home so as not to mess up her mane or tail; she didn’t want to waste all the time she’d spent brushing!

Rainbow also had to admit she was really curious about what this suit of Lero’s looked like.  Her imagination had invented about a bazillion possibilities, ranging from really minimalist things that left most of his pinkish skin exposed all the way to huge fabric tents that enclosed him completely and left only his eyes peeking out like a mobile tipi.  He probably would have showed her if she’d asked, but she was having so much fun speculating that she preferred to just imagine possibilities instead of doing something so boring as asking.

She landed on his doorstep and folded her wings, pleased that the pseudofeathers still fit well after the fairly long glide.  To her shock, she found Lero sitting in his living room reading a book, already dressed and ready.  He looked up as she entered, and blinked.  “Wow, Rainbow.  Wow, you look… really good.”

“So do you,” she said, her eyebrows climbing.  “Hey, could you stand up so I can get a good look?”  He did so, setting his book aside, and she admired what was in fact a very nice suit.  It was close-fitting though not especially tight, made of dark fabric, either really dark blue or black, and it covered him even more completely than his normal clothing did.  Most of what he wore left his arms bare, and sometimes his lower legs as well, but this outfit covered his arms and legs, leaving only his head and hands not covered by cloth.  The trim incorporated what looked like fine silver wire, and there was a row of silver buttons down his chest.  A short cape hung from his shoulders, falling to a little above his knees.  The cut and color of the suit emphasized his height and his broad shoulders, making him look even bigger than he actually was.  It also looked slightly intimidating… and darn sexy, at least in Rainbow’s opinion.  The feather braided into his hair fit oddly well.

“Wow, dude.  You weren’t kidding about that being a nice suit.”  She blinked at him in surprise, feeling a slight tingling in her nethers.  She bit her lip.  “Oh, dude, you’re so gonna be in charge when we get home tonight.”

Lero grinned.  “That good, huh?”  She nodded enthusiastically, and he ran his eyes over her.  “You look pretty good yourself, Rainbow.  I don’t think I’ve ever seen you wear your mane like that before, and I really like the way those Roman sandal looking things emphasize your legs.”

Rainbow grinned back.  She had no idea what “Roman” or “sandal” was, but that didn’t really matter.  She knew he liked her back legs and butt, and she’d picked those socks because they drew attention to what he liked.  She might personally think it was a little weird, since her legs were way too skinny and muscular to be pretty, but she wasn’t going to argue with him.

The thought of “a little weird” sent her mind wandering in some interesting places.  “Uh, Lero?  Just had an idea.  You know how I just said I wanted you to be in charge tonight?”  He nodded, and she continued, “Well…  What do you think about playing a little pretend?”

His eyebrow climbed interrogatively.  “Well, you won the game the other night, so you do get to pick.  What kind of pretend?”

She felt her face heat a bit.  “Well… you look kinda intimidating dressed like that, and I was thinking… Y’know, we could both pretend to be, like, characters.  Acting, y’know?”

Lero’s head tilted.  “I think I follow you,” he said cautiously, “What kind of characters did you have in mind?”

She caught her lip in her teeth again.  “Well, like, you could be the evil warlord’s son.  You know, who’s been sort of her enforcer, done her evil stuff when she was busy, but deep down you’re not actually evil.  You’re not really happy with what you do, but you’re good at it, and she’s your mom so you do it ‘cause you love her.  But you’ve got this secret thing for the hero…”

Lero laughed.  “Here, let me see if I can guess, huh?  You’re the noble hero, the warlord’s arch-nemesis who’s fought for years to put a stop to hi… to her villainy, but you’ve finally been captured and brought to the warlord’s fortress.  You and the warlord’s son have sparred for a long time, neither able to get the better of the other, so I come down to the dungeon to gloat.  But we finally realize that we’ve been in love for a long time, you appeal to me to start a new path and be better, finally convincing me to turn on the warlord and make the world a better place, and we have a passionate encounter before I help you escape the fortress?”

Now it was Rainbow’s turn to laugh.  “Ha ha, I didn’t realize you’d read it!  Otherwise I’d’ve just said ‘we could play out the dungeon scene from Silverwing!’”  Twilight had given her that book shortly after she’d finished the Daring Do series, telling her that if she liked the Daring Do books, she’d probably like Silverwing, and oh boy had she ever been right.  It had been packed with adventure, action, great fight scenes, and good-versus-evil hero stuff, and Rainbow had loved the main character, the pegasus knight Silverwing.  She was just so awesome.  Rainbow had pretended to Twilight that she’d skipped the love scene in the dungeon with the warlord Ebonhorn’s son Hammer Strike, but in truth she’d actually read it several times.  She’d thought Hammer Strike was dead sexy, evil and all, even before she’d gotten to that scene.  Tough, smart, honorable, in a lot of ways he’d been like an evil guy version of Silverwing.  And man that scene in the dungeon had been steamy!  “Um, I’m not sure you’re remembering right, though.  Silverwing’s only been fighting Ebonhorn for like a year by then.  And you don’t really turn on her right then; I just convince you to leave and later you decide to help me.”

Lero grinned.  “I actually haven’t read that particular book.  There have been… shall we say a few like that written where I come from too; I was actually generalizing.”

The pegasus blinked in surprise.  “Wow, really?  You were scary-close, then.  And that scene’s really hot, I think it’d be a load of fun to do.”

“Sure, I’ll give it a try.”  He gave her another long look.  “How in the world do you manage to look so much sexier with clothes on than you look naked?”

“Well, duh,” she said, feeling a rush of pleasure at the compliment and posing a bit, “It’s ‘cause I’m trying to look good.  Wait ‘till Twilight gets here; she’ll look sexier too.”

“I’ll be looking forward to it, then,” Lero said with a grin.  “Hey, c’mere.”

Rainbow stood up on her back legs to hug him, spreading her wings a bit for balance.  “Careful with my wings, big guy.  You don’t wanna knock those fake feathers out.”

“I’ll be careful.”  They stood there holding each other for a few heartbeats, while Lero ran his fingers slowly through Rainbow’s mane.  “Your hair feels nice.  Smoother than normal.”

Rainbow giggled.  “I brushed it.  If you really like it, I could do that more.”  Maybe it wouldn’t be quite so uncomfortable to do if she did it regularly.  “Hey, do you like these gold feather things?  I couldn’t figure out if they looked good or if they looked dumb.”

He drew back a bit to look and brushed a hand along her feathers, careful not to dislodge her jewelry.  “I think they look good, myself.  You may want to check with Twilight, though.”

She nodded.  “Yeah.”  He wasn’t exactly the best judge of attractiveness, (he thought she was pretty, for crying out loud) but she was glad that he liked them.  They stood there for a few more moments, swaying slightly in a sort of impromptu dance, and Rainbow spoke up again.  “Hey, could you do me a favor?”

“Sure thing.  What do you need?”

“Well, you know I can kinda be a jerk sometimes.”

He shrugged.  “A little bit, but you’re not mean about it.”

“Whatever.  The thing is, it’s kinda intimidating trying to court a group that’s already together.  I just don’t want Twilight having to deal with that and me being a jerk at the same time, so if I start acting up, can you just, like, tell me?”

“Sure, Rainbow.  I can do that.”

“Thanks.”  She laid her head against his chest, still swaying in place.

A few moments later, they were both startled by a soft knock at the door.

They both froze in place for a heartbeat, staring at each other.  Then they both giggled.  “Sounds like Twilight’s a little early,” Rainbow observed.  “I’ll get the door.”  She dropped back to all fours, trotting quickly over to open the door.  Twilight was standing outside, one hoof raised to knock again.  The unicorn blinked in surprise.

“Oh, Rainbow Dash!  Hello!”  Twilight fidgeted nervously.  “I thought I’d come by a little early and wait here while Lero gets ready.  I guess we had the same idea!”

Rainbow laughed.  “Yeah, guess so!  He’s already all dressed, though.”  She examined her friend’s getup.  It looked a little old, but not bad; stuff that Twilight had probably had when she was studying in the Magic Academy.  What really caught the pegasus’s eye was an intricate wire filigree that wound around Twilight’s horn.  Rainbow had never seen anything quite like it.

Twilight caught the direction of her gaze, and dipped her head shyly.  “You like it?”

Rainbow shrugged a bit.  “Yeah, it looks kinda cool.”

The unicorn smiled.  “Rarity’s idea.  Mostly.  Well, it was based on something I was building to help enhance my magic ability, and she liked the way it looked and suggested making an inert version to be decorative.”  Her smile took on a slightly shy edge.  “You look good, Rainbow.”

Rainbow grinned.  “Think so?”  She spread her wing, showing off the gilded feathers.  “These aren’t too much?  Like, not too goofy?”

“Goofy?”  The unicorn sounded surprised.  “No, not at all.  I’m a little surprised you even have those.”

“Heh, yeah, that makes two of us.”  Rainbow suddenly realized that she was keeping her friend waiting on the doorstep.  “Oh, duh, c’mon in.  Sorry.”  She stepped aside, letting Twilight in with an apologetic look.  The unicorn stepped inside with a smile and stopped short.

“Oh, my,” she said under her breath, looking at Lero with wide violet eyes.  “I’ve never seen you dress up before.”

The human twirled in place, a surprisingly graceful motion for the topheavy-looking biped.  “Like it?”

Twilight nodded, watching the short cape billow outward.  “Yes, it looks very good on you.”

He grinned at her.  “Thanks, Twilight.  You look pretty good yourself.”  The human glanced at a clock on the wall.  “Well, ladies, it looks like all of us are ready.  Do you feel like going a little early?”

Twilight fidgeted a bit.  “Well, I was actually expecting to have to wait a half-hour or so while you got ready, Lero.  If you want to go ahead and go now, I’d be okay with it, though.”

They both turned to look at Rainbow Dash.  She looked blankly between them.  “What?”

Lero chuckled.  “Would you like to go eat a bit early?”

Rainbow blinked.  “Oh!  Yeah, sure, why not?”

Twilight shifted her weight uncertainly.  “Well, if we’re leaving now, um…”  Her horn glowed, and the small bag she carried at her hip opened.  The unicorn levitated out a pair of lavender blossoms, one of which floated gently toward Lero and the second toward Rainbow.

The pegasus grinned.  “Thanks, Twilight, those’re really pretty.”  She tilted her head slightly, and the flower gently tucked itself into her mane just in front of her ear.  She looked at Lero as the other flower glided toward him.  The human caught the bloom gently in his fingers and tucked it behind his ear, on the opposite side from where the cyan feather hung.  He glanced over at Rainbow for approval, and she nodded.  She hadn’t remembered to tell him you were supposed to put the flower on the other side on the first date, but either he knew or he’d guessed.  He flashed her a quick smile, thanking her for confirming he’d done it correctly.

Twilight didn’t notice the exchange, which took less than a second anyway.  She relaxed imperceptibly; Rainbow knew why.  When you offer someone a flower, there’s always that fear that they’ll turn it down, even at that late point.  It was confirmation for the unicorn that Rainbow and Lero really were interested in letting her into their relationship.  Twilight grinned.  “Well, shall we go, then?”

The three made their way down the street, cracking jokes to one another as Twilight started to relax.  Rainbow caught more than one glare from the ponies on the street as they noticed the flowers in Lero and Rainbow’s manes, and the feather in Lero’s braid, but she ignored them.  If any of them felt like saying anything she’d happily kick the snot out of ‘em, but until then she really didn’t care.  If they decided to mess with Lero later she’d deal with it then.

The head waitress at Crispy’s, on the other hoof, greeted them with a smile that grew more brilliant as the older mare noticed the flowers and feather.  “Hey, Gem, how’s things?”  Rainbow asked cheerily.

“Not bad, Rainbow Dash, not bad,” Sky Gem glanced back into the dining room.  “Table for three?”

“Yeah.”  The older pegasus led the three to an unoccupied table, a nice private one in a corner without nearby neighbors, and left them with their menus.

Twilight cleared her throat and glanced at something under the table.  “So, Lero… does your family have many enemies?”

The human blinked in surprise, trading a confused glance with Rainbow.  “Er… enemies?”

The unicorn fidgeted nervously.  “Yes… foes, rivals, things like that.”

Lero stared for a long second before glancing at Rainbow and receiving a baffled shrug.  “Erm, no, I suppose they don’t.  Didn’t.  They may now, I have no idea.  Doesn’t really seem likely, though.”

Rainbow cleared her throat.  She knew Lero didn’t especially like to be reminded that he had no way to contact his family.  “Uh, Twilight…”

Twilight ignored her, bulling on with a slightly desperate smile.  “Oh!  Good!  That’s good!  So, d-did you destroy them, then?”  The unicorn glanced surreptitiously at something under the table.

Rainbow had had enough.  “Twilight, what the hay?  Where the heck did this come from?”  She ducked her head under the table, spotting a piece of parchment that was somehow hovering there, encased in the soft glow of Twilight’s telekinesis even though her horn was dormant.  Stretching out a forehoof, the pegasus snatched the parchment, disrupting the spell that held it.  Ignoring Twilight’s squeak of dismay, Rainbow pulled the parchment out from under the table to look at it.  “Family enemies… feuds… What the heck, Twilight, it sounds like you’ve been talking to Gilda about her home life or something!”  Twilight tried to snatch the list back, her horn glowing as she tugged at it, but Rainbow pinned the bottom of the short scroll to the table with both forehooves and kept reading.  “Dude, he doesn’t even live in a cave, you know that!”  The next entry made her do an actual doubletake, not quite believing what she’d read at first.  The pegasus made a strangled noise, trying not to laugh.  “How big is your hoard?”  she finally exclaimed, barely managing to keep the guffaws from slipping out.  Rainbow grinned at Lero and wiggled her eyebrows with exaggerated lasciviousness.  “Well, I mean, it’s not that big, but it’s big enough to get the job done!”

Twilight gurgled in embarrassment, her face bright red under her lavender fur. She finally managed to tug the parchment away from Rainbow, and Lero gave the pegasus a reproving look.  “Rainbow.  Remember what you asked me to do before we left?  Right now kind of applies.”  Rainbow blinked, belatedly remembering her request.  Oh.  Duh.  Way to be a jerk and embarrass your date, Rainbow!  This was part of the reason she’d been so bad at courting.  The human turned to Twilight, who was staring at the table, face still bright red.  “Twilight?  You okay?”

“Fine,”  Twilight said in a tiny voice.  Aw, dangit, Rainbow thought, chagrined, I really didn’t mean to humiliate her like that.

“I’m curious,” Lero said gently, “where did you get those questions?  They seem a bit… well, not-Equestrian.”

Twilight sniffed, peeking up through her pink-streaked forelock.  “Well… it took some looking, but I found this book…”

Now Rainbow was curious.  “What kinda book would tell you to ask that?”

The unicorn sniffed again.  “It…  I… there was only one book on interspecies courting…  It didn’t even have sections on everyone, just the ones that were the least ponylike.  Griffons, dragons, sea serpents, a couple others.  There was even a little section on trolls even if it just said ‘don’t bother,’ but I couldn’t find anything close to human and I just thought…”

“Oh.”  Rainbow blinked.  “Yeah, I get it, those questions were from…”

“The griffon and dragon sections of the book, yes.”  Twilight interrupted.  “I thought they might be the right parts, since griffons are omnivores and dragons are patriarchal, and, well, since Lero’s told me humans are omnivorous and patriarchal…”  She trailed off.

“Ah, I think I understand.  You were looking for an Equestrian analog of human society, right?”  Lero asked.

“Yes,”  Twilight said, “I mean, thinking about it now, neither one is all that close, but it was all I could find…”

“And you wanted a reference, right?”  The human’s voice was gentle.  He looked at Rainbow and gave her a wink.

Reassured that her coltfriend could probably fix what she’d screwed up, (a side benefit to the relationship that she hadn’t considered before now) Rainbow hopped out of her seat.  “Hey, guys, I’m gonna hit the little fillies’ room real quick.”  She figured she’d give Lero some time to try and get Twilight back to normal.

Twilight nodded, and Lero gave her another covert wink.  “Wait,” he said to the unicorn, “there’s a section on courting dragons?  How does that work?”

The unicorn looked up, finally. “Oh, you’re only supposed to even try with postadolescent young adults.  Any younger and they don’t have the emotional development for a relationship, any older and, well, it can get you hurt.  And not just emotionally!  But at that point they’re only a little bigger than a big pony, and since a young adult dragon is the age of a fairly elderly pony, they’ve got enough life experience to…”  Rainbow lost the sound of Twilight’s voice as she trotted away.  The pegasus shook her head in bemusement.  Wow, get her lecturing and she perks right up. Good going, big guy.

Rainbow stepped around a corner and leaned against the wall.  She didn’t actually need to use the restroom; that had just been an excuse to get out of her friends’ hair for a minute and let Lero smooth the air currents.  Behind her, she heard a voice speak up.  “Oh, hey there, dear.  Was just headed to your table to see if you were ready to order; should I hold off?”

The pegasus turned to see Gem smiling at her.  “Uh, yeah, better wait a couplea minutes.”   The older mare nodded and started to turn away, but Rainbow stopped her.  “Hey, Gem, you didn’t look surprised when we came in…”  Rainbow trailed off, unsure of how to ask what she wanted to ask.

“Well, of course not, dear!  You and Lero come by here all the time!  It’s hardly a surprise to see the two of you, and I’m always glad to see a third customer!”  She grinned mischeviously.  Rainbow was about to clarify when the waitress continued, “Sorry, just teasing you.  But honestly, no, I’m not surprised in the least, because I have seen the two of you together so often.”  The older pegasus winked.  “Some of us here, me and Crispy included, have known how you two felt about each other for quite a while now.  Longer than the two of you have known, I’d wager.  I’m just glad you’re finally admitting it!  And I’m glad to see that bright young lady courting the two of you, too; you three make such a cute group.”  Gem glanced around before leaning close to whisper conspiratorially, “So how long have you actually been courting him?”

Rainbow stared in shock, making the other pegasus chortle again.  “Er, a little under two months now,” she said, awkwardly, and Gem nodded, her grin taking on a satisfied edge. “Wait, you knew?  Seriously?”  Gem nodded again, happily.  “And you don’t have a problem with it?”

“I don’t.  I know there are a few ponies who do, but who cares about them?  Grumpy bunch.”  Rainbow cracked a smile at that.  Gem continued, more seriously, “Don’t you pay any attention to them.  There’s some who don’t like Lero, you probably know most of them already.”  The younger pegasus nodded.  In spite of the human’s earnest attempts to fit into Equestrian society, there were several ponies in Ponyville who just flat didn’t like him.  Most of the townsponies had an attitude more like Applejack’s, though; they got along with him okay, and thought he was nice enough, but just didn’t quite understand him.  Even most of his clients at the spa felt that way, but it didn’t seem to bother him much.  “And there’s some who just plain don’t care for ponies courting anything but other ponies.”  Sky Gem craned her neck to look out at the dining room, then turned to look back at Rainbow.  “Listen, honey; if anypony gives you three trouble while you’re here, you let me know, okay?  I’ll handle it.”

Rainbow felt a rush of gratitude.  “Thanks, Gem.  You’re awesome.”  She chuckled.  “Heh, and it’d probably be better not to start a fight in my coltfriend’s favorite restaurant.”  The pegasus felt a complicated rush of feelings, realizing that this was the first time she’d referred to Lero as her coltfriend out loud.

“Heaven forbid,” the waitress said feelingly.  “I’ve seen what you can do when you’re miffed, dear.  And what your fillyfriend there can do, come to think of it.  The two of you defending your stallion’s honor?  Gracious, we’d have to rebuild the place.”

Rainbow couldn’t help but laugh.  “Don’t worry, Gem.  I like this place, too, I’m not gonna act like we’re in an Appleloosan salt bar or anything.”

“I’d appreciate that.”

The athlete glanced out, looking at their table.  Twilight was smiling and looking much more relaxed.  “No problem, Gem.  I’m gonna head back, you could probably swing by in a couple of minutes.”  Rainbow headed back, and was greeted by smiles from both her friends.  “Hey, guys.”  She hopped up into her chair and turned to Twilight.  “Sorry, Twilight, I kinda got carried away.”

“Oh, no problem!  I was being a little silly myself.”  Twilight kissed Rainbow on the cheek and giggled, which the pegasus took as a good sign.

The date went swimmingly after that, all three cracking jokes and telling stories.  They were in the middle of a spirited discussion about forms of government (and Rainbow’s head was spinning slightly with all she’d learned just hanging around the periphery of the discussion with her two friends) and had pretty much finished their meal, though they didn’t really feel like leaving yet.  Rainbow had caught a couple of nasty glares from other patrons, but she didn’t think Lero or Twilight had noticed.  She’d fired right back with a glare of her own whenever she’d seen one aimed their way, which had served to hastily redirect the attention of the disapproving ponies.  She probably should have told Gem instead, but hey, they’d backed down, so it wasn’t like she’d started a fight, right?

A mass of pink in Rainbow’s peripheral vision distracted her from the debate between Twilight and Lero.  She turned in her seat to see Pinkie Pie grinning widely at her.  The pink-coated earth pony bounced over to their table.  “Hey, you guys, what’s going on?  Oooo,” Pinkie’s eyes got big, “Oo, oo, are you on a date?  Oh, that’s great!  Dashie, I know you’ve been single for, like, forever and now you’re not and that’s so unbelievably awesomely fantastic!”  Pinkie bounced in place next to the table.  “And since this is Twilight’s first date with you I’ll be able to remember!  We can have a party on your anniversary!  Well, assuming you’re still together in a year, but you probably will be since you all look so happy!  Oo, Rainbow Dash, when did you and Lero hook up?”

Rainbow glanced at Lero, who was looking a little blank at the verbal onslaught.  She chuckled.  “About, what, two months or so, right big guy?”

Lero shook himself.  “Yeah, about that.”

Pinkie beamed.  “Oh, neato speedo!  Wow, you guys were all sneaky and secretive, I didn’t even know!  Okay, if you remember the day, make sure to tell me so I can have a party for you, too!”

Rainbow nudged Lero with a wing and winked at him.  He always looked a little overwhelmed when talking to Pinkie, which the pegasus thought was hilarious since he was normally so composed.  “Sure thing, Pinkie,” she said to her friend, “I’ll try and remember the exact day and get back to you.”

“Thanks, Rainbow Dash, that’d be just super duper!”  Pinkie gasped suddenly.  “Oh!  Sorry girls and guy, I’ve got an urgent party emergency that I was on my way to, so I’ve gotta go!  See ya!”  Pinkie vanished in a pink blur.

Lero blinked a couple of times, and then his brow furrowed.  “Wait… how does she know about speedos?”

Rainbow tilted her head and exchanged a look with Twilight.  “Wait, that’s actually a word?  I thought it was just something Pinkie said when she’s being Pinkie.  Next you’re gonna say that ‘lokey’ is actually a thing, too.”

The human laughed.  “Er, actually, yeah.  Loki’s the trickster god of Norse mythology.”

“No way, really?”  Rainbow blinked in astonishment.  “Wow, I wonder how many other nonsense words Pinkie uses aren’t actually nonsense.”

“What kind of trickster?”  Twilight asked, an expression of curiosity on her face.

“What, you mean Loki?”  The unicorn nodded.  “Er, that’s kind of a long story…”

Twilight looked pleadingly at Rainbow, and the pegasus shrugged.  “Well, we don’t really have anywhere else to be,” Rainbow said, “and, I mean, those stories about the Greek gods were kinda cool.  Even though it sounds like they were a bunch of huge jerks.”  She’d gotten him talking about the legends his name came from, (there were a lot of them) and she could remember thinking that she wished Odysseus had beaten up Poseidon or something.  Most of those gods struck her as being really mean, especially the chief god Zeus.  And the big bully Ares.  The only one she’d liked was Hephaestus.  It was weird that all the really mean ones were guys; she’d have expected Ares, at least, to be female.

Lero shrugged.  “Well, if you both actually want to hear some of those stories, there’s one at least that you’ll probably get a kick out of.”

A few minutes later, Rainbow and Twilight were both laughing.  “Wait… so he’s Sleipnir’s mother?  Ha ha, that’s hilarious!”  Rainbow exclaimed.

Twilight wiped her eyes.  “It takes a special kind of mind to disrupt a worker’s efforts by seducing the horse.  A very perverse kind of mind.”  Rainbow shuddered at Twilight’s observation, still laughing.

Lero looked a little surprised by the response.  “I have to admit, I didn’t expect you ladies to find that story as funny as you do.”

“What, because we look a little like horses?”  Twilight snickered again.  “Turn it around, then.  A pony mare messing up a worker by turning into a male monkey to seduce the worker’s female monkey helper.”

Rainbow snorted.  “I dunno, Twi.  I think seducing a horse is even more perverted than seducing a monkey.  Monkeys look funny, horses just look creepy.  That little head on a great big body, with itty-bitty eyes waay out to the side?  Creepy.”

“You actually have horses here?”  Lero asked, “I’ve never seen any sign of them!”

Twilight nodded.  “Yes, they’re rather rare, but they do still exist.  They seem to be some kind of remnant ancestor species that never absorbed any kind of magic.  There are all kinds of debates over how closely related they are to us.  Most ponies feel the same way Rainbow Dash feels about them, so they generally aren’t kept near Equestrian towns except in zoos.”  The unicorn shrugged.  “They’re not intelligent, and they’re considered a bit unsettling.”

“Huh.  I wonder why that is?”

“Expressions, mostly.   Or at least, that’s my theory.”  Twilight shrugged again.  “The same reason why you’re more comfortable for us than they are, even though your basic body layout is so different.”

Rainbow fidgeted.  “Uh, guys?  Can we change the subject?”  Horses had always creeped her out a bit, and it wasn’t just the expressionless faces.  Something about them weirded her out in a way that other creatures never had.  Give her a griffon, a buffalo, a donkey, an antelope… anything that could talk, and she’d be okay with it, just not a horse.

“Oh, of course, Rainbow.”  Lero reached out and caressed her cheek in apology.  She tilted her head a bit, accepting the gesture.  “Sorry, I didn’t mean to bother you.”

They were interrupted again by the arrival of two more ponies.  “Darlings!”  Rarity said without preamble, “Pinkie Pie passed us on the street, and we just had to drop in and say hello!  Do please forgive us if we’re intruding!”  The elegant white-coated unicorn was smiling delightedly.  Fluttershy, trailing quietly behind her more dramatic friend like a pink-maned shadow, nodded in agreement.

“Oh, I don’t think you’re intruding, Rarity,” Twilight said, glancing at Rainbow and Lero for confirmation.  “We were just talking.”

“Well, I’m glad we’re not interrupting, then!”  Rarity gave Lero an evaluative look.  “And I’m so glad to see you finally wearing that suit, Lero, darling!  I was beginning to worry that you didn’t like it!”

The human laughed.  “I told you when you gave it to me how much I liked it, Rarity.”

The unicorn waved a hoof dismissively.  “Yes, and then you never wore it.  I told you, it makes you look very good if I say so myself!  And I did put so much work into it.  You should wear it more often!  Everyone deserves the chance to shine every once in a while!”  She looked more closely.  “Oh, and those flowers complement it delightfully, too!  Oh, wait, that’s not a flower…”  She peered at the feather braided into Lero’s mane, looked at Rainbow’s wings, then back to the feather, and gasped.  “Rainbow Dash!  Is that feather yours?”

The athlete glanced nervously at her dates, receiving a wink from Lero and an encouraging smile from Twilight.  “Uh, yeah, actually.”

“Oh!”  Rarity sat down on her haunches, hugging her forehooves to her chest and looking dramatically up at the ceiling.  “How unbearably romantic!  I didn’t think you had it in you!”

“Wait, you actually know about that tradition?”  Rainbow asked.

“Why of course, darling.  I’ve read a few romance stories set in the old pegasus cities.”  She sighed happily.  “Oh, how I wished we unicorns had a tradition so delightfully personal.  The exchanging of horn-rings is romantic enough, but giving your lover a part of yourself like that?  Oh my.”  Rarity’s blue eyes glistened with emotion.  “As I said, I honestly didn’t think you had it in you!”

Rainbow rubbed her neck awkwardly, but couldn’t keep a smile off her face as she glanced at Lero.  “Yeah… I kinda didn’t either.”

“Until you met the right person!”  Rarity gasped dramatically and nearly swooned.  “Oh, it really is like a delightful romance story!”  She looked at Rainbow more closely.  “Oh, and look at you.  Gracious, are those gold feathers?”

“I told you they looked good,” Twilight whispered in her ear.

Rainbow spread a wing out.  “Yeah.   I don’t even know why I had ‘em…”

“I wish you’d told me you had them sooner, dear.  They would have gone gorgeously with your Gala dress.”  Rarity blinked.  “Oh, Twilight, I’m so sorry, I didn’t mean to ignore you!  I was distracted by your dates; congratulations, darling.”

“Thank you,” Twilight said shyly, darting a look at Rainbow and Lero.  “I feel awfully lucky that they agreed to let me take them out to dinner tonight.”

“Psh.”  Rainbow scoffed.  “You say that like we haven’t had fun, too, Twilight.”

“Indeed,” Lero put in, “This has been a delightful evening for me, too.”

“Oh, my,” Rarity exclaimed theatrically, “I feel even worse for interrupting, now!  I’ll get out of your hair.  But first!  Next time you three go out, you should come by the Boutique first!  You all look smashing, but you could look even better if you let me help coordinate!  It will be stunning!  Ta-ta!”  The fashionista turned to leave, dramatically.

Fluttershy paused before following her more flamboyant friend.  She gave the three a gentle smile, peeking out from behind her long pink mane.  Rainbow felt the slightest, tiniest pang of envy; Fluttershy was a friend she’d known since childhood, but the other mare always made her feel a little awkward.  She was probably the prettiest pegasus Rainbow had ever met in her life, but she always had the feeling that Fluttershy didn’t realize how beautiful she was.  It was hard to be jealous of somepony who clearly thought she wasn’t pretty.  And, of course, her personality made it impossible to resent her, as she proceeded to demonstrate.  “You all look so happy together,” Fluttershy observed, in her quiet voice that seemed to try to hide behind the other sounds in the room.  She closed her eyes, her smile widening with honest delight.  “Oh, it makes me feel all warm just being in the same room with that kind of happiness.”  Her eyes opened again.  “I hope you all have a wonderful evening.”  The other pegasus quietly turned and followed Rarity out.

Rainbow smiled, delighted by the reactions of her friends.  She looked at her dates, seeing similar smiles on both of them.  Well, she thought, as long as my friends are happy, everyone else can just go jump down a well.  Her smile grew to a grin.  We’re happy, and our friends are happy for us. That’s pretty much all that matters, right?


Showdown

Rainbow Dash soared through the skies above Ponyville, smiling to herself.  That date last night had gone even better than she’d hoped, after that bit of initial awkwardness, of course.  Twilight and Lero had gotten along as well as she’d thought they would, and both of them got along swimmingly with her, too.  By the time they’d left the restaurant it had been pretty late, and Rainbow and Lero had both gotten a shy kiss from the unicorn when they’d walked her home.

Of course, the pegasus had stayed up rather late with her coltfriend afterward.  That game had been fun.

She was so wrapped up in those memories that she barely had time to see the other pegasus shoot out from a cloud in front of her and cut straight across her course.

The other mare’s wake fouled Rainbow’s airstream, causing her to momentarily lose control and spin out.  She recovered, of course, her airborne agility was top-notch and she had reflexes to match, but she hadn’t been flying all that high in the first place and she came perilously close to crashing.  Rainbow landed for a moment, just to get her bearings, grumbling to herself about the clumsiness of the other pegasus, who she hadn’t gotten a really good look at.  That idiot.  You always check to make sure you’re not gonna run into somepony instead of just shooting out like that!  I nearly freaking hit her!

She looked up in irritation, and to her surprise saw the yellow-coated, black-maned mare that matched the colors of the blur that had nearly hit her.  “Honeybee, what the heck?  Watch your freaking airstream next time!”  Rainbow snarled in irritation, fluffing her feathers in an attempt to settle them.  “If I’d been anypony else, I coulda been hurt!”

Honeybee snickered.  “Aw, did the monkey-lover get a boo-boo?”

Rainbow froze, her eyes narrowing dangerously.  “What did you just call me?”

“She called you a monkey-lover, freak.  ‘Cause that’s what you are.”  Two other mares stepped out from behind a building ahead of her.  A quick glance over her shoulder revealed another mare pacing out into the street behind her.  She recognized them all; Honeydew and Honeysuckle, Honeybee’s two earth pony sisters, and a unicorn named Glitter Dust who hung around with them.  She knew that all four of them disliked her human friend, intensely.  To the point that they’d harassed him in the past, though Rainbow had thought they’d backed off after she and Applejack had confronted them about it over a month ago.  Okay, not an accident, then.

“You’d better watch your mouth, Honeysuckle,” Rainbow growled, her wings flaring aggressively.  “Somepony might decide to shut it for you.”

“Ooo, somepony’s a big talker.”  Honeysuckle and her sister sauntered closer, while Glitter Dust snickered nastily behind Rainbow’s back.  “Is your monkey toy a big talker, too?  Did you teach him to sit up and beg?”  She licked her lips ostentatiously.  “Maybe teach him to do some tricks?”

Even though the insults were pretty juvenile, Rainbow actually heard her teeth squeak, she was grinding them so hard.  A red fog was threatening to descend over her vision, but she tried to fight it back.  Are they looking for a fight, or are they trying to make me start one?  The cyan pegasus had seen something like this act before; there had been a group of ponies at her flight school who’d liked to taunt and tease her until she started a fight, and then get her in trouble for making the first move.  She was older now, and had better self-control, though admittedly not by a huge amount.  Her eyes flicked from one mare to another, trying to assess their intentions. If they want a fight it’d be better for me to start it.  Her fighting teachers had stressed that getting into a fight where she was outnumbered was a bad idea.  If she was facing a fight like that, she should act first, and as aggressively as possible to reduce the numbers against her.  Take out Glitter first.  Unicorns usually take a second or two to get ready.  Honeybee next, then I’ll have the sky to myself while I deal with the other two.

Still, that… wasn’t ideal.  She’d have to move fast and hit really hard, and there was a really good chance she’d badly hurt or kill one of them without meaning to.  And if they’re trying to get me in trouble, that’s exactly the wrong thing to do.

Rainbow drew a deep breath, fighting for control.  “You’re gonna want to shut up and turn around,” she said, her voice as level as she could make it.  “You keep talking about Lero like that and it’s gonna make me mad.”

“I’ll talk about the monkey any way I want, freak.  What’s wrong, couldn’t find a real stallion?  Had to get that big bald thing on top of you instead?”  Rainbow snarled in fury, and Honeydew let out another nasty laugh.  “Ooo, she’s getting mad, girls.  I’m shaking.”  The earth pony mare stared at Rainbow, a challenging light in her eyes.  “I was in the tournament you were in, you know,”  The seeming non sequitur made the pegasus pause, frowning.  She couldn’t remember seeing Honeydew’s name on any of the matches.  Her memory wasn’t perfect, but… “I know you wussed out after getting a little boo-boo.  I don’t think you’re as tough as you pretend to be, monkey-lover.”  The earth pony glared.  “See, ponies oughta stay with ponies, and freaks like you shouldn’t be in a place called ‘Ponyville.’.  So you’re gonna move.  I hear there’s a nice hospital in Fillydelphia.”  She snickered nastily, echoed by her sisters and their friend.  “Don’t worry, the princess’s little pet and your precious monkey’ll be joining you before long.”

Rainbow felt a strange calm descending over her.  Nope, she thought, there’s no way I’m letting you hurt Lero.  Or Twilight.  No.  Way.  Her reluctance to start the fight vanished, as did her worry about accidentally inflicting serious harm.  She was forcing her body to relax, so her attack would come as a surprise, when another voice interrupted.

“You try sending her there, Honeydew, and you’ll find out she’s pretty much exactly as tough as she thinks she is.”  Rainbow glanced aside, startled, and saw a mint-green unicorn stepping out into the street with them.  The newcomer gave a whimsical smile, though her gold eyes stayed fixed on Honeydew, who was clearly the group’s leader.  “Did you actually watch the match you were just talking about?  The tournament match where she got hurt?”

“No,” Honeydew replied, shortly, “I didn’t need to.  I know what happened.”

“Do you?”  Lyra Heartstrings walked down the street, approaching the tense scene.  “Oh, that’s right, you couldn’t have actually watched it.  You were two ranks down from the bracket Rainbow Dash was competing in, and you had a match at the same time, didn’t you?  I, on the other hoof, did watch it, so I can tell you exactly what happened.”  She stopped, a short distance away from the two earth ponies.  “I can tell you, for example, that Rainbow over-extended on a strike that would have hit far too hard to be tournament-legal, and when she pulled it her opponent got her in a grapple, which is where she’s weakest.  And, since I talked to that opponent after the match, I can also tell you that she twisted way too hard in that grapple, since Rainbow Dash here had just scared her so badly she almost wet herself.  She knew, you see, that if that strike had landed it probably would have killed her, and she was so jumpy after that near-miss that she put too much into her own response and dislocated Rainbow’s wing.  That’s not a minor injury, it’s actually quite serious, and Rainbow withdrew on the advice of her coach and the judges.”

Honeydew snorted.  “Yeah, whatever, she could’ve kept going.  I don’t think she’s all that tough.”

Lyra’s eyebrows climbed.  “Really?  Well, perhaps she could have fought in her next match, at the risk of sustaining a permanent disabling injury.  It would have been a stupid thing to do, but perhaps she could have done it.  But you’re missing what I said.  I’ve just told you that, in a tournament, a simple contest with no provocation involved, the first instinct of the mare you’re trying to pick a fight with was to strike hard enough to potentially kill her opponent.  And you’re not only goading her, you’re threatening her lovers.”  The unicorn shook her head slowly, golden eyes not wavering from Honeydew’s face.  “I question the wisdom of that decision, regardless of how tough she is or isn’t.”

“Whatever,” the earth pony snarled, “Question all you want.  Just stay out of our way.”  Her sister, Honeybee, darted down out of the sky to hover next to her, whispering into Honeydew’s ear while keeping a frightened gaze locked on Lyra.  Huh, Rainbow thought, well, one of ‘em recognizes her, at least.  Honeysuckle was standing rigid, next to her sister, watching Lyra unblinkingly.  Okay, two.

Lyra Heartstrings was no joke.  While Rainbow had heard she was kindhearted and sweet, with a whimsical sense of humor, the unicorn mare was probably the third most dangerous individual Rainbow Dash had ever met in her life.  It was her presence that was keeping Rainbow from starting the fight right now; she didn’t know how Lyra would respond if she did.  It seemed like the mint-colored unicorn was trying to prevent the fight, and if Rainbow went ahead and started it she was worried that Lyra would smack her down.  The pegasus had seen the gold-eyed unicorn fight, once.  The match had lasted less than three seconds.

Honeydew listened to her sister for a moment, then snarled and swatted the yellow-coated pegasus away.  “Honeybee thinks you’re some kind of big fighty type,” she said to Lyra, “Whatever, I don’t care.  You just stay over there while we teach the skinny freak that Ponyville’s for ponies, not monkeys or monkey-lovers, and we won’t have a problem.”

Lyra shook her head, still smiling gently.  “No, I don’t think I’ll be doing that.”

“What, greenie,” Honeydew sneered, evidently choosing to ignore that her own coat was almost the same color as Lyra’s, “You gonna help the freak out?  Let me guess, we wouldn’t like you when you’re angry, something like that?”

The unicorn laughed, a surprisingly silvery sound that made the Honey sisters bristle.  “Oh, no, I’d never say that.  I don’t like being angry, so I almost never do it.  No, no, you see,” Lyra smiled apologetically, “I’m actually an auxiliary member of the Royal Guard.  So I’m actually required to intervene when I see, for example, four ponies planning to start a fight with a fifth.  The Guard frowns on ponies hurting each other, you see, so I’m supposed to step in, regardless of whether the four would hurt the one or the one would wind up seriously hurting or killing the four in self-defense.”

“Wait, you’re a Guard?”  Rainbow blurted, surprised.  Her four antagonists turned to glare at her, reminded of her presence, and she readied herself for a rush.

“An auxiliary,” Lyra said, drawing attention back to herself.  She gave Rainbow a shut up look before shifting her attention back to Honeydew.  “Here, I’ve got my badge with me.”  The small bag at Lyra’s hip opened, and a small gold-and-bronze solar disc floated out, encased in a soft green-white glow.  The unicorn tilted her head, smiling.  “See?  I’d appreciate it if you wouldn’t tell anypony, though,”  One gold eye winked.  “It’s supposed to be a secret.  Well, not actually a secret or I wouldn’t even have this,” the emblem wagged back and forth in the air, drawing attention to itself, “but it definitely isn’t supposed to be common knowledge.”

Honeydew was silent for several tense seconds, her eyes flicking back and forth from Lyra to the badge floating next to her.  The mint-colored unicorn’s slight smile didn’t waver; she just stood there, waiting.  Honeydew cleared her throat.  “Look, I don’t want trouble.  We were just telling this freak that her kind isn’t welcome here, any more than her monkey toy is.”

Lyra’s head tilted again.  “That isn’t really for you to decide, is it?  That’s a matter for the Mayor.  If you think Rainbow or Lero should be expelled from the town, you should take it to her, not start a fight in the streets.  Please, all of you, why don’t you all just go home and think this over?  I really do think you’re overreacting.”

“C’mon, Honeydew,” Honeysuckle whispered to her sister, just loud enough for Rainbow to hear.  “I told you this was a bad idea.  Let’s just do what she says and go home, we don’t want to get in trouble with the Guard.”

“Shut up.”  Honeydew snarled suddenly, her momentary hesitance vanishing.  She took a step toward Lyra.  “Maybe you’re Guard, and maybe you aren’t.  And maybe you won’t be telling any-”  She was cut off when her forehoof stuck to the ground while she walked, her own forward momentum pulling her awkwardly to the side.  A tiny flare of green-white light pushed her shoulder further sideways, causing the earth pony to stumble and fall, rolling to the ground.  There was another flare of light, and Honeydew’s head snapped back violently.  The hostile mare went limp, collapsing to the ground.

“Approaching a Guardsmare in a threatening manner is a felony offense,” Lyra observed, mildly.  The badge, which hadn’t even twitched, tucked itself back into her saddlebag.  “I’ll overlook it this time, though.”  She raised her head, locking her golden eyes on Honeysuckle.  “Your sister isn’t hurt.  I made sure she was on the ground when I knocked her out, so she couldn’t fall and hurt herself.  Please, take her home and let her sleep it off.”

Rainbow gaped.  She’d never seen a unicorn cast that fast, not even in the tournament match she’d seen Lyra in before.  The mint-colored mare had just dropped a pretty tough earth pony and hit her with a sleep spell in a fight that had taken maybe a second and a half.

“I… o-okay,” Honeysuckle said haltingly.

Lyra smiled.  “Thank you.  One more thing,” The unicorn’s expression shifted, her gaze turning hard.  “I really, really wouldn’t recommend trying anything like this ever again.”  The three ponies who’d accosted Rainbow nodded in unison.  “Against anyone.  Mister Lero has the dispensation of the government to live in Equestrian lands, and he enjoys the same protections of the law that you do.  Should he be harmed, you would all be facing banishment after this little incident.  Which I will be reporting, both to the Mayor and the Guard.”  She smiled again, grimly.  “And Twilight Sparkle has the personal attention of the Princess.  Harming her, as your sister threatened, would be extremely unwise.  As for the third recipient of your threats,”  Now the unicorn glanced at Rainbow, “Should you threaten her again, I may interpret it as a challenge.  If you genuinely want to fight her, I’ll let you.  I’ll be her second, to make the numbers a bit more even.”

“I’ll take ‘em up on that,” Rainbow chipped in, feeling the tension in her chest loosening.

“Are we clear?”  Lyra asked, ignoring the interruption.

There was a general murmur that indicated assent from the three ponies still conscious.

“Great!”  The mint-coated unicorn exclaimed with a happy grin.  The Honey sisters carefully picked their sister up off of the ground, while Glitter sidled past Rainbow to join them.  The three hastily carried their compatriot down the street and around the corner, leaving Rainbow and Lyra standing alone in the road.

Rainbow let her breath out in a long exhalation, tension finally leaving her body.  She looked at the mint-colored unicorn.  “Thanks, Lyra.  I thought that was gonna get really ugly for a second there; you really pulled my flanks out of the fire.”

“Glad to help.  It is part of my job, after all.”  Lyra glanced around.  “And please, keep the fact that I’m with the Guard to yourself.”

“Sure.  I guess I was just lucky you were right there when Honeybee knocked me down!”

The unicorn chuckled.  “Oh, that wasn’t luck.  Bonbon and I have been listening to that bunch for a while, now.  She heard them talking about picking a fight with you and told me so I could follow them.”

“Oh.”  Rainbow blinked.  “Uh, is Bonbon with the Guard too?  And if you’re a Guard, how come you aren’t wearing the armor?  And, uh, why aren’t you, y’know, a hot stallion?”

“So many questions!”  The unicorn stuck her tongue out playfully.  “First off, no, Bonbon’s not a Guard, just a friend of mine.  She helps me out when I need it.  Second, like I’ve said a couple of times, I’m an auxiliary, not a regular.  Technically, I’ve got a suit of armor, but it’s sitting in the main armory in Canterlot and I’ve never worn it.  As for your last question, let me guess, you’ve never lived anywhere but Cloudsdale and here?”

“Yeah, how’d you know?”  Rainbow’s eyes widened.  “Ooo, do the Guard have a file on me or something?  Are you here watching me?  Am I dangerous?”  The pegasus was obscurely pleased with the idea.

Lyra burst out laughing, hard enough that it took her a few moments to speak again.  “Oh,” she said, wiping a tear from her eye, “Oh, my.  Sorry, no, I’m not here watching you, and I don’t think there’s a file on you, at least not as far as I know.”  Rainbow’s face fell a bit, and she fought back a feeling of bizarre disappointment.  “I’m sorry if that disappoints you.  It’s just that there isn’t a resident Guard here since the town’s small enough for the Mayor to handle things, and Cloudsdale has its own, separate force.  Part of the Treaty of Unification, if I’m remembering my history correctly.  So the only Guards you’ve seen are the Princess’s personal escort, yes?”

“Yeah.  They’re hot, though.”  Rainbow remembered her attempts to tease a reaction out of one of the stoic Guards.  Mostly because she’d kinda wanted to get the stallion to pay a little attention to her.

“Well, yes, that’s Commander Bright Gleam’s work.  Most of the rest of the Guard is female.”  Lyra looked down the street.  “Do you mind if we walk and talk, by the way?  I’ve got somewhere to be.”

“Sure.”  Rainbow hovered up off the ground.  “Actually, I can buzz off and leave you alone if you want.”

“No, I’d actually prefer if you stayed close by for just a little while.  In case Honeydew’s bunch decide I was joking.”

The pegasus shrugged in midair.  “Meh, don’t think they will with her down for the count, but I don’t have anyplace else to be.  You were talking about why the Princess’s guards are all stallions?”

Lyra started walking down the street, Rainbow hovering alongside.  “Oh, yes.  Well, the Princess’s guard used to be composed of veterans.  Tough old mares that were always bored out of their skulls, because Celestia can take care of herself just fine.  That changed about, oh, a hundred and fifty years ago.  Celestia and the Guard commander at the time, Bright Gleam, were apparently trying to work out a new system for selecting her personal escort, since like I said, the veterans were really bored.  The Princess made a joke about wishing she could be surrounded by gorgeous stallions all the time instead of grumpy old mares, and Bright Gleam basically said, ‘yes, ma’am, I’m sure that would be nice,’ and ignored the joke.  Or so the Princess thought.”  Lyra giggled.  “But Bright Gleam had a better sense of humor than anypony realized.  A couple of months later, the Princess walks out of the Palace and she’s met by a whole new personal detail, every one of which is a stallion and all of ‘em good-looking.  Bright Gleam had recruited them all personally and put them through the standard Guard training, so every one of ‘em was qualified.”  The unicorn chuckled.  “The Princess was a little embarrassed, but she didn’t complain, and the tradition stuck around.  So wherever the Princess goes, so too goes a bunch of gorgeous stallions.  It’s no wonder she’s constantly being invited to visit various places.”

Rainbow laughed.  “That’s kinda funny, actually.  How’d you know about that?”

Lyra rolled her eyes.  “Oh, when they recruited me they put me through this ‘History of the Guard’ class.  Only lasted a couple of hours, and the teacher tossed in funny stories like that to keep everypony’s attention.”

Rainbow laughed again.  She cocked her head, looking at Lyra curiously.  “You know, I haven’t hung out with you much.  I gotta say you’re not quite what I expected.”  Rainbow had heard from other ponies that the green unicorn was cheerful and funny, but that was totally contrary to her experience dealing with other accomplished Still Way practitioners.  Those unicorns tended to be very calm, tranquil… and boring.

Lyra laughed again, stopping in front of a building.  “Oh, what, thought I’d be all stillness and tranquility?”  She made an expression of false disgust.  “No thanks.  Yeah, a lot of the other masters are like that, but they haven’t really learned the big lesson.”

“What’s that?”

“How to be still while moving.”

Rainbow blinked in bafflement, trying to process the statement.  “…what?”

Lyra’s golden eyes danced with mischief.  “And now I get to end the conversation and be all cryptic, like a grandmaster ought to.  Bye!”

She ducked into the building and closed the door, leaving a very confused Rainbow Dash hovering over the street outside.

A Learning Experience

Though their dates went well, it took Rainbow forever to get her friends together in an intimate setting.  Lero was still really freaking shy about the whole sex thing, and Twilight seemed really uncertain as well.  Which was really odd, since she’d said she’d been in a herd before.  It was exasperating for the cyan pegasus; she’d manage to talk one of her friends into it, only to have the other chicken out, which made the first one chicken out the next time.  It was worse that she couldn’t even get mad at them for it; she’d already known that Twilight could be shy at the strangest times, and Lero… she couldn’t stay mad at Lero.  He’d smile at her apologetically, and every shred of irritation would evaporate.

Finally, finally, she managed to get them together on the same night.  She was smiling to herself as she walked through the street with Twilight, headed back to the house she shared with Lero.  They’d just dropped Spike off to spend the night at Sweet Apple Acres, giving Twilight the night free.  The unicorn had been quiet since leaving Spike behind, but Rainbow wasn’t too worried.  Twilight had told her a few days ago that she was starting to feel ready for a more… physical encounter.

Next to her, the unicorn bit her lip.  “Rainbow, are you sure Lero will be okay with this?”

Rainbow gave her a sidelong look, smiling.  “Yeah, pretty sure.  He’ll probably be all stammery at first, especially when we start taking his clothes off, but don’t let that scare you.  If he gets worried, just let me get him in the mood.  Don’t worry, I won’t hog him.  I’ll make sure you have plenty of fun.”

“But, well, he’s… he’s not acting like a stallion who’s interested.  Are you really, truly sure he wants to do this?”

Rainbow laughed.  “Oh, man, you too, huh?  Yeah, he doesn’t act right.  That had me fooled forever before I just went ahead and risked it.”  She remembered how tense and scared she’d been after that first kiss, thinking she’d completely blown it.  A quiet smile spread across her face as she thought about how wrong she’d been to think that.

Twilight blinked, then her gaze went a little distant.  “Oh.  Oh!  Right, somehow I completely forgot how he thinks backward.”

“Aw, don’t sweat it.  I’ve talked to him a bunch, and I’m positive he’ll go along, he’ll just be a little shy at first.  And I’ll be there too, so I can help you two get, y’know, started.”  Rainbow wiggled her eyebrows suggestively.

“I don’t want to pressure him…”

The pegasus sighed.  “You won’t be.  I’m not even gonna pressure him, not really.  He likes you, Twi, I’m just gonna help him see that it’s okay.  I’ll be there mostly to help keep him from getting too nervous.”  She smiled.  “You’ve kissed him, right?”  Rainbow had been there when her friends had kissed, so she already knew the answer.

Twilight laughed a little nervously.  “Yes.  A few times.  He’s a nice kisser.”

That made Rainbow’s smile warmer.  “Yeah.  He is.  Any tongue?”

“Um.  No…”

The pegasus raised an eyebrow.  She could have sworn she saw tongue in a couple of those kisses.  “Really?  Wow, you’re missing out.  Make sure to try that when we get there, it really helps get him in the mood.”

“Um.”  Twilight’s voice was hesitant.  “I, uh…”

“Something wrong, Twilight?”  Rainbow asked, concerned.  “C’mon, spit it out.  I won’t bite.”  She gave a self-satisfied little grin.  “I only bite Lero.  But don’t worry, I won’t do that; tonight’s your show.”

“Er, well, that’s… I, uh…”  Twilight stammered, then scrunched her face up, and the words rushed out of her so quickly Rainbow barely caught them.  “I’veneverdonethisbefore.”

“Huh?”  Rainbow tilted her head.  “Never done what before?  Been with Lero?  Yeah, I’d kinda know if you had.  He’d probably have mentioned it.” She snorted.

The unicorn shook her head.  “No, no, I mean… I mean I’ve never done this before.  With anyone.  I was… I’d always get too nervous…”

Rainbow blinked in surprise.  “What?  I thought you said you were in a herd in school!  With, what was it, five other mares and two stallions?”

Twilight nodded convulsively.  “I was!  It’s just… whenever things started getting… physical… I’d always get nervous and back off.  I mean, I watched a few times but I was never… er… the one with…”  She trailed off, swallowing nervously.

“The one with the stallion?”  Twilight nodded, silently, and Rainbow blinked again in shock.  “Uh, wow, Twi.  Wow.  Like, never?”

Twilight shook her head.  “Never,” she said in a small voice.

“Er.  So, like, never ever or just never with stallions?”  Rainbow was having trouble believing it.  Twilight could be shy, yeah, but she had charisma by the cartload when she decided to use it, and she was Celestia’s personal student, besides.  The stallions should’ve been just falling over her!

“Never ever.  Apart from a couple of times with a cooler.”  That really didn’t count, and if Twilight was mentioning it at all then she really was inexperienced.  Twilight ducked her head, hiding her eyes behind her forelock.  “A couple of the other fillies tried, especially Silvermoon.  I just… I got scared.  Backed off.  That’s… part of why I left the herd.  They really were upset to see me go, they were sure if they tried harder I’d enjoy it, but I… I just got scared.”

“Wow,” Rainbow said frankly, “And I thought I hadn’t gotten much.”  Twilight ducked her head, ashamed, and Rainbow bit her lip.  “Are you scared now?”

“A little.”

Okay, yeah, it’s more than a little.  Rainbow stepped in front of Twilight and stopped, making the unicorn stop too.  She ducked her head, looking under Twilight’s forelock to catch her friend’s purple eyes.  “Hey, Twilight, if you really, honestly don’t want to do this, then we won’t.  Lero’s a little nervous too; he says humans don’t usually do the group thing.  I think you’d both like it, but if you really are scared…”

Twilight smiled shyly.  “Well, I don’t think I’m actually scared, but I am nervous.  It’s just… what if I do something wrong?  I don’t really know what to do!  I… I found some reference material on pegasus mares, but you already said you don’t like other fillies that way, and Lero… there’s nothing on any creatures like him!  What if I mess up?”

Rainbow chuckled.  “Oh, man, I know where you’re coming from, Twilight.  You have no idea how nervous I was the first time he and I got past just making out.”  Which had been the same day they’d gotten to making out, but she didn’t feel the need to mention that.  That had been one whirlwind of a day.

Twilight gaped in shock.  “You?  Nervous?”

The pegasus nodded.  “Oh yeah.”  She smiled distantly.  She wouldn’t tell just anypony about this, but she trusted Twilight to keep her secret.  And maybe it would help the unicorn with her own nervousness.  “Man, I was just sure I was gonna screw up and lose the only guy who’d ever said I was pretty.  I didn’t need to worry though.”  Her eyes got a little misty.  “And I’ve had no complaints.  Seriously, Twilight, you don’t need to worry either.  We’ll take good care of ya.”

“Uh… can you give me an idea of what to expect?”  Twilight’s voice was still a little hesitant.

Rainbow cocked her head to the side.  “A little.  I mean, one of the things I thought was great was that he paid really close attention to what I liked, so it’ll probably be a little different for you.  Um, be ready for a lot of foreplay, first off, he really goes in for that.”  She blinked, thinking.  “Oh, and he likes to do it dolphin-style.  It’s kinda kinky at first, but it’s really great once you get used to it.”

Twilight’s eyes widened.  “Dolphin-style?  You mean belly-to-belly?  Really?”

Rainbow nodded happily.  “Yep!  Seriously, it’s better than I thought it’d be.  You have no idea how sexy it is to have him between your legs like that.  And you can kiss him at the same time without stretching your neck.”  She closed her eyes, basking in remembered pleasure.

The unicorn chewed her lip.  “Um.  I don’t know if I want to go that… experimental the first time.  Do you think he’d be okay doing it the normal way?”

“Uh…”  Rainbow thought hard.  “Well… The thing is, with the size difference and all, the normal way wouldn’t really… y’know, fit.”  The pegasus made a vague, extremely crude gesture with both forehooves.  “If he got down on his knees, he’d be too short; your privates would be halfway up his belly.  And if he stands up, he’s way too tall.  I mean, maybe he could, like, lift your backside up to his waist level, but I don’t think he’d go for that.”  She tapped her chin with her forehoof.  “Oh, maybe… Listen, I think I’ve got an idea, but I’d need to kinda try it out with him first to make sure it works.  I think it will though.  Trust me?”

“I do trust you, Rainbow Dash,” Twilight said with a nod.  She tilted her head.  “Are you sure you don’t want to participate?  I’d probably feel a little more comfortable with another mare…”

Rainbow shrugged uneasily.  “I dunno, Twilight.  I like you, but… we’ll see, okay?”

“Okay.”  Twilight smiled gently.  “If you do feel like joining in, please do.  If not, that’s okay.”

They passed the rest of the short walk in silence, trading occasional smiles.  Finally, they got to Rainbow and Lero’s home, and Rainbow opened the front door.  “After you,” she said with a smile.

“Why, thank you!”  Twilight said, bowing slightly and giggling, and stepped past her friend into the house.  Rainbow followed, and her ears picked up the sound of running water in the kitchen.

“C’mon, Twilight,”  Rainbow said, twitching her head toward the kitchen.  They found Lero there, finishing up with the dishes.  He’d cooked dinner for the three of them that evening, plus Spike, and had stayed home to clean up while the two ponies took the dragon to stay with Applejack.  “Hey, big guy, you about done here?”

“Yep,”  He turned the water off and turned to face them.  “Not really anything left to do in here.”

Rainbow stood on her back hooves, embracing the tall human and planting a light kiss on his lips.  “Well, then.  There’s some stuff we could do in the bedroom, instead.”  He smiled, a little nervously, but she’d expected that.  They’d talked about it quite a bit, and she knew he’d be nervous right up until she and Twilight distracted him.  Rainbow patted him on the shoulder, whispering, “It’s okay, big guy.  Twilight’s nervous, too.”  She dropped back to all fours.  “C’mon, let’s go get comfy.”

Rainbow turned to lead the way, noting as she did the nervous smiles Lero and Twilight exchanged.  She rolled her eyes a bit where they couldn’t see.  They’ll settle down when it gets fun.  She led the way down the hall, Lero behind her and Twilight bringing up the rear.  Hopping up on the bed, she patted the spot next to her for Lero to sit.  Twilight paused, uncertainly, before hopping up next to him.  Lero’s bed was big enough for him and Dash  with a little space left over, but since they weren’t doing anything at the moment there was plenty of room for three.

“Okay, guys, couplea things before we start,” Rainbow announced.  “First up, Lero, Twilight’s a little uncomfortable doing the face-to-face thing, but I think I’ve got a way around it.  Scoot back a little?”

“Sure.”  He did so, shifting his position closer to the center of the bed.

“Thanks,” she flashed him a grin.  “Okay, I don’t think it’d work for you to mount her, but how ‘bout this…”  She stepped across the bed carefully, straddling his legs with her back hooves, and carefully sat on his lap.  She could feel his genitals through his pants, almost exactly where they needed to be, but the position wasn’t as close as it could have been.  She pushed herself back with her forehooves, and then felt his arms go around her and pull her close.  She leaned back against his chest, his arms wrapped around her chest.  “Mmm.  Yeah, I think that’d work.”  She wiggled her hips a bit, making sure everything was positioned right, and as she did so the spot between her wings rubbed against his chest.  Ooh.  That is nice.  “You comfortable, big guy?”  She looked to the side, noting that his head was about on level with her chin.  She’d expected that, his body and neck combined were a bit shorter than hers.

“Yeah, it’s not bad,” he replied.  “I kind of like it.”

“Awesome.”  Rainbow looked to Twilight.  “What do you think, Twi?  This be okay?”

The unicorn caught her lower lip in her teeth, her violet eyes anxious.  “Uh, yes.  That… that looks okay.”

“Awesome!”  Rainbow said again.  She got up off of Lero’s lap, a little regretfully, and sat back down next to him.  She was going to have to remember that position; they’d never tried it before.  “Okay, one more thing.  Lero, this is Twilight’s first time with a guy.”  He looked at Twilight in surprise, and she nodded hesitantly.  “She’s kinda nervous.  I know you are, too.  So why don’t the two of you start it off with a kiss?”

Twilight gave Lero a shy smile, but neither of them moved.  Rainbow rolled her eyes again and gave Lero a little push with her wing.  “C’mon, I know you guys have kissed before.”

Twilight’s smile firmed a bit, still looking at Lero.  “W-would you mind if I kissed you?”

“No, I wouldn’t mind at all.”  Rainbow’s friends leaned toward each other hesitantly, finally making contact.  The pegasus watched the slow movement of their lips against each other, before they finally moved apart again, their eyes opening slowly.

“That… that was nice,” Twilight said, quietly, her eyes shining.

“C’mon, guys,” Rainbow said, quietly.  “That was a ‘we’re standing outside the restaurant and don’t wanna get too raunchy’ kiss, not a ‘we’re in the bedroom’ kiss.  Here,”  She hooked a forehoof over Lero’s shoulder, turning him to face her.  “Lemme show you.”  She kissed him, starting slowly by caressing his lips with hers, then gently teasing his mouth open with her tongue and sliding it in.  She slowly, gently explored his teeth, feeling the sharp points against her tongue, while his tongue gently rubbed the underside of hers.  She made sure to take a good, long time and make the kiss nice and gentle, but that didn’t make it any less intense.  She finally slid her tongue back into her mouth and drew her head back.  “See, Twi, that’s the kinda kiss I mean,” Rainbow said, slightly breathlessly.

Twilight blinked, her eyes wide.  “Oh, wow, Rainbow.”  She licked her lips.  “Um.  Lero?  Do… do you mind if I try a kiss like that?”

“If you’d be comfortable with it,” he said, his face a little flushed.  He glanced aside at Rainbow, who gave him a little smile and nodded.  She hoped he’d find his confidence; they’d talked about this.  She wasn’t worried about them being with Twilight, and she hoped he’d come to accept that as the evening went on.  And besides, she’d told him to say something if he got uncomfortable.

Twilight leaned forward, still hesitant, pausing every few inches to look into Lero’s eyes and make sure it was still okay.  Finally, though, their lips met again.  The kiss started just as the previous one had, slow movement of lips against lips, but then Rainbow saw Twilight’s mouth open, just a bit, and was able to see the tip of the unicorn’s tongue teasing the human’s lips.  Rainbow couldn’t contain the smile that spread across her face at the sight, happiness that her friends were finally sharing the joy she’d already felt suffusing her body.  Lero’s hand moved up, caressing Twilight’s neck and ear, and the unicorn almost melted at the touch.  She pushed closer, the kiss deepening as Twilight molded herself against Lero’s body while his arm went around her, pulling her close.

Uh, wow, Rainbow thought.  She could almost feel the emotion radiating from the two, her familiarity with both enabling her to read their moods from their movements, posture, and expression.  This is actually pretty hot.  She’d been pretty much exactly where Twilight was now, and knowing what her friend was feeling… she had to admit it was turning her on some.

Twilight’s eyes were slightly glazed when she finally pulled back.  “Wooooow,” she whispered.

“Heh, that looked better,” Rainbow commented with a grin.

“It was a nice kiss,” Lero observed quietly.  Twilight grinned.

“I thought so.  Your teeth are so sharp, though.”  The unicorn caught her lip in her teeth.  “Could… we do that again?”

Lero looked at Rainbow, who rolled her eyes.  She gently pushed him toward Twilight, snickering.  While they kissed the second time, Rainbow leaned in close, folding a wing across Lero’s back and whispering to Twilight, “I warned you he’d be kinda nervous.”

Twilight giggled.  That had sort of been Rainbow’s objective; Lero had told her he really liked it when she laughed while she was kissing him.  The pegasus pulled back, giving her friends space again.  Lero’s face was a little flushed when the kiss ended, which was usually a sign he was getting excited.  Okay, cool, Lero’s getting into it.  Time to get Twilight involved.  “Hey, Twi, unicorns like having their horns played with, right?  Gets you hot, like under my wings, right?”

Twilight’s eyes opened wide, and a flush spread across her face.  “Uh… w-what?”

Oops.  Maybe too fast.  “Er.  You know, we are kinda in the bedroom, Twilight.  You can tell us this stuff.”

“I… w-well…”  Twilight stammered, blushing.

“Twilight,” Lero said gently, “If you don’t want to keep going, we can stop.”

The unicorn shook her head.  “No, no, I’m just… I’m a little nervous, that’s all.  I haven’t really… talked about stuff like this before.”

“It’s okay, Twilight.  You don’t need to be nervous.  It’s just you, and me, and Rainbow.  No one else.”  Lero’s voice was calm.  “Neither of us is going to make fun of you if anything happens.”  He gave Rainbow a look that said, we won’t, will we?  The pegasus nodded, wordlessly acknowledging the mild rebuke.

“Okay.  It’s… it’s okay, Rainbow’s question just took me a bit by surprise.”  Twilight bit her lip.  “Um… T-to answer your question, it’s complicated.  My horn… well, like it is right now, it’s got almost no feeling.”

“Wait, really?”  Rainbow asked.  “So, why were the unicorns in that magazine licking each other’s…”  She trailed off, realizing Lero and Twilight were both staring at her.  “Wh-  I didn’t buy it!”  She exclaimed, defensively, “I just saw it, okay?  Yeah, maybe I turned a page or two, ‘cause the guy was hot and I was… I left it there, though!”

“You were just curious, right, Rainbow?”  Twilight teased gently.

The pegasus rolled her eyes.  “Hey, I thought we weren’t making fun!”

Lero laughed.  “Technically, we weren’t teasing Twilight.”  Rainbow rolled her eyes with an annoyed huff, and the human leaned in close.  “Sorry, love,” he said, before kissing her gently.  Her irritation vanished, washed away by the feel of his lips on hers.

Rainbow smiled when the kiss ended.  “Totally forgiven,” she told him.  She shook herself.  “Wait, but Twilight didn’t answer!  I mean, that magazine was supposed to be for unicorns, at least that’s what I thought.  Why would they’ve been licking each others’ horns if they couldn’t feel anything?”

Twilight was flushing under her lavender fur.  “W-well… It’s… You see, like this I can’t feel anything.  Do you want to see?”  She angled her head toward Rainbow and Lero, pointing her horn between them.

Rainbow nudged her coltfriend.  “Why don’t you try, Lero?”

He looked uneasy.  “Are you sure you’re all right with this, Rainbow?  With me… being with another wo- mare?”

“I’m totally all right.  Look, you like Twilight, right?  You guys talk for hours sometimes.”

“Yeah.”

“Think she’s cute?”

“Well… yes.”  Twilight flushed deeper, a shy smile spreading across her lips at the compliment.

“I like her, too.  She’s one of my best friends, and I trust both of you to be good to each other.  And to me.  And it’s not like I’m not here!”  She folded a wing over his back.  “Look, I’ll be here next to ya the whole time.  And I promise,” she put a forehoof over her heart, making the most virtuous expression she could, “I’ll tell you if you do anything that I‘m uneasy about, just like you promised earlier you’d tell me if you got uncomfortable.  So go ahead, touch her.”

He gingerly reached out a hand, gently brushing his fingertips across the unicorn’s spiral horn.  Twilight smiled, but didn’t react other than that.  “See?”  She said gently as he ran his finger along the spiral groove, “No real sensation… Oh, be careful of the tip, it’s quite sharp.”

“So I see,”  Lero said, passing his thumb across the tip of Twilight’s horn.  “Um… I notice you said you can’t feel anything when it’s ‘like this.’  I presume that means there’s another way where you can feel something?”

“Um… yes,”  Twilight said, flushing again.  “You see… er, when I actually have magic running through my horn, it becomes extremely sensitive.  Sensitive enough that touching it roughly can be painful.”

“Oh!”  Rainbow exclaimed, “So that’s why my fighting teachers told me to do that.”

“To do what?”  Twilight asked, tilting her head.

“Oh, they always said that if I fought somepony using the Still Way I was supposed to get in close and pop ‘em in the horn.  Said it’d break their concentration so I could take ‘em down.”

Twilight actually flinched at Rainbow’s words, lifting a foreleg to hide her horn.  “Ouch, Rainbow Dash!  That would… ouch!”

“Wouldn’t be too comfortable, huh?”

“Gracious, no.  That would be remarkably painful.”  Twilight winced again at the thought.  “It would be worse than twisting your wing.”

Now it was Rainbow’s turn to wince.  “Okay, yeah, been there.  That hurts.”  She paused.  “So, you’ve got to run magic through your horn for you to feel it?  Does it feel good?”

“It feels incredible,” Twilight said with a sigh, “And yes, I have felt it before.”  She declined to elaborate on that point.  “I don’t necessarily need to build up the power myself, though, and the way to make it feel really good is… well, it’s involuntary for me.”

“Involuntary, eh?”  Lero asked with a raised eyebrow, “A bit like Rainbow’s wings getting stiff?  What triggers it?”  Rainbow hid a grin.  The more scholarly tone of the discussion was distracting him, just like it sometimes distracted Twilight.

“Um.”  Twilight’s blush had been fading, but now it came back full force.  “W-well, the base of my horn… it’s sensitive.  Touching that… as long as you’re gentle… it, well, it makes magic start channeling.  Not a lot of magic, but enough to matter.”

Rainbow snorted.  “You really don’t have to tell him to be gentle, Twi.  I have to tell him when I want to play rough.”

“You haven’t complained,”  Lero observed with a smirk.  Rainbow stuck her tongue out at him, eyes dancing.  He chuckled and turned back to Twilight, who was looking a bit more relaxed.  “Okay, Twilight, tell me if this makes you uncomfortable.”

He took a deep breath and slowly reached out his hand, starting by caressing the unicorn’s ear gently, then trailing his fingers to the base of her horn.  Twilight’s breath caught in her throat at the contact, but she didn’t say a word.  She bit her lip as his fingers started to slowly explore the junction between her horn and her head.

“Am I doing this right?”  The human asked.

Rainbow had to stifle a snicker as Twilight tried to nod without moving her head.  “Oh, yes,” she said a little breathlessly, “Yes, that’s… could you go just a little faster, please?” Lero’s fingers increased their pace, stroking around the base of Twilight’s horn, and the unicorn let out a quiet moan.  A gentle violet glow enfolded the spiral appendage, flickering slightly, and Twilight let out another quiet moan, pushing a little closer to Lero.

“So your horn can feel stuff now, right?”

“I… y-yes, Rainbow, I think- ohhhhhh,”  Twilight groaned quietly.  Heh, Rainbow thought, she’s louder than me or Lero.  The expression of rapt pleasure on Twilight’s face… the pegasus had to admit it was turning her on a little, just like that kiss had.

Well, she’s not so nervous anymore, Rainbow thought with a smile.  “Hey, big guy, see how she likes you touching her horn now,” she whispered in Lero’s ear, scooting up close so she could press her chest against his back and lay her head on his shoulder for a better view.  It was a comfortable spot to sit, and it made sure he knew exactly where she was.

“Was just about to do that,” he replied in an undertone.  His fingers left the base of the unicorn’s horn, trailing oh-so-lightly up, following one spiraling groove.  Rainbow could actually see the glowing field eddy around Lero’s fingers, and Twilight voiced another soft groan, much longer this time.  The glow of magic intensified a bit, glowing more brightly around the human’s intruding digits.

Rainbow blinked, something suddenly occurring to her.  “Uh, Twilight?  Don’t unicorns have, like, random magic go off when someone’s doing this kinda thing?”

Twilight’s eyes opened slightly, trying to focus on Rainbow.  “I… um… wha?”  Rainbow repeated her question, a little louder.  “Oh.  Um…. Ohhhhh, please don’t stop… W-well, yes, that does normally… oh… normally happen when… mmm… when one’s partner does things p-properly.”  Twilight was panting a bit, having clear difficulty focusing.  She pushed closer, snuggling her shoulder up against Lero’s chest while his fingers danced lightly over her horn.  The glow was getting brighter, a brilliant pinpoint of light forming at the tip of her horn.

“So, um, should we be worried?  You’re a bunch stronger than any unicorn I’ve ever met…”  Rainbow trailed off, unsure how to finish her question.

“Ohhhhh,” Twilight groaned again, her body undulating a bit in ecstasy.  “N-no,” she gasped, “It’s not dangerous.  It… mmm… it won’t be much more than lights, maybe a tingle… oh… if it touches you.”

“Oh, okay.  Awesome.”  Rainbow relaxed. Whew.  Was a little worried I might wind up as a cactus or something.  She nibbled a little on Lero’s neck, despite her earlier intention not to.  “Hey, Lero,” she whispered into his ear, trying to keep her voice quiet enough that Twilight couldn’t hear it over the sound of her own quiet groans, “Idea.  Try touching that light at the tip.”

He gave her a sidelong look and a smile, and his fingers slid along the glowing horn to the pinpoint of light at the end.  “Are you… oh… ohhhhh,”  Twilight groaned.  “Oh, be careful.  It’s sharp, don’t… uh,” the unicorn’s body twitched with pleasure, “don’t hurt yourself.  Oh, don’t stop, though.”  The human gently wrapped his fingers around Twilight’s horn, grasping lightly as he passed his thumb through the glowing point of light.  The unicorn shuddered ecstatically, a louder moan erupting from her throat.

Rainbow chuckled in his ear.  “She’s really liking that.  I think you may get her off before we even get your clothes off.”

“I’ve done that to you, too,” he whispered back, turning his head to give her a light kiss.  “More than once.”

She giggled.  “Yeah, you have.”  Rainbow felt a delightful tingle in her nethers at the memory, her eyes avidly watching Twilight writhing and moaning in pleasure.  Rainbow hooked a foreleg over Lero’s shoulder, enjoying the feeling of having her coltfriend close to her while watching one of her closest friends enjoy herself.

Lero kept gently teasing the glow around Twilight’s horn as the unicorn got more and more incoherent, moaning and squeaking in delight and gradually getting louder.  Rainbow chuckled.  “Wow, she’s lasting longer than I did the first time.”

“Guess you’re just a sprinter.”  The human’s face was flushed; he was clearly enjoying Twilight’s reactions, even more than Rainbow was.  Good.  He’s starting to relax, too.

The pegasus chuckled again, biting Lero lightly on the neck.  She felt him shiver against her chest.  “Hey, big guy, you got two hands.”

“So I do.  That’s a good idea.”  His other hand moved up, finding the base of Twilight’s horn.  The unicorn let out a loud gasp at the contact, followed by a surprisingly deep groan.

“Oh… I’m… I’m about to…”  Rainbow blinked as Twilight spasmed, emitting a loud moan, just short of a scream.  Sparkling motes of light shot from the unicorn’s horn, dissolving into glittering showers of sparks when they struck an object.  One of the motes hit Rainbow in the cheek, making her jerk her head back, but all she felt was a slight tingle.  Twilight’s body was rigid, trembling against Lero’s chest for quite a long time before she almost explosively relaxed, panting heavily.  The unicorn’s eyes were shut, and she was quivering, sweat dampening her coat.

“You okay, Twilight?”  Lero asked, concerned.

“Yes… yes, I’m fine,”  Twilight panted.  “My… hah… my, uh… they’re always like that.”

“Wow.”  Rainbow commented, a trifle enviously.  “Wow.  Every time?  Uh, wow.”

Twilight nodded, her eyes finally opening.  She looked at Lero and Rainbow, her violet irises half-hidden behind her eyelids.  “Yes.  That strong or stronger.”  She swallowed, smiling.  “That was nice, by the way.  You got a little fast at the end, there, but it was still pretty great.”  She was catching her breath, her speech getting more regular.

“That was actually just supposed to be foreplay,” Lero said, sounding embarrassed.  “I didn’t realize it would be quite that intense, or I would have taken longer.”

“I didn’t realize you were quite that, y’know, loud,”  Rainbow observed bluntly.  Twilight blushed, and Lero slapped the pegasus’s forehoof lightly in rebuke. “What?  I’m not making fun of her!  She did make a lot of noise.”

“Be nice, Rainbow,” Lero said, turning his head slightly so he could look at her out of the corner of his eye.  “It’s just the way she is, no need to make a big deal about it.  I don’t make a big deal over the fact that you snore.”

“What?  I don’t snore!”

“Yes, you do.  Sometimes, at least.  It isn’t very loud, but it’s there.”

“Oh yeah?  Well, you make funny squeaks when I tickle you.”  He tried to twist aside, anticipating what was coming, but Rainbow was pretty much draped over his back, with her head resting on his shoulder.  There wasn’t really anywhere he could go, and she poked her forehoof into his side with unerring precision, eliciting the very noise she was referring to.  “Like that.  So there.”  She stuck her tongue out.

Twilight giggled, and Rainbow felt Lero pat her knee on the side Twilight couldn’t see.  The pegasus turned back to her friend.  “So, Twilight, did that wear you out, or are you still up for the main event?”

The unicorn’s eyes widened.  “What?  But I just… oh, wait, you said you two went… more than once.”

“Yep!  A lot more, usually.”  Rainbow said with a grin.  “You look kinda worn out, but not really any worse than me after, what, six or so?”  She looked at Lero for confirmation.

“About that.  Maybe five.”

“Yeah, so no reason to stop now!  I mean, I think we’ve maxed out at eight.  For me, not him; he gets kinda sore if he has more than one.”

“I don’t know that you maxed out at eight, Rainbow,” Lero put in, “There was that one time…”

Rainbow winced.  “Oh, yeah, that time.  I lost count that time.  It was awesome, but man was I sore afterward.”

“W-well… maybe I could try for one more,” Twilight said hesitantly.

Rainbow beamed.  “Awesome!  Okay, the next part’s a ton of fun.  Want to help me take off Lero’s clothes?”

“I never have figured out why you like that so much,” the human commented.

“Ha!  Come on, it’s like unwrapping a present!”  She kissed his cheek.  “And besides, I get to touch you all over, which is always fun.”

“Well, okay, give me just a few moments and I’ll help,” Twilight said, smiling.

“Why not now?  C’mon, Twi, you can’t be that tired.”

Twilight pointed a forehoof at her horn, which was still faintly glowing.  “I can’t use my magic yet.  Give me about a minute.”

Rainbow scoffed.  “Aw, using magic?  That’s no fun!  Half the fun of undressing him’s the touching!  Just use your hooves and mouth.”

“Hold up, Rainbow,” Lero interjected, holding up a hand.  “Twilight, are you all right?  I didn’t hurt you, did I?”

Twilight blinked.  “No, I’m fine.”  Her head tilted to the side for a moment, and then an expression of realization crossed her features.  “Oh!  No, no, my not being able to do magic has nothing to do with what you did.  Or, well, it does but not like you’re thinking.  When we get, um, excited, we sort of temporarily lose our spell casting ability.  It’s short-term and completely harmless.  Kind of a bother, but I guess that’s how we keep from accidentally zapping our mates.”

Rainbow rolled her eyes.  “Yeah, yeah, whatever.  Get over here and help me get him naked.”

Twilight giggled.  “Okay.”  The two spent the next minute or so slowly disrobing their lover, lingering to caress him and both stealing kisses as they did so.  Rainbow was delighted that her friends seemed to be loosening up. The feeling of camaraderie while Twilight helped her remove Lero’s clothes was delightful, the occasional brush against her friend’s side making the whole situation more comfortable for both of them. Twilight even tried to sneak a kiss, though Rainbow fended her off, laughing.

Finally they got him stripped.  Rainbow noticed to her satisfaction that he was definitely aroused and ready to go, so either his reluctance was gone or it wasn’t affecting his body.  Twilight was looking the human up and down with wide eyes.  “Oh, my.  You really do have nipples!”  She giggled.  “Can I touch them?”

“Uh, sure.”  He gave her an odd look that she either ignored or didn’t notice.  Rainbow resumed her earlier spot, pressed up against Lero’s back and leaning her head on his shoulder, as Twilight leaned forward with her gaze focused on his chest.  She brushed her lips against his pink nipples, easily visible despite the dark, wiry hair on his chest.

“Oh, they’re soft,”  Twilight observed.  She looked up and met his eyes again.  “Do they have sensation like ours do?”

“Yeah, but I think they’re a little less sensitive.”  Rainbow glanced askance at him at this statement.  She’d gotten some pretty good reactions from playing with his nipples, but she didn’t contradict him.

Twilight giggled again, and lightly took the tip of the human’s nipple in her teeth.  “Careful there, Twi,” Rainbow warned, “The skin on those is really thin.”  She’d never bitten him there; she’d always been careful to confine her love-nibbles to spots like his shoulders and neck, and occasionally his ears or hands.  Mostly because she didn’t completely trust herself not to accidentally bite too hard, so she stuck to spots where his skin was tougher.  The thought sparked a small idea.  “Hey, big guy, gimme one of your hands.”  Her current position made it nearly impossible for him or Twilight to play with her (a price she was willing to pay, since it let Twilight have unfettered access to Lero, while letting Rainbow stay in a position to comfort him with her presence) but that didn’t mean she couldn’t play with him some.  He brought one arm up across his body, and she caught it with her free forehoof, bringing it up to her face.  While Twilight played with his nipples some more, Rainbow started kissing his fingers.  She’d learned that he especially liked it when she licked the spaces between his fingers, and when she nibbled on his fingertips, both things that she’d get to after teasing him for a while.

Twilight finally finished playing with Lero’s nipples, and ran her gaze down his body.  “That’s interesting,” she observed, “You don’t have a sheath?  Does, um, does it just go inside when you’re not… ready?”

Rainbow chuckled around Lero’s finger.  “Nah, it just gets smaller,” she answered for him.  She laughed again, dirtily.  “and it can move in a bunch of different angles.  We’ve tried a bunch of different positions.”  The pegasus nibbled on the human’s fingertip, and followed up by sliding her tongue slowly between his fingers.

Twilight colored again.  Lero turned his head, meeting Rainbow’s eyes as she played with his hand.  The two shared a quiet, intimate smile.

“I think I finally get it,” Twilight observed.  Rainbow and Lero both jumped, turning back to look at the unicorn.  She smiled warmly at both of them.  “I see you both teasing each other and joking most of the time, but every once in a while I’d see you get quiet like that, and I wondered about it.  That’s how you really feel, isn’t it?  Deep down?  The rest is just how you act in public.”

Rainbow blinked.  “Well, we joke a lot in private too…”

Twilight shook her head.  “That’s not what I mean.  There’s something underneath that.  You really care about each other, don’t you?”

The human and the pegasus shared another smile.  “Yeah, we do,” Lero said.  “I’m not really comfortable with public displays of affection…”

“…And I guess I just don’t like acting like that around other ponies,” Rainbow finished.

“That’s the same thing,” he observed, locking eyes with her again.

Rainbow stuck out her tongue.  “Whatever.  I just use regular words instead of fancy ones.”  They shared another smile.  This was a long-standing mock-argument, and they didn’t really need to go through the whole thing right now.  Rainbow turned back to Twilight.  “Are we bothering you?”

“Oh, no, no, no!”  Twilight exclaimed.  “Completely the opposite!  I just feel so… so privileged that you’re willing to let me see it.  And to let me join you here, tonight.”

“Aw, don’t mention it, Twi.”  Rainbow paused.  “And here I am hogging him when I said I wasn’t gonna do that.  Hey, c’mon, get over here so you can have some fun!”

“I feel a little guilty,” Twilight scooted hesitantly closer.  “I mean, you’re not getting any attention.  Are you sure you don’t want me to…”

“Nah, I’m fine,” Rainbow interrupted.

“I can reach, actually,” Lero volunteered.  “Here, Rainbow, let go of my hand real quick.”  She released him, and his hand reached around behind him.  She felt his fingers slip between his back and her belly, then slide downward between her legs.  Rainbow gasped softly when his fingers found her vulva, and she was already turned on enough that the barest touch was enough to make her wings extend with a soft fwoomp.

“Oh, geez, I forgot you could reach behind you like that,” Rainbow observed breathlessly.  “Stop a second, let me shift.”  His fingers withdrew, and she repositioned herself.  She kept her chin resting on one shoulder and her forehoof hooked over the other, her hindlegs spread with his buttocks between them.  “There we go.”

“Can you reach behind your head?”  Twilight asked, her head tilting.

“Yeah, easily enough.”  Lero reached back, stroking Rainbow’s mane to demonstrate.

“Pull on her mane,” Twilight suggested.

“Uh… why?”  Rainbow asked, at the exact same time as Lero said, “Why would I do that?”

The unicorn giggled.  “Oh, you don’t know about that?  Yes, just give it a little tug, right here.”  She ducked her head and pointed at a spot on her mane, just a little below her head.

Lero shrugged, and Rainbow felt his fingers find her ear and trail down her neck.  He gripped her mane lightly and gave a gentle tug.  Rainbow’s breath caught in her throat as an unexpected bolt of pleasure flashed through her.  “Woah.  What was that?”

Twilight giggled.  “You didn’t know about that?  Every book on how to be with mares mentions that.  What, you didn’t study, Lero?”  Her eyes sparkled with humor.

Lero laughed.  “No, professor.  I didn’t do my homework; I’ve just been guessing at the test questions.”  Rainbow and Twilight both laughed at that.

“Well, shame on you!”  The unicorn grinned.  “You should know better!  Anyway, it only works when she’s already turned on, but, well,” she pointed at Rainbow’s wings, now spread and sticking out on either side of Lero’s body.  “She pretty clearly is.”  Twilight giggled again.  “It looks a little like Lero has wings.”

Rainbow laughed again, and ducked her head behind Lero, easily hiding behind his broad body.  “Now it really looks like it, huh?  Look, a winged human!”  Twilight laughed, too, and Lero chuckled.  The pegasus resumed her previous spot.  “Come on, Twi, get over here.  We’re gonna make a Lero sandwich.”  She licked his shoulder and smacked her lips loudly.  “A nice, tasty sandwich.”

Twilight giggled, and the human put his hand on his chest dramatically. “So is that all I am to you, Rainbow?  A filler?  I’m crushed!”

“Shut up,” Rainbow said, snorting.  “You know that’s not what I meant.”

“Oh, woe is me.  Reduced to naught but sandwich filling.”

Rainbow laughed again, over Twilight’s giggles.  “Cut it out or I’ll start tickling you.”

“Do that and I’ll flip you and return the favor.”  He’d found a way to counter her tickle assaults the second time she’d tried it, picking her up bodily and flipping her onto her back in his arms.  In spite of her strength, she was lightweight enough that he could do it without too much trouble, and she had trouble getting out of it when her wings were stiff.  Plus, held on her back like that, he was easily able to reach her ticklish belly.

“You wouldn’t.”  Rainbow paused.  “Wait.  Yes you would.  Why, sir,” The pegasus’s voice shifted a bit, her pronunciation taking on a slightly archaic air, “I had thought you harbored some good within you, but in truth there is naught but wickedness!  I… oooooops,”  Rainbow slithered to a halt, realizing what she was doing and remembering that she and Lero weren’t actually alone.

Twilight had jammed a hoof in her mouth, trying desperately not to laugh at Rainbow‘s embarrassment, her violet eyes dancing with amusement.  It took her a few moments to fight it down, and when she finally spoke her voice wavered with suppressed laughter.  “R-Rainbow… was that Silverwing?”

The pegasus felt like her face was on fire.  Lero was shaking with suppressed laughter of his own, and his face, neck, and upper chest were flushed bright red.  “Uh… I… don’t know what you’re talking about.  Silverwing… that’s that book, right?”

“Yes.  That book.  The one you were just quoting word-for-word.”  Twilight had to pause for a moment to compose herself.  “And here you told me you skipped that scene.”

“I… er… okay, so maybe I did read it.  And, uh, maaaybe I got Lero to read it too, and then maybe we sorta, uh, made a game out of it.”  She paused.  “But only maybe.  I’m not admitting anything.”

“I think my next line is ‘Lady Knight, I fear you mistake fealty for wickedness,’” Lero put in, dropping his voice into the deeper baritone he’d used when he was playing Hammer Strike.  Twilight actually fell over laughing, unable to stop herself.

“Oh,” the unicorn said when she caught her breath, “Oh, that’s funny.  Well, was it fun?”

“Yeah,”  Rainbow had to admit, “it was actually a ton of fun.” They’d only done it the once, and the pegasus had kinda been wanting to try it again and shift how things went.  That was probably why she’d inadvertently slipped into character; she’d been thinking about it a fair bit recently.  “And speaking of fun, get your purple butt over here if you want to have any.  If you keep stalling, I might decide you’re not interested after all and just keep him for myself.”

Twilight looked a touch uncertain, but far less so than she’d been when they started.  She visibly pushed her hesitation aside and nodded firmly.  “Right.  I remember what you did, just sit on his lap, right?  It’ll just… go in?”

Rainbow nodded.  “Yeah, should be fine.”

“Take it slow, and I’ll make sure everything fits,” Lero added.

“Okay.”  Twilight caught her lip in her teeth, stood up on the bed, and stepped over.  Rainbow couldn’t help but notice that the unicorn’s tail was twitching pretty hard, much like Rainbow’s own was.

Twilight straddled the human, one hind hoof on either side of his legs, and started slowly lowering her rump.  Lero’s hand went to her hip, guiding her down, and his other hand held his member pointed where it would need to go.  As the unicorn reached her destination, the hand on her hip shifted, pulling her tail to the side and out of the way.  Rainbow wasn’t able to see the moment they made contact because of the angle, but she was able to see Twilight freeze and tense up.

“It’s okay, Twilight,” Rainbow said quietly.  Lero’s hand moved away from his groin, so he was evidently positioned right, and gently stroked Twilight’s flank and hip.  “You’ve done it with a cooler, this is pretty much similar, but loads better.”

“Oookay,” Twilight said, “I’m… I’m going to go the rest of the way now.  C-could you make sure I stay straight?”

“Sure,” Lero replied, setting his hands on the unicorn’s hips.  “Whenever you’re ready.”  Twilight braced herself, then sat down hard.  Rainbow felt Lero twitch; he’d probably expected the unicorn to go a bit slower.  There was a quiet, wet noise as she was penetrated, which made Rainbow think, wow, she really was ready to go.  Twilight let out a quiet, breathless moan, wiggling her hips to make sure he was all the way in.

“How’s that feel?”  Rainbow asked with a grin.

“Ooooooh…”  Twilight breathed, “it feels wonderful.  Even better than having my horn touched.”  Said horn was starting to glow again.

“Hold on, Twilight, let me get you a little closer,” Lero leaned forward and wrapped an arm around Twilight’s body, pulling her back against his chest as he’d done for Rainbow when they were testing the position.  The unicorn leaned back against him, moaning wordlessly.

“There ya go,” Rainbow said in satisfaction.  “Just remember he can’t move much like this, so you’ll need to do some of the moving, too.”

“Uh… uh huh.”  Twilight panted, and let out another moan.

Rainbow snickered.  Then she noticed the hand that wasn’t holding Twilight was sliding between her belly and Lero’s back.  “Whatcha doing?”

“What I started to do earlier,” he replied, fingers sliding down between her hindlegs, “Giving you a little attention.”  His searching fingers found their target, and Rainbow shivered in pleasure.  She pressed herself against the human’s back as his fingers started stroking, biting her lip as her breath and heartbeat sped up.  Having those long, strong fingers she enjoyed so much stroking her, both outside and inside, while just on the other side of her coltfriend Twilight moaned and writhed in pleasure was completely unlike anything she’d ever experienced.  The pegasus’s eyes closed, letting her focus more completely on the sensation, and the forehoof hooked over Lero’s shoulder pulled him a little closer to Rainbow’s chest.

Twilight started moving, very slowly, letting out a moan with each stroke.  Lero moved in tandem with her, thrusting slowly to match the unicorn’s rhythm, his smooth back and buttocks rubbing against Rainbow’s fur as he did so.  After a few moments, Rainbow spoke up.  “Uhh… Twilight, you can go a little f-faster, you know.”

The unicorn groaned.  “I know.  Oooooh.  I… I like it th-this way.”  Rainbow didn’t argue; she personally liked it faster, but if Twilight preferred a different way, that was fine.  Between the sensations of feeling him inside her and feeling him thrusting in and out, Rainbow preferred the latter.  Perhaps Twilight preferred the former.

“Hey, big guy,” Rainbow whispered in Lero’s ear.  “Pull her mane, like you did mine.”

“H-how?”  He asked, breathlessly.  “I don’t want to let go of her, and I d-don’t want to stop what I’m doing to you.”

Rainbow pushed her hips forward, pinning his hand between their bodies and shoving his fingers a little deeper inside.  She giggled.  “I don’t want you to stop either.  Just use your teeth.”

“Oh.  Yeah.”  He leaned forward, caught Twilight’s purple mane in his mouth, and pulled just a bit.  Twilight let out a squeak in the middle of a groan, shuddering delightedly, and Rainbow grinned.

Twilight and Lero lasted for an astonishingly long time.  Long enough that Rainbow worried that he’d come before the unicorn did; she knew he liked to try to time it so he came at the same time as his partner.  Rainbow actually came before either of them did, despite the relatively limited attention she was receiving; the pleasure of watching her friends enjoy each other combined with the fingers inside her were just too much to resist.  Her wings had clamped down, embracing both of them by accident while the orgasm gripped her.  She’d felt a bit chagrined when it was over, pulling her wings away quickly, but that had been quickly forgotten.  Lero had given her a few moments to catch her breath before slipping his hand between their bodies again and going back to what he’d been doing, his fingers alternating between stroking and pushing inside her.  It felt just as good as it had before, and before long she was panting again.

Finally, though, the point of light at the tip of Twilight’s horn started flickering, and she let out a moan even louder than the ones she’d made before. The unicorn’s body convulsed as it had the last time she’d orgasmed, and tiny sparks of light shot out to strike the walls in glittering bursts.  Rainbow, knowing that her coltfriend liked to orgasm at the same time as his partner and able to tell from the tension in his body that he was right on the verge of coming, quickly gave him a series of love-nibbles on the neck that pushed him over the edge, too.  His body tensed, bending toward Twilight as the climax washed over him.  Rainbow could feel his body trembling, his buttocks tight and tense between her hindlegs.

When it ended, Twilight and Lero were both out of breath, panting and sweating.  Rainbow was less exhausted but no less thrilled; the encounter had gone even better than she’d expected.  She grinned triumphantly as she got up, finally breaking contact with the spent human.  Twilight and Lero separated, too, each flopping down on the bed to catch their breath.

“Good, Twilight?”  Rainbow asked with a grin.

“Oh, yes,” the unicorn gasped.  “I don’t… whew, I feel like I could just fall asleep.”

“How ‘bout you, Lero?”

“I didn’t mind being sandwich filler at all,” he said with a wry smile.  “It was really good, though, well, I do wish I’d been able to do more for you.”

“Hey, you still managed to get me off.”  Her wings were still extended stiffly, but that would fade before too long.

Lero scooted over and gave Twilight a long kiss that made the unicorn’s eyes glaze slightly with pleasure, then rolled over to give Rainbow one, too.  “Then there’s just one thing left,” he said, looking the pegasus straight in the eye.

“What’s that?”  Rainbow and Twilight asked in near-perfect unison, which made them share a look and giggle.

“Well, you’re pretty worn out, right, Twilight?”  The unicorn nodded, not even bothering to speak.  “And I am, too.  That just leaves one of us.”

Rainbow giggled, her wings tightening and warmth flooding her chest and groin.  “Aw, you don’t need to, big guy.  I got off once.”

“And once usually just leaves you wanting more,” he said.  Well, she couldn’t argue with that, though she’d planned on just ignoring her mild frustration.  “Here, lie down on your back and I’ll give you a couple more.”

“W-would you like me to help?”  Twilight asked.

Lero cocked an eyebrow and looked to Rainbow inquisitively.  The pegasus hesitated, then slowly shook her head.  “Umm… no thanks.  I really appreciate the offer, and it was freaking hot watching the two of you, but I’ll stick with guys for now.”

“You sure you can handle it?”  Twilight sounded concerned.

“Oh, absolutely,” Lero replied confidently.  “I may be tired, but I know my way around Rainbow.  Lie back, love.”

The pegasus did so, feeling a shiver of pleasure at what she knew was coming.  He scooted her up to the head of the bed, making sure her head was propped up on the pillows so she could watch, and settled himself with his head between her legs.  “Fast or slow?”

“You’re going to use your mouth?”  Twilight interrupted, eyebrows lifting.

“Absolutely,” Lero replied.

“Like I said, he does stuff a little differently,” Rainbow added.  “Oh my gosh it’s fantastic, though.  Wanna watch?”

“I… would, actually.”

“Fine by me,” Lero said, turning to Rainbow again.  “Like I said, fast or slow?”

“Fast.  I’m pretty heated after that.”

“Got it.”  His head lowered, and his arms went around her hips, holding her still the way she liked.  She felt his breath an instant before his tongue touched her vulva, and he was off, licking quickly and pushing his tongue deep within her while his arms gripped her hips tightly.

She really was heated, and it wasn’t long before he brought her to a climax.  That short, strong tongue pushing into her and sloppily roaming around her groin was just as fantastic as it ever was.  His relentless pace didn’t slow after her first grunting, trembling orgasm, offering her no time to catch her breath before the second, just as he knew she liked it when she asked him to go fast.  The third followed close on the heels of the second.  Having Twilight lying less than a bodylength away, watching the human pleasuring her friend with a smile, somehow added even more spice to the encounter.

“Oh… okay, big guy, that’s plenty,” Rainbow told her lover as the third orgasm faded.  “You can let me up now.”

“You sure?” he asked, looking up.  “That was only three.”

“I’m sure.  Thanks.”  Rainbow reached down and gently patted his head with a forehoof.  Lero pushed himself up and caught her hoof, helping her sit up as well.  “I don’t know about you two, but I’m pretty beat.  Twilight, you gonna stay the night?”

“If that’s okay.”  The unicorn giggled.  “And I’m not the only one who makes noises.”

Rainbow blinked.  “Huh?”

“That little crooning noise in the back of your throat.  You started doing it a little after he started licking you.  I don’t know if you were doing it before; it was really quiet.”  Twilight giggled again.  “It was pretty sexy.”

“Uh… what noise?”

Lero cocked his head.  “What, you don’t realize you do that?  Yeah, you started doing it… I think it was the fourth time we were together.  I usually try to use it as a guide when we’re trying something new; you only do it when you’re really turned on.”  He reached out, his finger tracing the edge of her ear.  “And she’s right; it’s pretty sexy.”

Rainbow chuckled.  “Guess I’ll have to pay more attention next time.  I had no idea I was doing that!”  She shook her head.  “Anyway, you guys ready for bed?”

Twilight and Lero both nodded in agreement.  The three snuggled down in the bed, forming a cozy pile of fur, feathers, and smooth skin nestled in the sheets.  Twilight fell asleep almost immediately, leaving Rainbow and Lero still awake.

“Heh,” Rainbow murmured, her head snuggled against Lero’s chest, “This bed’s a little small.  We may have to find a bigger one.”

“Yeah, possibly.”  He rubbed his forehead.  “This whole house may wind up feeling kinda small.”

“Yeah.”  Rainbow sighed.  “There’s a couple of empty houses on the outside of town; we could buy one of those and move it, hook it up to this one.  That oughta give us plenty of space.”

“Move a house?  Are these buildings mobile?”

“Sure.  Tie some ropes around ‘em, get a few earth ponies, and you can drag ‘em from one end of town to the other.  They’re built so they can hook together, too, and make one bigger house.”

“Wow, I didn’t even realize that,” he said in a wondering tone.

The pegasus laughed, nuzzling him affectionately.  “Yeah, I’d hate to think about having to cram a herd, even a little one, into one house.”  She thought for a second.  “Actually, we may not even need a moving crew.  A.J. still owes you a favor, right?  Between her, me, and Big Mac, we could probably move it without any help.”

“That had never even occurred to me,” Lero said quietly.  “There’s something else we might consider, on a related note.”

“What?”

“Well, the three of us might be able to spend the night at your house occasionally.”

Rainbow blinked blankly for a moment, and then a huge grin suffused her face as realization dawned.  “Holy horse apples, we could!  My bed’s kinda small, I’d need to move in another one to fit all of us… but it’s got plenty of space otherwise, and with Twilight right there we wouldn’t have to worry about the cloudwalking spell on either of you running out and dropping through the floor!  Oh, man, I think you guys’d love it up there.”  That idea was literally a dream come true; she’d been wanting to take him up into the clouds for a tryst since they’d started sleeping together.

“I’ll look forward to it.”  He turned his head, brushing his lips lightly across hers.  They snuggled together, listening to Twilight’s quiet breathing as they both gradually drifted off.


On Cloud Nine

The morning dawned quietly.  Rainbow woke late, snuggled up with her lovers, her wing spread across both of them.  It was even better than waking up to just Lero, though only a tiny bit.  The warm, cozy feeling of being close to those she cared about was absolutely delightful.  Even better, they'd both woken up before her and were talking quietly, but neither had gotten up yet.  Instead, they'd waited, all three of them snuggled on the bed until all three were ready to get up.

The light of late morning streamed into Rainbow and Lero’s living room, where the little herd of three sat in comfortable, companionable silence.  Twilight was sitting on one of the chairs, reading a book, while Rainbow and Lero sat together on the couch.  The pegasus was lying with her head in the human’s lap, while he slowly brushed her mane.  She’d fetched her brush down from her cloud home shortly after their first date with Twilight, remembering how he’d enjoyed the feel of her mane after she’d brushed it out.  The first couple of days, she’d brushed it herself just before bedtime, as a sort of present for her stallion.  That way, he could enjoy the feel of her hair while they were in bed together, and by the next morning her normal case of bed-mane would ensure that it would be messed up enough to not draw attention.  His appreciation had been more than worth the awkward, irritating effort, so she’d started to make a habit out of it.

Her habit had changed when Lero had walked in one evening while she was in the middle of brushing, growling under her breath and fighting with a particularly stubborn tangle that was right in the hardest freaking part of her mane to reach, just where the blue stripe met the purple.  He’d seen how frustrated she was and offered to help, then taken the brush over her halfhearted objections and had worked out the tangle in a matter of moments without even pulling her hair.  His agile fingers had worked together with the brush to make the snarl just go away, as if by magic.

Just like that, the irritating, awkward chore had transformed into one of the most calming, relaxing things in Rainbow's world.  She no longer had to twist her forelegs around to reach the difficult spots low on her neck, no longer had to fight with stubborn tangles.  Instead, she could lie on the couch in his lap, lazily petting his knee with her forehoof to show her appreciation while he carefully pulled the brush through her mane.  The stiff bristles rasped quietly as they brushed through the multicolored hair, the feeling of them against her skin under her mane lulling her to a state of near-sleep in spite of the early hour.

A quiet giggle from Twilight partially roused Rainbow from her drowsy stupor.  “I never realized you were such a cuddlebug, Rainbow Dash,” the unicorn observed in an amused tone.  “I think this may be the cutest I’ve ever seen you act.”

“Whatever,”  Rainbow mumbled, not even opening her eyes, “This is super comfortable.  You have no idea.”  She sighed, completely at ease with the world.

“I’m sure you’d hate to have other ponies find out you act like this…”  Twilight teased.

Rainbow cracked one rosy eye, noticing the mischievous expression on the unicorn's face.  She was too comfortable and content to muster a decent glare, but she still gave it a shot.  “Yeah, and I’m sure you’d like to ever go outside again without getting rained on every second.”

Lero snorted.  “Rainbow,” he said reprovingly, “just a thought, but you could just ask her not to mention it, instead of jumping straight to threats.  It would probably be easier.”  Twilight chuckled.

“Nah,” Rainbow replied, closing her eye again.  “Saves time to go ahead and get the threats out there.”  Her eye opened briefly, fixing on the lavender-coated unicorn.  “Every.  Single.  Second.”

“It does remove some uncertainty,”  Twilight observed dryly.

Lero sighed.  “Okay, I’ll be the nice one.  Twilight, would you mind keeping the way we act in private… well, private?  Neither of us minds you knowing about it, but we'd prefer to share it only with someone we're close to.  I’d take it as a personal favor.”

Both ponies chuckled.  “Of course, Lero.  Your secret is safe with me.”

“Thank you, Twilight. That’s kind of you.”  Lero paused, trailing his fingers through Rainbow’s mane.  “See, Rainbow?  All you have to do is ask.”

“Or I can just get you to do it for me.”  Rainbow heard Twilight stifle a snicker.  “And you’re more likely to get a ‘yes’, ‘cause she knows I’ll make it rain on her twenty-four-seven if she says no.  Win-win.”  The human bopped her lightly on the head, right between the ears.  “Ow.”  Rainbow's eye opened, looking up at him.  “Kinda missed there, big guy.”

“Oh, I hit exactly what I aimed for.”

“Sounds like you need some more practice, then.  Need to figure out where to aim.”  Rainbow snuggled down into his lap, her eye drifting closed.  “Good thing I’m not going anywhere.  You got plenty of time to practice.”  The pegasus heard a long-suffering sigh, pictured the human's eye-roll in her head, and then the brush strokes resumed.  She smiled triumphantly.  “Sure you don't wanna trade, Twilight?”  Rainbow asked, sleepily, “'Cause, seriously, super comfortable.”  She yawned.

Twilight laughed out loud.  “Oh, thank you for the offer, but I don't think it would be polite to make you move.”  She shook her head, chuckling.  “You know, every time I think I have you two figured out, you surprise me.  My next letter to the Princess is going to be so interesting.”

Rainbow detected the slightest hesitation in Lero’s brushing, along with an almost imperceptible tension in his body.  From her perspective, he might as well have started screaming.  Something was bothering him.  Both of her eyes opened, and she looked up at him in concern.  “Hey, you okay?”

“What?  Yeah, I’m fine.”

Twilight made an interrogative noise that Rainbow ignored for the moment.  The pegasus snorted.  “Liar.  C’mon, dude, you can’t fool me.  What’s wrong?  Did I say something that bothered you?”

“I, er…”  He cleared his throat.  “Well… is Celestia going to be, well, upset with the fact that I’m… sleeping with her favorite student?”

Twilight laughed again.  “Of course not!  The Princess likes you!  I’ve mentioned you several times since I started courting you, and she was quite pleased.  Not to mention very encouraging!”

“Oh!  Oh, well, that’s good to hear,” Lero replied, relaxing.

Rainbow wasn’t fooled.  She looked searchingly up into his flat, oddly shaped face, the face that she’d grown to know as well as any she’d ever known.  She watched his expression carefully, trying to figure out what could be bothering him.  Light dawned in a sudden realization.  “Lero… why are you scared of the Princess?”

He blinked in shock.  “I… w-what?”

Twilight sounded nearly as surprised as Lero looked.  “Wait, you’re scared of the Princess?  Princess Celestia?”

“Hold up,” Rainbow interrupted.  She could feel tension gathering in Lero’s body.  “You’re getting tense, big guy.  Let’s switch.”

“Switch?”

“Yeah.”  She pushed herself up out of his lap.  “Gimme the brush and lie down.  Seriously, like I told Twi, it’s like the most relaxing thing ever, I figure it’ll help you calm down some.”

He hesitated, a sure sign he was feeling tense.  “I don’t really need relaxing…”

Rainbow gave him a level look.  “Dude.  Seriously.  You can’t fool me.  Gimme.”  She held a forehoof out imperiously.  Lero sighed, holding the brush out and letting Rainbow slip her forehoof into the loop on the back.  Rainbow sat back against the arm of the couch, and pulled Lero against her chest.  The pegasus wasn’t built like he was, didn’t have a lap like his to rest his head on, but she could hold his head comfortably cradled against her chest with her free foreleg.  She started carefully pulling the brush through his mane, watching him closely as she did so.  “There, how’s that?”

“It… actually is nice,” he admitted.  She’d expected that.  It was something they both shared; each of them liked to touch and to be touched.  Something about it just reinforced the bond that they shared, and they liked to be in physical contact when they were alone together.  Rainbow had asked if Twilight would like to join them on the couch, and even though the unicorn had demurred, Rainbow was sure she’d warm up to the idea eventually.

Right now, though, Twilight was looking concerned, having set her book aside.  “Are you really afraid of the Princess, Lero?”  She asked, quietly.

He hesitated again, biting his lip, and Rainbow bent down to kiss his forehead.  “It’s okay, big guy.  You can talk to us.”  She shot a look at Twilight.

The unicorn blinked.  “Oh, sorry, I’m not upset or anything.  I’m just surprised; I know Celestia likes you, and I had no idea she frightened you.”

“I’m not frightened of her, so much as… cautious.”  Rainbow made sure to keep her brush-strokes smooth and even as he always did, listening to the quiet rasp of the bristles and staying silent, encouraging him to speak.  She kinda wanted to coax him into speaking, but instead she decided to just give him space, let him talk at his own rate.

In spite of that decision, before he could speak something struck her.  Rainbow cocked her head to the side.  She remembered the Princess's visit just after the human had appeared; Celestia had made a personal visit to Ponyville to investigate the strange creature her student had met and hadn't been able to send home.  She’d taken the human aside for a long interview, something like two hours, and when they’d re-emerged she’d made the proclamation that he was welcome to stay in Equestria for as long as he liked.  Now that Rainbow thought about it, she remembered thinking that he had looked a bit tense afterward.  She hadn’t thought anything of it at the time, but she hadn’t known him nearly as well then as she did now, and now the memory was ringing some alarm bells in her head.  “It was that meeting back when you got here, right?  Did she say something during that interview that scared you, big guy?  What was it?”

Lero looked up at her in shock.  “Good heavens, I really can’t hide anything from you, can I?”

She laughed.  “Never ever.”

The human sighed.  “Well, she was worried about having me around her subjects.  Especially since she had no idea how I’d react under stress…”

Twilight blinked in surprise.  “Wait, really?  I told her everything that happened, and I’m pretty sure you were stressed…”

“Yeah, no kidding!”  Rainbow interjected.  “I talked to her, too!”  She’d told the Princess that the weird alien was harmless and friendly as far as she could tell.  And she’d been totally right about that, too.  A hundred and ten percent.  He'd never hurt anypony.  Well, not unless there were some serious provocations going on.

He shook his head.  “Not that kind of stress.  I was tense, but neither of you saw me angry or seriously afraid.  And, well, she needed to see how I’d react in those situations before she felt like I was safe around the rest of you.”

Rainbow frowned incredulously.  “Wait, so she, what, ticked you off and scared you?”

“More or less.  Goaded me first, tried to get me as angry as she could to see if I’d do anything, then switched to scaring me instead.”  Rainbow felt a chill, hearing the echoes of feeling in his voice, and her protective instincts stirred.  Her wing shifted to cover him in a nearly unconscious mantling gesture, shielding him.  She had to focus to keep her brush-strokes smooth and gentle.  “Which, you know, wasn’t hard.  I already knew you folks were a good bit stronger than me, pound for pound, I’d seen Rainbow and Applejack do things that I flat-out couldn’t do, and the Princess is a good bit bigger than me besides.  You know, more than a foot taller than I am and probably at least two hundred pounds heavier, plus she’s got a three-foot-long spear on her head, and that’s not even counting her magic.  She made it quite clear that she could, for example, teleport me into space halfway between here and the sun and leave me there.”

Rainbow was struggling with shock, still covering Lero’s body with her wing protectively and holding him close.  She couldn’t even imagine Celestia acting that way, ever.  But, at the same time, the human wasn’t lying.  Rainbow knew when he was lying, she could read him like a book by now, and he was being absolutely truthful.  She shared a look with Twilight and saw the absolutely stunned look on the unicorn’s face.  “Lero,” Twilight said slowly, “are you sure you didn’t… well, misinterpret something?  I’m having trouble picturing the Princess talking to anyone like that, let alone someone as nice as you!”

Lero shrugged.  “Oh, she wasn’t doing it just for kicks.  She apologized afterward, and told me why she was doing it.  She was worried about whether I was safe to be around, and was pushing to see if anything could make me dangerous.”  He snorted.  “The moment she was satisfied that I wasn’t dangerous, she stopped and told me what she’d been doing.  I think she genuinely felt bad about doing it, too, but she didn’t let that get in the way, and she was very polite and nice afterward.  I’ve got a ton of respect for Celestia, I really, honestly do.  She wanted to see if a strange alien was dangerous, so instead of risking any of her subjects or even her guards she locked herself in a room with it and deliberately provoked it to see if it would attack.  I realize she's fully capable of taking care of herself, but that's still pretty courageous in my book.  Since then, I've seen the nation she built, and I've seen how she normally acts, and I'm sincerely, deeply impressed, but deep down I still remember how scary she can get, and I’m a little… wary about something that might provoke her.”

Rainbow relaxed, nodding to herself.  Okay, it makes sense now.  She left her wing where it was, but it was more a calming gesture than a protective one now.

Twilight still looked confused and disconcerted, though.  “But if she apologized, and you know she didn’t ever intend to actually hurt you, why does she still make you nervous?”

Rainbow interrupted with a chuckle.  Twilight was smart, brilliant really, probably the smartest pony she’d ever met, but she hadn’t spent nearly as much time with Lero as Rainbow had.  There were things that Rainbow understood on an emotional level that Twilight may not have really grasped yet.  “Like I told you a couplea times, it’s ‘cause he’s not a pony, Twi.”  The unicorn still looked confused, so Rainbow continued, “That doesn’t just mean he’s shaped different, he thinks different, too.”  She looked down at her stallion fondly.  “Took me forever to really, completely figure that out.”

“Oh.”  Twilight blinked blankly for several seconds.  Then, comprehension crept across her features.  “Oh!  Okay, I’m sorry, Lero. You aren’t talking about being actually worried she’d hurt you, right?  I promise, she really does like you!”

“No, I'm not really worried.  I’m just cautious, like I said.  I’m aware that she could do me harm if she wanted to, so I prefer to strive not to make her want to.”  He smiled at Twilight, stroking Rainbow’s forehoof with his fingers.  “I do appreciate you telling me that she likes me, though.  I know a bit about how you feel, by the way; I’ve spent a lot of time trying to figure out how you folks think.  That book you were reading was part of it, actually.”

Twilight cocked her head, curiously.  “A history of the Gemwing Wars?  What did you expect to learn from this?”  She looked more closely at the book.  “Where did you get this, anyway?  I don’t even remember seeing a copy of this in the library.  Which is a pity, this is a very interesting book.  Historical accounts don't often go into such detail about both sides' viewpoints like this does.”

“This book’s Lyra’s, actually.  She loaned it to me.”  I seriously need to ask her if she’s interested in courting us, Rainbow thought to herself as she brushed Lero’s mane.  “And it told me a lot, actually.  You’re familiar with it?”

“With the Gemwing Wars?  Yes, of course.  The pegasus city of Deluge and the unicorn kingdom Crystalmere fought each other off and on for something like two hundred years, and at the end they were both so weak that the Glittering Empire conquered them both.”

“Right.” Lero nodded.  “Crystalmere even conquered Deluge right at the end, but they weren’t able to hold the city for long.”

“I kinda remember that being mentioned in school,”  Rainbow observed.  “Mostly I remember that a ton of ponies died in those wars.  Kinda dumb, ‘specially since they weren't really fighting over anything.”

“It was a power struggle,” Twilight replied.  “They both wanted to be the strongest.  Both wanted to rule over the area around them, but neither was quite strong enough to beat the other, so they just kept fighting and fighting.”

“What struck me,” Lero interjected, “was how the war ended.  Crystalmere finally broke Deluge’s defenders in a huge battle, with troops teleporting up into the city’s streets and overrunning the pegasi that were left.  Crystalmere installed a government of their own and tried to hold Deluge as a fiefdom.”

Twilight cocked her head.  “Well, yes.  They’d won.  What else would they do?”

Lero shifted uncomfortably against Rainbow’s chest.  “Well… there was an analogous situation in human history.  The Punic Wars.  They ended… rather differently.”

“Oh?  Differently how?”

“Well, the Punic Wars were fought between the cities of Carthage and Rome…”

“Roam?”  Rainbow interrupted.  “Hey, Twilight, didn’t we have a city or something called Roam?”

“Yes, actually, an earth pony nation that built an empire.  They actually conquered two unicorn kingdoms and fought off the forces of one of the pegasus cities, Typhoon, I think, on quite a few occasions.  Quite remarkable.”

Lero chuckled.  “Yeah, I read about them.  Weird parallel.  Even down to the Seven Hills.”  He shook his head.  “Anyway.  At the end of the Third Punic War, Rome’s armies laid siege to Carthage.  The siege lasted for years, and when the Romans finally broke Carthage’s walls, they were, well, furious.  Most of the people living in the city were slaughtered, the survivors captured and sold as slaves, and the city itself was burned to the ground and then completely destroyed.  The end of the Punic Wars meant Carthage was gone.”

Rainbow’s brows lifted.  “Wow.  Hardcore.”

Twilight gave her a quelling look.  “It does seem a bit extreme.  I mean, a destroyed city is no good to anyone.  Why?”

“Why did they destroy it?”  Lero asked.  At Twilight’s nod, he continued, “Well, Carthage and Rome had fought three wars, and while Rome won all three, it had suffered some nasty defeats, too.  I suspect they were just tired of dealing with Carthage, and angry.  There was even one particular Roman politician that ended every speech by saying, ‘Carthage must be destroyed.’  So when Carthage fell…” he shrugged, “I guess the Romans wanted to make sure they never had to deal with Carthage again.”

The unicorn chewed her lip.  “Was that a normal thing?”

“What, destroying the city like that?  No, not at all.  Total destruction like that only ever happened a few times.  Cities were often sacked when they resisted, but it was fairly normal for a city to surrender after token resistance if it was besieged in order to avoid being sacked.”

Twilight nodded thoughtfully.  “I see.  Interesting.  A little different from our history; I can’t think of a city ever being destroyed like that, but they rarely outright surrendered.  Especially the pegasus cities.”

Rainbow snorted.  “Yeah, we do kinda suck at surrendering.”

The unicorn gave her a level look.  “Yes, and it meant every time a pegasus city was conquered, a lot of ponies died on both sides.  Even when the conquerors were other pegasi.”

The pegasus shrugged unrepentantly.  “What can I say?  We don’t like giving up.”

“Ladies, I’m gonna change the subject,”  Lero interjected.  “Hey, Twilight, why don’t you come join us on the couch?  I’d be happy to brush your mane like I did Rainbow’s.”

Rainbow nodded.  “Yeah, you should totally try it.  Seriously relaxing, you’ll probably fall asleep.”

“It did look comfortable.  I’m just worried about accidentally hurting your hand…”

“Hurting my hand?  How?”

Rainbow rolled her eyes.  “C’mon, Twilight, tell me you’re not one of those ponies who think his fingers are all delicate and stuff and break when you look at ‘em funny.”

Twilight scoffed.  “Of course not.  I know better than that.  I’m just worried about shifting and stabbing him by accident.”

Lero chuckled.  “I’m pretty quick, Twilight.  You shouldn’t have to worry.”

“Hey, we could show her!”  Rainbow exclaimed.  “How about a game of knuckles real quick?”

Lero grinned.  “Yeah, been a while since we played that, huh?  I'm up for a quick game.”

“What's 'knuckles'?”  Twilight asked.

“Game Lero taught me.”  Rainbow shifted so the human could sit up.  “Hey, could you keep score?”

“I'd be happy to!  What are the rules, and how is it played?”

Rainbow extended her wing, half-folded so she was leading with her wrist with her pinions folded back.  Lero mirrored the movement, holding out his hand folded into a fist, resting his knuckles against Rainbow's wrist.  “Wanna explain the rules, big guy?”

“Sure.”  Lero gestured to where his knuckles rested against the pegasus's wing.  “We start off like this.  We both try to get a solid hit on the other, while trying to evade the other's swings.  A solid smack is a point to the one who scores it, and a missed swing is a point to the one who dodges it.”

Twilight raised an eyebrow.  “So you're basically just trying to hit each other?”

Rainbow chortled.  “Sorta.  Well, that and dodging.”  Rainbow really enjoyed this game; it was basically pure reflex and coordination, with just enough sting to make her really focus.  “His hands are quicker than you think.  You'll see.”  She grinned at Lero.  “Ready to go?”

“Sure.  I don't really feel like a long game, though, five points sound good?”

“Sounds fine to me.  Ready, Twilight?”

Twilight nodded, fastening her gaze intently on her friends.  Rainbow's concentration narrowed, focusing on Lero's fist.  He was utterly still, waiting in a way that she was really terrible at dealing with.  And he knew that, darn it.  Her fighting teachers had all told her she needed to work on her patience, but she had a major problem with it even now.  This time, though, she was determined to wait.

It paid off.  She felt his hand start to move, judged that it wasn't a feint, and twitched her wing just enough.  Lero's knuckles whizzed through the space Rainbow had just vacated.  The pegasus laughed triumphantly.  “Ha!  One point to me!”

Twilight snorted in amusement, but nodded.  Rainbow and Lero resumed their previous pose for a fraction of a second.  Lero moved a tiny bit quicker this time, and his knuckles cracked against Rainbow's wrist.  “Ow.”

“That's a point to Lero, right?” Twilight asked.

“Yeah.”  Rainbow flexed her wing, working the sting out.  “Got me fair and square that time.”

The unicorn shook her head.  “Are you sure he taught you this game?  This is just so... you.”

Rainbow and Lero both burst out laughing.  “No,” Lero said, “this is definitely a human game, I promise.  'Course, the first time we tried it she used her forehoof instead...”

The pegasus winced at the memory.  “Yeah, that was probably a bad idea.  Sorry.”

“My suggestion, not yours.”  She saw him flex his fingers at the memory.  Her foreleg didn't twitch as fast as her wing could, so he'd gotten several scores in that she'd barely even felt before she'd managed to return the favor.  Her hoof was also much heavier and harder than his hand and once she finally scored with a return stroke it had split the skin on his knuckles and left his hand bleeding.  That had kind of spoiled her enjoyment of the game; she'd been scared for a second that she'd broken something.  Using her wing had been an idea she'd had later, and it had worked out a lot better; it was quicker than her foreleg so the game was more even, not as hard or heavy as her hoof was so she didn't accidentally hurt him, and stung the way it was supposed to when he managed to get her.

“No big deal.  C'mon, another round!”   She figured he'd be expecting her to wait again, so this time she seized the initiative and took a swing a heartbeat after they touched.  Just like his first swing, she missed, his fist twitching out of the way.  “Nuts.”  That was another fun part of the game: trying to stay a step ahead.  It was honestly the trickiest part; he could read her as well as she could read him.

“That makes it two-to-one, Lero's favor, right?”  Twilight asked.

“Yeah, yeah.”  Rainbow stuck her tongue out playfully.  “I'm still gonna win.”

She did wind up winning, five to four.  She shook her wing a bit, as Lero mirrored the motion, flexing his fingers.  “Good game, Rainbow.”

“Heh, thanks.”  She grinned at him and turned back to Twilight.  “See?  He's quick.  You won't have to worry about poking him by accident.”

Twilight blinked.  “Rainbow... that was a really ridiculously roundabout way to demonstrate that!”

“Yeah, kinda.  It was fun though.”  She really did like that game.  Rainbow snuggled up against Lero again.  “C'mon, seriously, hop up.”

“I'm with her on this one, Twilight,”  Lero said with a smile, taking the brush off of Rainbow's forehoof and waving it.  “Rainbow really enjoys this, you might too.”

“Well, I suppose I could join you, if you're sure you don't mind.”  Twilight smiled back.  “Scoot over a little?”

Rainbow moved as far over as she could, pulling Lero along with her.  She was kinda sandwiched against the arm of the couch, but that was okay.  Twilight hopped up onto the couch, with a slightly shy look at her herdmates.  Lero's arm wrapped around the unicorn's shoulders, pulling her closer, and she leaned in for a kiss.  Rainbow watched her lovers kiss, a smile on her lips.  She loved seeing them both look so happy.  Their eyes were closed, their breathing slow, and Twilight's ears were pivoted back slightly in concentration.  Rainbow's heart sped up a bit at the sight, a gentle shiver of pleasure dancing through her.

“That really is nice,” Twilight observed when the kiss ended.

“Getting a little in the mood, huh, Twilight?”  Rainbow asked with a wry grin.

“In the... oh.”  The unicorn flushed.  “No, I think it's a little early for that, don't you?  It's not even noon!”  Lero's arm reached around and started running the brush through Twilight's pink-streaked purple mane, the unicorn's violet eyes half-closing in pleasure.

“Heh, well, 'too early' is kinda relative.”  Rainbow nuzzled Lero's neck.  “If you feel like it, then it isn't really too early.  Only question then is if he thinks it is.”

Twilight chuckled.  “Such a sensualist.  It wouldn't surprise me to find hoofcuffs or something around this place.”

The pegasus laughed again, rubbing her wing slowly against Lero's back.  “Nah, no cuffs.  We use ropes.”  She made a little growling noise into Lero's ear.  “We should do that again sometime.  Maybe we could do it next time we play Silverwing and Hammer Strike.  Change things up a little, add a little spice.”  She was feeling a little turned on.  Competing did that to her, sometimes, even silly little games like kuckles, and watching that kiss between her herdmates did a little more.

Twilight gave her a sidelong look.  “Okay, I can't tell if you're joking or serious.”

“Oh, she's totally serious.”  Lero pulled the brush through Twilight's mane.  “Don't worry, though; if that makes you uncomfortable we'll keep it strictly between the two of us.”

Twilight cocked an eyebrow.  “Really?  You let her tie you up?”

Rainbow barked a laugh.  “Ha!  Do I look like Applejack?  I can't tie a knot to save my life!”  She nudged Lero with a forehoof.  “He ties me up.”

The unicorn's head tilted in inquiry.  “That's a little surprising.  You know, with the dynamic between the two of you.”

The pegasus chuckled, rubbing Lero's arm with her forehoof.  “Yeah, I know, the whole claustrophobia thing.  When I'm with someone like that, it's less scary and more exciting.  And just not being able to move is different from being closed in.”  She paused, her mind processing, realizing that she may not have understood what Twilight was asking.  “Uh... wait, what does that have to do with our 'dynamic'? Him being with me makes me more comfortable, not less.”  Hmm.  We probably should find out what Twilight’s kinks are, Rainbow thought to herself. It wasn’t an immediate concern, she and Lero hadn’t had that conversation until they’d been sleeping together for a while.  She liked playing pretend and getting tied up, and he had this weird thing where he liked the one on top to be the one in charge.  She was fine going along with that, though it was a little odd for the one doing most of the work to be the one calling the shots.

Twilight hesitated.  “Well... I mean... You're... pretty much the dominant one between the two of you.  It's a little odd for you to be the one getting tied up.”

“I'm the... I am not!”  Twilight gave Rainbow a level look, somewhat spoiled by her relaxed body and partially-closed eyes, and Rainbow turned to Lero.  “Dude, tell her!  I'm not... I was just telling you what to do, wasn't I? Argh, that's not what I meant.”  It was hard to explain.  She really wasn't the one in charge in their relationship; neither of them was in charge.  She had to admit that it might look like it from outside; Lero still had problems with some parts of Equestrian society, and with Rainbow's regular proximity and the trust they shared, it was natural for her to assume a role as his guide.  All she did was show him how ponies normally acted; she left it completely up to him whether he would act that way or not.  It didn't bother her in the slightest when he chose not to, otherwise she'd probably never have fallen in love with a non-pony in the first place.  Well, maybe she would have.  The fact that he did often follow her example could make it look like she was leading him to someone who wasn't fully aware of the complexities of their relationship (which was pretty much everypony, she had to admit) but that was just because he tried so hard to fit in.

Lero snorted.  “Don't worry about it.  I do tell you 'no' from time to time, and you don't get mad at me when I do.  But you do have a rather... forceful personality, Rainbow.  It's one of the things I like about you.”  His eyes locked with hers, and a slow smile spread across his face.  “One of many things.”

Rainbow matched his expression, feeling a surge in her heart.  “Thanks, big guy.”  She looked back to Twilight.  “But, I mean, it's not about being in charge or anything.  We talked about it for a long time the first time we tried it, just to make sure neither one of us got uncomfortable.  I just think it's hot sometimes, not being able to move.”

“I'm curious.”  Twilight snuggled happily against Lero, lying down and laying her head on his leg as he kept gently brushing.  “What do you enjoy about it?  Hobbles and bits don't seem too comfortable...”

“Woah, we don't do anything like that.  Especially not a bit, I want to be able to talk.”  Rainbow paused.  “Besides, I'd be able to sorta move with hobbles anyway.  And why I like it?”  She paused again, blinking.  “Uh... hey, big guy, help me out here.  You're like a million times better with words than me.”

“Oh, uh, alright.”  He blushed a little, clearly taken by surprise by the request.  “Well, are you wanting to know the, er, how or the why?”

“Well, now I'm curious about both!”  Twilight grinned up from his lap, tilting her head a little bit to make it easier for the brush to reach..

Lero chuckled.  “Okay, well the 'how' is simpler, so I'll start with that, okay?”  Twilight laughed and nodded.  “Well... I lay her on her on the bed on her back.  Then I use one rope to tie her forelegs together like this,” he held out his arms, wrists together, “just above her hooves, sort of pull them up over her head and tie the rope to the headboard.”  His flush was getting stronger, and Rainbow felt her pulse speeding up as she pictured what he was describing.  The memory of how it felt was so strong it was almost like feeling it all over again.  “I put another one around each of her ankles and tie the other end to the bedposts at the foot of the bed.  I have to get 'em really tight, her big thing is that she wants to be totally immobile, which is kind of difficult to balance since I don't like to tie 'em too tight.”  He looked Rainbow in the eye.  “Don't want to hurt her, after all.”  Rainbow smiled, her heart racing, and leaned forward to nuzzle his cheek.

“Wow.  That's way different from the way most ponies do bondage.”  Twilight looked from Lero to Rainbow and back again.  “Where did you get that idea?”

“I...” Lero paused, “Er, actually, that may have been cultural contamination from my end.  She wanted me to tie her up, but didn't tell me how, so I had to use my own initiative.”

“Hey, I've had no complaints!” Rainbow interjected.  The position he'd found for her had been exactly what she'd wanted, lying on her back even immobilized her wings, not that they could move much given how fast she got stiff.

“So, um, what do you do once she's tied up?”  Twilight was starting to blush a little, too.

“Touch her,” he said, glancing at Rainbow with a twinkle in his eye.  “Touch her all over.  With my mouth, with my hands, everything.  For a really, really long time.”

Rainbow's breath caught.  Oh, argh.  I'm trying to be all nice and wait for evening so Twilight can have fun too, but holy horseapples I want him right now.  Self-control, Rainbow, self-control.  She took a deep breath, trying to calm herself.  It wasn't easy; she kept having flashes of how it felt, having his hands roaming across her body while she pulled against the ropes.  Feeling his fingertips gently tracing the lines of her muscles, feeling his mouth kissing, nibbling, licking, finding her most intimate spots.  Rainbow's body quivered at the memory, and she could almost feel the ropes around her ankles.

“So, do you, um, put it in?”

“Yeah, eventually.”  Lero pulled one of Rainbow's forehooves up to his face, kissing it lightly.  Rainbow snickered to herself.  Heh, he's getting turned on, too.  “After an hour or so.”

“An hour?”  Twilight's eyes popped open all the way.  “Like a whole hour?”

Rainbow giggled, shivering with the memory.  “When he's rushing, yeah.  When he's really taking his time it's more like two.”  Twilight's jaw dropped.  “That's part of the fun.  I'm usually in kind of a hurry, and when we're doing that he makes me slow down.  Takes his time, and I can't make him hurry since I'm all tied up and can't move.  Crazy hot.”

“Wow.”

“Yeah, wow.”  Rainbow nibbled on Lero's neck, enjoying the feel of his smooth skin against her teeth and lips.

“Um.”  Lero paused, still brushing Twilight absently.  “As to the why?  Er... there, I'm going to have to guess.  We never have actually talked about why we were doing it.  Unless you'd like to chip in, Rainbow?”

The pegasus giggled.  “You're doing great so far.  And you're still a million times better with words than me.”

“Okay,” he said hesitantly.  “Well...  I think it's about trust.”

“In what way?”

“Well...”  He glanced at Rainbow.  “Okay, I may be totally off base here, so correct me if I'm wrong, okay?”  The pegasus nodded.  She was intrigued; they really hadn't talked about their reasons for playing that game.  She wondered if he'd figured out what she was thinking or not.  He was usually pretty good at reading her mind.  “Like I said, I think it's trust.  She's always very definite that she doesn't want to be able to move.  With the position I tie her in she's, well, totally exposed.  I could do anything to her... but I don't.”  Rainbow bit her lip, meeting his eyes, her pulse starting to race again.  His hand crept up again, finding her hoof and gently tracing the line of muscle in her foreleg, eliciting an astonishingly vivid flash of memory that made her catch her breath.  “She puts herself in a position where she's basically completely at my mercy and lets me do whatever I want, fully confident that I would never do anything to hurt her or make her uncomfortable.  And I don't.  I spend the entire time making her feel as good as I possibly can, showing her that she's right to trust me.”

“Um, I don't know much about the bondage thing, but do you guys have a safe word or anything?”

Lero laughed.  “Yeah.  'Stop.'  It's just a game, and I'd never want to take it too far; she can tell me to stop at any time and I will.  If she even got nervous, I'd stop.”

“Yeah, and I know it,”  Rainbow interjected.  She couldn't hold herself back any more, pulling the human's head around and kissing him deeply, passionately, hungrily.  The feeling of his tongue against hers, the taste of him, kindled the fire in her belly.  She pulled his shoulders around to face her, pushing her tongue past his lips and into his mouth, catching his lip in her teeth for a moment after her tongue withdrew.  She was quivering hard when the kiss broke, her wings fanning the air a bit, a little surprised her breath wasn't steaming.  “Dude, you nailed it.  All the hottest parts.  Well, all but one.  You know I'm a little claustrophobic, right?” He nodded.  “That's the rest of it.  Being held totally still like that, it triggers that a little tiny bit.  It's an adrenaline rush.  It would scare me, if I was with someone I trusted just a little tiny bit less, but since I’m with you, that makes it exciting instead of scary, like I said earlier.  Big ol' rush, makes it crazy hot.”  She broke off, taking deep breaths to try to keep herself under control.  It wasn't working very well.  “Wow, sorry.  Getting kinda... grr!”  She bit Lero's shoulder suddenly.  “Dude, I wanna take you so bad right now.  Are you feeling it, too?”  She knew he was, but she asked anyway.

Lero nodded, smiling slowly, just as she’d expected.  “Yeah.  I was trying not to say anything, but talking about that game was making me kind of hor... uh, heated.”

Rainbow glanced at Twilight, nestled comfortably with her head in the human's lap.  “I know you think it's early, but it's cool if you'd like to play too, Twi!”

Twilight's eyebrows lifted.  “Wow.  Um... aren't you worried somepony might walk in while you're... busy?”

Rainbow giggled.  “Nah, not really.”  Something Lero had mentioned last night prodded at her consciousness.  “Actually, there's a way to make completely sure that doesn't happen... uh, Twi?  How long does that cloudwalking spell of yours last?”

A slow smile spread over Twilight's face.  “Why, Rainbow Dash, are you planning to take us up to your house to do depraved things to us?”

Rainbow waggled her eyebrows.  “Maaaaybe.”

The unicorn snickered.  “Well, I can sustain it on myself basically indefinitely; it's not a particularly high-energy spell, and I can maintain it even if I'm asleep.  On someone else it lasts a few hours...”  She trailed off, her eyes sparkling as she looked up at her lovers.  “Unless, of course, they're close to me.  With sufficient physical proximity there's a sympathetic resonance between the cloudwalking spell on me and the cloudwalking spell on someone else that serves to reinforce the other's spell.  In that case, providing the other recipient stays sufficiently close to me most of the time, it should last about ten hours before needing to be refreshed.”  Rainbow was mildly shocked that she actually understood pretty much all of the words Twilight had just used.  She'd been hanging around Lero and Twilight way too much.  But she was okay with that.

Lero shared a quick look and a smile with Rainbow.  “How close are we talking, hm?”  He asked Twilight, caressing the unicorn's ear with one hand.

“Mmm.  Two bodylengths or so.”  She looked up at the human with a lazy grin.  “Think you can manage that?”  Rainbow reflected that her friend had readjusted to this new level of intimacy with remarkable speed.

“I think I can, actually.”  He bent down and kissed her.  Rainbow watched avidly as her herdmates' lips moved against one another, catching occasional glimpses of tongue.  Twilight didn't kiss quite as aggressively as Rainbow tended to; this kiss was slow and languid, fanning the fire in Rainbow's belly further.

She bit her lip.  “So what do you guys think?  Up in the clouds, have some fun?”

“I'd be willing to give it a try.”  Twilight grinned at her.

Lero paused.  “Er, do you need to go pick up Spike, Twilight?”

The unicorn giggled.  “Nope!  When we dropped him off, Applejack asked him to help with her sister's sleepover today.  She's hosting Apple Bloom's friends, and they can be difficult to deal with.  I don't need to pick him up until tomorrow.”

“Yeah,”  Rainbow writhed slowly against Lero's back, rubbing her belly and chest against him.  He leaned back against her in response, pushing close to her.  “We've got her all to ourselves today and tonight.  I'll fly you guys up and we can have some fun.”  She paused.  “Uh, my bed's way too small for all three of us, but the floor's made of clouds.  It's all soft and springy; I used to sleep on the floor all the time.  So if you guys are cool with using the floor...”

“Sounds great!”  Twilight pushed herself up off of Lero's lap.  “You probably don't need to carry me, though.  If your house isn't all the way up, I could just teleport myself there.”

“It's about middle-high right now.”  With no other cloud-buildings to worry about, Rainbow could move her home whenever and wherever she wanted to, so long as the rainbow waterfall was high enough to dissipate before it hit the ground.  (There was some regulation or something that said she wasn't supposed to let liquid rainbows get in the groundwater)  She often did so on a whim, adjusting the house's position and altitude to whatever she felt like at any given time.  It was something to do when she was bored.

“Okay, I should be able to reach it without any problems, then.  Hold still a second, Lero.”  Twilight's face took on a mask of concentration, and a soft glow enfolded her horn.  Moments later, the glow touched Lero, expanded to cover his body, and sank into his skin.  “There we go.”

“That felt interesting.”  The human looked down at himself.  “Huh.  So I can walk on clouds now?”

Twilight nodded.  “For the next two or three hours without me, or more like eleven if you stay close to me.  I can refresh it when we get up there, to make sure you have the full duration.”

“You sure you don't want a ride, Twi?”  Rainbow asked.  “I could probably carry both of you at once.  Or I could make two trips, it's not far.”

“No, it's okay, I'll meet you up there.  Did you want to go now?”

Rainbow nodded.  “Yeah.  I do.”  She gave Lero a sultry look that he returned with a heavy-lidded smile.  “I really, really do.”

The unicorn giggled.  “Okay.  I'll meet you there, then!”  She flashed them a grin and trotted out the door.  There was a flash of light from outside as she teleported.

Lero pushed up off the couch and extended his hand to Rainbow.  She put her forehoof in his hand and hovered up into the air, letting him tow her closer.  She landed lightly next to him, looking up into his face.  “You ready for a ride, big guy?”  She tried to conceal a tiny edge of nervousness.  This was the only part of her life she hadn't yet shared with him.  He was built like an earth pony, after all, and a lot of earth ponies were afraid of heights.  They didn't like being where they couldn't feel solid ground underneath them, which was part of the reason she'd been so pleased that Applejack and Pinkie Pie had come along to the Best Young Fliers' competition.  Rainbow had been a little afraid of how she'd feel if she offered to take him flying and he declined.

“Yeah, I think so, if you're sure I won't be a burden”  He frowned, looking closely into her eyes.  “You okay, Dash?  Something wrong?”

She shook her head.  “Excited, that's all.”  He looked at her searchingly, but she ignored it.  She bounced up off the ground, hovering at his eye level.  “Okay, carrying you won't be hard.  Don't worry about that.  I can carry heavier than you without a problem.”

“You can?  Okay... okay, great!  What do I need to do?”  Rainbow could hear suppressed excitement in Lero's voice, and not just the sex kind either.  Some of her worry abated, hearing that.

“You're good with flying?”

“Absolutely!”  He exclaimed, grinning.  “I've tried not to push since I didn't want to intrude, but I'd love to fly with you.  I've had dreams about flying as long as I could remember.”  He rubbed his neck.  “And, well, what with my name and all...”

Rainbow blinked at him incredulously in a frozen moment of stillness before her heart surged with joy.  She shoved him with her forehoof.  “Doofus, why didn't you freaking tell me?  I love flying almost as much as I love you, and I'd be happy to carry you all the way across Equestria if you wanted me to!”

He laughed, reaching out to caress her face.  “No need to go that far.  What do you need me to do?”

Exhilaration, excitement, and anticipation were sparkling through Rainbow's body.  “Okay, like I said, I can carry more weight than you without a problem, but big as you are it's gonna be a little awkward.  Here, c'mon outside and we'll get it worked out.”  She led the way out the door, landing in the grass outside their home.  She looked him over quickly, building a picture in her head of how he could situate himself.  “Alright.  I think it'll work best if you sit down on my hips, lean forward, and reach around to hold my neck with your arms.  You're gonna have to be really careful where you touch me, though; I'm already pretty turned on, and touching one of my sweet spots right now'll make us just glide right back down and make Twilight wonder where the heck we are.  Plus, y'know, I don't really want to wind up stuck in the middle of the street with my wings stuck out like that.”

“Right, so watch my hands.”

“And try not to let your chest touch my back much when you lean forward.”  She flashed him a brilliant smile.  “It's only for a little while.”  She stepped back and to the side, rubbing her hip against his leg and teasingly extended a wing to tickle his face with her feathers.  “Then those hands of yours can go wherever they want.”

His return gaze smouldered.  “Promise?”

“Promise.” She growled happily.  “Okay, sit on my back real quick.  But be real careful.”

Rainbow felt his hands on her hips, his fingers rubbing the strong, thick muscles of her buttocks and thighs.  “Sit right here, right?”

The pegasus glanced over her shoulder, giggling.  “Yeah.  Right there.  Be patient, big guy, once we get up to my house you can touch me wherever you want, but you need to hold off 'till then.”

The human made a slightly disappointed noise, his hands slowly pulling away.  He threw his leg over her back and settled his weight on her hips, just like she'd asked.  Rainbow bent her knees slightly, absorbing the extra weight, but she was easily able to compensate.  Her hindlegs weren't as strong as Applejack's, but they were more than up to the task.  She felt another spike of lust, knowing that his groin was so close to hers and feeling his weight bearing down on her hips.  Just shift a little, and we could... She pushed the thought aside.  “There ya go.  Now...”  She was suddenly struck by memory.  “Oh, shoot!  Quick, mess up my mane, before somepony sees me!”

“Huh?”

“My mane!  It's still brushed!”

“Oh, right.  Sorry.”  She felt his fingers start to muss her mane, keeping anyopony who might spot them from knowing about her mane being brushed.  She knew he liked it, but she had an image to maintain, after all.  The pegasus craned her neck a bit in pleasure at the feel of his fingers in her hair, while at the same time trying mentally to distract herself so that pleasure didn't get too strong.

“Be careful, dude, don't tug.”  She remembered the spikes of ecstasy that had run through her when he'd pulled on her mane.  “I'm seriously right on the edge of the stiffies; be careful.”

“Right.”  He ruffled a bit more, finishing up by gently caressing her ear.  She leaned into the touch, making a delighted little noise.  Her mane still wasn't tangled enough, but at least it didn't look too smooth and straight anymore.  “That okay?”

“It'll work.  Here, if you could sorta bend over and put your arms around my neck...”  He did so, embracing her carefully.  “Got a good grip?”

“I think so.  Um... what if I lose my grip?”

“Oh, like what if you fall off?”  Lero nodded.  “Well, first off, don't panic, that's the big deal.  Spread out and sorta lay flat in the air, that'll keep you from spinning and slow you down some, and stay as calm as you can.  I'll know the instant I lose you, and if you're falling it means I'm already on my way to catch you.”  She gave him a reassuring smile.  “I've done midair rescues before.  No sweat.  Not that I'll let you fall off in the first place!”

Rainbow had been a member of the midair rescue team almost since she learned to fly.  Cloudsdale pegasi were all taught the basics, of course; when somepony had an accident in midair, you had to react fast, so even if one of the teams wasn't nearby somepony would be able to help.  Most of the time, though, rescues were the responsibility of the city constabulary or a designated rescue team who had received special training.  It was safer for everypony involved that way, leaving the rescues to those with the abilities and skills to do it safely.  Rainbow had qualified for the flight school rescue team at a young age, something that had left her nearly bursting with pride as she trained with other pegasi several years her senior.  She was a member of Ponyville's rescue team, too, not that they really needed it since most of the local pegasi didn't fly all that high.

She'd done a couple of midair rescues of non-pegasi, too, which were harder.  A pegasus falling generally instinctively lowered her weight as much as she could, even when she was unconscious.  Other kinds of ponies (and Lero, obviously) couldn't do that, and it made catching them a lot trickier, especially if they were scared and flailing.  One good smack from a full-weight faller could knock a rescuer silly when they were at low weight.

“All right, you got a good grip?”

“I think so.”  Rainbow shifted her stance, making sure he was secure.  His arms were wrapped firmly around her neck, carefully not choking her, and he seemed to be balanced well.

“Okay, here we go!  Hold on!”  Rainbow gathered her legs beneath her and leapt powerfully up into the sky, her wings spreading and catching the dense low-altitude air.  With Lero in direct contact like he was, her own weight-reducing magic was able to effect him nearly as efficiently as it effected her, dropping his mass to something she could easily fly with.  The pegasus powered straight up, gaining altitude rapidly as Lero's arms tightened around her.  Her heart raced, the feeling of sheer freedom that always accompanied her flight and the warmth of her lover's arms combining with her earlier excitement to leave her wondering why her wings were even still working.  “You okay back there, big guy?”

“Yeah!”  His reply was a little breathless.  “I'm more than okay, this is great!”

“Ha ha, I know, right?”  Rainbow couldn't contain herself, and threw in a quick barrel roll that made him yelp.  “Sorry, forgot you're not used to being in the air!  I'm just loving the fact that we're flying together!”

“No need to apologize!”  He called into her ear.  She could hear the exhilaration in his voice.  “I didn't fall!”

Rainbow laughed again, exhilaration rushing through her.  “Man, we're gonna have to do this again sometime!”  Her house was approaching rapidly.  “'Kay, hang on, we're almost there!”  The pegasus shot up above the level of her home, then swooped down to the level of her doorstep, where Twilight stood.  She backwinged, coming to a hover, and extended one hind leg delicately, part of her favorite landing maneuver.  She felt the cloud underneath her, and settled into a perfect touchdown, folding her wings against her sides.  “Here we are, big guy!  Hey, Twilight!”

“Wow, that was fast.”  Twilight blinked, standing next to Rainbow's front door.

“Hey, it's me.”  Rainbow glanced over her shoulder.  “Okay, Lero, let's see that cloudwalking spell work!”

Lero chuckled, clinging to Rainbow's neck.  “It's funny, I've seen magic over and over, but part of my brain is insisting there's no way I could stand on a cloud, and I'll plummet like a stone.”

Twilight bounced in place.  “Nope!  The spell's perfectly safe.  See?”

“And even if it weren't, I'd catch you.” Rainbow added.  “No reason to worry, go ahead!”

Lero shifted on Rainbow's back, tentatively setting one foot down.  The pegasus knew exactly how he was feeling; the cloud was soft, springy, but it didn't compress beyond a certain point.  She'd always enjoyed the feel of it, whether under her hooves or lying down on it, which was part of the reason she'd never had a problem sleeping on the floor when she was up here.

The human carefully eased himself off of the pegasus's back, taking his weight off of her hips.  Rainbow giggled at his caution.  She looked up at him as he bounced in place much like Twilight had, testing the resistance of the cloud under his feet.  She tried to keep the grin off her face at his uncertain antics, and looked over at Twilight to see a similar expression on the unicorn's face.  He glanced at the two mares, noticed their concealed amusement, and grinned sheepishly.  “Sorry.  Just a little odd.”  He shivered a bit.  “And a little cold.”

Rainbow reared up, standing on her hindlegs and wrapping her forelegs around his neck.  Her wings folded around his body.  “Aw.  I think we can keep you warm.”  She gave Twilight a sly glance.  “Right, Twi?”

“Absolutely!”  The unicorn sauntered over.  “That looks like fun.  Can I try?”

“Absolutely!”  Rainbow said, mimicking Twilight's voice.  She folded her wings against her sides again, pushing her excitement and lust aside, and released her hold on her stallion with an edge of regret, feeling the warmth of his body fall away.  Shut up, hormones.  I'll get him in a minute.  Her tail wasn't listening, twitching hard and keeping the prismatic hair flying through the air.  Twilight pushed herself up as Rainbow had, though she faltered a bit, lacking the athlete's coordination.  Lero caught the unicorn's forehoof in his hand, helping to steady her, and helped guide her forelegs up to his shoulders.  She embraced him much as Rainbow had, though she didn't have to reach up quite as far.  Twilight wasn't especially huge, but she was a unicorn and as such was a bit bigger than Rainbow.  Lero's arms wrapped around the magician, pulling her chest close against him.

He kissed her, the slow, gentle kiss that the unicorn liked.  “Thanks, Twilight.  Looks like the spell worked perfectly.”  He gave her another kiss, his lips moving slowly against hers while Rainbow's hormones sounded the charge.

“Oh, that's delightful.”  Twilight made a wordless happy noise when the second kiss ended.  “I see why you like to hug like this.”  The unicorn's hoof rubbed Lero's back for a moment, then she pulled back, breaking the embrace.  “Thank you.  But I know Rainbow was the one who was getting really excited.”  Twilight dropped back to all fours.  “It was my turn last night, so it's your turn now, Rainbow Dash.”

“Actually, yeah, let me thank you for that flight, Rainbow.”  Grinning, Rainbow jumped back into her previous position, hugging him tightly.  Her embrace tightened enough to lift her hindfeet off the ground, her wings flapping a bit to steady her.  His arms made a loop down low around her hips, lifting her a bit higher.  She sat in the loop of his arms, held up so her head was higher than his, her hindlegs curling a bit in delight.  Her forehoof stroked his mane, tilting his head back so she could kiss him hungrily.  Her wings wrapped around his shoulders, shrouding them briefly in a little tent of cyan feathers.

“You're welcome,” Rainbow said huskily when the kiss broke, looking him in the eyes from close enough that she could feel his quick, panting breath on her muzzle.  “Gimme a second to get stuff out of the way, and you can show me how much you appreciated it.  Launch me?”

“Love to.”  They shifted, Lero's hands sliding down Rainbow's legs in a motion that made her shiver, ending with her rear hooves cupped in his palms.  The human bent his knees, and his body tensed.  “Ready?”

“Yep!”  In a perfectly synchronized motion, Lero heaved and Rainbow jumped, their combined efforts catapulting her into the air considerably faster than she could have taken off by herself.  She did a couple of little backflips, using the extra speed for some flashy maneuvers just for the thrill of it.  She banked to a halt, hovering in midair about on level with her bedroom window, the highest window in the house.  “If you guys can wait there for just a second, I'll get everything in order and open the door for ya!”

“No problem, Rainbow Dash!”  Twilight called.  “I'll renew the spell on Lero while we wait.”

“Awesome!  Back in a sec!”  Rainbow darted into her bedroom window.

She glanced around.  Not too much of a mess... oops.  She could see the corner of a slightly worn magazine peeking out from under her bed, the cover picture showing an armor-clad, confident-looking pegasus mare lifting the chin of a nervous-looking, well-dressed earth pony stallion, smiling lazily as she looked him in the eye.  That could have been a little embarrassing.  That magazine had been a favorite of hers, but she hadn't even thought about it in months, even forgetting that she'd stashed it there.  A little... bedtime reading.  She'd found it on a visit to Cloudsdale a year or so ago and just had to pick it up; the mare looked a little like a better-looking version of her (albeit with a mono-color mane) and the stallion looked more than a bit like a guy she'd had a crush on at the time.  It was pretty high quality porn, too, which had made it a nice fantasy, at least before she'd been able to live out some better fantasies.  She picked it up and tossed it into the closet, moving some stuff so it was hidden.  Heh.  Glad I decided to check.  She doubted Lero would have been the slightest bit upset, but he probably would have been... sardonic.  She mock-shuddered at the thought, chuckling to herself.

She took a quick whirl through the rest of the house.  It was kind of a wreck.  Stuff was blown around some from the winds rushing through the building, and she kicked the debris out of the way into corners or under furniture.  It was a good thing she'd kept the place as high as it was; at least birds hadn't nested inside or anything.

She trotted back to front door, almost bouncing with excitement, pulling the portal open quickly enough to make Lero and Twilight jump in surprise.  “Hey, guys!  Come on in!”  She waved them both in, ushering the rest of her little herd into her house for the first time.

Lero looked around in amazement, gazing up at the ceiling.  “Wow, Rainbow, this is... roomy.”

The pegasus chuckled.  “Yeah, it is, kinda.  Building with clouds, you can make the rooms as big as you want, so I made 'em big.”  She licked her lips.  “So you want the tour, or would you rather do something else?”

Lero knelt down right next to her, where his hands could reach every part of her.  He reached out to touch her feathers.  “Much as I'd like a tour, I seem to remember you making a promise when we were getting ready to fly up here.”

Rainbow felt a wave of warmth cresting in her body.  “Mmm.  Yeah, I did, didn't I?”  She sidled a little closer to him, letting him take the lead.

Twilight raised an eyebrow.  “What did you promise?”

Lero's fingers traced gently along the line of Rainbow's feathers.  “Mmm...” the pegasus said, the pleased sound emerging from deep in her throat, “He had to be careful when we were getting ready to head up.  Had to watch where he put his hands, so I told him that when we got up here his hands could go wherever they wanted to.”  Right here in the main room seemed as good a place as any, and he was clearly feeling as impatient as she was.

The pegasus felt the tips of his fingers trace the trailing edges of her folded pinions down to her hip before trailing lightly down her leg.  She shivered.  “Speaking of tours...  You know, if my hands can go where they want, I think they'll take the scenic tour,” the human observed with a smile.

“Should we get your clothes off?”  Twilight asked.

“Nah, not yet.”  His hand reached Rainbow's hoof, and started slowly back up her leg.  “I'd like to play a little first.”

Rainbow giggled, enjoying the feel of his hand, sensing the heat of his body next to her.  Lero's hand trailed back up to her hip, pausing to trace her cutie mark.  He'd done that before a time or two, and she'd never gotten around to asking why.  Physically it didn't do much for her, but emotionally... that was another matter.  That symbol was a picture of her soul, it was her in a way that even her body wasn't.  Having him paying such close attention to it gave her a tremendous rush.

His other arm went around her shoulders, and his fingers stroked her ear.  Rainbow's brow furrowed a little in confusion.  “Uh, hey, Lero?  What are you doing?”  He seemed to be carefully avoiding all her most fun spots.

“Taking my time.”

“Uh... we are gonna have sex, right?”

“I'd certainly like to.”  His fingers trailed down from her ear, gently tracing the edge of her multicolored mane.  “I know perfectly well that I can make your wings pop out with a touch.  I wanted to try something different; see if I could get them stiff slowly instead of all at once.  Haven't tried that when you were already this excited before.”  Rainbow quivered a bit, lending emphasis to his statement.  The pegasus felt whipcord-tight, every muscle in her body so tense that the slightest movement made her shiver a bit.  Twilight was picking up on it, too; Rainbow could almost feel the lavender mare’s excitement, even when the pegasus wasn’t looking at her.

Rainbow frowned again.  “Um... why?”

Lero's hand continued down her neck, skipping over her shoulder to stroke along her other wing.  “Because I've never done it, and I'd like to see if I can.”

“Oh, gotcha.”  Rainbow tried to control her breathing.  She could totally understand wanting to do something just for the challenge.

“She does need at least a little contact with her major erogenous zones,” Twilight observed quietly.  “Pegasus arousal depends on it, males and females both.  She physically can't get fully aroused without it.”

“Ah, okay.  Thank you.”  His fingers continued down her wing, before doubling back.  He flashed a smile at Twilight.  “I appreciate you speaking up; you probably just saved Rainbow from ten minutes of frustration.”  The very tips of his fingers stroked along the sweet spot between her wings, so softly that she barely felt it.

She did feel it, though, and it was enough.  Her wings twitched, involuntarily extending a fraction.  “Hey, big guy, do me a favor?”

“Anything,” he replied, his fingers burying themselves in her feathers and making her shiver again.  They'd talked about how things like that felt, and her wings were roughly analogous to his hands.  Very sensitive, though not necessarily sexual.  Except, of course, for situations like this; much like when she nibbled and licked at his fingers when he was aroused, playing with her wings like this brought her considerable pleasure.

“When you get me, y'know, ready, could you get me off fast?”  Her wings extended a bit more as his gentle caresses stoked the fire in her belly.  His other hand moved on her hip, sliding over to where her hip met her flank.  She was a little ticklish there, but he wasn't tickling her, instead choosing to stroke her coat carefully.

“How fast are we talking?”  He leaned forward, nibbling on her neck, more lightly than she typically did to him.  Her wings continued extending; at this rate they'd be at full spread before long.

“As fast as you can,” she breathed.  Her body was screaming at her; the long, slow buildup had her nearly desperate for release.

“I think I can do that, if you're sure that's what you want.”  His hands kept moving, never pausing.  They slid up under both wings, pushing them up and out, making her primaries fan out in a pantomime of flight.  Rainbow bit her lip, closing her eyes as the slow pressure in her body continued to increase to almost uncomfortable levels.

“Y-yeah,” she panted with a jerky nod, “Yeah, I'm sure.”

His hands left her wings, running down the lines of muscle in her forelegs.  His body craned around, his lips seeking hers.  Rainbow pushed forward, seeking to throw herself into the kiss, but Lero withdrew teasingly.  He brushed her lips with his several times, giving her little half-kisses while avoiding her return attempts.

Rainbow's wings finally reached full extension.  Lero noticed, raising an eyebrow and giving her another teasing kiss.  “Looks like you're about ready, huh?”

“Yeah,” she said, eagerly.

“Let's make sure, shall we?”  He shifted around in front of her, and his hands reached out and slid under her wings.  His fingers curled a bit, curving around her triceps so she wouldn't slip, and he lifted.

“Ah!”  She gasped.  Her stiffened muscles resisted, striving to hold her cyan-feathered wings at full spread.  They were more than strong enough to hold her wings out straight, but the feeling of resistance was like a constant lightning bolt of ecstasy, doubling in intensity as he actually exerted enough pressure to lift her forehooves off of the cloud for a moment.  The feeling lingered after he set her back down and withdrew the pressure, stealing her breath for a few heartbeats.

“Fast, right?” He asked, with a smile that almost made her forelegs buckle.  She nodded, wordlessly.  “Okay, stand still.”  She nodded again.  Standing still wasn't her best skill, but right now she could do it like a champ.  He shifted around behind her.  Her tail lifted a bit, involuntarily.  Rainbow glanced to the side, catching sight of Twilight again.  The unicorn's violet eyes were wide, her lips were parted, and she was slightly flushed, clearly avidly following what was going on.  Rainbow started to say something, but she was interrupted by the feel of Lero lifting her tail the rest of the way.  His other hand pushed at her ankle, pushing her hoof across the springy surface of the cloud and leaving her hind legs spread out.  She bit her lip again when his hand left her ankle and slid up her inner thigh, making her body quiver in eagerness.  She had no idea what he intended, but she was looking forward to finding out.

His hand paused between her legs, teasing her nipples for a second before moving further back.  She was surprised to feel his fingers tug on the little fold of skin over her clit, pulling it back and leaving the little nub exposed.  “Wait, what're you... Uhhhhh!”

His tongue found her exposed clit, and the breath left her in a shocked grunt.  He licked slowly, the hot, wet pressure dragging a deep moan out of her chest.  She felt like her whole body was twisted into a knot, and the strand that tightened or loosened the whole thing was attached to that little nub.  His tongue flicked over it a few times quickly, then again dragged across it slowly. She could feel the texture of his tongue in exquisite detail.

She struggled to find her breath, trying to speak, but again he preempted her.  His lips closed around her clit and he started sucking, slowly, carefully, his tongue teasing the tip of it.

Rainbow almost blacked out from the intensity of the pleasure that washed through her.  She lost sight of the world, her senses virtually closing down, feeling nothing but intense, overwhelming pleasure.  His lips and tongue felt hot, and wet, and soft.  His breath was almost cool in comparison, his panting exhalations washing over her vulva, the moisture from her arousal gathering rapidly and oozing down to where he was sucking carefully on her clit.  She realized after a few moments that she was orgasming, her body shaking and convulsing in ecstasy.

She had no idea how long it lasted.  The feeling finally faded when his lips left her clit, his fingers finally releasing the little fold of skin and letting it slide back over the hard little nub.  Rainbow realized she was half-lying on the floor, her forelegs having given out and dumped her face onto the cloud.  Her hindlegs were still ecstatically stiff, leaving her backside sticking up into the air.  A slight breeze was blowing through the house, and she could feel it on her backside, her moisture-beaded vulva left sensitive by the orgasm.  Oddly enough, she felt a bit dissatisfied; the climax had come a lot sooner than she was expecting.  A lot sooner.

“Dude...” she said breathlessly, still lying on the floor, “I thought I asked you not to do that!”  When he played with her clit, she came fast, faster than she actually liked to, leaving her almost no time to enjoy the sensations leading up to it.  Her body had been screaming for release, and she'd only half-gotten what she wanted.  She was a little worn, but still tense, still wanting.

“You did tell me to get you off as fast as I could,” he said with a sly little smile.  “And besides,” he leaned forward to speak quietly into her ear, “you said you wanted to take me, right?  How's that gonna feel now?”

Rainbow blinked.  Then blinked again.  Realization dawned.  Has... has everything he's done been to set that up?  That had been something of a slip of the tongue; she hadn't actually meant that, not really.  Or had she?  She was kind of in the mood to take lead, even though it wasn't her turn.

The pegasus pushed herself upright on slightly shaky forelegs.  She searched his face, searching her own feelings at the same time.  She... she did want to take him.  She wanted it bad, way more than when she'd said it.  And she had wanted it then, even though she hadn't really realized it at the time.

He had, though.  He'd seen it, and then he'd spent all that time deliberately winding her up.  He'd taken charge, pushed her, and now, looking in his face, she could see that he was fully intending to let her take over.  All that, after seeing what she wanted more clearly than even she had.

She actually teared up a little.  “I... I don't deserve you, Lero.”

“You deserve better than me, Rainbow.”  He shrugged.  “But you've got me, for as long as you want me.”

She smiled at him, a little whimsically, ignoring for the moment the lust singing in her nerves.  “What if I want you forever and ever?”  Her voice was half teasing and half completely serious.

“Then you'll have me at least that long.”  His hand reached out to touch her cheek.

The long gaze they shared was interrupted by a sniff.  Rainbow glanced aside at Twilight, who was wiping a tear from her eye.  The unicorn blinked, realizing that she had the attention of both her herdmates.  “Oh... oh, I'm sorry.  Please, don't let me interrupt.”

Rainbow laughed, shaken out of her slightly melodramatic mood, and turned back to Lero.  “Mmm.  Well, I do kinda want your body, but it's all wrapped up in cloth.”

He raised an eyebrow, grinning.  “It could get in the way.  So how do you plan to change that?”

“I'm thinking the old-fashioned way.  Some unwrapping.” Rainbow replied with a matching grin.  She glanced around quickly, her gaze lighting on a couch sitting against the wall.  “First, though, that looks like a good place for you to sit, right?”

He followed her gaze.  “Ah, you want me to sit up?  I can do that.”  He started to step over to the couch, but Rainbow stopped him.

“I got a better idea.  How about you sit down here and I'll take you over there?”  Excitement was making Rainbow's stomach all fluttery.  This was gonna be great.

“Oh...kay,” he said hesitantly, sitting down with a slightly uncertain look on his face.

Rainbow stepped up in front of him, looking down with a smile on her face.  She leaned forward, whispered, “Grab hold,” and pressed her chest against his.  The pegasus felt his arms go around her, and grinned.  “Okay, hold on.”  She lifted her head, turning to look at Twilight.  “C'mon, Twi, follow me.”  The unicorn looked surprised and a little uncertain; she was probably surprised by the quick reversal of roles.  Rainbow and Lero had smoothly traded attitudes, the human passing the lead role over to the pegasus quickly and easily.  Rainbow shrugged inwardly; Twilight would get used to it.  The pegasus and the human both enjoyed both roles, and they'd gotten comfortable enough with each other that they could switch with barely any hesitation.  Rainbow would explain that to her herdmate later, but right now she had other things on her mind.  Rainbow set her hooves in the cloud surface and pushed.  Lero's arms tightened in surprise as he skidded backward, Rainbow shoving him across the floor until his back fetched up against the couch.  She backed up a step, regarding him through half-lidded eyes, her heart pounding.  “Time to get those clothes off.  Wanna help, Twilight?”

Rainbow wasn't the only one excited.  Twilight's eyes were sparkling with delight.  “Thanks, but you really look like you're into this.  I'll let you handle it solo.”

The pegasus shrugged.  “Suit yourself.”

“I'll make sure you don't feel left out, Twilight,” Lero added.

Rainbow guided the human's arms up over his head, and took the collar of his shirt in her teeth.  In a single slow, smooth movement, she pulled his shirt off and tossed it aside.  She stepped up again, pushing her chest against his and pressing him back against the couch, luxuriating in the feel of the wiry hair of his chest against her cyan coat.  Her lips brushed against his, teasing him with taunting little half-kisses the way he'd teased her earlier.  That was a lot more fun from this end.  Payback was sweet. Finally, she lost patience with the teasing, wrapping a foreleg around his neck to hold him in place while she pressed her lips against his.  She caught his upper lip between his teeth, then released it and caught the lower lip, before aggressively pushing her tongue into his mouth.  Her other forehoof rubbed his groin, feeling the hard bulge of arousal under his trousers.  The feeling gave her a thrill, since she knew exactly what she was going to be doing with that in a minute.

She licked her lips when the kiss ended, savoring the slightly glazed look in Lero's eyes and glancing over at Twilight.  “Enjoying the show, Twi?” she asked, slyly, a half-smile on her lips.  The unicorn's return nod was quick and a little jerky; she was really getting into it.  The pegasus could see a flush under the lavender coat on her friend's face.  Rainbow turned back to her stallion with a dirty chuckle.  “Now it's time to get those pants off, huh?”

“Gonna have to happen sooner or later,” he replied, his fingers trailing up her foreleg and finally finding the sensitive spot under her wing.  She bit her lip, craning her head back in delight.

“Mmm.  That's nice.  But cut it out for a second.”  She pushed his hand away gently.  She stepped back again, ducking to take the waistband of his pants in her teeth.  She'd had practice; it was the work of just a moment to undo the fastenings.  She pulled his trousers off with another smooth, quick motion; no wasting time today.  One last quick motion and his thin shorts followed suit, leaving him bare and nude before her.  Rainbow grinned, licking her lips again.  Just as she'd expected, he was just as ready to go as she was, his member hard and straight, sticking up from his lap.  She ducked her head, sticking her tongue out and trailing the very tip of it along the underside of his penis, starting at the base just above his scrotum and running it all the way up to the point at the end.  The pegasus relished that twitch of his body, his belly muscles tightening and his breath blowing out with a huff.  What made it even better was knowing that she'd pulled that reaction out of him; it was nice to be in charge.  Not that she disliked the alternative.

“Careful, Rainbow,” he warned breathlessly, “too much of that and I won't be able to last long for you.”

“You'll manage,” Rainbow replied, drawing herself up tall to look down at him again with a grin.  It was nice to be appreciated; she hadn't really gotten the hang of using her mouth the way he did, mostly because the idea of a mare and a stallion using their mouths on each other was still kind of weird.  That was usually just something a mare did to a mare or a stallion to a stallion.  It didn’t stop her from doing it, but even after she’d had some practice it still felt a little awkward.  “You always do, big guy.  I'm not worried.”  She reached out with a forehoof, rubbing his chest gently.  “You about ready to go?”

“More than ready,” he answered, catching her hoof and bringing it up to his lips for a kiss.

“Mmm.  Looks like.”  She gave Twilight a coy look over her shoulder.  “Wanna see how hot it is face-to-face?”

Twilight's giggle was a shade nervous, but her eyes were bright and she didn't look away.  “Oh, don't change your plans on my account!”

“All right, then, watch and enjoy.”  Rainbow put her forehooves on Lero's shoulders, pushing herself up to loom over him before pressing another intense kiss on him, craning his head back.  She touched her nose to his, looking straight into his eyes.  “I know I'm gonna.”  The pegasus pushed even closer to her stallion, her belly pressing hard against his chest, her rear hooves straddling his legs.  Her extended wings cast a shadow around him that in no way hid the eager gleam in his eyes.  He ducked his head down, kissing at her neck and chest.

Rainbow's heart pounded as she slowly lowered herself, feeling Lero's smooth skin and light, wiry hair sliding up her belly and chest, her cyan coat rasping against him.  She paused, feeling the tip of his member just barely touching her vulva.  The posture was slightly uncomfortable, her deeply-bent legs holding her up, with that slight touch between them.  Her body was singing with anticipation, but she wanted to savor it.  She looked down, meeting Lero's eyes and sharing an anticipatory smile before lowering herself the rest of the way.

Her breath left her in a long sigh as she took him into her.  That pointy-ended member just pushed her open and slid into her like it had been made for her, just like always.  The moment of penetration was her second-favorite part of this; the only thing better was the orgasm itself.  Not that everything in between wasn't great, just that those were her very favorites.

She lowered herself further, relishing the feeling of him sliding into her.  It was smooth, aided by the moisture that had already gathered inside her, a product of her earlier orgasm and her intense excitement.  She tightened the muscles inside her, squeezing him to create more pressure as he pushed deeper inside and to draw even more sensation out of it.

They finally bottomed out.  She sat in his lap, feeling him all the way inside her.  Her chest pressed against his, feeling his heart pounding against hers, their faces inches apart, their breath intermingling.  She moved her face that last tiny bit, her lips finding his, her tongue sliding into his mouth in a mirror of the way he'd slid into her.  Her body was singing with delight.  This was exactly what she'd been wanting since that conversation on the couch.  Well, it wasn't all of it, but the rest would follow.

Rainbow glanced over her shoulder again, trying to control her panting.  Twilight was watching avidly, her eyes wide and her lips ever-so-slightly parted, and a trace of sweat was beading her lavender coat.  Having the third member of their small herd literally within touching distance was inflaming her further, the extra intimacy adding even more to the thrill, further augmenting what Lero had accomplished by winding her up.  Just like last night.

“See what I mean, Twilight?  I get why you didn't want to try this last night, but this,” she ground her hips against Lero, feeling him shifting a bit inside her, the feeling making her voice hesitate.  His arms went around her, keeping her pressed tight against him, one hand reaching up between her wings to stroke the sweet spot.  “This is great.”

“It... looks that way,” Twilight said, her voice panting.  “I will definitely keep that in mind.  Thank you for the advice.”

Rainbow laughed, turning her attention back to Lero.  Her wings were stiff, her feathers quivering, and she was completely aware of every square inch of him pressed against her.  She started moving, pumping her hips up and down.  She caught her lower lip in her teeth, craning her neck back, the feeling of his member pushing in and sliding out stoking the fire in her belly to a roaring blaze.  Vaguely remembering something Twilight and Lero had said last night, she paid attention this time, and was surprised to learn that they were right; she was making a little noise in the back of her throat.  Huh.  Wonder how I never noticed that before.

She immediately forgot about it and picked up her pace, pumping faster, harder.  Lero moved underneath her, giving her extra motion, extra feeling.  Her cyan coat rasped against his skin, and she pushed him harder against the couch.  The rhythmic stroking deep inside her pushed her closer and closer to her peak, getting her closer and closer to what she craved.  Lero's hands roamed over her back and shoulders, stoking her fire further, making it blaze hotter.

Rainbow could feel it building.  She picked up her pace a little bit more, finding the perfect rhythm.  The pleasure built, and built, until the wave finally broke.  She pressed herself hard against him, thrusting her hips down hard to drive him as deeply inside her as she could while she came.  This orgasm lasted a little longer than the one he'd given her by playing with her clit, and felt more satisfying somehow.  Her body trembled against his, and she quivered around his intruding member.  It felt fantastic.

She paused when it ended, leaning against him while she caught her breath.  He still felt hard and ready to go inside her, and she hadn't felt him come, so they were still on for at least one more.  She pulled her head back, looking him in the eyes and seeing the desire that burned there, knowing that he wanted her the same way she wanted him.  Rainbow smiled and started to move her hips again, starting slowly as she had before.  She could sense a quiver in his body that told her he was getting close to his own climax fairly quickly.  Something about what they were doing was bringing him along a little quicker than normal, which she was fine with.  One more like that last one, building on the one he'd given her earlier, would be plenty for her, especially since it was so early in the day.

Rainbow held Lero's eyes as her hips moved, the springy cloud surface providing her hind hooves with an easy grip and making it a simple matter for her to stay in place.  They kept each other pinned in an unblinking gaze, their bodies moving against each other almost independent of their minds.  But only almost.

His body got tighter and tighter as she moved against him.  She could feel it in his body underneath her, see it in his eyes.  Rainbow didn't look away, maintaining the intense eye contact even while she sped her movements up.  Lero didn't look away either, not until the very last second.

He came first this time.  His eyes closed and he pulled her close, his muscles tightening and thrusting him as deeply into her as he could go.  Rainbow had been teetering on the brink herself, and that sudden hard thrust set her off as well.  They came together, shuddering in ecstasy against one another, each sensing the other's pleasure and thereby amplifying their own.

Rainbow leaned against him in the aftermath, breathing hard.  She felt sated, the burning need that he'd fanned with his teasing finally quenched.  A familiar, delightful afterglow spread through her, coupled with the also-familiar feeling of pleasant exertion that always followed strenuous exercise.  She pushed herself up again, looking him in the eye once more.  “Thanks, big guy.”  She kissed him, just a quick brush of her lips against his.  “Amazing as always.”

“Wow.”  Twilight gasped behind her.  Rainbow looked lazily over her shoulder.  The unicorn was actually sweatier than Rainbow herself was, and her body was quivering hard.  “That was intense just to watch, and I wasn't even doing anything!”

“Told ya dolphin-style was fun,” Rainbow said with a slow grin.

Twilight stifled a giggle.  “I think it was more about who was doing it than exactly what they were doing.”  She let out a long breath, clearly trying to still her quivers.  “Oh, and yes, I think I might like to try that next time.”  She blinked a couple of times.  “I think the two of you being so quiet made it even more intense, I'm not sure how.”

The pegasus shrugged.  Neither she nor Lero made a lot of noise when they were together, harsh grunts were about the loudest sound either of them typically produced.  That moan he’d made when she’d licked him was about the most she’d ever gotten out of him, and she’d only managed that a few times.

Rainbow felt Lero's hand pat her hip.  “Here, let me up, love.  I promised Twilight she wouldn't be left out.”

“Sure thing, big guy.”  She paused to stroke his mane with her forehoof one more time before pushing herself up and off of him.  She felt him slide out of her, leaving that empty feeling inside her that always left her a little bit sad that it was over.  He scooted across the cloud over to where Twilight stood, reaching out to run his fingers through her mane.

Rainbow felt a little pang of guilt.  She'd really worn him out, and now he had to burn up more energy since she really couldn't.  I really oughta see if I can find another mare, one that likes mares and stallions both so Lero doesn't have to take care of both of us every single time.  She shook herself, focusing on her herdmates.

She knew Lero couldn't get hard again for a while, but he still had his hands and his mouth, as he was demonstrating.  He was giving Twilight one of the slow, gentle kisses she liked, one hand tracing the base of her horn and making the unicorn tremble harder while the glow of magic crept up the spiraling protrusion.  Twilight cried out softly, the sound slipping past their joined lips.  The unicorn turned sideways a bit, pressing her shoulder against his chest.  Her eyes had drifted closed, sinking into the kiss and the feeling of the human's fingers on her horn.

Twilight's eyes stayed closed when the kiss broke, a quiet little moan building in the back of her throat.  When she tried to speak, it took her two attempts.  “Wh-... uh... what are you thinking of doing, Lero?”

“Well,” he said, sliding his hand down her side and flank, “your horn feels good, right?”  She nodded, wordlessly, horn glowing softly, “This feels good, too, right?”  His hand continued on its course, running over her hip and slipping under her twitching tail.  Twilight didn't answer, but she did moan again, louder this time.  Rainbow could faintly hear the sound of his fingers stroking the unicorn's damp genitals.  She was starting to get turned on again watching this, darn it.  Starting to want another orgasm, but there was no way she was going to interrupt her herdmates.  Lero smiled, watching the expression on Twilight's face.  “What I was thinking,” he continued, “is that I wanted to see if I could get both ends at once.”

“B-both?”  Twilight gasped, “But... oh...  h-how are... ahhhh...”  Rainbow could see her lose her train of thought while Lero's fingers worked slowly under her tail.  She stretched her neck out a bit, catching her lip in her teeth, another low moan building in her throat.

“How am I going to get both?” Lero asked.  Twilight nodded, squeezing her eyes shut more tightly, her pink-streaked purple forelock falling in front of them.  “It'd actually be easy enough to have one hand at each spot, but I've got a better idea.  Move your head around a little?”  His free hand cupped Twilight's cheek, pulling her head around gently.  The unicorn's legs were shaky, but she readjusted the position of her forehooves, her body bending around where Lero sat.  He ducked his head toward hers.

The human's lips found the base of Twilight's horn, and she let out a loud gasp.  “D'you think you can stay still?” he asked quietly, his words separated by light brushes of his lips and tongue across the hard, spiral-fluted surface, through the soft glow that enfolded it.  Oh, goddess, this is hot, Rainbow thought, her breath speeding up.

Twilight's neck quivered, but she didn't nod.  “Y-yes, I can stay still,” she gasped.  “I'll be... oh... I'll be careful, don't worry.”

“Okay.  I'm trusting you, but I'll be careful anyway.”  Lero ran the tip of his tongue all the way along Twilight's horn, flicking it against the sharp tip, through the point of light that was starting to form there.  Twilight cried out, loudly, holding her head completely still while pushing her hindquarters back against his hand.

Rainbow could tell what he was doing, under Twilight's tail.  She could tell from the flexing muscles in his forearm exactly how he was stroking her, and she could almost feel it herself, a phantom sensation that made her body tingle all over again.  Watching the expression on Twilight's face, listening to her moans get louder, was turning the pegasus on all over again.

She saw exactly when Lero's finger pushed inside the other mare.  Twilight let out a surprisingly deep moan when the human's finger slid inside, her hips and buttocks tensing.

Rainbow couldn't just watch anymore.  She sat down heavily on the cloud, her forehoof finding its way behind her hind legs.  This was just way too hot to watch without doing anything.  That trick she'd done a few times, rubbing Lero's groin with the base of her forehoof to help turn him on or get him off, hadn't been a spur-of-the-moment thing.  It was something she'd practiced on herself, during those lonely nights before they'd gotten together.  She used the same thing now, rubbing herself in time with Lero's shifting hand.  It wasn't quite as good as having him touch her, but it was the next best thing, especially since he was right there.  She watched the action in front of her avidly, rosy eyes intent while she stoked her own pleasure.  The way she was feeling, there was a decent chance that she would have been able to get off even without touching herself, as long as Lero and Twilight lasted long enough, but why leave things to chance?  Her body started to quiver in time with Twilight's, though Rainbow didn't let out any of the loud groans that were growing in volume as the unicorn got more and more excited.  Rainbow was trying to pace herself so she'd climax at the same time Twilight did, but it wasn't easy.  She'd only seen her lavender-coated friend like this twice before, the previous night, and that made it difficult to judge how quickly it was progressing.  It looked like Twilight was going faster than she had last night, but she wasn't completely certain.  If so, it was good, especially since Rainbow wasn't going quite as fast as she did when it was Lero touching her.

Twilight's moans kept getting louder and more insistent, her body shivering harder and harder.  Lero picked up his pace, too, slipping another finger in and making his kisses and licks faster and harder.  The point of light at the end of Twilight's horn started to flicker, a sign that she was right on the edge of climax.  Lero suddenly shifted, pulling Twilight's head against his chest and holding it there.  She didn't resist, leaning against him urgently, her ears swiveling back in intense concentration.  Lero ran his tongue along Twilight's horn one final time,  lingering on the sharp tip and the glowing, flickering point, and finally taking the end of her horn into his mouth.  His lips wrapped around her horn, his fingers working rapidly under her tail.  Twilight shuddered hard, her moan climbing the tonal register, rising in both pitch and volume, and Rainbow knew the unicorn was climaxing.  She bit her lip, stroking herself as fast as she could, trying to set herself off at the same time.  Lero finally pushed Twilight over the edge she was teetering on, the unicorn's voice rising to a peak in both pitch and volume.  Rainbow saw light flicker in the human's mouth, the glow shining through his cheeks.  The pegasus's eyes bulged at the sight, the thrill of it proving more than enough to fuel her own climax.  The foreleg holding her up almost buckled and pitched her onto her face, but she managed to keep her balance while she came, her eyes locked on her herdmates and her body trembling hard while her wings clamped down.  Oh, wow.  He actually…

Twilight sagged against their stallion, panting heavily.  Her legs folded, dropping her into a sitting position, and she leaned hard against him.  The unicorn raised a heavy head, looking him in the eyes incredulously.  “You... you actually... I'm so sorry, I... in your mouth, oh my goodness...”

He chuckled, clearing his throat and wiping his lips.  “No need to apologize.  It did feel a little more... tangible than I'd expected.”  He coughed.  “Felt a kind of like swallowing pop rocks, actually.  I didn't realize those little sparks actually had mass.”

Twilight blinked in surprise.  “I.... you're... what are 'pop rocks'?”

“It's a kind of candy back home.”  He rubbed her neck, helping her decompress a little.

Rainbow laughed, her forehoof sliding out from between her hindlegs.  “You guys have a candy that tastes like... like...”  She groped for words.

“It's not really the taste so much as the texture,” Lero interrupted. He smacked his lips once.  “That didn't really have a taste.”

Rainbow wiggled her eyebrows lasciviously.  “Wow.  You guys are more perverted than I thought, making a candy outta that.  So what does that candy taste like?”

The human snorted.  “There are various flavors.  Sweet, mostly.”

Rainbow couldn’t help but grin.  “Kinky.”

Twilight was blushing furiously, which was a trick right after an orgasm.  Rainbow didn't think she could have managed it, and she was a pegasus, with a gazillion ways that her body kept her blood pressure even.  “I still can't believe that I... did that, in your mouth.  I'm so, so sorry.”

“Don't worry.”  He kissed her lightly on the cheek.  “I didn't realize it would upset you.  Did you enjoy it, at least?”

“Oh, goodness, yes,”  Twilight said breathlessly.  “You really don't do that by halves, do you?”

“Naw,”  Rainbow drawled, moving over to sit next to them and fold a wing across his shoulders.  She aimed a warm smile at both of her herdmates.  “He's pretty good to have around.”

Lero's arm went around her, hugging both mares close.

Outside, the wind blew through the cloudless sky, swirling around the flying mansion and its happy inhabitants.

***

Author’s note:  Sorry to have one of these, guys, but I borrowed ideas from a couple of places in this part, and I feel like they need to be given credit.  First off, credit for the brushing bit at the beginning is AnonponyDASHIE’s, the kind host of this story so I can keep my name out of the spotlight.  It’s from his Side Stories scene, which’ll be great once he finishes it!  :-P  Second, the idea for everyone to visit Rainbow’s house goes to an anon on the Clopfic Archive, and Rainbow’s porn stash goes to another anon (or possibly the same one) at the same place.  I hope I haven’t missed anyone I’ve used ideas from!

The Altercation

It was late in the afternoon, and Rainbow, Twilight, and Lero were visiting the market.  It had been something of a long day for all three of them, albeit in different ways, and none of them particularly wanted to spend much time there.  The trip was necessary, however; the house Rainbow and Lero shared was low on several staples, and Twilight's pantry was perpetually somewhat low.  Dinner would have been a rather lean affair without at least a brief trip to the market.

Lero had spent the day up at Sweet Apple Acres, first helping to fix the cider press and then tracking down and repairing a leak in the farmhouse's plumbing.  Rainbow had been intending to come down there and help him out if she could, (primarily as moral support; if the problems could be fixed with hooves, Applejack or Applebloom would have already taken care of them) but the Everfree forest had decided to misbehave so she'd instead had to spend the day making sure her weather schedules didn't get turned upside down by rogue cloudbanks.  She hadn’t even had time for flying practice, something that had her grumbling irritably.  Twilight had been spending the last few days collating information from several frontier towns to present a report to the Princess on something-or-other, and she'd spent today writing and revising her final draft.

With all three of them wanting to be done with their shopping as quickly as possible, they'd decided to leave the haggling to the two ponies, while Lero hung out and watched.  He'd gotten better at bargaining, but he still wasn't anywhere near what Rainbow would consider proficient yet.  He'd confessed to Rainbow that the whole process was still a little strange for him, saying that where he came from prices were generally fixed.  That idea was freaking weird, how could you make sure they were giving you a decent deal if they wouldn't bargain?  What could you do if they were too high?  Just accept getting ripped off?  The pegasus thought that idea was as strange as Lero found the process of bargaining.

Twilight and Rainbow were haggling cheerfully with a tomato vendor, with Lero chilling in the square behind them, when the pegasus glanced over her shoulder and saw a unicorn stallion talking to the human.  Rainbow cocked her head as she identified the unicorn; it was a guy named Chuckwagon, who the pegasus didn't think Lero got along with all that well.  In fact, after a moment's consideration, she remembered him mention the stallion in less-than-positive terms a couple of times over the last week, and she could see from the set of his jaw and the tension in his stance that the human wasn't enjoying the conversation.

Rainbow's ears swiveled toward the two males, and she was able to faintly hear what Chuckwagon was saying.  “...should seriously ditch those nags.  C'mon, man, this is Ponyville, there's tons of mares here that're better looking than those two.  You could...”

“Sir, I am going to ask you one more time to drop this topic and never bring it up to me again, because I frankly don’t want to hear it.  I am tired of hearing you insult my friends, and I am nearing the end of my patience.”  Lero's voice was level and controlled, but tight with anger.  Rainbow could see the muscles along his jaw and the sides of his head moving as he ground his teeth.  She bit her lip and took a hesitant step toward the two males, not sure if she should intervene or not.

“Aw, c'mon, man, it's just advice.”  Chuckwagon glanced at Rainbow, noticing that she was following the conversation, and glanced back to Lero quickly.  He leered, raising his voice a little to make sure the pegasus could hear him.  “Seriously, you may look weird, but you could do way better than those two skinny nags.  There’s much hotter fillies around.”

Rainbow bristled silently, knowing that he'd intended her to hear that, and Lero's face flushed bright red.  “Shut your mouth,” he snapped.  “I am sick of hearing this garbage, and I think you’d better take it somewhere else.  Talk to me like that again and you'll regret it.”  The human's voice was a snarl, and he stepped close to the unicorn stallion, looming over him.

Heads turned all around the square.  Lero's voice had been raised, and the angry snap in it was enough to catch attention.  There were quiet murmurs from several places, and a unicorn mare with a slate-gray coat stepped out of the crowd around one of the vendors and trotted hastily over to the two males.  “Hey, back off!”  She reared up and shoved at Lero's chest, sending the human rocking back on his heels, but she didn't have the mass to push the big human very far.  “You got a problem with Chuckwagon?”

Rainbow finally recognized the mare; her name was Shimmer, and she was part of Chuckwagon's herd.  This could get ugly.  She glanced back over her shoulder and caught Twilight's eye, then jerked her head toward the confrontation.  The lavender unicorn had paled a bit, but she nodded and turned to follow Rainbow.

“I've got a problem with him bothering me when I’ve told him to leave me alone, yeah,” Lero snarled, leaning forward to jab a finger at Shimmer's face and looming threateningly over her.  “I'll gladly back off once he shuts up and leaves me the he- the heck alone!”

There was more movement in the crowd, some ponies with angry expressions on their faces moving toward the brewing fight and others stepping up to block them.  Rainbow caught sight of Honeydew, an eager, ugly look in her eyes, stepping around her storefront, only to be balked by Applejack, who stood in her way and gave her a level, steady stare.

“You got a problem with him, then you've got a problem with me,” Shimmer growled, narrowing her light blue eyes.

“And if you've got a problem with him, then you've got one with me,”  Rainbow interjected, her head lowering threateningly and her body tensing as she approached.  She felt Twilight's presence next to her, her friend ready to support her if she needed it.  Shimmer glanced around, fidgeting nervously.  Rainbow rolled her shoulders a bit to loosen her muscles as she advanced, her pace smooth, getting ready for a fight.  The gray unicorn looked back over her shoulder at Chuckwagon, drew a breath, and turned back to Rainbow.  Behind her, a tiny smug smile flitted over Chuckwagon’s face, fanning the pegasus’s anger further.

Before she could say anything, though, Lero looked over his shoulder.  “Back off, Dash,” he said a little harshly.  “I'm not going to drag someone else into this.”

Rainbow blinked in surprise, drawing herself up short.  “You sure, big guy?  There's two of 'em.”  She felt a little hurt that he'd snap at her like that; he'd never done that before.

“Yeah, I'm sure.”  He jabbed a finger at Chuckwagon, still staring Shimmer in the eye.  “He's the one I've got a problem with.”  The human knelt down and leaned forward, getting well into the unicorn mare's personal space and glaring into her eyes from inches away.  “How about you back off and let me have a little chat with him, huh?”

Rainbow felt a fierce flash of pride, though being snapped at still stung.  Her stallion didn't start a fight and then drag his mares into it the way she realized Chuckwagon had done.  He handled it himself.  She wondered where the rest of the unicorn stallion's herd was, quickly looked around for them, and saw that they were being blocked by other ponies in the market.  Voices were being raised, but it looked like the other mares figured that Shimmer could handle it as long as Rainbow and Twilight didn't get involved.

“How about no,” Shimmer growled.  She looked a little uncertain at having to confront Lero, probably because after that first moment where she'd rushed to get between them, she’d had the same reflex reaction that Rainbow would have in her place.  You didn't hit guys.  Just didn't do it.  It was why the pegasus had hesitated to intervene in the first place, when it had been between Lero and Chuckwagon.  Ordinarily she would have charged in headlong.  “You try to pick a fight with him, and I'll blast you.”  Her horn started to glow with a steady orange light.

That was one heck of an escalation, and Rainbow felt a spike of fear in her belly.  She started forward again carefully; given Shimmer's quickly-hidden uncertainty, this was probably just a bluff.  Just in case, though, she wanted to be ready to intervene if Lero needed it, regardless of what he wanted.  Her wings unfolded, ready to propel her forward lightning-fast if it became necessary.

Lero was quicker.  His arms flashed out, his hands closing around Shimmer's throat.  He dug a thumb into the underside of her jaw, breaking her concentration, and the magic she'd collected dissipated while she made a choking sound.  “You really want to go?”  The human's voice had gotten soft, almost silky.  “You guys think I'm so helpless.  Not as strong or tough as an earth pony, not as quick as a pegasus, no magic like a unicorn.  Big, but weak.”  Shimmer struggled against the grip, trying to pull free, but the human's hands and arms were a lot stronger than most ponies thought they were, and his slender, fragile-looking fingers could grip like a vice.  He half-rose, bringing Shimmer with him, and she flailed at him with her forelegs, but they weren't long enough to reach.

Rainbow started to dart forward, intending to try to separate them before the suddenly-turned tables resulted in Shimmer getting hurt, but a look at how Lero was holding the mare calmed her concerns a bit.  She knew the way his hands were shaped, and how they gripped, and after an instant's reflection knew how he could really hurt Shimmer if he'd wanted to, but he wasn't doing it.  His thumbs were carefully away from the unicorn's windpipe, and his hands were positioned to support her weight and maintain his grip without actually damaging her throat.  There was pressure on her neck and throat from his fingers, but not enough to cut off her breathing entirely, since Rainbow could hear the dark gray mare taking harsh, gasping breaths.  He was trying to scare her, not hurt her, and Rainbow's heart slowed a bit from the million beats a minute it had been running a moment before.  She was still ready to intervene, but unless things got really nasty she’d rather let him work it out himself, the way he’d indicated he wanted to.

Besides, she didn’t really want to get snapped at again.  That had actually stung a bit.

“Well, you're right.  I am weak next to you,” Lero continued, his voice still quiet, “but weak doesn't mean harmless.  You get me?”

“Urk,” Shimmer choked out, nodding frantically.  She'd figured it out too, and though she looked scared she didn't have the terrified look that had been on her face when his hands had first closed around her throat.

“Right.  So how about you quit pushing me around,” his hands tightened a bit, making Shimmer's eyes bulge, “and let me have that little conversation with Chuckwagon?”

“Not... let... hurt... him...” The unicorn gasped out laboriously, grimacing.

Lero ground his teeth, and Rainbow decided it was time to intervene.  She hovered up and set a forehoof on his shoulder, whispering, “Let her go, big guy.  Put her down, everything'll be okay.”

Twilight stepped up on his other side, looking at Shimmer.  “He wasn't going to hurt Chuckwagon,” the unicorn said acerbically, with an unstated you idiot hovering clearly in her tone.  “He wasn't even making any physical threats!  He never said he was going to do anything besides yell! You started it when you threatened to blast him!”  Twilight's violet eyes narrowed, and she lowered her head, horn glowing softly.  “And if you're thinking of blasting him when he puts you down, you'd better think again.  That's not happening with me right here.”

Shimmer shook her head as much as she could.  “Urk.”

Satisfied that the fight was pretty much over, Rainbow patted Lero's shoulder again.  “Put her down, Lero.  It's cool.”

She saw the muscles in his jaw move again, but he carefully set Shimmer's forehooves back on the ground and released her.  She fell back, sitting heavily, and coughed a couple of times.  “You okay?”  The human asked, his tone a little gruff.

Shimmer nodded, shooting him a brief glare.  She cleared her throat, rubbing her neck with her forehoof.  “Yeah, yeah, I'm fine.”  The unicorn’s voice was a little rough, and she cleared her throat again.

Lero gave a curt nod.  “Good.”  His tone softened a tiny bit.  “Sorry, didn't mean to squeeze quite that hard.”  He ignored the surprise on the mare's face and shifted his gaze to Chuckwagon, his expression hardening.  He jabbed his finger angrily in the stallion’s direction.  “As for you, you're gonna shut your mouth.  Got it?”

Chuckwagon nodded, a little spastically, taking a step back.  “Yeah, yeah, sure, I was just trying to give some advice.”

This time Rainbow joined Lero's glare.  At this point she knew darn well he'd been trying to start a fight; there were some stallions who liked doing that, starting a fight and getting their fillies to defend them, though he'd probably been trying to get Shimmer and Rainbow to fight rather than Shimmer and Lero.  The smug look she’d glimpsed on his face when Twilight and Rainbow had been moving to intervene told her all she needed to know.  Rainbow hated guys like that.  She actually felt a little bad for Shimmer, now.

“Well, don't give me any more, and you definitely leave me alone when I’m at work.  I don't want to hear it ever again.”

“You won't, you won't.”  Chuckwagon moved up next to Shimmer, checking if she was okay, though he kept her between himself and Lero.

“Good.”  He shot a look at Shimmer.  “Conversation over.”  The human gave another curt nod, before turning on his heel and stalking away.  Rainbow and Twilight followed, the pegasus shooting one last angry look over her shoulder as the crowd in the square started to dissipate again.

The human walked quickly, but it wasn't hard for the two mares to keep up with him.  “Lero!  Lero!”  Twilight said, trotting along next to him, “Slow down!  Are you okay?”

He turned a corner, and stopped suddenly, out of sight of the crowd.  “Yeah, I'm fine.”  He took a deep breath and let it out slowly.  “That was stupid of me.  I'm sorry.”  He took a few paces off of the road and sank down to sit under a nearby tree.

Rainbow and Twilight shared a quick glance before sitting down on either side of him.  The pegasus's chest felt a little tight; she was anxious, worried about how close he'd come to getting hurt, and still feeling a little hurt about being snapped at.

“It was a little ill-considered,” Twilight offered, “what in the world did Chuck wagon say to you to set you off like that?  I’ve never seen you lose your temper like that before!”

Lero shook his head, rubbing at his brow.  “It's not important.”

“He was telling him that he could do better than us,” Rainbow answered for him.  “Calling us skinny nags and stuff.”

The human's head jerked up.  “You heard him?”  At Rainbow's nod, he sighed, grinding his teeth.  “Blast, I'm sorry you had to hear that, love, because he's an idiot.  That... That twit has been bothering me for over a week, always the same garbage.”  Lero's hand balled into a fist, and he drummed it on his knee in a clear gesture of frustration.  “I'm sick of hearing it, and I guess I lost my temper.  I'm sorry you got dragged into it.”  He aimed a smile at the two mares, wan but genuine.  “Though I do appreciate that you were so quick to back me up.”

The tension in Rainbow's chest loosened a bit, and she smiled back.  “Aw, shucks.  I'll always back you up, big guy.”  She leaned forward and brushed her lips quickly against his.

Lero's smile warmed.  “Thank you for that, Rainbow.  Thank both of you.”

“Why didn't you want us to help?”  Twilight asked, tilting her head in puzzlement.  “I don't want to sound dismissive, but she could really have hurt you.”

The human shrugged.  “My fight, not yours.  There wasn't any need to drag either of you into it, and I can take care of myself.  Besides, I figure I'll probably get in trouble for it, and I'd rather it be me getting in trouble than you.”

Rainbow's smile grew, and that flash of pride reared its head again, pushing away her lingering hurt at being snapped at.

Twilight nodded understandingly.  “You were probably tired of everypony saying things like that about you, too.”

Rainbow frowned at her friend.  “What, calling him a skinny nag?  I don't think I've ever heard anypony call him that.”

The unicorn shook her head.  “No, Rainbow, calling him helpless.  Saying he's not as capable as a pony.”

Rainbow's rosy eyes widened in surprise.  “Woah, I've never heard anyone say that!  He's totally not helpless, and he's better than most of us at some stuff!  I mean, yeah, he doesn't have magic, but he's smart, which has gotta be at least as good!”

She turned to her stallion, and was met by a warm, genuine smile, and she could see the love in his eyes.  It made her soften a bit.  “Thank you, Rainbow.  I know the two of you appreciate me, but it's still nice to be reminded sometimes.”

Rainbow's face heated, and she knew she was flushing a little.  She grinned nonetheless.  “Hey, didn't I just say I'd always back you up?”

Twilight laid a hoof on Lero's knee.  “We're not the only ones who appreciate you, Lero.  There are plenty of ponies in town who recognize your value.  I don't know if you were watching, but most of the crowd in the square was on your side.”

He blinked.  “Really?”

“Oh, yes.”  The unicorn smiled, stroking his knee gently.  “I know you were distracted, but trust me.  You have plenty of friends.”

“The two of you first among them.”  Lero cleared his throat.  “Do you ladies think I could get a hug?”

Rainbow grinned.  “Heck, I think I got a spare around here somewhere I could give you.  Twilight?”

The unicorn giggled.  “I'm sure I could donate one, too.”  The three shared a warm embrace, and Rainbow felt the last bit of tension flee.

“Thanks,” he whispered, holding his herdmates close, “I love you both so much.”

“Then you know how we feel about you,” Twilight whispered back.

Rainbow didn’t say anything.  She didn’t need to, and she knew it.  She just hugged him, enjoying the feel of his body against hers and his arm around her.

Lero smiled wryly when the hug ended.  “So... how much trouble am I in?”

Rainbow shrugged.  “Won't be much.  Little scuffle like that, without anyone actually getting hurt?  Probably a little fine and a public apology.  Wouldn't even be that if so many ponies hadn't seen it.”  She'd been in a ton of fights, so she knew the drill.  Lero and Shimmer hadn’t even broken anything.

Twilight nodded.  “I've never been in trouble over something like this myself, but that sounds about right, especially since you were provoked.  We should probably go down to the Mayor's office and get it sorted out.”

Rainbow rolled her eyes.  “Aw, why the rush?  They'll come find us sooner or later.”

“All the same, Rainbow, I'd rather go ahead and get it over with,” Lero said.  He sighed.  “Honestly, I'm hungry, and I'd like to just get it out of the way and get some dinner.”

Rainbow laughed.  “I hear ya there!”  She checked her saddlebags; they hadn't gotten everything they were after, but they should have more than enough for dinner.  They could make another run to the marketplace tomorrow.  “Let's drop by home and leave this stuff there, so we don't have to cart it all over the place.”

“That sounds commendably efficient, Rainbow Dash!”  Twilight exclaimed, her eyes twinkling with mischief.  “I'll put that down to my influence.  Soon you'll be making lists!”  She beamed proudly.  Rainbow gave a theatrical shudder, and Twilight and Lero laughed.


Hours later, Rainbow and Lero sat together on a bench in the town hall.  The pegasus was snuggled up against the human in an attempt to reassure him, with one wing hugging his shoulders and one forehoof gently stroking his knee.  Worry was digging a hollow pit in her stomach, but she fought not to show it, trying to pretend that nothing was out of the ordinary.

“Rainbow... it's been hours,” Lero said, tightly.  He glanced at the window, which showed the stars outside as night had long since fallen.  “What could possibly be taking this long?”

She had no freaking idea at all.  This should have been over and done with in ten minutes tops.  Saying that would only freak him out worse, though.  “Probably some stupid paperwork thing.  Twilight'll help get it sorted out and we'll be out of here in no time.  No reason to worry about it.”

Rainbow was lying through her teeth, and if he hadn't been so tense she would never have even tried it.  It was a mark of how worried he was that he either didn’t notice or didn't question it.

Twilight had come in with them, of course.  She'd sat here in the waiting room with them too, for nearly a half-hour before she'd gone stomping out, declaring that she was going to track down the mayor and find out what was taking so long.

They hadn't seen her since then.  The only pony they'd seen was an intern; an earth pony colt a couple of years younger than Rainbow who'd been dropping in every fifteen minutes or so to see if they needed anything.  He'd been extremely solicitous toward Lero, and Rainbow wondered with a touch of amusement if the human had noticed the young stallion's borderline flirting.  Probably not; he hadn't noticed Rainbow's much more blatant flirting until she'd kissed him, and she was aware that her lover was bent more or less the same way she was, preferring females the way Rainbow preferred males.  It probably didn’t occur to him that a stallion would be flirting with him.

Rainbow was glad for the colt's brief visits; it at least showed they hadn't been forgotten, and if the young stallion hadn't volunteered to go get them some dinner they'd both have been starving by now.

“Give me a worst-case estimate, love,”  Lero murmured, running his fingers nervously through the cooler colors of Rainbow's mane, “if everything goes bad, how much trouble am I looking at?”

“It shouldn't be any.  I'm serious, it was just a scuffle.  It's nothing.  Nopony was hurt, nothing got broken... seriously, it's a fine.  A little one.”  Or at least it should be.  Clearly, something was wrong, but Rainbow honestly couldn't even imagine what it could be.  She'd been in dozens of fights, nearly all of them worse than the tiny little altercation in the marketplace.

“What are the chances I might be looking at prison?”

“Prison?”  Rainbow was aghast.  “Zero!  They wouldn't put you in prison for a tiny little fight like that!  You only go to prison when there's been something really serious, so they can figure out what's wrong, whether you'll do it again, and how to help you if they can.”  She shook her head.  “There's no way this could end up sending you to prison.  Seriously, dude, you'll be fine.”

He swallowed hard.  “Well...  if not prison... are there any other penalties practiced here?”

Rainbow blinked.  “Well yeah, there's exile, but that's just for the worst ponies.  The ones that can't be around other ponies, and can't be taught to get along or anything.”  She fought like mad not to show it, but the prospect of her stallion being exiled had been gnawing at her.  Surely they wouldn't revoke his right to live here because of some stupid little fight.  No way.  The Princess had made that promise, and only one of the Princesses could rescind it.

The idea still scared her, though.

Of course, she had no intention of mentioning this to him, but if for some completely insane reason he did get exiled she'd be going with him.  No bucking way she was leaving him alone and abandoned out there.  No.  Way.

She felt the muscles of his back tense under her wing, and he drew a deep breath, letting it out slowly.  “Something I've been meaning to ask, Rainbow... why was that mare so willing to start a fight when I was yelling at Chuckwagon?  And why were you and Twilight so ready to jump in front of me?”

Rainbow blinked.  Oh, he's going all thinky, trying to distract himself.  “Uh, well, a mare's gotta stand up for her stallion, y'know?”  She paused.  “I think Shimmer was bluffing about blasting you, by the way.  You don't hit guys.”  Besides, if she had, she knew darn well I'd've smashed her into paste.  She pushed the thought aside, gently rubbing his back with her wing and leaning the side of her head against his, trying to reassure him and show that she was there for him.

He paused, thinking.  “But, well... aren't males pretty much... you don't need all that many, do you?  I mean, one male can, er, service multiple females if necessary. And stallions are larger and stronger than mares, for the most part. You folks just seem to be more protective than you need to be.”

“Uh... I think you're forgetting that we don't have that many guys, Lero.  Besides, nopony wants to see her stallion get hurt.”  Rainbow certainly didn’t.  She could still feel the echo of the chill that had gripped her stomach when Shimmer’s horn had started glowing, and she hugged him more tightly.  “Besides, fillies usually have stronger magic than colts.”

“But still, math-wise, it seems like you should be okay with your males getting into occasional fights.”

Twilight's voice interrupted from the doorway.  “I think you may be doing your math wrong.”  The lavender unicorn stepped nervously into the room.  “I am so, so sorry about leaving you both for so long...”

“Where the heck have you been, Twilight?”  Rainbow snapped, straightening up abruptly.  “We should have been done and out of here hours ago!  What the heck is wrong?”  She'd forgotten momentarily that she was supposed to be pretending everything was okay.

Twilight bit her lip, trotting up to them and hopping onto the bench next to Lero.  She hugged him and shared a quick kiss, then looked at Rainbow anxiously.  The pegasus sighed, then leaned across her stallion so Twilight could kiss her cheek in greeting.  “It's much more complicated than I'd expected,” the unicorn began, “there was somepony raising a fuss, and then it turned out there were… other complicating factors.  The Mayor had to do a full investigation, witness interviews, everything, and I volunteered to help.”  She bit her lip again and it all came out in a rush,  “I thought, well, it would be a good idea for Lero to have somepony in the investigation on his side, even though it turned out there already was one, and then it turned out to be a good thing I was involved after all, so I was rushing and trying to get everything together so I could get back to you, and...”

“Take a breath, Twilight,” Lero interjected.  He put his arm around Twilight's shoulders, showing the unicorn that even though Rainbow was a little miffed with her, he wasn't.  “You're leaving a lot out.  You mentioned complicating factors?  What were they?”

Twilight took a deep breath to calm herself, then began more slowly.  “There was... a standing order.  When the Princess granted you resident's rights, she left an order with the Mayor that if you were involved in any major incidents, she was supposed to do a full investigation and then inform the Crowns of the results before passing any official sentence.”  Rainbow growled, feeling a rush of protective anger, and the unicorn evidently noticed it, because she waved her forehoof in negation.  “It's standard, Rainbow Dash!  Every immigrant of unusual species has the same stipulation!  It's just a one-time thing, just to make sure there’s no danger to anyone, the immigrant included.  The first time he's involved in something serious there's an investigation, and if it turns out that there was no serious danger then the order is rescinded.  The intent is to make sure the immigrant is treated fairly, since the local authorities have to clear the sentence with the Crowns.  I should have already known about it, because Spike has the same order, but it completely slipped my mind.”

Rainbow ground her teeth.  “But this isn't something serious, Twilight!  Not by a long shot!”

Twilight sighed.  “No, it isn't.  But somepony made a big fuss about it, and that pretty much automatically made it a major incident.”

The pegasus snarled.  “Was it Shimmer?  I swear to Celestia she's gonna lose teeth over this...”

“No, no, it wasn't Shimmer!”  Twilight leaned across Lero to put a restraining hoof on Rainbow.  “Shimmer's been extremely apologetic and would very much like the whole thing to be done with.  She sincerely wants to apologize to Lero and forget about the whole thing, and she’s confused and upset about this turning into such a fiasco.”

The human frowned.  “Wait, so the one who was actually in the fight with me isn't making the fuss?  Who is, then?”

“It's an earth pony mare named Honeydew.  She started claiming you started the whole thing, that you tried to seriously hurt both Shimmer and Chuckwagon, that you were a danger to Ponyville and Equestria, and was trying to make you sound like the next Nightmare Moon.”  Twilight rolled her eyes.  “You'd have thought you snuck into her house and painted a clown face on her cutie mark or something, honestly, it was ridiculous.”

Rainbow's jaw dropped.  “Honeydew's the one making the fuss?  What the hay gives her the right to do that?  She wasn't even involved!”

Twilight rubbed her face like she had a headache, which she probably did.  “She doesn't have that right, actually.  One of the other ponies working on the investigation pointed out that she's got some kind of personal grudge, and her testimony's been dismissed, but it was enough to get the investigation started, and once that happened, well...” The unicorn shrugged helplessly.

“She's got a grudge all right,” Rainbow grumbled.  “Either against me or against him, I'm not sure which.”  She shook her head.  “Sounds like you've had nearly as lousy an evening as we have.”

“No kidding,” Lero said.  He turned to face Twilight and put both arms around her, hugging her close.  The unicorn relaxed visibly in the embrace, her eyes drifting closed for a moment.  She made a happy noise, raising Rainbow’s spirits a bit.

“Thank you both for understanding; I was afraid you'd be more upset about me leaving you alone here for so long.”

“Nah,”  Rainbow said, stretching out the wing she had hugging Lero's shoulders and brushing her pinions reassuringly against Twilight's back.  “I mean, I was kinda ticked, yeah, but you had good reasons.  Sorry I snarled at ya.”

Lero chuckled, gently massaging the nape of Rainbow’s neck.  “Reason soothes the savage beast.”

Rainbow snorted.  “Oh, I'm the savage beast here?  I guess that makes me the one who was choking Shimmer earlier, huh?”  She poked the human's side playfully with a forehoof.  “Who's the savage beast now, pony-strangler?”

“Rainbow!”  Twilight cried, “Good heavens, I don't think this is the time to say things like that to him!”

“It's okay, Twilight,”  Lero interjected.  “I can take a little ribbing.  Besides, I’m sure there are some ponies she’d like to strangle if she had hands.”  The pegasus grinned at the jibe, sticking her tongue out at him.  Still, he'd tensed up a bit, and Rainbow wryly reflected that her habit of blurting out the wrong thing hadn't deserted her.  She rubbed his back with her wing in apology, and he cleared his throat.  “So, er, what was the outcome of the investigation?”

“Ah.  Yes.”  Twilight fidgeted.  “The other investigator and I collected all the statements, presented them to the Mayor, and the Mayor wrote out a final report and had me get Spike to send it to the Princess.”  She fidgeted again.  “I... may have included my own letter along with it.  And it may have been a teensy bit annoyed.”

Lero's eyebrows climbed.  “You wrote an annoyed letter to the Princess?  Princess Celestia?”  He sounded shocked, almost disbelieving.  Rainbow could feel the tension building in the human's body.

“Well... yes.  Almost angry, actually.”  Twilight flushed.  “I... was a bit upset.  I'd spent hours gathering information on something that shouldn't even have been an issue, and I knew that the two of you were probably worried and that was upsetting me too.  Plus, I don't think she realizes how badly she frightened you; I certainly didn't until our conversation a couple of weeks ago!  That conversation's been bothering me since then, and, well, I took the opportunity to mention it.”  The unicorn bit her lip.  “I was angry at the situation, upset that I'd had to leave you both alone for so long, and I'm afraid that feeling made its way into my letter.  Spike mentioned how it sounded after I sent it.”  She sighed.  “I wish he'd said something sooner!  I could have revised it, or something...”

Lero took a deep breath.  “So, am I in trouble?”

Twilight blinked, and shook her head.  “Oh!  No, no, you're not in trouble. But, um... the Princess is here.  She wants to talk to you after the investigators speak to you.”

His eyes got wide.  “The Princess is here?  Now?  Uh...”

“Hey.”  Rainbow put her forehoof against Lero’s cheek, gently turning his face toward her.  “Don’t worry.  The Princess isn’t gonna hurt you, okay?”  His face looked anxious, but he drew a deep breath and nodded.  “Besides, me and Twilight’ll be right there with you, and we won’t let anything happen to you.  Right, Twi?”

“Absolutely.”  The unicorn nodded firmly.  “Princess Celestia didn’t say anything about wanting to speak to you privately, and I have no intention of leaving again.”

Lero took another deep breath, closing his eyes for a moment.  Rainbow rested her head against his, and on the other side of him Twilight snuggled close, mirroring the motion.  “Okay.  Thank you, my ladies.”  Rainbow felt his arm go around her in a quick hug.  The human turned to Twilight.  “You said the investigators wanted to speak with me?”

The unicorn giggled.  “One of them already is!”  She tilted her head, pointing at the closed door.  “The other one said she’d wait in the hall while I talked to you.  I’ll go let her in.”  Twilight hopped down, trotting to the door.  Rainbow pulled her wing back against her side; she knew Lero was a little leery about strong, public displays of affection like that.  She didn’t move, though, staying close to him and keeping her forehoof resting on his knee, lending what support she could.

The door swung open, and Twilight said, “Okay, you can come in now.”

There was an amused snort.  “That was hardly enough time for anything fun.”  A golden-eyed unicorn mare with a mint-green coat walked calmly in.  “Hey, Fingers.”

Rainbow heard Lero chuckle and felt him relax a little.  “Hey, Horny.  You’re the other investigator?”

Lyra stuck out her tongue.  “You could call it that.  The Mayor knows I'm in the Guard, so I got to 'volunteer.'”  She rolled her eyes.  “This whole thing is a stupid waste of time, honestly.  But let’s get this over with.”  The unicorn sighed, as Twilight trotted back to join Lero and Rainbow on the bench.  “Did you intend to hurt Shimmer, Lero?”

Lero blinked at Lyra’s serious tone.  “No, not at all.”

“Okay, Lero,” the green mare’s voice softened a bit.  “I know what happened, so why don’t you tell me why.  What were you thinking, what were you feeling.”

Lero frowned.  “Uh, Lyra?  Didn’t you guys already submit your report?  Why are you asking me this now?”

The unicorn gave Twilight a sidelong look.  “You weren’t supposed to tell him that.”

“Oops.”  Twilight replied, flatly.  “You didn’t seriously expect me to leave him hanging, did you?”  The lavender unicorn hooked a foreleg possessively over the human’s shoulder.  “I’m not going to keep secrets from him, especially not ones that will keep him scared.”

“Atta girl, Twilight,” Rainbow said with a grin.  She felt a stirring of pride and affection for her herdmate, pleased by the unicorn’s actions.

Rather than being angry, a corner of Lyra’s mouth quirked in a smile.  “Yeah, I’d probably have done something similar in your place.”  She looked back to Lero.  “Well, we don’t actually need to.  We’d established your actions and probable motive already by talking to ponies who knew you and saw the incident.  All I’m actually doing now is giving you a chance to decompress a little by blowing off some steam if you want to.  It’s a chance to calm down before the Princess talks to you.”  Rainbow felt a subtle tension in the body she leaned up against, and Lyra blinked.  “Wow, Fingers, Twilight wasn’t kidding.  The Princess really freaks you out that badly?”

The human’s reaction hadn’t been overt, but Lyra had picked up on it anyway.  She’d always been remarkably comfortable around him, even from the very first day.  The mint-green mare had been able to read him better than even Rainbow could until she’d started courting him.  The pegasus had been a little envious of that ability at the time.

Of course, now she shared that ability.  “Yeah,” Rainbow said, not making Lero speak, “she scared him really bad.  Worse than she probably meant to, I think.  He’s pretty freaked.”  She craned her neck around, looking Lero in the eyes.  “Are you sure you’re okay, big guy?  If you don’t think you can do it, I’ll go find the Princess and tell her for you.”  That prospect, defying the Princess outright like that, was more than a little frightening for the pegasus, but she’d do it nonetheless.

He smiled at her, laying his hand gently on the forehoof she had resting on his knee.  “I’ll be okay.  Thanks, Dash.  I would appreciate having you there, though.”  He turned his head to glance at Twilight.  “Both of you.”

Rainbow set her teeth firmly, feeling love surge in her heart.  Her stallion needed her right now, there was no way she was going anywhere.  “You couldn’t drag me away.”

“That goes for both of us.”  Twilight added firmly.

Lyra cocked her head.  “Hey, Fingers, want me to stick around too?  I mean,” she smiled at them, “there’s not much room there with you, cozy as that looks, but I can stand, or sit further down on that bench.”

Lero gave the mint-colored mare a warm smile.  “I appreciate the offer, Horny, but I don’t want to keep you up.  Besides,” he drew a careful breath, “I’m a little worried I might lose my composure, and I’d like the audience for my loss of dignity to be as small as possible.”

Rainbow understood that, and from the small nod she gave it seemed Lyra did too.  “Fair enough.  I wouldn’t think less of you for it, but I understand.”   She cocked her head.  “Did you want to try the relaxing-by-explaining thing, or should I go tell the Princess that you’re ready?”

“I’ll explain, if you like.”  Lero looked up, searching his memory.  “I was arguing with Chuckwagon, trying to get him to leave me alone, when Shimmer shoved me and told me to back off.  I was frustrated, mostly because Chuckwagon's been bothering me for a while now, and also a little because Shimmer got in my way and was telling me to back off, when that’s what I wanted him to do.”  He sighed.  “I knelt down to talk to her, kinda hoping she’d move so I could get my point through, but she got mad and was looking like she wanted to fight.”  The human rubbed at his eyes, sighing again.  “Then I got stupid and lost my temper.  I grabbed her to make my point, mostly because I was tired of being treated like I was harmless and I wanted to show her that I could be dangerous.  I wouldn't have actually hurt her.”

Lyra snorted.  “I wondered how long that would take.  You've handled it better than I thought you would, actually.  Figured you'd lose your temper long before this, especially with some of the ponies that hassle you at work.”

“Wait, what?” Rainbow blurted.  “Who's been hassling him?!”

“It's not important,” Lero replied, overriding any response from Lyra.  Rainbow glared at him for a moment, but he wasn't forthcoming, and she made up her mind right there and then to drop by the spa periodically.  She'd put a stop to that nonsense.  It had been ages since she'd been in a good fight, anyway.  She hadn't even gotten the chance to rough up Shimmer.

Lyra picked up where she'd left off, as though Rainbow hadn't interrupted.  “So you were just making a point, then?  You never meant to hurt her?”

Lero shook his head.  “No, I didn't want to hurt her.  Heck, I could see where she was coming from; if someone had been trying to pick a fight with Rainbow or Twilight I might have done the same thing.”

“You don't have to protect us, Lero,”  Twilight interjected quietly.

“Yeah, it's kind of our job to protect you,”  Rainbow added.  “Y'know, when you need it.”  Still, she knew exactly how he felt, and nuzzled the side of his neck.   “I get where you're coming from, though.”  Even after being with him for months, his slightly odd attitudes and outlook sometimes took her by surprise.  Fillies were supposed to keep colts safe.  Otherwise, well, there might not be one if she wanted foals.

He hugged both mares again, fiercely, wordlessly, squeezing his eyes shut.  “So that's the story, really,” he said to Lyra when he opened his eyes again.

Lyra nodded.  “Pretty much what I'd thought.  Tracks with everything the witnesses who weren’t lying said, too.”  She snorted.  “It's also what Twilight and I put in the report,  so, you know, there's that.”  He chuckled, and the unicorn's voice softened.  “Are you ready to see the Princess now?”

Rainbow searched the human's face as he bit his lip and nodded.  He was tense, frightened, but he was controlling it masterfully.  The pegasus resolved to stay close to him, no matter what.  She glanced past him at Twilight, and saw a similar determination in her violet eyes.  The two mares' eyes met, and they shared a decisive nod.

“All right.  I'll go tell her that Twilight and I are done.”  Lyra started to leave, but paused, half-turned.  She glanced back at the human. “Lero, are you sure you don't want me there?  If you're genuinely feeling threatened, well, you know about me, right?”

“I do.”  He smiled at the green unicorn.  “Believe me, I sincerely appreciate the offer.  I don't think she'll hurt me.  Honestly, I'm not sure why I'm so scared, it's stupid and I shouldn't be, and it really doesn't make sense, but I am.”

“Okay, if you're sure.”

“Yeah.”  He shifted a bit.  “Ladies, mind if I stand up for a moment?”

Rainbow snorted and rolled her eyes.  “No, I'm gonna pin you down and not let you up.”  He laughed, the sound a little strained but genuine.  She scooted over a bit to let him stand, and he rose and walked over to Lyra, kneeling next to her so as not to loom.

“Thanks, Lyra, and I mean that sincerely.”  He extended a hand, fingers folded into a fist, and the unicorn thumped his knuckles lightly with her hoof.  “Don't worry.  Rainbow and Twilight will take good care of me.  You go get some sleep, you look a bit tired.”

Lyra grinned, her golden eyes twinkling.  “Psh.  I could show you tired.  Try going through Guard training sometime.”  She stepped forward to hug the big human.  “Okay, I'll go let the Princess know you're ready for her; she'll be with you in a few minutes.”  She trotted out, as Lero sat back down between his herdmates.

“It'll be okay, Lero,” Twilight said, her voice quiet but urgent.  “I promise.  Look, I know the Princess, better than almost anypony does; she won't hurt you.  She feels horrible that you're so frightened of her, and that's part of why she's here now.  She never wanted to be feared, and she wants to see if she can make it up to you.”

“The Princess is cool, big guy,” Rainbow put in.  “Seriously, you'll be fine.”  She spread her wing across his back again, embracing him in a shielding gesture and gently rubbing his shoulders, making sure he knew she was there for him.

Lero chuckled.  “I know she won't, Twilight,” he turned to Rainbow, “and I know I will, Rainbow.  Thank you both for putting up with me, I don't know what's wrong with me today.  I wasn’t anywhere near this tense last time I met with her.”

“Stress and anxiety, most likely,” Twilight observed tartly, “Which I'm sure were made worse by having to sit in this room for hours not knowing what was going on.”

“Well, it sure didn't help,” Rainbow grumbled angrily.

“Rainbow,” Lero said, a little reprovingly.  His hand rose to her cheek and pulled her face around toward him.  He kissed her gently, and Rainbow's eyes drifted slowly closed, the soft movement of his lips against hers and the warmth of his hand on her cheek filling the world for a brief eternity.  Normally, a kiss like this sped her heart up, but she suddenly realized that it had already been pounding, probably from adrenaline, and the kiss slowed it down to a more comfortable level.  The human's tension had evidently been bleeding over into the pegasus, and a knot in her chest, that she hadn't even realized was there, loosened a bit.  The feeling of his hand, warm against her cheek, with his fingers curling around to touch her neck and his thumb brushing the base of her ear, was just as soothing and relaxing as the feel of his lips.  It should have been a strange, alien sensation, but it had long since ceased to be such and was instead comfortable, and welcome.  The slow, gentle kiss relaxed Lero, too, and he didn't look quite as drawn when their lips separated.  “It's okay,” he continued when the kiss ended, resting his forehead against hers, “I'm tense, but being scared won't hurt me.  I know you're tense, too.  Let's both just try to take a deep breath; we'll get through this.”  He flashed Twilight a smile.  “We may have to lean on Twilight a little, though, because I think she's handling things better than either of us.”

Twilight giggled.  “Of course, I'd be glad to...”  She was cut off by the door opening.

The tall, regal form of Princess Celestia stepped into the room, her pastel-hued mane wafting on a ghostly, ethereal breeze.  The winged unicorn was just as tall as Rainbow remembered, looming even over Lero's considerable standing height.  The human, tall though he was, came up perhaps to the Princess’s chin, though Rainbow had never felt that Celestia's presence was particularly overwhelming.  She gave the three occupants of the room a kind smile, her light purple eyes gentle.  “Ah, good evening, all of you.  I understand that the three of you have been put to considerable inconvenience, and I wanted to apologize personally for it.”  She gave Lero a sad smile.  “Especially to you, Lero.  Twilight Sparkle told me that I'd frightened you far more than I intended to, and I am deeply sorry for that.”

“It's quite all right, Lady.  I completely understand.”  The human's tone was calm, even, and his gaze at the Princess was level and unflinching.  Outwardly, he appeared utterly unruffled.

Rainbow knew it was a lie.  She'd felt his skin chill, actually chill, when Celestia had entered the room.  His back, under her sensitive wing, had actually dropped in temperature, something she'd never known the human to do before.  She could also feel tiny, tiny tremors in his body, both against her wing and her side, and his leg under her forehoof was so tense that it shivered.  He was terrified, and she regarded him with a certain horrified admiration while a chill coiled in her gut.  She'd had no idea he could be this brave; the only time she'd been even close to that scared she'd been curled up in a ball on the ground.  Lero, by contrast, was speaking so normally that there was almost no indication as to the degree of fear he was feeling, so intense that Rainbow doubted he could move.  She felt fear begin to grip her; the human's terror was so intense that it was communicating itself to his lover.  Rainbow was utterly baffled; she had trouble imagining him acting this way, and the example was right there next to her!  It was like she was in some strange, horrible dream, where the rules of reality no longer applied.

She shared an unsettled look with Twilight, and saw the same realization on the unicorn's face.

The Princess smiled at the human.  “Well, I can't tell you how delighted I am to hear that.  From Twilight's letter it sounded like you were terribly afraid of me.  I'm pleased to see...”  She trailed off, looking quizzically at the unicorn and the pegasus.  “Twilight Sparkle?  Rainbow Dash?  Whatever is the matter?”

Rainbow tossed her head slightly, wordlessly asking her herdmate to speak to Celestia, and rested the side of her head against Lero's to try and soothe the human.  She heard his breath, quiet and rapid.  His cheek was cold against hers, his ear similarly frigid where hers brushed against it.

“Princess,” Twilight said softly, “He's terrified.  I've never seen him this frightened, and neither has Rainbow.”  She stroked his leg with her forehoof like Rainbow had been doing, trying vainly to calm him.  “I'm surprised he can even talk, and I doubt he could stand up at the moment.”  She studied his face, while his gaze stayed fixed on the Princess.  “I have no idea why he's so frightened, this doesn't make sense!”  She gave Celestia an angry look, demonstrating that the protective impulse that was gripping Rainbow had found purchase in Twilight as well.  “What in the world did you say to him, Princess?”  The unicorn drew her head back a little bit, her voice taking on a note of chagrin.  “I'm sorry, Princess, I don't know what came over me just then...”

“I completely understand, my faithful student.”  Celestia's voice was quiet, clearly trying not to frighten the human further.  She lowered her head a bit, trying not to loom quite so far over Lero's head.  “I confess, I'm confused as well.  What was it I said that has you so upset, dear human?  I promise you, I will not harm you.  You are completely safe.”

“Nothing, I swear, I'm quite alright, Lady.”  Lero's voice cracked on the word 'Lady', and he did something curious.  The human's body hunched down and turned aside, almost a cringing motion, but he kept his eyes fixed on Celestia.  Rainbow felt like her heart had cracked, filling her chest with bewildered pain.  The pegasus's protective instincts were screaming at her, every muscle in her body coiling with tension, ready to lash out at anything threatening.  She desperately wanted to do something to ease his wrenching fear, but she had no idea what she could do.  Part of her mind was pushing the insane idea to attack the Princess, to try to drive her away even though Celestia wasn't doing anything and she'd swat Rainbow like a bug if the pegasus tried anything.  The mad impulse still pushed at her, though, and she wondered with growing desperation how long she'd be able to hold it back.  Rainbow had always had impulse-control issues, and right now that was a big problem.  She wondered if Twilight was having the same problem.  Her other impulse was to tuck his head under her wing, try to shield him, but something told her that would be a bad thing to do, and she looked to Celestia in near-panic, hoping against hope that the Princess could help.

The winged unicorn's eyes widened in shock, and an expression of sudden understanding washed across her face.  “That mannerism... Lero, you keep calling me 'Lady' instead of 'Princess' or 'Celestia.'  Why is that?”

“I... I don't know, Lady.”  The human's voice came out in a harsh whisper, though he clearly was trying to force it to sound normal, and a visible shudder ran through his body.

Celestia's eyes widened further.  “Give me just a moment, please,” the winged unicorn said, keeping her voice soft and gentle.  She concentrated for a moment, and the pastel hues washed away from her mane and tail along with the ethereal breeze that supported them.  It left her with long, pink hair in place of her the flowing pastel rainbow, hanging long and straight rather than wafting about her.

Lero relaxed instantly.  The change was startling.  Rainbow felt his chill fade, his tremors still, and his muscles relax, all in the space of an instant.  She drew her head away to look at him, keeping her hoof on his knee and her wing across his back, just in case, but she saw confusion on his face instead of fear.  Confusion that mirrored her own feelings.  “I... wait, why do I feel better now?  And why was that so much stronger than the last time I spoke to you?”  His voice was baffled, but it was normal, the trembling fear absent.  The pegasus shared an incredulous look with Twilight, who looked just as startled.  Lero looked down at his shaking hands, turmoil and alarm in his expression.  “This… this doesn't make any sense, why in the world would I be that scared of your hair?”

“It makes perfect sense,” Celestia said grimly.  “It also tells me exactly how you got to our world from yours, something that has puzzled me for some time.”

Rainbow felt a chill at the implication.  That might have been the scariest thing Celestia could possibly have said.  If she knew how he’d gotten here, it might mean she would know how to send him back.  She wrestled that fear back, packing it away and hiding it.  He didn’t need that from her right now, he needed her to be strong.  Oh, she hoped he hadn’t realized what the Princess had just said, though.

He blinked.  “It does?”

“It does?”  Rainbow echoed incredulously, fighting to keep her voice from cracking.  “How did he get here, then?”  Stupid, Rainbow, stupid, you shouldn’t have said that.

Celestia shook her head, long pink mane swaying with the motion.  “Better that you don't know.  Suffice it to say that I now know that he has missing memories, and he suffered true horrors in that lost time.  I am surprised he is still sane.”

“I did?”  The human's voice was utterly confused, and he shared a look first with Rainbow, then with Twilight.  “What memories?  What horrors?  Does this explain why my clothes were so torn up?”

Rainbow was wondering the same thing.  Lero had been found by Fluttershy near the Everfree Forest, his clothes torn and bloodstained and his skin badly scratched by what appeared to be thorns, though the human recalled nothing of how it had happened.  The area of the forest she'd found him in had been devoid of thorny plants, and nopony had ever been able to puzzle out how the human had acquired those scratches.

“Yes it does,”  Celestia said grimly.  “It means you were taken from your home, and escaped from your captors.  It also means that Luna and I have some matters to look into in order to ensure these creatures are kept away.”

“What creatures are you talking about, Princess?”  Twilight asked.

“As I said, better that you don't know, my faithful student.  You have heard of creatures that know when somepony thinks of them, as though their names were being called?”

Twilight blinked.  “Well, yes, I remember running across creatures like that in the Book of Baneful Beasts and Barbarous Biologicals.  The ones I know of are all extinct, though.”

“Of course they are.”  Celestia smiled wryly.  “If they weren't, it wouldn't be safe to mention them in a book, would it?”

Twilight's mouth opened to refute the statement, then shut again.  “Oh.  Yes, that makes sense,” she said after a pause.

Lero cleared his throat.  “Um... Princess?  If these creatures know when someone thinks about them... haven't they already been alerted?  You're thinking about them now, aren't you?”

Celestia's smile turned hard, and something dangerous glinted in her eye that made Rainbow suddenly understand how she'd frightened Lero... and made her glad that she'd managed to resist the urge to attack the winged unicorn.  “They know better than to follow my thoughts.  I taught them that lesson quite thoroughly.”

“Ah.”  He blinked, but didn't act frightened by the Princess's manner, which gave Rainbow a tremendous feeling of relief.

“You feeling better, big guy?”  She asked, nuzzling his neck just below his ear and making him twitch.  She knew he was a little ticklish there.  That reaction, that ticklish twitch, told her that he wasn't as tense as he had been moments ago, and brought a smile to her lips and further relief to her heart.

“I am, Rainbow, much better.  Thanks.”  His arm went around her neck, hugging her for a moment.  “Princess, do these creatures know I'm here?  Do you think they're looking for me?”

Celestia looked grave.  “I hope not, to both questions.  As I said, I taught them not to come here, and my sister gave them the same lesson, only more... firmly.  Luna does not care for those beings.”  She looked at the human searchingly.  “I may be able to ease your fear of me, muffle those hidden memories that are causing it.  Doing so may make it harder to identify your tormentor, should it appear, though.  Would you like me to try?”

He nodded.  “Yes, I would.”  A sigh.  “I don't like being frightened of you, Princess.  You seem like a decent pony, and I don't think you deserve that.”

“Very well.  Look into my eyes, please.”  The human complied, looking into the Princess's light purple eyes while a soft golden glow enfolded her long horn.

It didn't last long, and Rainbow didn't feel a thing.  She glanced over at Twilight, to find that her friend was watching with a fascinated expression on her face, her eyes slightly unfocused.  This must be something she hadn't seen before.

Celestia stood up straight again, the glow in her horn fading.  “There.  How do you feel?”

Lero blinked.  “Um, did you do anything?”

The Princess chuckled.  “Well, let's see, shall we?”  She let out a breath with an air of relief, and her long pink mane and tail became infused with other colors once again, the ethereal breeze returning to make the long hair drift about her white-coated body.  “There.  Goodness, it’s been a long time since I had to suppress that.  Are you frightened?”

Lero shook his head.  “No, Princess, not at all.”  His hand rose to rub his forehead.  “Gads, this is confusing.  And completely irrational.  How on earth could I have been that frightened by your hair?  I felt like my heart was going to stop!”

“Let us hope you never have to find out,” Celestia said softly.

Lero shuddered.  “I can get behind that. Thank you, Princess; it’s a relief for me not to fear you.”

The winged unicorn smiled.  “It is my pleasure.  Being feared is little more pleasant than feeling that fear yourself.”

He paused, changing gears.  “Ah, so, what penalties do I face for, er, that fight?”

Celestia laughed, the sound silvery and amused.  “Ah, I'd nearly forgotten why I was here!”  She gave him a cheerful grin.  “If you’d stayed silent, I might have forgotten entirely.  You'll have to pay a small fine to the town,” she named a modest amount, a tiny bit more than Rainbow had anticipated, but still not much, “and tomorrow you will have to publicly apologize to Shimmer, and accept her apology in turn.  Does that sound unreasonable?”

“No, not at all.  It's less than I was expecting, honestly.”

Rainbow swatted the back of his head lightly with her wing.  “It's exactly what I told you was gonna happen, doofus!”  She stuck her tongue out at him, delighted that he was back to normal even though she was a little shocked at the speed of his recovery.  The Princess’s facility with magic even outstripped Twilight’s.

He grinned at her unrepentantly, and she felt the last of her tension unwind.  “I know.  I just figured you were trying to keep me calm.”  Rainbow stifled a snicker.  That was pretty close to the mark, actually.  She didn't fight the mild, happy feeling that she always felt when he showed how well he knew her.  The human turned back to Celestia.  “It doesn't seem like much of a punishment, though.  Isn't Shimmer angry?”

The Princess shook her head.  “No, she isn't.  Even if she were, that is why you will exchange apologies tomorrow, to dissipate any lingering ill feelings.  Don’t think of it as a punishment, because it isn’t; it’s simply a rebuke, to hopefully emphasize that fighting in the streets is unacceptable.  It isn’t supposed to be painful.  The penalty is mild because the offense was mild, and only a small rebuke is called for.”  She smiled gently at the three herdmates.  “Was there anything else?”

“No, Princess, and thank you,” Twilight said.  “We all appreciate what you've done for us.”

“I'll say,” Lero said, saving Rainbow from having to say it.  The pegasus flashed her stallion a grin which was quickly swallowed by a yawn.

“Oh, wow,” Rainbow observed once she could speak again, “it's been a heck of a long day.  I'm ready for bed, how about you guys?”

“I certainly am.  Are you staying with us tonight, Twilight?”

The unicorn nodded.  “Yes, if that's all right.  I sent Spike to your house when I sent him to bed, he should be in his spare basket.”

“Yeah, that's fine,” Rainbow replied.  It meant no fun in bed tonight, since the spare basket was at the foot of the bed she and Lero (and frequently Twilight) shared, but the pegasus was a little too tired for that tonight anyway.

The human, the pegasus, and the unicorn bid the Princess farewell and good night, and headed home for a good night's rest.


Breaking Taboos

Lero took the next day off, at both Rainbow and Twilight’s urging.  They both felt it would be a better idea for him to take a day or so to get over that emotional gut-kick and get himself on a more even keel.

He met with Shimmer early in the morning in the market square, the unicorn mare proving to be more than happy to delay her breakfast in order to make her apology for their fight the previous day.  Rainbow watched her like a hawk, ready to beat the hay out of the gray-coated unicorn at a moment’s notice, but the apology she offered was sincere and heartfelt, as was Lero’s.  Darn it, I kinda wanted to get into a fight.  Shimmer had disappointed her on that front, though, proving to be thoroughly personable and quite willing to forgive.  Both she and Lero expressed their embarrassment over losing their tempers, and went on their way.

The human wanted to take a walk, just to wander and clear his head a bit, and to Rainbow’s regret she couldn’t go along.  She had something to do that she’d been putting off for far too long now, something that had to be done, and soon.  She had to…

(Even the thought gave her a mental shudder)

...Build her weather schedule.

It was the downside of being Ponyville’s head weathermare; she had to do the weather scheduling each season, to make sure everything stayed balanced and working, and make sure they didn’t wind up with droughts, or storms, or floods.  She’d missed a small shower last season and had to upgrade to a major downpour on the next storm in order to balance out, something that really hadn’t looked good to her bosses in Cloudsdale, so she needed to be sure to get everything right for this coming season.  If she screwed up again, she could be looking at an audit, and besides that Rainbow hated screwing up.  She hated everypony knowing she’d screwed up even more, so she really needed to get this done.

She had to fly up to her house to get her reference material, and she toyed briefly with the idea of staying up there so her lovers didn’t see her struggling with her work.  She dismissed the idea almost immediately; much as she’d rather not have them see her working and frustrated, she still liked being around them, and she wanted to be nearby in case Lero wanted to talk about something.  Rainbow pulled out some saddlebags and started filling them with her weather references, a collection of big, incredibly boring volumes of statistics, charts, and maps covering the way Ponyville and the surrounding area were supposed to be managed, tossed them into her bags, and slung the now-heavy pack over her hips.

The pegasus glided back down to the home she and Lero shared, noting that it was still empty, so he and Twilight were likely still out walking.  That was a good thing; she’d been trying to give them a little more alone-time lately.  Rainbow and Lero had spent a lot of time alone together when they’d first started seeing each other in a romantic context, and the bond that had resulted from that was strong as steel.  She hoped the human and the unicorn would be able to forge a similar bond.

Rainbow dumped all her books on the floor in one of the lesser-used rooms, shoving them around to make a clear space in the middle, and quickly grabbed an inkwell, a quill, and some paper to work on.  Sighing heavily, she hovered over the scattered books and landed in the clear spot she’d made, flipped open a book on humidity tables, took the short quill in her mouth, and dragged over some paper to start work.

She’d been working for about fifteen minutes (and had crumpled up and thrown away three useless pages of work after realizing too late that she’d forgotten something or made a mistake) when she heard the door open.

“…Except there were actually four of them instead of three!”  Twilight exclaimed as she and Lero stepped inside.

The human chuckled, and Rainbow could hear him kick off the shoes he wore as the door closed.  “That must have come as a bit of a surprise!”

“Oh, it certainly did, for everypony involved!”  They both laughed.

“Rainbow!”  Lero called, “You here?”  She felt a curious sense of relief at hearing that.  At knowing he’d come home again.  The thought of home in conjunction with her stallion kindled a cold little fear, and she quickly stamped it back again.

“Yeah, I’m back here.”  Rainbow turned a page, rubbing her forehead with a forehoof as she stared at the column of figures and notations.  Aw man.  They’re gonna hassle me about this.  I just know it.

“You okay, Rainb-…”  He stepped around the corner and paused, seeing the cyan pegasus sitting in the middle of the floor surrounded by books, with ink stains on her lips from her pen and on her forehooves from moving her papers before they were dry.  His hand crept up to cover his mouth, a gesture she’d seen before that either meant he was hiding a smile or wasn’t sure what to say.

Twilight was right behind him, and the unicorn made a strangled noise and tried to stifle her grin behind a raised forehoof, very much like what Lero was doing.

Rainbow huffed.  “Don’t even start with me, Twilight.”

“Oh, no, no, I wouldn’t think of it.”

“I know this makes me look like a total egghead, but I’m not.”

“Of course not.”  Twilight’s eyes danced.  “You’re just surrounded by reference material, covered in ink stains.  Oh, and you like to roleplay as a heroine from one of the classics.”

Rainbow flushed.  “I’m not.  That last one’s your fault anyway.”  She sighed again.  “Stupid weather charts.”

“Is that what those are?”  Lero asked, cocking his head in curiosity and leaning over to look at one of the open books.

“Yeah.  It’s coming up on the new season, so I gotta make a new schedule.  Put it off way too long,” like I usually do, “so I’ve got to get ‘em done in the next couple of days, or I’m in serious trouble.”

“Interesting.”  He eyed the scattered books and papers carefully, and started delicately making his way through, stepping on isolated clear spots.  Rainbow had a tiny pang of conscience; she’d basically taken over the entire room without a second thought and made it difficult for anyone who didn’t have wings to navigate.  Lero’s relatively long legs and bipedal stance made it surprisingly easy for him to get through the obstacle, though; most ponies didn’t realize how good his balance actually was, and it was much better than the topheavy look of his body suggested.  He made it to the center space where Rainbow sat without much difficulty, and knelt to kiss her in greeting.

“Woah, hold up!”  She interrupted, pulling her head back.  “I know I’ve got ink on my lips, dude.  It’s from this stupid pen.” She gestured to her quill, lying on the page she’d been working on.  She noted in dismay that the stupid thing had leaked, spreading a big inkspot over her work.  Evidently it hadn’t been dry after all.  Argh, I have to start over again!

“You say that like it’s going to stop me.”  He smiled, leaning in closer until his lips met hers.  Rainbow sighed a little, closing her eyes and letting some of her frustration melt away into the kiss.  This always felt so nice; relaxing when she was tense, arousing when she was in the mood, warm and intimate when she was calm.  She couldn’t imagine a world without these kisses in it.

Twilight giggled.  “Well, I’m not going to try threading the maze,” she observed.  There was a flash of light, and the unicorn appeared sitting next to Rainbow, her body pressed against the pegasus’s in order to fit in the remaining space.  “Good thing I’ve got an alternative!”  Twilight pressed a kiss of her own on Rainbow’s cheek, her lips lingering a trifle longer than they usually did.  It felt… surprisingly good to have Twilight snuggled against her side, and Rainbow had to admit that she enjoyed the feel of that soft kiss on her cheek.  She’d gotten a lot closer to Twilight in the last few weeks, sharing intimate moments with her stallion and her friend had built a stronger bond of trust and affection than any she’d ever shared with anyone before, other than Lero.

Impulsively, Rainbow twisted her head around and returned Twilight’s kiss, except she placed hers on the unicorn’s lips instead of on her cheek.  The kiss was light, quick, almost nervous, but it actually felt really nice.

Twilight blinked in surprise, her eyebrows climbing.  She didn’t look upset, though.  Quite the opposite.  “Did you mean to do that, Rainbow?”

“Yeah.”  The pegasus fidgeted nervously.  She stammered a bit.  “I, uh, y’know, uh, it… just felt right.”  She bit her lip. “I still don’t… I mean, I’m still into guys, but, y’know, you’re cool, and…”

“I understand, Rainbow,”  Twilight interrupted gently.  She leaned forward for another quick kiss, on the lips like the one the pegasus had offered, and Rainbow didn’t draw back.  “Thank you.  I haven’t been completely sure you were comfortable with me being in this relationship before now.”

Rainbow shrugged, relieved that Twilight understood.  It wasn’t really attraction that had motivated that kiss… (she didn’t think it was, anyway... although it did feel a little bit like it) but she did feel a strong, intimate connection with the lavender unicorn.  She wondered if maybe someday that would grow into something else; she’d never felt this way about another filly before.  It was a little bit confusing.  “I was.  I just wasn’t really sure how to show it, and, well, I’m a little more comfortable now.”

Twilight giggled again.  “That’s almost exactly what Lero said when I asked him about it.”

“It is?”  Rainbow looked up at Lero in surprise, who was still kneeling in front of her.

He shrugged.  “More or less.  She asked me about it, what, about two weeks ago?”  He looked to Twilight for confirmation and received a nod from the unicorn in return.  “She was worried that you didn’t actually want her in our relationship.  I told her that you were happy with it, but that you were generally more comfortable showing your feelings than telling someone about them, and you weren’t sure how to do that without looking like you were making advances that you actually weren’t.”

Rainbow grinned, feeling a quiet rush of pleased happiness.  She loved it when he showed how well he knew her.  She knew it was a little self-centered of her, but it still delighted her that someone she cared about could know her that well, and paid enough attention to her to know what she was thinking.  Although, to be completely honest, she wasn’t a hundred percent sure she hadn’t been making an advance, there, and from Twilight’s smile it looked like the unicorn was aware of that.

“Well, would you like us to help out?”  Twilight asked brightly, looking at the books scattered around.

“Yeah, we’d be glad to,” Lero put in.  “I mean, at the very least I can scribe for you; I write faster and neater than you do.  Neater than Twilight does, too.”  The unicorn stuck her tongue out at him playfully.

Oh, man, is that ever tempting.  They probably didn’t know anything about weather scheduling or proper humidity balance or any of that stuff, but they were both way smarter than she was and would probably pick it up fast.

Still, though… “Nah, I got it.”  She smiled at both of them, noting as she did so that they both had inkspots on their lips now.  I warned ‘em, she thought with a mental giggle.  “I mean, it’ll take me a bazillion hours and I may wind up asking you guys for help later when I get all frustrated, but I want to at least get it started.”

“You sure, Rainbow?”  Lero asked.  “Seriously, I don’t think either of us would mind helping.”

“I know you wouldn’t.”  Rainbow leaned forward to kiss him again, letting the last of her accumulated frustration wash away as her lips caressed his.  “I got it, though.”

“Okay, then, if you’re sure.  Want us to leave you alone?”  There was that chill again.  That fear at the thought of him leaving her alone.  She fought it back, fought to box it away where it wouldn’t show.

The pegasus shook her head.  Her reply was a little hasty.  “You don’t have to leave the house or anything.  Heck, it’s your house!  Uh, you’d probably be more comfortable somewhere else, though.”  She gestured sheepishly to the books covering the floor.

Lero snorted.  “Yeah, probably.  Okay, tell you what, we’ll go hang out over there,” he jerked a thumb toward the next room, where the couch and several chairs resided, “and you can just call for us if you need.  That okay?”

“Sure!”  Rainbow exclaimed brightly.  They’d probably be a bit of a distraction, but she vastly preferred having them around.  Besides, they were often either funny or interesting to listen to.

“All right, Rainbow Dash,” Twilight said, nuzzling her neck.  “We’ll get out of your way.  Don’t work too hard!”

The pegasus chuckled, watching Lero make his way carefully out of the mess.  “As if.  Thanks for sticking around.”

“Glad to, Rainbow Dash,” Twilight said with a smile, before she teleported herself out of Rainbow’s pile of references.

Rainbow went back to work, her herdmates’ cheerful conversation forming a calming backdrop.  She mostly tuned them out, listening with half an ear while she shuffled through books and papers, until Twilight’s voice caught her attention.

“Hey, Lero?  Mind if I ask something?”  The unicorn’s tone was a little tentative, which was what had shifted her voice to the front of Rainbow’s mind.

“Don’t mind at all, Twilight.  Go ahead.”  The corner of Rainbow’s mouth quirked at the response.  Yeah, Twi, like he’s ever said he wouldn’t answer a question.

“Well, we’re at home, we’re not planning on going anywhere, and you, me, and Rainbow Dash are the only ones here, right?”

“Unless someone’s hiding, of course,” he said in a dry tone.  Rainbow snickered.  She pictured Twilight’s eye-roll in her head, and glanced over her shoulder through the door to see the unicorn doing exactly what she’d expected.

“Well, yes, barring that.”  Twilight tilted her head to the side.  “I was just curious: why are you wearing your clothes?”

He blinked, and reached up to scratch his head.  “I’m honestly not sure if that’s a question or a suggestion.”

“He thinks you’re asking if he wants to have sex, Twi.”  Rainbow called through the door.

Now it was Twilight’s turn to blink.  “Oh, no, no, it’s just a question.  I mean, I certainly wouldn’t say no, but that’s not what I was asking.  I realize that you’re uncomfortable being nude in public, but, well, we aren’t in public.  Rainbow and I have both seen you without your clothes, and I was just wondering if you’d be more comfortable if you took them off.”

He made a circling gesture with his hand, which Rainbow knew meant he was searching for the proper words.  “Well, the thing is… the nudity taboo where I come from is a bit stronger than that.”  He shrugged.  “Besides, what if someone came by?  Where’s Spike, anyway?”

“Spike left with Pinkie Pie and Fluttershy a couple of hours ago, they’re on a trip to Fillydelphia.  He really wanted to go, and I had things I needed to do, so I let him go with them.”  Twilight paused.  “I could have sworn I mentioned that this morning.”

Lero shook his head.  “Not that I recall.  I’ve had a lot on my mind after last night, though, so you may have said something and I just missed it.”

Twilight gave him a whimsical smile and reared up on her hind legs to give him a kiss. “I think I could forgive you for that.”

“Thanks.”  He sat down on the couch, and the unicorn hopped up next to him.

“So, you were saying…?”  Twilight asked, raising an eyebrow.

Rainbow stifled a giggle.  She’d caught on to Lero’s attempt to change the subject, but she was wondering if Twilight would too.  The pegasus was glad, actually; this wasn’t something she’d talked to him about, and she was actually really curious.  She knew he basically never took off his clothes except for showers, sex, and sometimes sleep, but she didn’t really know why.

“Oh, right.”  The human rubbed the back of his neck.  “Well, to be honest we generally wear clothes pretty much all the time.  I mean, what if someone came to the door?  I’d have to get dressed really quick to answer it.”

“Or, I could answer it for you and tell anyone asking for you that you were busy,” Twilight said in a reasonable tone.

“Ah.  Yes, that’s an option.”  He rubbed his neck again.  “Look, it doesn’t have anything to do with you or Rainbow.  I’m as comfortable with the two of you as I’ve ever been with anyone.  More comfortable, really.”  Rainbow smiled at that, a warm, happy feeling settling easily in her chest.  She knew that, had known it for a while now, but it was still nice to hear.  “It’s a cultural thing.  I wear my clothes most of the time.”

“He even wears his undershorts in bed some of the time!”  Rainbow put in, raising her voice so it would carry.

“Is there any particular reason?”  Twilight asked.  She rested her forehoof on his leg.  “I’m not trying to make you uncomfortable, I’m just trying to understand.”

“Fair enough.”  He looked away for a moment, thinking. “Well, where I come from, there’s a fairly strong historical link to a culture that, for various reasons, considered the human body a shameful thing, something that should be covered and concealed.”

Twilight’s eyes widened.  “I hope you don’t think that!  I don’t think you have anything to be ashamed about!”  She glanced through the door at Rainbow for support.

The pegasus was glad to provide it.  “Heck no you don’t!”  She said firmly.  “I think you’re really cute with your clothes off, personally.  I like seeing you like that.”

Twilight flashed Rainbow a grateful smile before turning back to Lero.  “So do I!”  She poked him in the chest with her forehoof.  “Is that the only reason?”

“Well, no.”  He coughed nervously.  “See, part of the result of that attitude is that, when one human sees another without their clothes on, it’s something like a sexual signal.  It causes reactions ranging from discomfort to arousal, depending on whether the one looking is attracted to whoever they’re seeing.  There’s often a mix; since it’s not considered acceptable to be nude in public, it’s not unusual to be turned on but be embarrassed about it.”

Twilight’s brow furrowed.  “But… but that doesn’t make any sense! I mean, you’re born without clothes, how could it be unacceptable to just not be wearing them?”

“Actually, Twilight, I can sorta understand part of that.”  The unicorn looked at Rainbow incredulously, and the pegasus flushed a little.  “Not the shame thing, that sounds crazy to me too. But, uh, seeing him without his clothes on gets me a little warmed up.  It usually means we’re about to have sex, so, uh, anticipation, I guess?”  She shrugged, suppressing a little shiver of delight.  She really did like taking his clothes off, seeing more and more of his body revealed while he touched her, kissed her, and then finally having him be completely bare and ready for her…  Oh, that was a nice image.  She closed her eyes, just for a moment, so she could focus on it better, before shaking it off and trying to go back to her reference book.

Twilight’s head tilted a bit.  “Oh, that actually is interesting.  Huh.  I guess it shows how quickly something like that could develop, given the right circumstances.”  She shook her head.  “But it doesn’t have to work that way.  I mean, I’m nude.  So is Rainbow.  That isn’t making you uncomfortable, is it?  You don’t get turned on just seeing us without clothes on.”

“Well, no.  I’m used to seeing ponies wearing nothing but their coats.”  A flush spread across his cheeks.  “Rainbow actually pointed out to me a while back that she can look remarkably sexy when she gets dressed up.  So can you.”

Rainbow giggled.  “I can turn you on without clothes, too.”

“That you can,” he said with a grin.  She felt a little stirring of excitement in her chest and belly, and tried to ignore it.  She had work to do, darn it!  He was turning her on like mad right now, though.  First that casual demonstration of how well he knew her, then a reminder of how it felt to have him close, now a reminder of the fact that he thought she was pretty…  She’d never gotten around to taking that last fact for granted, and it often led fun places.  She’d notice him regarding her with interest in his eyes, and in response she’d pose a little or change the way she was moving to emphasize the parts of her body that caught his attention.  That would make him blush and focus on her more closely, which in turn would make her want to hold his attention more…  That sequence of events happened fairly often.  It felt a little backwards, but flirting with him like that was just so much fun.  Besides, he responded to her in a similar fashion when he caught her checking him out.

“Maybe if you tried just sitting here and talking without your clothes on, it would make you more comfortable with the whole idea,” Twilight suggested.

Lero quirked an eyebrow.  “Why the sudden insistence, Twilight?”

The unicorn shrugged.  “I just think you’d wind up being more comfortable.  I mean, the temperature’s nice, this couch is soft… there’s no real reason to wrap yourself up if you don’t have to.”  She kissed him.  “And I promise, you have nothing to be ashamed of.”

“I don’t know…”

“Ah, c’mon, big guy!”  Rainbow said, trying to encourage him.  “Feel the air on your skin!  It feels nice!”  She flapped her wings to create a small breeze, and yelped in dismay as her reference materials scattered.  “Woah, wait, come back!”

Lero and Twilight laughed, and Twilight’s horn glowed softly as she caught the pieces of paper that had scattered further away and floated them back to where Rainbow was sitting.  The pegasus flashed her herdmate a grin.  “Thanks, Twilight.”

“No problem.”

Lero took a slow breath.  “So, you really want me to just… what, spend the rest of the day in the nude?”

Twilight shrugged.  “If you feel like it.  I’m not going to force you to do anything, I just think you might wind up being more comfortable than you expect.”  She smiled.  “We might do a little lovemaking after a little while, if you think that might help relax you.”

Lero mirrored Twilight’s shrug.  “Well, all right.  I don’t see any reason to make a fuss about it, so I’ll go ahead and give it a try.”  Rainbow watched surreptitiously over her shoulder as the human removed his clothes.  He did it in a matter-of-fact way, rather than the slower, more teasing manner that he did sometimes to get her heart pounding, but it was still nice to watch.

He folded his discarded clothing neatly, settled back to the couch, and gave Twilight a little half-smile.  “Better?”

She grinned.  “Well, that’s up to you.  Thank you for giving it a chance, though.”

“No problem.”  He closed his eyes for a moment.  “There was something I’d been meaning to ask you about, what was it…”

“Does it have something to do with clothes?”

Lero shook his head.  “No, something you said yesterday.”  He rubbed his forehead.  “Oh!  Right!  I was asking about stallions getting into fights, and you mentioned that I was doing my math wrong.  What did you mean by that?”

Twilight blinked, her brow furrowing for a moment before her expression cleared.  “Oh, yes, I remember that.  Well, look at it this way, do you remember when Rainbow was in heat?”

He nodded.  “Yeah.”

Rainbow shivered a bit.  That had been unbelievable.  For the first time in her life, she was actually looking forward to the next time she was in season.  There were a few more months left to go, she thought, and she was planning on asking him to take a holiday for that week.  The whole week.

“Do you remember how long it lasted?”

Lero nodded again.  “Six days, if I’m remembering right.”

“That’s about normal.  It happens about twice a year if you’re not nursing or already pregnant, so a mare has about two weeks out of the year that she’s fertile.  Following me so far?”

He raised an eyebrow.  “You haven’t left me in the dust quite yet, no.”

Twilight blushed.  “Sorry.  I’m trying to be as complete as I can, because I’m not sure what you already know and what you don’t.  Well, during that week, if she wants to have a foal, she needs to copulate at least three times in order to guarantee pregnancy.”

Rainbow’s head jerked up.  “Hey, hold on!  I thought once was enough?  You get the seed watered, then the heat fades away and that’s how you know you’re pregnant?”

Twilight frowned.  “Good heavens, are they still teaching that in Cloudsdale?  Once works sometimes, it gives between a thirty and fifty percent chance of pregnancy, depending on when in the heat cycle it is.  Three or four gives you the best chance, on the order of ninety percent.”  The unicorn shook her head.  “And no, having an egg fertilized doesn’t make the estrus state go away, that’s an old mare’s tale.”

“Oh.”  Rainbow blinked.  “Wow, didn’t know that.  I figured after the first time we did it and that feeling came back, I was in the clear.”

Twilight chuckled.  “You were ‘in the clear’ anyway.  I told you, Rainbow, it’s not possible for him to get you pregnant.”  She glanced around, suddenly furtive.  “Not without some form of magical assistance, anyway.”

Lero looked surprised.  “Oh?  How do you mean?”

Twilight bit her lip.  “Well… I’ve been doing some research and corresponding with Princess Luna.  She’s amazing at transfiguration and polymorph magic, and there may be a few ways to employ partial or full transmogrification to allow you to have foals with us, if any of us wanted to.”  She hesitated, looking at him anxiously.  “I didn’t want to do a full transformation; it felt, well, wrong to me to even suggest transforming you just for that, and it felt like denying an important part of who you are, so I was looking for a way to affect only the germ cells.  I wanted to be sure it would work before I even presented it as an option, that’s the only reason I haven’t mentioned it; I still haven’t got the details of it ironed out, so I was keeping it to myself.”

The human frowned.  “Er… okay, this is a strange question, but what species would they be?”

“Ponies,” Twilight replied.  She sighed.  “Actually, with the current version of the spell, they’d probably be duplicates of their mother, with little or no genetic material from you, which isn’t what I was aiming for at all.  It’s one of the reasons I haven’t mentioned it; it’s a long way from done.”

Lero looked a little blank.  “Huh.  I hadn’t even considered that as an option.  It’s… something I’d have to think about.”

Rainbow was feeling conflicted, too.  She didn’t want kids, didn’t want to have to take care of kids.  She certainly didn’t want to have to deal with the effect it would have on her body; she’d lose months of training and exercise time, not to mention being hideously out of shape when she got back to it.  Having to look after them would eat deeply into her free time, as well.  This was something she’d have to talk to Lero and Twilight about, probably each separately.

Twilight shook her head.  “Anyway, all of that’s beside the point.  Getting back to your question…  Take a single, very small herd, one stallion and four mares, who are, say, running a farm out by themselves in the prehistoric era, when these societal reflexes would have formed.  When they go into heat, in order to guarantee that they each get a foal, he has to… oh, I don’t like the word ‘service’, it sounds so exploitative, but it fits in this context… each of them at least three times in that six-day period, which is only two a day.  Not terribly strenuous.”

Lero nodded.  “I think I’m following you.”  He was actually blushing a bit, his skin turning pinkish on his cheeks and neck.  It was a lot more obvious with his clothes off.  “Ah, is it normal for a group to have that happen all at once?  I didn’t notice any kind of… unusual behavior when Rainbow was, er, is ‘in season’ the proper term?”

Twilight giggled.  “It is, and yes, it’s normal.  Rainbow Dash used to spend so much time off by herself that she never really synchronized with Ponyville’s cycle; she’s still on Cloudsdale time, or she was.”  The unicorn looked over at Rainbow, who ducked her head guiltily and tried to pretend that she’d been working instead of getting distracted.  She heard Twilight stifle a giggle.  “She’s been spending a lot more time on the ground, around the other ponies here in town, since she started living with you.  This next cycle may not be fully synched up, but the one after that likely will be.  The town generally takes a week-long holiday, because it’s a rather uncomfortable experience when you don’t want foals, and most mares prefer to keep to themselves when it hits.  Plus, the ones that do want foals tend to be… occupied… during that time period.”

“I do remember that holiday,” the human observed pensively.

Twilight giggled.  “You probably remember how Rainbow acted that week, too.”

Rainbow laughed too.  “I got a little pushy.”

He rubbed his chin.  “You were a bit... voracious.  Not that I minded.”  The pegasus laughed again.

Twilight cleared her throat.  “Right.  Getting back to your original question, let’s take that same situation, a group isolated and taking care of itself in primitive conditions, which means foals are needed to help take care of the chores and to keep the group going, and make it a bit larger.  Eight mares, two stallions, not an unusual ratio.  If one of the guys is hurt when that week hits, either from a fight of from some other cause…”  She shrugged, “Then the other one has to copulate at least four times a day for six days in order to ensure maximum population growth, which a primitive group often needed to keep their numbers up.  More, sometimes; it’s not uncommon for heat to last only five days, so he’d need to make sure he got them taken care of in time.  Plus there could be arguments, since they’d all be feeling the way Rainbow was.”

“Ah.  I see.  Yes, that is a bit… strenuous.  Not impossible, but…”

Twilight licked her lips in a quick motion.  “Yes, it would be… strenuous.”  She shrugged.  “And, well, completely apart from mathematics, no filly likes seeing her stallion get hurt.”  She leaned up close against him, closing her eyes as she brushed slow, gentle kisses across his lips, her foreleg embracing his chest.  The sight of it made Rainbow’s heart rate pick up a bit, seeing her stallion nude and being gently kissed and embraced by her herdmate.

Lero’s flush was darker when Twilight pulled away again, spreading down his neck to his chest.  She nuzzled him softly on the side of his neck, just below his ear, a spot Rainbow knew he liked.  “We can get a little protective when we think our guy’s in trouble,” the unicorn whispered, kissing the human’s neck softly.  “I know I was badly upset by how frightened you were last night.  It was probably worse for Rainbow Dash.”

“It was… pretty bad.”  Rainbow admitted, trying to pitch her voice loud enough that the rest of her herd could hear it from where they were on the couch.  “I couldn’t figure out what to do.  I was actually pretty close to going after the Princess a couple of times.”  That uncertain fear tried to rise again, but it quickly subsided.  Rather than being frightened, Lero was getting more and more intimate with Twilight over there on the couch, as the unicorn’s forehoof rubbed his chest in little circular motions, moving slowly down toward his belly.  It made it hard for the echoes of that feeling to find purchase in Rainbow; it kept getting dislodged by happiness and a slow, gradual arousal.

“That made you tense up,” Twilight said quietly, still rubbing her hoof slowly against the human’s chest.  It was a pretty clear gesture, and the human didn’t move to stop her.

Lero shifted a little.  “I… the idea of either of you getting hurt upsets me,” he said softly.  “I know you can both take care of yourselves, better than I can in all honesty, but still.”

Rainbow cocked her head.  “You haven’t fussed when I crashed doing stunt practice.”  He’d actually been pretty good at helping her nurse her bruises and scrapes.

He shrugged.  “Of course not.  It’s something you love doing.  I’d never try to take that away from you, but it doesn’t mean I like seeing you get hurt.”  Rainbow felt another flood of happiness and love.  He loved her for who she was, and he was willing to let her be who she was.  She couldn’t imagine how she could be luckier.

“It occurs to me that this set of reflexes could potentially present a problem,” Lero observed, trying to keep his voice steady as Twilight’s caresses got more intimate.  “Something like, say, if I see one or both of you being threatened, and I step in because that’s my reflex, and that makes you respond because now it’s me being threatened…”  He trailed off, and Rainbow bit her lip.  That… could prove to be a problem at some point.

“We can worry about that later.  You’re getting tense again,” Twilight observed.  “Here, let me see if I can help you relax a little.”  She kissed the hollow of his throat, then continued to trail a line of kisses down his chest and belly.  Her forehoof slid down his body, stroking his groin gently for a moment before hooking over his thigh and pulling his legs slightly apart.

“I’m not that ten-” he started to say, before the unicorn’s head dropped down to his lap and her lips brushed against the head of his penis.  His breath left him in a rush, and his body twitched in surprise.  She kissed his member again, a smile pulling the corners of her mouth up, then licked, her tongue carefully caressing both orbs before wandering up his stiffening shaft.

They suddenly had Rainbow’s full attention.  She shouldn’t be watching, she had stuff to do and she knew it, but whooo… This was worth watching.  She had a momentary urge to go over there and join in, but she felt like she should at least pretend to be working, and Twilight deserved some time having Lero to herself.

The unicorn kissed and licked several more times, slowly and lasciviously, looking up into the human’s eyes with a smile.  His body was responding eagerly, and Rainbow could hear his breath getting harsh and fast.  The soft sounds coming from her lovers and the flush on Lero’s face and chest sent shivers of vicarious pleasure dancing through Rainbow’s body, and she had to suppress the urge to flap her wings again.

Twilight paused, the tip of her tongue teasing the tip of his now-erect member and making him quiver.  That was something that Rainbow had never actually tried; she’d run her tongue along the end of it, but hadn’t tried lingering like Twilight was doing.  Seeing his reaction, she made a mental note to give that a shot herself.  Lero worked tremendously hard to bring her pleasure when they were making love together, and she liked finding ways to return the favor.

Rainbow watched avidly as Twilight lingered there, flicking her tongue against the point at the end of the human’s member and watching him shiver with delight.  “Twilight,” he gasped after a few moments, “that feels incredible.  Would you like me to take a turn, now?”  Rainbow shook her head, smiling.  That was him all over.

“Nope!”  Twilight said with a grin, pausing in her efforts.  “I’m not tense, so I don’t need relaxing.  Just sit back and enjoy.”  She lowered her head again, opening her mouth and guiding him into it with her tongue.  Twilight’s lips closed over his member, and she started bobbing her head slowly up and down, making quiet, wet sucking noises as she worked industriously away.  The pegasus could see Twilight’s tongue working, too; her mouth occasionally opened a little wider to let it slip out and caress his member further than her lips reached.  Rainbow knew from that brief kiss earlier that Twilight’s lips were soft, and she hoped it felt as good for him as it looked like it did.  The unicorn was really getting into it, Rainbow noticed with a flush, her head moving faster and her cheeks sucking inward on the upstroke.  Lero’s eyes rolled back a bit in pleasure from Twilight’s efforts, but he fidgeted.

Rainbow smiled, making a mental bet with herself.  After a short while, watching Twilight’s head bob up and down with her eyes closed, she started a mental countdown.  And three… two… one…  “Hey, Twilight,” Lero said, his voice tight.  “Hey, stop for a minute.”  Right when she’d expected him to.  The pegasus couldn’t keep the smile from growing into a grin, and she felt a pleased warmth in her chest.  She knew him as well as he knew her.

Twilight paused midstroke, her lips still fastened around Lero’s member, looking up at him with a surprised expression.  Okay, that’s sexy.  Rainbow had no idea why she thought that image was so hot, but something about it made her heart speed up a bit, and made her feel a little damp under her tail.  She filed that away in her mind; this was an image she kinda wanted to see again, and she wondered idly how hard it would be to convince them to do that.  Lero gently urged Twilight up, and she reluctantly raised her head, letting his penis fall free of her mouth.

“Oh, I’m so sorry!”  Twilight exclaimed.  “What was I doing wrong?  I thought I’d gotten it down right, I even tried to practice, but I must have missed something!”

“You were doing fine, Twilight,” Lero said, stroking her mane.

“He doesn’t actually like that a whole lot,” Rainbow observed from the other room, figuring it would be easier for her to explain than for him to dance around it.

Twilight frowned at her.  “He doesn’t?  I’ve seen you do it, though!”

Rainbow chuckled.  “Yeah, for just a second or two to get him going.  The only time I do that for longer is when we’re wrestling and he can’t stop me, and even then I’ve never gotten him to finish in my mouth.  He doesn’t like it.”

“Oh.”  The unicorn blinked and turned back to Lero.  “But you’ve done that for me!  And for Rainbow!”

The human smiled, trailing a finger down Twilight’s chest and belly, his hand slipping smoothly between her hind legs.  “I know.  I don’t mind giving it.”  His hand moved a bit, and Twilight caught her lip in her teeth, her eyes closing for a second as she shivered.  Her foreleg mirrored his arm, one forehoof sliding between his legs to rub his groin and testes.  “But I don’t really like getting it.  I know, it’s weird.”  The muscles in his forearm shifted a bit, and he arched his back slightly in response to Twilight’s careful rubbing.  “Mmm.  Besides, I don’t do exactly that, you don’t have the same… parts.”  He frowned slightly.  “Wait, what do you mean, you practiced?”

Twilight giggled, her face flushing under her lavender coat.  “Oh, I was trying to make sure I could do it without my teeth touching and without gagging, so I practiced on a banana a few times, trying to get the motions right.”  She giggled again.  “I nearly got embarrassed once when Spike walked into the kitchen while I was doing it; I had to pretend that I had been eating it.”  Rainbow strangled a laugh at the mental image that conjured; she could just see Twilight shoving half the banana in her mouth and looking awkwardly guilty while she chewed.  That mental image was hilarious.  The unicorn leaned forward to kiss her stallion, watching to see if he’d object to it, but he didn’t.  They kept fondling each other while they kissed, and Rainbow could see Lero starting to tremble a tiny bit.  “You know,” Twilight said when the kiss broke, “I may not have identical parts, but I do have analogous ones, so it’s basically the same thing.”

“You mean this?”  Lero’s hand shifted under Twilight’s body, and she gasped, the muscles in her hips tensing.  Rainbow guessed he’d just stroked her clitoris, from the strength of her reaction.  Maybe he’d tweaked it a little instead.

“Yes, that’s the one.”  Her free foreleg pushed his hand away.  “Now quit it, you’re breaking my concentration.”

Lero raised his eyebrows.  “Wouldn’t you like me to get you off, too?”

The unicorn shook her head.  “You’ve given me more than I’ve given you.  I owe you a few, and I’d like to give you a little present to help make you comfortable.”

He blinked. “No offense, Twilight, but while I’m enjoying this, I’d rather not make a mess on the couch.”

Twilight paused in her stroking.  “Oh.  Right.”

Rainbow snickered.  She remembered her own solution to that problem.  “Hey, Twi, you’ve got a way to avoid making a mess.”

The unicorn looked at her.  “I do?”  Rainbow rolled her eyes, and pointed a forehoof between her hind legs.  “Oh!  Right!”  She looked back to Lero, catching his eyes with hers.  “Would you be okay with that?”

“Well… I mean, if you want to…”  His voice was hesitant.

“Aw, c’mon, big guy, let her do something nice for you.”  Rainbow knew he felt weirdly obligated to make sure his partner came.  The pegasus didn’t object to that attitude, but if Twilight really wanted to get him to come without getting off herself, she didn’t see the problem with it.

He chuckled.  “Well, I guess it is a bit silly of me to fuss.  If you want to, then go ahead.”

“Great!”  Twilight grinned.  “I’ll even take a shot at the way you and Rainbow like to do it.”  She hooked one forehoof over his far shoulder, using that anchor point to pull herself around in front of him.  She straddled him as his arms embraced her, facing him the way Rainbow had come to love doing, and slowly lowered herself.  “Oh,” she breathed as they came together.  “Oh, that fits wonderfully.”  She shifted a little, coming to rest sitting in his lap, her chest pressed up against his.  She looked down at him.  “I can feel your heart beating against mine!”

“One of the benefits,” he replied with a smile.  The human shifted a little, helping Twilight readjust her position to something a little more comfortable for both of them.  “Like it?”

“I do, actually.  It feels a little strange, but I can see why the two of you enjoy it.”  The unicorn encircled his neck with her forelegs, her forehooves resting against each other behind his head, holding herself in position while she started to languidly move her hips.  “Now just hold still; I’ll take care of everything.”

Somewhat to Rainbow’s frustration, Twilight’s long, straight-haired tail was hanging straight down between Lero’s legs, obscuring her view of the best part.  It was twitching hard, but not moving out of the way.  “Hey, big guy, could you move Twilight’s tail so I can see?”  She chuckled dirtily.  “You could try giving it a little tug, too; she might like that.”

Lero shook his head.  “I swear, you ladies are going to turn me into an exhibitionist.”  He raised his eyes to meet Twilight’s.  “You okay with that?”

Twilight nodded.  “Sure, I don’t mind at all if Rainbow wants to look.”  The unicorn gave her herdmate a teasing look and a wink over her shoulder.  “Maybe she’ll see something she likes.”  Rainbow laughed again while Twilight turned back to Lero.  “Go ahead and give my tail a little pull if you like; I doubt it will hurt, but I’ll say something if it does.”  Lero’s hand found the small of Twilight’s back and slid down, following the line of her spine down her back to her purple tail.  He gathered it up and gently moved it aside, giving it a gentle tug as he did so.  “Oooh,” Twilight breathed, “that does feel pretty nice.”

Rainbow could see Lero’s body react to the pleasure in the unicorn’s voice.  It was subtle; just a tiny little quiver, but it was all she needed to tell her that he liked it.  Better yet, the pegasus now had an unobstructed view of how her stallion was spreading her friend open, sliding in and out with the motions of Twilight’s hips.  It was a great view; the way Lero was gripping Twilight’s straight, pink-streaked tail, the unobstructed view of him penetrating her, even the view of that little hairless spot at the base of the unicorn’s tail was turning her on.

The pegasus forgot completely about the work she was supposed to be doing as her herdmates made love on the couch.  She watched avidly, reveling in the pleasure they were giving one another.  Twilight kissed and teased him as her hips moved, playing with his ears and nuzzling his neck the way Rainbow had shown her.  Rainbow found herself almost hypnotized by the motions, watching the light glimmer off of the thin coat of moisture left on Lero’s member as it disappeared inside Twilight over and over again.  Her heart pounded with building excitement as she waited for him to climax.

She didn’t have to wait too terribly long.  Twilight gave her lover no time to rest or dissipate the pleasure that Rainbow knew was building inside him, keeping her motions constant and steady, and making sure to keep the level of stimulation he was receiving high by kissing and nuzzling in places she knew he liked.  She didn’t nibble the way Rainbow liked to, but it was clearly enough.  Lero’s body trembled, a sign that he was on the verge of climax, and Twilight felt it.  She pushed her hips down into his lap, taking him as deeply into her as she could, and wiggled her backside a bit.  That proved to be enough to push him over the edge, as his hands grabbed the unicorn’s hips and his back bent ecstatically, his whole body quivering while he came.  Rainbow’s own body trembled in response, a sympathetic echo of his feelings pulsing through her.

He relaxed, releasing Twilight’s hips and letting his breath out slowly.  Twilight hooked a forehoof around the back of his head, holding him in place while she gave him a long, slow kiss.  “There,” she said when the kiss broke, a gentle aura of light shining from her horn, “Feel more relaxed, now?”

“I don’t think anyone could be tense after that.”  He smiled as he spoke, and neither of them looked like they were in any hurry to move, which suited Rainbow just fine.  They both looked happy, and she was perfectly content to sit here and bask in that happiness.  The human looked over and met Rainbow’s eyes.  “How’s it going over there, Dash?  Still going smooth?”

“Going smoo…? Oh!” Right, she was supposed to be working.  “Heh, lost my focus there for a second.  You guys got kinda distracting.”  They both laughed.  The human and the unicorn moved to separate, and even though she had other things to focus on, Rainbow watched him slide out, the sight of it making her quiver a bit.  Man, that was hot.  She looked down at a blank sheet of parchment and her open books, and breathed a sigh.

“Are you sure you don’t want our help?”  Twilight asked, shifting back to where she’d been sitting before.

Rainbow rubbed the back of her neck.  “Actually… yeah.  I think I kind of do.  If you guys don’t mind.”

Both of their faces lit up with smiles.  “We don’t mind at all, Rainbow,” Lero said, getting up off the couch without putting his clothes back on.  They both walked back into the room that Rainbow had taken over, and the human sat down, reaching out to take the writing materials.  “Here, I’ll take notes for you.”

Twilight sat down outside the circle of printed material.  “You’re the one who actually knows what needs to be done, but I’ll help keep track of where all your reference material is.  Just tell me what you need, and I’ll try to help cross-reference it.”

Rainbow blinked, gratitude, happiness, and a feeling of warm camaraderie suffusing her.  “You guys are the best,” she said, a little hoarsely.  “Thanks.”

Lero reached out to lay a hand on her neck.  “Think nothing of it.  Now, just tell me what you need me to write.”

“Right.”  Rainbow nodded, flipping open a book.  “Okay, first off, I need to figure out where the humidity peaks are supposed to be and write ‘em down, ‘cause I’m gonna need ‘em when I get to…”

The three friends and lovers bent to their work with a will.  The room was soon full of the sound of rustling paper, scratching quills, and cheerful conversation.  Rainbow quickly decided that this was much, much better than doing it on her own.


Author’s note: big thanks to the anon on the clopfic archive that gave me the idea to do something involving human nudity taboos.