A Friend in Need


                                            > You are Rarity, and you are checking up on your dear friend.

                                            > Fluttershy's note was awfully vague, with many words heavily crossed out.

                                            > You suspect it wasn't even close to the first draft, which is worrying.

                                            > You knock on her cottage door.

                                            > You barely hear her call out,

                                            > "C-come in!"

                                            > Maybe she's sick in bed?

                                            > You open the door.

                                            "Fluttershy, I got your note, darling. What's wrong?"

                                            > On your way to the bedroom, you are struck by how quiet it is.

                                            > Normally the cottage would be crawling with wild, dirty animals with no manners and-

                                            > Well, while you do appreciate their absence, it makes you uneasy.

                                            > Fluttershy's voice is a little louder this time.

                                            "Oh, I wouldn't say there is anything wrong. Certainly not with me. Um."

                                            > You find her laying on her belly on top of her bed, looking very much like Sweetie Bell when she's trying to hide a new burn mark on the floor.

                                            "Are you sick? Is that why you sent all the animals away?"

                                            > She shakes her head.

                                            > "Some of them wanted to watch, but I always respected their privacy, even when they didn't mind. I was very firm with them, which is why I think it's working."

                                            "You're not making any sense, Fluttershy. Why don't you start at the beginning?"

                                            > You levitate a cushion over, and sit down on the floor.

                                            > You know how long these things can be.

                                            > "Um. You know how Discord comes by to talk every once in a while?"

                                            "He did something, didn't he? Don't worry, I'm sure Twilight will find a way to reverse it."

                                            > Fluttershy shakes her head emphatically.

                                            > "It's not like that. Um. Exactly. He was telling me that if I had this one thing, I would be more confident."

                                            > Sometimes you wonder if he reformed at all, or just put up an act so he can play all the pranks he wants at a smaller scale.

                                            "Oh Fluttershy, that's not how confidence works at all. Having some object doesn't change who you are."

                                            > "What about the alicorn amulet?"

                                            > You revise your assertion.

                                            "No object permanently changes your personality, and the amulet is a good example of why trying such things is dangerous."

                                            > "Well, it's not exactly an object. Maybe, maybe if I showed you?"

                                            "Very well, let's see what foolish thing Discord gave you."

                                            > Fluttershy nods.

                                            > And does nothing.

                                            > You wait a little longer.

                                            "Is it invisible?"

                                            > Fluttershy shakes her head, breathing a little more quickly.

                                            "N-no, I'm just building up my courage."

                                            > Then she looks you straight in the eye, and sits up.

                                            > You eyes drop automatically to what she was covering up-

                                            > Oh my.

                                            "Is that..."

                                            > She nods.

                                            > "You see what I mean?"

                                            > You feel like you should be vaguely troubled by the fact that Fluttershy is full erect, but it isn't the first time you've had this sort of reaction.

                                            > Poor Spike can't hide a thing. You've taken to using his hemipenes to hold thread bobbins.

                                            > They are the right shape, and they are around so often, the first time it was an honest mistake.

                                            > "Rarity, is there something wrong with it? You've just been staring at it. Not that that's a bad thing!"

                                            "Sorry, darling, I was a little lost in my thoughts. Is this why you... sent for... "

                                            > The implications just occurred to you.

                                            > She must have noticed, because she laid right back down, and closed her eyes tightly.

                                            > "I'm sorry, I didn't know who I could turn to! Let's forget this ever happened. It never happened."

                                            > The poor dear.

                                            > You sit down on the edge of her bed and stroke her mane.

                                            "Forgive me, this is all so unexpected."

                                            > Fluttershy inhales shakily.

                                            > "I just thought, y-you are so sophisticated and world-wise, you'd know what to do. O-or who to go to."

                                            > You sigh a little helplessly.

                                            "Darling, I'm glad you think so highly of me, but it's not altogether accurate. I, ah, haven't done this before either."

                                            > She looks up at you in shock.

                                            "You haven't?"

                                            > You shake your head.

                                            "It's important who you do it with. If you mingle with the wrong crowd, it could give you a poor reputation. Here in Ponyville... I just haven't had the chance."

                                            > Fluttershy stares at her sheets.

                                            > "I understand. I guess you can't help me."

                                            > You take an honest look at your friend.

                                            > You have always admired her grace, how demure she is.

                                            "I wouldn't say that. But is this something you really want?"

                                            > She looks at you uncertainly.

                                            "I- I think I should at least try. It's something I have often wondered about."

                                            > She's wondered about this, specifically?

                                            > Nevertheless,

                                            "Well, if you are supposed to be improving your confidence, I should be the one lying down."

                                            > You turn around and lie on your stomach, facing the headboard.

                                            > "R-Rarity?"

                                            > You look over your shoulder at your startled friend.

                                            "It's to help one of my best friends."

                                            > You had rather hoped your first time would be more romantic, and goodness knows the books you've read all go that way.

                                            > But this is romantic too, in a way.

                                            > You twitch your tail out of the way. You'd hate for it to get messy.

                                            > "Thank you, Rarity. You are one of my best friends too."

                                            > Her hooves sink into the mattress on either side of you, and you can't help but tense up a little.

                                            > She shifts her weight, and-

                                            "The lower one! It goes in the lower one!"

                                            > "S-sorry."

                                            > She pauses.

                                            > "If, if this is about me being more confident,"

                                            > Oh no.

                                            > "We should start with, um. Oral?"

                                            > Oh, that's not so bad.

                                            > You roll over onto your back, gazing up at your worried friend.

                                            "I've never been eaten out before either, so that's fine too."

                                            > Fluttershy shifts her weight uncertainly.

                                            > "I was actually talking about, um. Me."

                                            > You look down at the limb dangling between her legs.

                                            "If you could bring it closer, then?"

                                            > Goodness knows you can't show uncertainty about this whole business, or Fluttershy will back out immediately.

                                            > She puts her hooves up on top of the headboard, and straddles your chest.

                                            > You rest your hooves on her trembling thighs, and stare at her stallionhood.

                                            > It's only inches from your mouth.

                                            > "Rarity?"

                                            > Mustering your resolve, you prop it up with one of your hooves.

                                            > Fluttershy whimpers.

                                            > You take the head into your mouth, keeping an eye on her face.

                                            > She clenches her eyes shut, and she starts panting.

                                            > It tastes funny, not to mention the smell.

                                            > Much like Fluttershy, a little earthy, but still delicate.

                                            > As you get acclimated to the taste, you start trying things with your tongue, flicking and swirling and prodding the hole.

                                            > She whimpers every time, whispering your name.

                                            > Emboldened, you take more of her into you, feeling it slide under your tongue, then rise back among your molars.

                                            > You pull back, and take it in again, sliding along the inside of your cheek.

                                            > "Thank you Rarity! Thank you so much!"

                                            > It makes you smile around her cock.

                                            > You cup her balls, moving them back and forth, enjoying the heft.

                                            > She moans.

                                            > You pick up the pace, dropping the flourishes with your tongue, and just move your head back and forth down her dick

                                            > She starts bucking and moaning continuously, and you have to put your hooves on her hips to steady her.

                                            > Her cock is getting uncomfortable close to the back of your throat.

                                            > "Rarity, I'm about to-"

                                            > Your eyes go wide as hot cum surges into your mouth.

                                            > It's all you can do not to gag.

                                            > Fluttershy looks down at you in concern.

                                            > "Are you alright? I sort of lost control. Um. Sorry?"

                                            > You stare at her insecure expression, and hold back a sigh.

                                            > You manage to swallow your mouthful of semen, and spit out her penis.

                                            "A little prior notice next time would be nice, that's all."

                                            > Fluttershy's voice trembles.

                                            > "N-next time?"

                                            > Huh, you did say that.

                                            "For future reference, that is."

                                            > She nods.

                                            > "Um, Rarity?"

                                            "Yes, darling?"

                                            > "I think I'm ready for the other thing. Th-the lower one."

                                            > Your heart rate surges, but you smile and roll over.

                                            > You twitch your tail out of the way, and try not to dwell on the taste of cum in your mouth as you wait.

                                            > The mattress shifts, and once again, she is hovering over you.

                                            > Her warm breath teases at your horn, making it tingle not unpleasantly.

                                            > Then you feel her rod press up against your netherlips, and you gasp.

                                            > "Rarity? Is it the wrong one again?"

                                            "Nnno, you just surprised me, that's all. Please, ah, please continue."

                                            > Her head parts your folds, and it feels like nothing you've known before.

                                            > So warm, yet soft, yet crucially firm.

                                            > "Oh Rarity, you feel amazing!"

                                            "You too, my dear. Oh, yes, you too."

                                            > You feel her cock press up against your virginity, and know there is no turning back.

                                            "Go ahead, Fluttershy. It's yours."

                                            > She whispers, "Thank you."

                                            > The pain is brief, but intense. She stops immediately, and you catch your breath.

                                            > "We can try another time, if you want to rest..."

                                            > You shake your head.

                                            "We've gotten this far. Just give me a moment."

                                            > The pain is fading, but it's still rather sore.

                                            > Fluttershy lowers herself, resting on your back with her member still several inches deep inside you.

                                            > It moves around a little, bringing back some soreness, but also sparking a small amount of pleasure.

                                            > After a few minutes, you feel like you can go on.

                                            "I'm ready when you are, dear."

                                            > Fluttershy nuzzles your neck pleasantly, and slowly starts thrusting again.

                                            > It's much better this time around, and you love the feel of her body against yours, especially the surging muscles in her hips as they play across your flank.

                                            > You press your face into the pillow and let out a muffled moan.

                                            > Fluttershy giggles, and brings her mouth to your ear.

                                            > "Do you like it?"

                                            > You lift your face, breathing heavily.

                                            "Oh yes, this is the Best Possible Thing!"

                                            > She giggles again.

                                            > "For me too."

                                            > Then she starts nibbling on your ear, and most of your ability to think rationally promptly disappears.

                                            "Wahahaha~ yes! Rut me! Oh, yes!"

                                            > Her breathing gets shallow, and you can feel her thighs tensing.

                                            > "I'm going to cum outside!"

                                            "No!"

                                            > Not your tail!

                                            > You clench around her cock as best you can, entwine your back legs with hers, and press your rear against her as hard as you can.

                                            > She clasps her forehooves around your neck and moans into your ear as she releases.

                                            > You ride the wave of indescribable pleasure as your pussy milks her for all she's worth.

                                            > You relax, lulled by the feeling of a full vagina.

                                            > Fluttershy pulls out, and you make a wordless cry of protest.

                                            > "It's my fault that I came in you, and I'm going to make it better."

                                            > You look over your shoulder at her in confusion.

                                            > Just as the first drops of cum start dribbling from your hole, she sets to licking.

                                            > Oh yes, this is nice~.

                                            > But still,

                                            "That's your own semen you are eating. Are you really okay with that?"

                                            > She pauses in her ministrations, and for a contradictory moment, you fear she'll agree with you.

                                            > "You ate it too, so this is just being fair."

                                            > Her tongue returns to probing and scooping at your depths.

                                            > You bite the pillow, and before long you orgasm again, earning a giggle from your friend.

                                            > "Don't worry, I'll get this too."

                                            > Once she's done, you are on the edge of sleep, worn out by all the experiences.

                                            > Fluttershy lays down beside you.

                                            > "Do you think it worked? Am I more confident?"

                                            > You smile at her.

                                            > "There were several times you were quite assertive. You really are improving."

                                            > She smiles back, and drapes a wing over you.

                                            > That's just enough to set you drifting.

                                            > "Rarity?"

                                            "Yes, love?"

                                            > "In the morning, can we do this again?"

                                            "Of course. We can hardly be done after one practice session."

                                            > And you fall asleep, eager to meet the morning.