Fluttershy was happy.

She was watching Pinkie and Rarity at the karaoke bar again, but it wasn’t so terrible this time. They sang their hearts out, even if their crowd only consisted of one pony. She had promised that she would join them in the next song, but for now she was enjoying just hearing them sing.

After several weeks and numerous dates, most of which had turned out okay, she no longer felt like an outsider looking in (although she still enjoyed watching them at times, with their knowledge and enthusiastic approval, if Rarity’s reactions were any judge). Now... she still didn't know exactly what she was part of, but at least she was beginning to feel like she ought to be part of it.

She felt loved, and that was all that mattered.

“Flutters! Get up here! It’s time for the three-part harmony!” Pinkie exclaimed excitedly. “But first you need to sing something with us!”

That earned a groan from Rarity, and a blush from Fluttershy. Fluttershy thought, not for the first time, how wonderful moments like this were. What had seemed so strange before now felt normal and right. And the only thing that’s changed is me.

“I swear to Celestia, Pinkie. If you don’t stop teasing her, I will spank your bottom!” Rarity said, shaking a hoof at Pinkie.

“Promise?” Pinkie asked with a soulful expression, pulling out paddles of various colors. “I brought some along just in case.”

“It’s not a punishment if you like it!”

“I can pretend really hard! I’m good at that!”

Fluttershy tapped Rarity on the shoulder. “Um...”

“Yes, darling?” Rarity asked, turning to her. Her answer came in the form of Fluttershy kissing her full on the lips. It wasn’t a chaste peck, but then, Fluttershy didn’t feel like she needed to be chaste anymore; not around the two of them. She reveled in the feel of Rarity’s lips against her own and the sounds she drew from Rarity without even doing anything with her hooves or wings.

“We could sing now, if you want,” Fluttershy said when she finally pulled away from Rarity. “Or... you could do... the other thing to Pinkie. I wouldn’t mind.”

“You’re supposed to help me reign her in, not take her side,” Rarity huffed, irritated. “Fine, if you’re going to encourage her bad behavior I suppose I’ll just sit this one out while you two sing a duet.”

“Oh! I never meant to cut in—”

“Flutters, you’re not! C’mon, let’s put on a show, or sing a song, whichever.” Pinkie’s eyes flashed mischievously. “Or one then the other.”

“You’re horrible!” Rarity exclaimed, swatting Pinkie on the rump, then kissing her on the cheek. “Fine, sing me a nice song. Be good and I may reward you.”

Fluttershy waited patiently while Pinkie picked a song, trying to ignore the butterflies in her stomach. It’s just them. It’s okay, she repeated to herself like a mantra, over and over again. Her fear hadn’t disappeared entirely, but she was learning to manage what was left of it; and the more they did things like this together without everything falling apart into misery, the more she dared to believe that she might be okay.

The music began, and Pinkie excitedly ran over to her microphone, clutching it with one hoof, draping the other one around Fluttershy and pulling her close. Rarity had a way with words that made Fluttershy feel safe. Pinkie simply showed her.

She did her best to follow Pinkie’s enthusiastic singing, even though she didn’t know the song Pinkie had picked.

♪You're the twooooo that I want,
You're the twooooo that I want
Some girls will settle for just one
They don't know what they're missing
They’re not having any fun
You're the twooooo that I want.♪

It seemed simple enough, so she just followed along with the projection from the machine. Thankfully the song was fairly repetitive, and soon she just sang along with Pinkie for the chorus while letting her mind wander a little.

She caught Rarity’s eye, blushing as the unicorn smiled at her. She flubbed the chorus when Rarity ran her tongue over her lips, blowing her a kiss. Her face burning even hotter, she smiled, eyes flashing back to Pinkie Pie to see if she’d noticed the exchange.

Pinkie had stopped singing, dropped the microphone on the ground, and was smiling a predator’s smile. In fact, she was in the midst of pouncing when Fluttershy turned, toppling her over and landing the both of them on the stage with Pinkie on top. The earth pony wasted no time, kissing Fluttershy enthusiastically.

Apparently she’d noticed.

This seemed to happen to Fluttershy a lot. Not that she minded. Her friends were very passionate in their lovemaking, and tended to jump on her like kittens on a ball of yarn. She just wished she could be the kitten sometimes. She always responded in kind, of course, but she found it hard to convey that selfsame feeling when she was the one that wanted to make love. It always felt so harsh and demanding, so much so that she usually just decided to wait until Pinkie inevitably tackled her.

She felt a nibbling on her ears, and looked up to see Rarity with a very amused look in her eyes.

The unicorn’s upside-down face flashed her an indulgent grin. “I’ve been overruled, it seems, though I suppose there is no reason to argue with the majority, is there?”

Fluttershy shook her head, being rather unable to respond due to a mouth full of Pinkie’s tongue. Her head swam as two sets of forehooves caressed her along her neck and sides. She was fairly certain that was both Pinkie and Rarity, but with Pinkie Pie it was very hard to tell sometimes.

She squealed into Pinkie’s mouth when one of the hooves ran up and down the length of her outstretched wing, her eyes fluttering closed as she became thoroughly overwhelmed with sensations.

The ear not currently in Rarity’s nibbling teeth flicked as a snap top of a bottle was opened, followed shortly afterwards by the cold sensation of something sticky on her chest and stomach. Nearly as quickly as it was poured, she could feel Pinkie’s tongue removing every trace from her coat, eventually settling around her nipples, occasionally sucking one of them up into her mouth.

She tried very hard not to moan, failing miserably when Pinkie finally reached her goal.

To say Pinkie was enthusiastic in her efforts would be like saying that the sun was mildly warm. Pinkie just enjoyed the whole experience, giving and receiving joy with an equal amount of appreciation. Rarity, by comparison, tended to be more focused; she wanted to elicit the maximum pleasure with every caress or lick.

Compared to either of them, she always felt like she was too hesitant about... that. Except for her hoof, of course. Her hoof always knew what to do. With years of practice in pleasuring mares, her hoof was something of a savant; barely average in everyday affairs, but a master in making her marefriends moan and writhe. But she had two marefriends, and only the one hoof. Well... four, but only one that had the experience. The other one tried, but it wasn’t very good at... that, which often worried Fluttershy.

Her marefriends also enjoyed other things. Fluttershy wasn’t very good at them, sadly. She tried, of course, but she couldn’t match Rarity’s technique, or Pinkie’s sheer joy in the whole experience.

She kept telling herself it would come with time. After all, it’s not like she’d had much chance to practice... that. She’d only done it once for Dashie, after all, and hadn’t been with anypony since then...

Well, except for that one time with Aloe, but that had been less about making love and more about Aloe wanting her to feel special.

She hissed as Pinkie nibbled and licked at her outer lips, occasionally driving her tongue deep inside her. Her hoof reached down, holding Pinkie’s head in place and occasionally stroking the pink mane in appreciation.

Moments like this always made her feel selfish. Even if they claimed to enjoy it, she felt so odd being the center of attention. Rarity finally relinquished her ear, reaching downwards to give her an upside-down kiss.

“Ooo, I have an idea!” Pinkie exclaimed, pulling her head up from between Fluttershy’s legs. “Lemme just get positioned right...”

Fluttershy looked down her own body in confusion as Pinkie scrambled up, straddling one of her hind legs and gently raising the other on her hip. This was new. She wondered how it was supposed to work—

Pinkie thrust her hips forward, rubbing her own slickened sex directly against Fluttershy’s own, making them both moan in unison.

Oh. That’s how.

Rarity, meanwhile, was getting up on her own knees, taking the opportunity to embrace and kiss Pinkie as her fiance was no longer buried snout deep in Fluttershy. There was a moment of extreme embarrassment and arousal, and Fluttershy realized that Pinkie was still covered in... her and Rarity was kissing Pinkie without regard for that; in fact she was seemingly all the more excited because of it.

She watched them kiss for a time, entranced by it, although it was hard to focus with Pinkie’s constant and insistent thrusting driving her wild. She’d been assured many times that these rooms were soundproofed, but she was sure that if any dogs were nearby, they would be howling by now. The sounds she was making were not very audible to ponies, however.

She sometimes got a little frustrated about that; when Pinkie or Rarity got really excited, it was so much fun to hear that in their voices. She tried to do the same... but it was largely impossible to make her voice cry out in the way she felt like it ought to. The more excited she got the less she could be heard.

Her eyes drifted down to Rarity’s wiggling tail, and the glisteningly wet entrance below it just begging for some attention. But try as she might, her hoof could not reach Rarity from this position. She groaned in frustration. “Rarity... um...”

Rarity broke the kiss with Pinkie Pie, turning to her. Pinkie kept up her relentless assault, grinning like a madmare and squealing every time they squelched together.

“Yes, sweetness?”

“Hey! Why don’t I get to be ‘sweetness’?” Pinkie asked, pausing in her constant assault on Fluttershy’s sanity for a few precious seconds.

“We can discuss pet names later, love,” Rarity said, turning her head to Pinkie. Turning back to Fluttershy, she smiled apologetically. “Sorry, darling. You were saying?”

“Um...” Fluttershy blushed mightily, trying to force the words out. Just tell her you want to... do that for her. It will be okay. “Rarity, I... I can’t reach...” She looked meaningfully down at her hoof, which was trying to cross over her chest to reach Rarity on the opposite side of body. “Can... can you...”

Pinkie studied Fluttershy and Rarity for a moment, her brow furrowed. She held her position mashed up against Fluttershy, her whole mind apparently wrapped up in this particular problem. Eventually her expression brightened, and she leaned closer to Rarity, cupping her mouth with a hoof to whisper something into Rarity’s ear.

Rarity’s whole face went bright red, and she shook her head violently. “I can’t do that to her!” She gasped out in protest.

“Do what?” Fluttershy asked, her mind clearing just slightly as Pinkie was no longer directly stimulating her.

“She... she suggested I...” Rarity took a deep breath. “She said I should... lower my hindquarters on to your face, so that you can...” She stopped, shaking her head again. “It’s too embarrassing. I think I’ll go sit down and just watch you two for a while...”

Fluttershy watched her for a moment, torn. She wasn’t sure she could do that... but if it would make them happy... “Wait!”

Rarity stopped, turning her head. “Yes?”

“I want...” Fluttershy squeaked, not quite able to say what she wanted. “Um... please? Let me...” Groaning, she flashed Rarity her best pleading expression. “Can you... come closer?”

Rarity hesitated, clearly torn herself between arousal and concern. In the end, arousal won the day, and Rarity got up, straddling Fluttershy’s chest and gently lowering herself down to be within reach of the other mare. She studiously did not look down, choosing instead to wrap Pinkie in her forelegs and engage her in a kiss once more.

Fluttershy looked up at Rarity’s marehood, watching a drop of dewy moisture bead and fall onto her chest. It was a different angle than she’d ever seen one before. Usually when she attempted... that, it was with Pinkie or Rarity lying down (usually followed by the unoccupied mare immediately delving into Fluttershy’s own sex). It looked very puffy, and pinkish, making Fluttershy wonder if Rarity might have been touching herself while watching the other two of them kissing on the stage before coming up to join them. She seized Rarity with both hooves, pulling the alabaster hips down so that she could reach her with her tongue.

Pinkie, meanwhile, had gone from gently holding their bodies meshed together to excitedly thrusting against her once more. The renewed stimulation was making her head swim, and in her addled state, nothing looked more tantalizing than Rarity’s sex waiting there, begging for her to devour it like some sort of carnivore.

The very first lick elicited a long, muffled moan from Rarity, which at least told Fluttershy she was doing something right. She licked again, pressing her muzzle up inside the wet folds, spreading them to allow her tongue to delve deeper inside.

Rarity excitedly pressed her hindquarters down against Fluttershy’s muzzle, urging her on. The unicorn had gone from embracing Pinkie to clinging to her desperately to avoid collapse.

Fluttershy held Rarity tightly as she bucked, feeling her own climax fast approaching. From the squeals Pinkie was giving, she was close, as well.

For a single, glorious moment, three mares stiffened, each expressing their joy in their own way. Shortly after that, the triangle fell apart, the individual pieces gasping and sweating.

“That was fun!” Pinkie exclaimed, sitting up from the position she’d collapsed in.

There was a hesitant knock on the door, followed by a rattling of keys. The door opened slightly, and the voice of the attendant could be heard. “Miss Rarity... your time is up for this session. Did you need more time?”

“Just a bit more, if you don’t mind.” Rarity looked around the room, adding: “Add a carpet cleaning to the bill. And be sure to add something for the janitorial staff as well, please.”

The attendant’s eyes flashed over the room, taking a basic assessment of the cleaning that would be necessary, although Fluttershy wondered if he wasn’t spending a little too long looking at Rarity. Although by the smug look on her face, if he was, she didn’t mind. He finally nodded to her, closing the door behind him.

“Is... is he upset?” Fluttershy asked, hesitantly.

Pinkie shook her head, grinning. “He gets this dopey grin on his face for just a second when we come in.”

“Well, I would expect he would be happy; I’m paying him handsomely enough,” Rarity huffed, though her smile belied her pretended agitation.

“Has he ever... um... caught you and Pinkie?”

“We have an understanding, now,” Rarity responded airily, fluffing up her mane.

Pinkie leaned close to Fluttershy, whispering into her ear. “She asked him to come by at random times, so she never knows if we’ll get caught or not.”

“Oh... my....”

“What are you two whispering about?” Rarity demanded.

“Nothing!” Pinkie said quickly, making shushing noises to Fluttershy, her eyes sparkling merrily.

It was strange how life simply returned to normal when they weren’t together. Fluttershy found herself thinking about them more than once during her daily routine, but the sky hadn’t changed color and her animals still needed her as much as they always had. There was just a new facet to her life, something wonderful, but ultimately little had changed.

She wondered about that at times. She’d always thought that everything would be perfect once she found her special somepony. But it hadn’t been with Dash, and it wasn’t now. It was just different. But different was good. Sometimes different was very good.

Trips to the spa, for instance. Aloe’s eyebrows had raised high, then she smiled approvingly the first time she’d seen Rarity nuzzling her. She’d demanded details once they were alone, of course. That had been an awkward conversation, and it had become more so when she had to explain that the special massages would no longer be necessary.

Aloe had then teasingly suggested that perhaps Rarity and Pinkie might enjoy one as well, noting that her sister Lotus and their cousin Vera would be up for the challenge. The heat from Fluttershy’s cheeks nearly set the cloth she was laying on afire.

Fluttershy hadn’t come out of the massage room for an hour after that, afraid that she would leave a trail of something decidedly naughty on the spa floor.

Trips to Sugarcube Corner had likewise become very different, often ending in Pinkie dragging her upstairs to her room while the Cakes shook their heads.

She and her hoof weren’t spending much time alone anymore. She hoped it wasn’t the jealous type.

What had changed was how often she went out, as her friends were very, very insistent that she come along. But going out was nice. She enjoyed watching the two of them have fun, though they never left her on the sidelines for long. One of the things she didn’t have as much fun in, however, was when they tried to teach her to dance.

Dancing at the boutique was fine; she loved dancing a slow waltz with Rarity, or being led through the more quick paced foxtrot by Pinkie, but whenever they tried to coax her into dancing outside of that safe, comfortable place, she still froze up. It had been the same with her modeling career, and it had been the same with the Ponytones. She simply didn’t do well in front of a crowd.

And so it was with a heavy heart that she went along with them to a dance contest, hoping they would not try to drag her onto the floor.

“C’mon c’moooon!” Pinkie goaded them, bouncing on ahead. “It’s going to start soon and we’re going to miiiiiiss it!”

“At best we would be fashionably late, Pinkie. We are neither the first nor last couple in the contest, so we won’t be missed. There is no need to rush,” Rarity replied, continuing her casual trot to the dance hall.

“I still don’t get why it’s a couples thing. We could do the tango with three just fine!” To demonstrate, Pinkie picked Fluttershy up on her hind hooves and whirled her around, leaving her spinning as she quickly switched to Rarity.

Rarity indulged Pinkie for a few moments, eventually embracing and kissing her, at which time dancing was forgotten. “Be that as it may,” she said, slightly breathless as they finally broke the kiss. “The contest is for couples, and I don’t think it would be fair to the others if we involved all three of us.”

“Well, fine,” Pinkie said, pouting. “But nopony’s going to be dancing if we take all night to get there! So come ooooon!”

Rarity caught Fluttershy as she was about to topple over from dizziness. “I suppose we’d better follow her, or she’s liable to participate in the contest with a lamp.” She held up a hoof when Fluttershy gave her a questioning look. “Don’t ask.”

When they arrived at the venue minutes later, things were already in full swing, and even the ponies waiting in line outside couldn’t keep their hooves from at least tapping along with the cheery music that came from inside. They flashed their competitors tickets at the door and were ushered inside. Rarity had assured her many times that it was no big deal, but Fluttershy still hid behind her wing as they passed through the velvet rope. It felt like cheating to jump ahead of the other ponies.

The event itself was wonderful, and more than once Fluttershy found herself cheering loudly along with the rest of the crowd when her favorite mares in the whole of Equestria pulled off a particularly difficult move. In the end, they walked away with second place, which wasn’t at all bad, but when your competitors could literally bend over backwards for first place, it wasn’t much of a fair fight.

Which wasn’t to say that Pinkie couldn’t bend over backwards as well, as she demonstrated when they got back to the boutique later that evening.

Still, it was nice to see Lyra and Bon Bon so happy. She couldn’t be upset even if they weren’t the ones she might have wanted to win.

“Hey, Shy!” a voice called out from the crowd. A hoof waved from over a familiar stetson, and the crowd parted as Rainbow barged her way through it.

“H-hi, Rainbow,” Fluttershy said, trying not to panic. She hadn’t had a chance to talk to her since being told that Pinkie and Rarity had interrogated her for the reason they’d broken up. She didn’t like feeling awkward around Rainbow. Or... more awkward than normal, at least.

“How come you’re not dancing?” Rainbow asked, watching Caramel and Sassaflash climb on stage for their number.

“Oh... it’s for couples. Pinkie tried to plead with the judges, but I told her it was fine. I’d rather watch,” Fluttershy replied, stomping her hooves with the rest of the crowd in appreciation of a particularly well-executed spin.

They both watched in silence for a time, Rainbow occasionally opening her mouth to say something, only to close it again. Finally, she gave up. “Well, I just wanted to see how you were doing.” Rainbow hugged her quickly, then just as quickly released her, fleeing back to Applejack.

She watched Rainbow leave, not sure if she should call her back or not. The decision was made for her by a happy Pinkie Pie squeezing the life out of her, followed closely by Rarity, who carefully pried Pinkie loose only to take her place. They were both exhausted, and sweaty, and beaming.

They’d never looked more beautiful.

Several weeks after the contest, Fluttershy, Pinkie, and Rarity were deep in the Whitetail Woods on a birdwatching expedition. Or so Pinkie called it. It was less an expedition and more a long walk through the woods, but that didn’t stop her from wearing her Daring Do vest and hat from last Nightmare Night. Rarity, for her part, had whipped up a camouflage hat adorned with feathers of various birds. Fluttershy didn’t have the heart to tell her that the majority of the plumage would not fit into this part of Equestria. It wouldn’t fool a nearsighted manticore, much less the birds they were watching.

But it was fine. Fluttershy knew the best spots to watch from, and the birds shouldn’t be able to spot them from the tall grass, out-of-place plumage or no.

Pinkie squealed, clapping both hooves over her mouth as they watched a nest-full of baby chicks hatch, immediately being helped out of their shells by the mommy and daddy birds. Fluttershy giggled quietly at the reaction. It was hard for her to not get excited, as well. No matter how many times she saw it, she still found it fascinating. She turned to Rarity, wondering what she thought, only to find her quietly, yet animatedly, gesturing at the birds.

She turned back to the birds to see what had Rarity agitated, only to see Pinkie balancing on a branch, holding out a bunch of worms in her mouth and lowering them down to the baby birds.

“Pinkie!” Fluttershy hissed as quietly as she could. “They can’t eat whole worms! Leave those for the parents and get down, please!”

Pinkie looked down in confusion, first at Fluttershy and Rarity, then at the birds who seemed quite agitated with her. Her cheeks colored, and she gently spat out the worms at the edge of the nest, hopping down the tree from branch to branch until she was on the ground once more. “Sorry!”

“It’s all right,” Fluttershy responded, sighing in relief. “The mama bird says that she forgives you, and thanks you for helping, but you can’t get that close! We’re watching, remember?”

“But they’re sooo cute!” Pinkie protested, looking up at the scene in awe. “They’re like...” Her eyebrows raised as she thought of anything that could compare. Finally, she just shrugged, smiling sheepishly. “Actually, I can’t think of anything cuter than baby birds... huh.”

“Kittens are quite adorable,” Rarity put in, smiling. Her face dropped after a moment as she eyed a small scar on her foreleg. “Though they become less so with time...”

“Oh yeah!” Pinkie smiled beatifically. “Kittens with wings!” Her good cheer was short-lived, however, as a look of horror crossed her face. “Oh no! They would try to eat the baby birdies!” She clutched Fluttershy’s chest with both hooves, shaking her back and forth violently. “We need to save them! You get the net! I’ll get the catnip!”

Fluttershy could feel her brain rattling around in her skull as Rarity tried very patiently to explain that kittens did not come equipped with wings, and never would, making Pinkie’s concern unwarranted.

Finally, the shaking stopped, but rather than dribble out of her ears, her brain decided to remain where it was. Fluttershy lay down on the grass, waiting for the ringing in her ears to go away. This too was a common occurrence, unfortunately. Pinkie was a force of nature, and it often took Rarity and Fluttershy’s combined efforts to rein her in. Calming Pinkie down, on the other hoof, wasn’t a difficult task... so much as it was an exercise in futility.

Still, for all the difficulties they posed to her, the benefits far exceeded them. And really, it was hard to blame Pinkie for overreacting to something that Fluttershy herself would have worried about, if it had been true.

Pinkie lay down next to her, murmuring apologies as she nuzzled up to her. Fluttershy just smiled indulgently, laying a wing over the other mare. She looked up at Rarity, who seemed unsure if she wanted to intrude, settling the issue by raising her other wing. Rarity nodded in thanks, lying down next to her on the other side, smiling as she did so.

Fluttershy sighed in contentment, looking up at the birds in the tree. They were busily making use of Pinkie’s gift, feeding their new babies who gave happy little chirps as their bellies were filled for the first time ever.

It was so nice to share this moment with her friends. While it was true that she could have just invited them before they were all dating, it had always felt like an imposition. The things Fluttershy enjoyed were very much not the same things that most ponies did. Having shared a bed with them, however, she no longer felt the same reservation. They could have said no, but they didn’t, because they wanted to make her happy. Just like she went along to the things they enjoyed.

She nuzzled Pinkie first, then Rarity, giving Rarity a little peck on the cheek to make sure she didn’t feel left out. This moment, this place, these ponies, it was all perfect.

It would be perfect here, wouldn’t it?

The thought, having formed, was difficult to ignore. It would be too naughty. She couldn’t ask that of them.

Rarity likes naughty. And Pinkie likes everything.

Fluttershy’s face felt especially hot. It was true; Rarity would protest, of course, but it would excite her. Rarity loved to be watched, but most of all, she was thrilled at the possibility of being caught in the act of making love.

In her showroom with the blinds open, in the karaoke booth where the attendant might check on them at any time, anyplace where she might have a reasonable expectation of privacy, and the very real possibility of being seen anyway. So, making love in the middle of the woods, far from other ponies, but also open to anypony who might be wandering in the woods themselves... that would excite her to no end.

She briefly considered asking what they thought, but one thing she had learned from watching Pinkie—her face flushed at that observation; she watched Pinkie a lot—was that Rarity loved spontaneity. She did open her mouth, but only to kiss Rarity again, this time pushing her tongue into Rarity’s mouth as the unicorn squeaked in surprise.

Her first impulse was naturally to back away and make sure Rarity was all right, but she’d learned that the first impulse was not always the sexy one. Instead, she held the kiss, pushing Rarity down on the soft grass and rolling on top of her.

She broke the kiss, smiling down at Rarity, her long pink hair making a curtain around both of their faces.

“Darling!” Rarity gasped out, “What’s gotten into you?”

“Sorry,” Fluttershy responded, making no other moves for the moment, simply enjoying the feeling of Rarity underneath her.

“Don’t apologize, sweetness. I like it.”

“Good.”

There was a few moments of silence as they simply looked into each other’s eyes, followed by Rarity clearing her throat. “Yes, well, you have me where you want me, I suppose? What did you plan to do to me?”

Fluttershy blushed furiously. It was so easy to get caught up in the moment. “Um... I’m going to...” She stopped as a faint voice whispered into her left ear. “I’m going to kiss you on the neck?”

“You don’t have to ask,” Rarity said, chuckling. “Do as you wish. I’ll tell you if I want you to stop.”

Pinkie lifted Fluttershy’s mane, peeking under it. “She’s good at that, Shy! That was the first game we played. Right, Rarity?”

Rarity’s mouth quirked up in a little smile. “Yes, yes it was.”

“I liked hot and cold more, though.” Pinkie let the mane fall, sitting on her haunches to watch.

There was another long silence as Fluttershy tried to recapture her bravado. She was on top of Rarity, about to make love to her. The first order of business was... to stop thinking so much. Thinking wasn’t helping.

She kissed Rarity’s neck, her hoof eagerly reaching down to caress the unicorn’s inner thigh.

“Ooooh, hot!” Rarity hissed.

“Wait wait wait! I thought you were doing stop and go!” Pinkie exclaimed. “Are you doing hot and cold instead?”

Rarity’s horn lit up, and she used her magic to bring Pinkie closer. “Darling, I have better uses for that mouth of yours right now.”

“Ooooo what?” Pinkie asked, her eyes lighting up.

“I believe the expression is ‘shut up and kiss me.’” Rarity replied, pulling Pinkie closer to do just that.

Fluttershy breathed a silent sigh of relief. As much as she loved Pinkie... it was really hard to focus on being sexy when Pinkie was... being Pinkie at the wrong times. It was adorable, of course, but sometimes the best thing to do was exactly what Rarity was doing. When Pinkie and Fluttershy made love, Fluttershy had her own game: Whoever stayed quiet the longest won.

Pinkie usually played to lose.

Fluttershy eased herself down Rarity’s chest, raining kisses wherever it occurred to her, occasionally being rewarded with little squeaks and shudders from Rarity. It was times like this that her mind boggled at what she was doing. She felt so... naughty.

Her hoof trembled, eventually abandoning its post on Rarity’s thigh to plunge back into her own sex. It had been a while since she’d clopped herself. And as wonderful as Pinkie and Rarity were to her, sometimes it just felt good to take matters in her own hoof.

Besides, it was no longer needed, as Fluttershy’s tongue had taken its place.

She did her best not to feel self-conscious. Rarity was just so... pretty. Even in her fantasies, she’d never let herself think about her best friend in this way. It would have felt like a huge betrayal. Which was not to say thinking of Pinkie in that way had been any better, but Pinkie had always seemed... more approachable in that respect. She was adorable, but Rarity was like some sort of alabaster goddess carved out of living flesh and not meant for the likes of anypony as common as her.

Pinkie, on the other hoof, had always struck her as the type of pony who lived and breathed to make others happy. It was a motivation that Fluttershy could relate to, though they went about it in different ways. That was the major difference; in her dreams, approaching Pinkie had been a wonderful thing, and had always lead to wonderful fantasies. But her image of Rarity would have been... reluctant at best. She had always thought if Rarity had been approached by a mare, it would have resulted in a tearful but firm rejection.

Leave it to Pinkie to change all the rules.

And now, somehow, someway, she had them both quite literally in her hooves.

She looked back. Well, she had herself in her hoof, and Rarity on her tongue. And looking forward again, she could see that Pinkie was busy squealing into Rarity’s mouth while Rarity clopped her. But it was the principle of the thing.

She slowly worked her way inward, listening for Rarity’s responses. She was never quite sure if the unicorn was overplaying her reaction for her sake, but at the very least it told her what Rarity liked, even if she suspected she wasn’t doing as well as her friend wanted her to think she was. She knew she was timid, but it was very hard to be aggressive. Maybe if she’d been able to be more aggressive, then—

She cut off that line of thought before it could go any further. She was happy, Dash was happy, that’s all that was important.

But... maybe it would be nice to tell her so, sometime.

The squeals became more pronounced as she gingerly lapped at Rarity’s outer lips, occasionally licking along the cleft in a long, slow swipe. She’d tried to do what Pinkie did to Rarity on occasion, only to be told by Rarity that she preferred the way she did it, however she chose to do it. Which was a polite way of saying ‘I already have a Pinkie, darling.’

And so she’d had to figure out how Fluttershy made love. Which, as it turned out, was slow and gentle, and, if Pinkie and Rarity were to be believed, lead to unintentional teasing followed by lots of messiness. But that was okay. She liked the little cooing noises Rarity made when she cleaned her up afterwards. And Pinkie just sort of spasmed with the biggest grin on her face.

That grin was sometimes enough to make Fluttershy messy as well.

She nosed inside the folds, licking deeper inside, the tip of her nose bumping up against Rarity’s button and making her breath quicken in response. When Fluttershy was like this, she could hear Rarity’s pulse. It became especially easy to hear the beat once Rarity gripped the side of her head with her thighs, but when that happened, Fluttershy pretty much knew Rarity was very close.

Rarity screamed into Pinkie’s mouth, her body bucking upwards to meet Fluttershy’s tongue. Pinkie was still basking in her own afterglow, and broke contact with Rarity’s lips to kiss her neck and shoulders.

Fluttershy’s hoof quickened as Rarity came, and she could feel it plunge as deep as it could go. She shuddered and shook as the orgasm overtook her, panting into Rarity’s crotch.

Rarity was doing her best to remain calm. It was just the most important day of her life, after all. Nothing to get excited over.

Then, of course, there was the wedding night to consider. She would finally be consummating her union with Pinkie Pie in the only way that counted. And she could still wear white for the wedding if she chose to!

Of course... there were still the invitations to take care of. Oh, and the small matter of explaining to her mother that she was dating a mare... and the even smaller matter of telling her it was, in fact, two mares. But she was only marrying one of them—for the moment, anyway. The implications of that were not lost on her, but she had no idea what to do about it. Nothing in any of her books had mentioned a happy and healthy three-pony relationship, much less how those three got married. So, for the moment, she focused on the one pony she had planned to get married to.

Pinkie was not being helpful in that regard.

“Why don’t we just ask her?” she asked for the umpteenth time as Rarity checked the fitting on Pinkie’s tuxedo.

“Because I already know what she would say, love. ‘Oh, I don’t want to spoil your big day.’ You remember how long it took just to convince her to date us? We have a scant few months to prepare!” Rarity stuck a pin into the hemline of the pants, getting her needle ready to fix them. “Besides, this is something I’ve always wanted; a big wedding to announce to the world that I’ve found the pony I love.”

“Ponies,” Pinkie said, firmly.

“Well, yes,” Rarity said, slightly annoyed. “But you were the first, and we can certainly have another ceremony when she is ready.”

“But what if she’s ready now and just wants us to ask?” Pinkie persisted, having to be magically restrained from bouncing about.

“Darling, we don’t want to push somepony into a lifetime commitment!” Rarity steadied Pinkie with the touch of a hoof as the needle did it work. “Asking her to become closer to us was one thing; we’re all very happy together, and I think it’s made us stronger friends as a result, but she might decide she wants to be with somepony else eventually! And then where will we be?”

“You think Flutters would want somepony else?”

Rarity didn’t even have to look; she could almost feel Pinkie wilt at the very thought. “I never said that. But we invited her to become closer because she is our dear friend and we love her. It would be horribly selfish of us to deny her if she one day decides that she would rather have a mate of her own.”

“But... but she already has two of those,” Pinkie protested.

“That’s... true, I suppose.” Rarity paused in her stitching. She wanted to ignore these worries Pinkie was bringing up as pre-wedding jitters, but they were too close to her own to do so.

“Like... what do we call her when we get married? We’ll be wives, I guess, but does she get to be the fiance then? Or marefriend, maybe?”

Rarity sighed, helping Pinkie remove the tuxedo before she inadvertently destroyed it. She fully intended to tear it off her beloved during the honeymoon, but it needed to survive till then. “Pinkie, I’ve told you before, fiance is a word for the pony you’ve asked to marry you, and only after they’ve said yes. We can’t call her that until we’ve asked, and I don’t know if I want to put that sort of pressure on the poor dear.”

“Yeah, but you said that about sexytimes too! Then what did we do?” Pinkie pantomimed pouncing on a pony. “We jumped her bones and everything was okie-dokie!”

“You can’t just pop a question like that on a pony!” Rarity exclaimed, scandalized.

“Sure you can! You did it to me, remember?” Pinkie put a hoof to her chin. “I mean, maybe that didn’t go so well, but that’s what you wanted to do. I loved it!”

“That’s hardly the point. I was reasonably certain of your answer.” Rarity hung up the tux in a safe spot amongst her other designs. She considered her words carefully, not wanting to be misunderstood. “I... I don’t know how she feels about longterm commitments. I mean, she’s our dear friend, and... I suppose our lover now, but beyond that, I just can’t say for sure yet.”

They were both silent for a moment. Rarity hated feeling as she did, but like it or not, there was some truth to both sides.

Pinkie finally broke the silence. “Well... maybe we should talk to her and ask how she feels?”

“Perhaps,” Rarity allowed. “But let’s wait until after the wedding? Can we focus on that first?”

“Okie-dokie,” Pinkie replied, though her lack of enthusiasm spoke volumes.

Fluttershy approached Rainbow’s cloud home with a sense of dread.

It wasn’t that she didn’t want to talk to Rainbow, of course; never that. It was just the subject that worried her. Rainbow had tried to bring up their past together on many occasions, and each time she’d deflected, or otherwise changed the subject. Dwelling on what might have been didn’t help.

But now... now she thought she understood why Rainbow kept trying. Being in a new relationship herself, she now felt like the way she’d ended things with Rainbow was... wrong, and had provided no real peace for either of them.

It was time to change that.

She alighted on Rainbow’s doorstep, knocking politely. Strictly speaking, Rainbow never locked her door, or her windows. In fact, none of the windows in her home had any means to close them. But it was still nice to knock.

“Uh... who’s there?” Rainbow called from her room, sounding just a little groggy.

“It’s... um... me,” Fluttershy replied, trying to keep the squeak out of her voice.

“Shy?” Rainbow’s head popped out of her bedroom window. “Hey! You don’t have to knock. Just come in!”

Fluttershy opened the door, stepping into Rainbow’s living room as Rainbow flew down the stairs to meet her.

Rainbow swept her up in a hug, picking her up bodily and depositing her on a fluffy couch-shaped cloud. “Hey! You want a drink or something? I’m pretty sure I have some juice boxes if you want.”

Fluttershy opened her mouth fruitlessly, willing words to come out. Finally, she simply nodded.

Rainbow took off for the kitchen, raiding her icebox for drinks. As she searched, she did her best to make small talk. “So, what brings you up here? Usually I can’t pry your yellow butt off the ground!”

Fluttershy squirmed in her seat. Somehow it was proving very difficult to have this conversation.

Dash poked her head out of the door to her kitchen. “Found some!” she announced triumphantly. She flew back to the couch, plopping down next to her friend and passing her a juice box. “Ah, there we go,” she said as she took a nice long sip.

Fluttershy had developed an incredible interest in her juice box.

“So, uh... am I supposed to guess or something?” Dash asked curiously. “I mean... I don’t remember if I missed something important, but I’m sorry if I did?”

“N-no,” Fluttershy said at last. “No, you didn’t forget anything.”

“Oh,” Dash replied. “Well, good, I guess. Did you just want to hang? That’s cool, too.”

“I...” Fluttershy took a deep breath. “I was thinking about you the other day,” she began. Then she stopped, not entirely sure how to continue.

“Aww. that’s nice, Shy.” Rainbow smiled, rubbing the back of her neck sheepishly. “I’ve actually been thinking about you, too. Everything cool with Pinkie and Rarity?”

“No....” Fluttershy said, then her eyes widened as she realized she’d responded to the wrong thing. “I mean, yes, everything is wonderful with them, but that’s not why I was thinking of you, or... I mean I suppose I was thinking of you because of them... I mean... I was thinking of... us.” Her face burned in embarrassment. This wasn’t going right at all.

“Huh,” Dash said, more than a little confused. After a moment or two of awkward silence, her eyes widened and she was blushing as well. “Oh, Shy, I—AJ would kill me! I mean, I still—but we can’t just...”

Fluttershy had to fight down a tide of rising panic. She shook her head quickly. “No! I didn’t mean—Dashie, I do, too. I always will, just not that way anymore.”

Rainbow breathed a sigh of relief, though she simultaneously seemed a little disappointed. “Sorry, I didn’t mean to freak out. It’s just... AJ is the jealous type. And I can’t screw things up. So... what do you mean, then?”

“I... just wanted...” Fluttershy took a deep, calming breath. “I wanted to say I’m sorry for... the way things ended.”

“Wha’?” Rainbow stared at Fluttershy incredulously. “For what? You didn’t do anything wrong.”

“I did... I gave up on you. And... maybe things turned out okay in the end, but... I should have been stronger. I should have fought for you, and that’s... that’s why I didn’t deserve you.”

“Shy... where’s this coming from? I don’t get it!” Rainbow scooted closer, throwing a foreleg over Fluttershy’s shoulder. “Talk to me. We’re still buds, right?”

Fluttershy nodded mutely, not looking at Rainbow.

“Look, that was a long time ago, and it wasn’t your fault. If anypony should apologize, it's me. I was the one messing around with Gilda.” Rainbow shook her gently. “Stop blaming yourself. I don’t.”

Fluttershy shook her head sadly. “I should have been stronger. I see that now. If I’d fought, she would have backed down. She expected me to fight.”

“What? You mean Gilda?”

“She came to me... just a few weeks before I left school.” Fluttershy took a deep breath, trying to decide how best to bring this up. She decided immediately the truth was a bad idea.

Dashie can’t know. It was horrible, but I think... I think I know why, now. She was so mean, but I think she was hurting too, and didn’t know what to do...

“Make it quick, doofus.”

Fluttershy trembled and shrank away the griffon's predatory gaze.

Gilda had swooped down at her exactly the way she’d seen hawks about to snatch up mice. But instead of picking her up and carrying her off to devour at her leisure, she’d landed in front of Fluttershy and demanded the most confusing thing she’d ever heard.

“Will you hurry up and hit me, already?”

“W-why?” Fluttershy stammered out, finally.

Gilda grunted in frustration. “I already told you. I fouled your nest! Or... home, or whatever you ponies call it.”

“D-Dashie already told me,” Fluttershy managed to squeak out. “I told her it’s okay.”

The griffon raised her head, leveling her gaze directly at Fluttershy. “She told you, and you’re okay with it? What the heck is wrong with you, twerp?”

Fluttershy cowered away from Gilda, squeaking piteously.

“Ugh! This is stupid! Do I have to tell you where to hit me?” Gilda demanded.

“I... I don’t want to hit you,” Fluttershy replied in a small voice.

Gilda slumped down on her haunches, glaring at the infuriating pony before her. “You ponies are so stupid! If you were a griffon, at least I could tear your throat out and just take her! But all of you grass-munching dweebs are just... Ugh!” She snarled, making Fluttershy even more afraid.

“Can you please... uhm, leave me alone?” Fluttershy asked.

The griffon’s eyes narrowed in a way that sent another quiver of fear running down Fluttershy’s spine. “Go away? You’d like that, wouldn’t you? Seeing me leave and never come back? I like Dash as much as you do! No way am I just gonna leave!”

“I didn’t mean—”

“I don’t care what you mean! You’re supposed to do something when somegriff... or somepony sleeps with your mate! And—” Gilda fell silent. “Unless you’re not willing to fight for her.”

Fluttershy squeaked weakly, cowering before the angry griffon.

“That’s it, isn’t it? You’re weak, and you can’t even be angry with me— or her.” Gilda spat, her saliva being absorbed by the clouds they were standing on almost instantly. “Useless,” she said, venomously. “If you’re not willing to fight for her, you don’t deserve her.” She turned around and flexed her wings to take off, but looked back over her shoulder before the first flap would have put her in the air. “Get lost. Dash deserves someone better than you.”

Fluttershy told a very rose-colored account of her conversation with the griffon. Needless to say, she omitted certain things that would have made Dash angry. There was little point reopening old wounds.

“She seemed to feel guilty about what she was doing with you. And she was frustrated that I wouldn’t be angry with you or her about it. She... she wasn’t very nice, but I think maybe... maybe she was right. Rarity fought for Pinkie. She didn’t just... give up.” Fluttershy hung her head. “I... If I had been stronger—”

“Stop it!” Rainbow shouted.

Fluttershy’s eyes opened wide, and she squeaked in surprise.

“That’s why? Because you thought—” Rainbow shook her head. “Shy, it was never about how cool you were, because let’s face it, you’re about as cool as the sun.” Rainbow leaned over and hugged her, clinging tight. “You didn’t have to be cool. You’re my girl!”

“I didn’t?” Fluttershy whispered, not believing her ears.

“Nah, you’re awesome as is. But don’t ask me that in public; I’ll be forced to redefine what awesome means, and nopony wants that.” Rainbow pulled back from the hug, tears showing at the edges of her eyes.

“But... I thought... Gilda was so fast, and brave, and—”

“And she was a huge jerk. But she was my girl too, so she got a pass.” Rainbow frowned as she reconsidered. “Maybe too many passes.” She sighed heavily. “Look, we were both kinda young and dumb. So will you give yourself a break already? How am I supposed to feel guilty for being a huge idiot if you won’t let me share the blame? C’mon, think of me for a change!”

That got an involuntary laugh from Fluttershy. “Sorry. I guess that was selfish of me?”

“Did you just make a joke?” Rainbow asked, her smile widening.

“Maybe?” Fluttershy replied with a slight grin herself.

“Ha! Pinkie’s rubbing off on you. Or rubbing on you. Either way.” Rainbow hugged her again impulsively. “You’ve been smiling a lot lately. I like it.”

Fluttershy returned the hug, fighting off a sudden urge to cry. She felt lighter than she had in years. It was as if she’d been carrying a burden around without even being aware of how heavy it was, and Rainbow had casually flicked it off of her with a wingtip.

“Hey, Shy?” Rainbow whispered, make Fluttershy’s ear twitch.

“Yes?”

“Are you happy?”

The question took her by surprise. It was something she often asked Rainbow. Because despite having loved and lost, part of her would always love Rainbow, and want her to be happy. She supposed the same was true for Rainbow. “Yes,” she answered.

And she was.